Tree.com Reports Q209 Results


CHARLOTTE, N.C., July 30, 2009 (GLOBE NEWSWIRE) -- Tree.com, Inc. (Nasdaq:TREE) today announced financial results for its second quarter ended June 30, 2009 with $0.07 earnings per share on net income of $700,000. Q209 Revenue was $61.0 million, which was a $3.7 million increase quarter-over-quarter. Excluding certain items, Q209 Adjusted EBITDA was $8.2 million, which was a $0.6 million decrease quarter-over-quarter and an $11.8 million increase year-over-year.

Doug Lebda, Chairman and CEO of Tree.com, said, "Overall, we are pleased with our Q2 results, but toward the end of the quarter interest rates began to climb, as seen in the table below, and we have begun to see the fall-off in refinance volume that we have been predicting for some time now. This situation reemphasizes our need to aggressively pursue our strategic initiatives to diversify our revenue streams outside of mortgage. We expect it will take some time, but we are beginning to establish footholds in a couple of new verticals with our recently announced acquisitions of DoneRight and LeadRelevance."



 --------------------------------------------------------------------
               Tree.com Summary Financial Results
            $s in millions (except per share amounts)
 --------------------------------------------------------------------
                                           Q/Q                  Y/Y
                    Q2 2009   Q1 2009   % Change   Q2 2008   % Change
                    -------------------------------------------------
 Revenue             $ 61.0    $ 57.3         6%   $  60.0         2%

 Adjusted EBITDA *   $  8.2    $  8.8        (6%)  $  (3.6)        NM
 EBITDA *            $  4.3    $  6.1       (30%)  $(171.3)        NM

 Net Income/(Loss)   $  0.7    $  3.2       (76%)  $(162.9)        NM

 Net Income/(Loss)
  Per Share          $ 0.07    $ 0.33       (79%)  $(17.47)        NM
 Diluted Net Income/
 (Loss) Per Share    $ 0.07    $ 0.32       (79%)  $(17.47)        NM
 --------------------------------------------------------------------
 NM = Not Meaningful
 * See separate reconciliation of Adjusted EBITDA and EBITDA to
   Operating Income/Loss.

Information Regarding Q2 Results



   * Q209 Revenue increased 6% from Q109 and 2% from Q208.  The
     quarter-over-quarter improvement in revenue was seen across all
     of our segments.  LendingTree Loans continued high funding levels
     reflecting low mortgage rates throughout most of Q1 and Q2.  Real
     Estate showed strong quarter-over-quarter improvement, largely
     driven by a seasonal uptick in closings, and the Exchanges
     improved revenue through higher transfer fees earned from
     LendingTree Loans.

   * Q209 Adjusted EBITDA decreased $0.6 million quarter-over-quarter,
     primarily due to our investment in new ad campaign production
     costs for our core LendingTree.com brand.  Adjusted EBITDA
     improved $11.8 million year-over-year, primarily from higher
     margins at LendingTree Loans and lower operating expenses across
     three of our four operating segments.

Tree.com CFO Matt Packey added, "We continue to be happy with the revenue growth and bottom line performance. However, as we have mentioned in the prior two quarters, these results, particularly at LTL, were bolstered by a low interest rate environment. Looking forward, we've seen some economic forecasts which generally indicate a slow rising interest rate environment, likely meaning lower conversion rates and more investments in marketing to drive the same level, or even fewer, consumers to us. Coupling those factors with a normal seasonal downturn in Q4 and barring other changes, we would expect both Q3 and Q4 results to shift downward. As we've said previously, we will remain focused on keeping our Adjusted EBITDA in the black."

A chart describing average 30-year fixed mortgage rate recent trends is available at http://media.globenewswire.com/cache/10613/file/7177.pdf

Business Unit Discussion

LENDINGTREE LOANS SEGMENT



 --------------------------------------------------------------------
                   LendingTree Loans Segment Results
                            $s in millions
 --------------------------------------------------------------------
                                           Q/Q                  Y/Y
                    Q2 2009   Q1 2009   % Change   Q2 2008   % Change
                    -------------------------------------------------
 Revenue - Direct
  Lending
   Origination and
   Sale of Loans     $ 34.4    $ 32.8         5%    $ 22.8        51%
    Other            $  1.9    $  1.6        19%    $  2.5       (24%)
                    -------   -------   --------   -------   --------
 Total Revenue -
  Direct Lending     $ 36.3    $ 34.4         5%    $ 25.3        44%

 Cost of Revenue*    $ 14.0    $ 11.9        18%    $ 11.4        23%

 Operating 
  Expenses*          $ 10.1    $  7.5        35%    $ 11.4       (11%)
                    -------   -------   --------   -------   --------

 Adjusted EBITDA     $ 12.2    $ 15.0       (18%)   $  2.5       381%
 EBITDA              $ 13.2    $ 15.0       (12%)   $  1.2       969%

 Metrics - Direct
  Lending
 Purchased loan
  requests (000s)      66.5      57.7        15%      89.8       (26%)
 Closed - units
  (000s)                4.0       3.3        23%       3.2        24%
 Closed - units
  (dollars)          $898.0    $714.8        26%    $637.6        41%
 --------------------------------------------------------------------
 * Does not include non-cash compensation, depreciation, gain/loss
 on disposal of assets, restructuring, amortization or impairment. See
 separate reconciliation of Adjusted EBITDA and EBITDA to Operating
 Income/Loss.

LendingTree Loans

LendingTree Loans revenue in Q209 increased 5% compared to Q109, and increased 44% compared to the same period in 2008. Revenue from the origination and sale of loans increased 5% quarter-over-quarter and 51% year-over-year. The Q209 revenue improvements were the result of a better than 20% increase in the number of loans closed quarter-over-quarter and year-over-year coupled with a slight increase in average funded loan balances. These increases were partially offset by a higher provision for loan losses in the period, reflecting approximately a 20% increase in loan reserves primarily for 2006 and 2007 vintage loans.

Operating expenses increased $2.7 million quarter-over-quarter and decreased $1.3 million year-over-year. The primary driver of both variances was changes in marketing spend.

EXCHANGES SEGMENT



 --------------------------------------------------------------------
                        Exchanges Segment Results
                             $s in millions
 --------------------------------------------------------------------
                                           Q/Q                  Y/Y
                    Q2 2009   Q1 2009   % Change   Q2 2008   % Change
                   --------------------------------------------------
 Revenue -
  Exchanges
   Match Fees      $    9.9  $   10.0        (1%)  $   13.7      (28%)
   Closed Loan
    Fees           $    6.4  $    6.4         0%   $   10.2      (37%)
   Inter-segment
    Revenue        $    3.7  $    1.9        91%   $    5.4      (31%)
   Other           $    0.6  $    0.8       (30%)  $    0.8      (24%)
                   --------  --------   --------   --------  --------
 Total Revenue -
  Exchanges        $   20.6  $   19.1         8%   $   30.1      (32%)

 Cost of Revenue*  $    2.0  $    1.9         7%   $    3.0      (32%)

 Operating
  Expenses*        $   15.3  $   14.7         5%   $   26.0      (41%)
                   --------  --------   --------   --------  --------

 Adjusted EBITDA   $    3.3  $    2.5        29%   $    1.1      206%
 EBITDA            $    2.7  $    1.7        54%   $ (102.0)       NM

 Metrics -
  Exchanges
   Matched loan
    requests (000s)   333.2     366.3        (9%)     471.8      (29%)
   Closing - units
    (000s)             13.1      14.3        (9%)      24.9      (48%)
   Closing - units
    (dollars)      $2,613.1  $2,625.0        (0%)  $3,685.4      (29%)
 --------------------------------------------------------------------
 NM = Not Meaningful
 * Does not include non-cash compensation, depreciation, gain/loss
 on disposal of assets, restructuring, amortization or impairment. See
 separate reconciliation of Adjusted EBITDA and EBITDA to Operating
 Income/Loss.

Exchanges

Exchanges revenue in Q209 increased 8% compared to Q109 and decreased 32% compared to the same period in 2008. On a quarter-over-quarter basis, Exchanges revenue improved largely due to increases in transfer fees to LendingTree Loans with network revenue remaining essentially flat. The decrease in revenue year-over-year continues to reflect the weaker lender demand in this low rate environment.

Despite lower closing units in the quarter, close revenue remained flat quarter-over-quarter due to a 9% increase in closed loan values. The year-over-year decrease in closing revenue is the result of the continued trend of lower matched loan requests related to the lender capacity issues.

Operating expenses increased $0.6 million quarter-over-quarter and decreased $10.7 million year-over-year. The increase quarter-over-quarter was largely due to our investments for production of our new advertising. The year-over-year decrease was primarily driven by reductions in variable marketing spend versus Q208, made possible by higher consumer demand driven by favorable mortgage rate trends and some improvement in organic traffic.

REAL ESTATE SEGMENT



 --------------------------------------------------------------------
                       Real Estate Segment Results
                             $s in millions
 --------------------------------------------------------------------
                                           Q/Q                  Y/Y
                    Q2 2009   Q1 2009   % Change    Q2 2008  % Change
                   --------  --------   --------   --------  --------
 Total Revenue -
  Real Estate       $   7.8   $   5.8        35%    $  10.2      (24%)

 Cost of Revenue*   $   4.8   $   3.9        24%    $   5.9      (18%)

 Operating 
  Expenses*         $   3.7   $   4.8       (24%)   $   5.9      (38%)
                   --------  --------   --------   --------  --------

 Adjusted EBITDA    $  (0.7)  $  (2.9)       77%    $  (1.6)      59%
 EBITDA             $  (4.6)  $  (3.8)      (22%)   $ (63.5)      93%

 Metrics - Real 
  Estate
 Closing - units
  (000s)                1.5       1.2        22%        2.2      (30%)
 Closing - units
  (dollars)         $ 332.4   $ 281.4        18%    $ 541.1      (39%)
 Agents -
  RealEstate.com,
   REALTORS(R)        1,365     1,213        13%        999       37%
 Markets -
  RealEstate.com,
   REALTORS(R)           20        20         0%         14       43%
 --------------------------------------------------------------------
 * Does not include non-cash compensation, depreciation, gain/loss
 on disposal of assets, restructuring, amortization or impairment. See
 separate reconciliation of Adjusted EBITDA and EBITDA to Operating
 Income/Loss.

Real Estate

Q209 Real Estate revenue increased $2.0 million or 35% from Q109 and decreased $2.4 million or 24% from Q208. The primary driver of the quarter-over-quarter increase was normal seasonality as Q2 is typically the peak home buying season. The year-over-year decrease in total Real Estate revenue is attributed to declines in our referral networks, which experienced decreases in closings and transaction values year-over-year from persistent negative market conditions.

Operating expenses decreased $1.1 million quarter-over-quarter and decreased $2.2 million year-over-year. The decreases in operating expense were primarily due to decreases in marketing expenses related to the continued progress in marketing efficiency driven by ongoing innovation on the RealEstate.com Web site, as well as general and administrative reductions reflecting our prior cost cutting initiatives.

CORPORATE



 --------------------------------------------------------------------
              Unallocated Corporate Costs and Eliminations
                              $s in millions
 --------------------------------------------------------------------
                                           Q/Q                  Y/Y
                    Q2 2009   Q1 2009   % Change    Q2 2008  % Change
                   --------  --------   --------   --------  --------
 Inter-segment
  Revenue -
  elimination        $ (3.7)   $ (1.9)       91%     $ (5.6)     (34%)

 Cost of Revenue*    $  0.5    $  0.6       (12%)    $  0.5       (9%)

 Inter-segment
  Marketing -
  elimination        $ (3.7)   $ (1.9)       91%     $ (5.4)     (31%)

 Operating 
  Expenses*          $  6.1    $  5.2        19%     $  4.8       29%
                   --------  --------   --------   --------  --------

 Adjusted EBITDA     $ (6.6)   $ (5.8)      (14%)    $ (5.5)     (19%)
 EBITDA              $ (7.0)   $ (6.9)       (2%)    $ (7.1)       1%
 --------------------------------------------------------------------
 * Does not include non-cash compensation, depreciation, gain/loss
 on disposal of assets, restructuring, amortization or impairment. See
 separate reconciliation of Adjusted EBITDA and EBITDA to Operating
 Income/Loss.

Corporate

The eliminations both in revenue and in marketing were primarily associated with the inter-segment transfer pricing charged from Exchanges to LendingTree Loans for leads. Operating expenses increased $0.9 million quarter-over-quarter and $1.3 million year-over-year. The quarter-over-quarter and year-over-year increases in operating expense were primarily related to increases in professional fees for various corporate matters and public company costs.

Liquidity and Capital Resources

As of June 30, 2009, Tree.com had $83.7 million in unrestricted cash and cash equivalents, compared to $81.4 million as of March 31, 2009. There were two key drivers of the increase in cash for the period. The first is Adjusted EBITDA of $8.2 million generated for the quarter. The second is related to $1.9 million of cash received from the sale of restricted common stock. These increases were offset by a $3.6 million net cash outflow related to timing of the origination and sale of loans and warehouse line activity, $3.4 million of negative net working capital changes and $0.8 million of capital expenditures during the quarter.

The loans held for sale and warehouse lines of credit balances as of June 30, 2009 were $111.9 million and $93.1 million, respectively.

Conference Call

Tree.com will audiocast its conference call with investors and analysts discussing the Company's second quarter financial results on Thursday, July 30, 2009 at 11:00 a.m. Eastern Time (ET). This call will include the disclosure of certain information, including forward-looking information, which may be material to an investor's understanding of Tree.com's business. The live audiocast is open to the public at http://investor-relations.tree.com/.

QUARTERLY FINANCIALS



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

                             Three Months Ended     Six Months Ended
                                   June 30,             June 30,
                            --------------------  --------------------
                               2009       2008       2009       2008
                            ---------  ---------  ---------  ---------
                             (In thousands, except per share amounts)
 Revenue
   LendingTree Loans          $36,257    $25,254    $70,629    $56,056
   Exchanges and other         16,923     24,514     34,052     55,523
   Real Estate                  7,793     10,215     13,552     18,597
                            ---------  ---------  ---------  ---------
  Total revenue                60,973     59,983    118,233    130,176
 Cost of revenue
   LendingTree Loans           14,003     11,413     25,859     23,213
   Exchanges and other          2,531      3,601      4,998      8,072
   Real Estate                  4,792      5,907      8,656     10,777
                            ---------  ---------  ---------  ---------
  Total cost of revenue
   (exclusive of
   depreciation
   shown separately
   below)                      21,326     20,921     39,513     42,062
                            ---------  ---------  ---------  ---------
  Gross margin                 39,647     39,062     78,720     88,114
 Operating expenses
  Selling and marketing
   expense                     13,892     27,819     27,714     57,746
  General and administrative
   expense                     17,112     15,027     33,806     35,686
  Product development           1,561      1,443      3,169      3,552
  Restructuring expense        (1,078)     1,761       (236)     2,163
  Amortization of 
   intangibles                  1,318      3,660      2,581      7,328
  Depreciation                  1,687      1,771      3,351      3,546
  Asset impairments             3,903    164,335      3,903    164,335
                            ---------  ---------  ---------  ---------
 Total operating expenses      38,395    215,816     74,288    274,356
                            ---------  ---------  ---------  ---------
 Operating income (loss)        1,252   (176,754)     4,432   (186,242)
  Other income (expense)
  Interest income                  27          2         75         11
  Interest expense               (151)      (219)      (302)      (328)
  Other                            --         --         --         (2)
                            ---------  ---------  ---------  ---------
 Total other income
  (expense), net                 (124)      (217)      (227)      (319)
                            ---------  ---------  ---------  ---------
 Income (loss) before
  income taxes                  1,128   (176,971)     4,205   (186,561)
 Income tax (provision)
  benefit                        (386)    14,051       (303)    13,842
                            ---------  ---------  ---------  ---------
 Net income (loss)               $742  $(162,920)    $3,902  $(172,719)
                            =========  =========  =========  =========
 Weighted average common
  shares outstanding           10,706      9,328     10,194      9,328
                            =========  =========  =========  =========
 Weighted average diluted
  shares outstanding           11,034      9,328     10,354      9,328
                            =========  =========  =========  =========
 Net income (loss) per 
  share available to 
  common shareholders
  Basic                         $0.07    $(17.47)     $0.38    $(18.52)
                            =========  =========  =========  =========
  Diluted                       $0.07    $(17.47)     $0.38    $(18.52)
                            =========  =========  =========  =========


                   TREE.COM, INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS

                                                   June 30,   Dec. 31,
                                                     2009       2008
                                                  ---------  ---------
                                                 (unaudited)
                                                 (In thousands, except
                                                     share amounts)

 ASSETS:
 Cash and cash equivalents                          $83,705    $73,643
 Restricted cash and cash equivalents                15,499     15,204
 Accounts receivable, net of allowance
  of $408 and $367, respectively                      6,011      7,234
 Loans held for sale ($110,054 and $85,638
  measured at fair value, respectively)             111,917     87,835
 Prepaid and other current assets                    11,080      8,960
                                                  ---------  ---------
   Total current assets                             228,212    192,876
 Property and equipment, net                         13,968     17,057
 Goodwill                                             9,285      9,285
 Intangible assets, net                              59,179     64,663
 Other non-current assets                               476        202
                                                  ---------  ---------
   Total assets                                    $311,120   $284,083
                                                  =========  =========

 LIABILITIES:
 Warehouse lines of credit                          $93,122    $76,186
 Accounts payable, trade                              4,787      3,541
 Deferred revenue                                     1,561      1,231
 Deferred income taxes                                2,290      2,290
 Accrued expenses and other current liabilities      35,042     37,146
                                                  ---------  ---------
   Total current liabilities                        136,802    120,394
 Income taxes payable                                   882        862
 Other long-term liabilities                          9,923      9,016
 Deferred income taxes                               15,683     15,683
                                                  ---------  ---------
   Total liabilities                                163,290    145,955
 Commitments and contingencies

 SHAREHOLDERS' EQUITY:
 Preferred stock $.01 par value; authorized
  5,000,000 shares; none issued or outstanding           --         --
 Common stock $.01 par value; authorized
  50,000,000 shares; issued and outstanding
  10,806,584 and 9,369,381 shares, respectively         108         94
 Additional paid-in capital                         900,363    894,577
 Accumulated deficit                               (752,641)  (756,543)
                                                  ---------  ---------
   Total shareholders' equity                       147,830    138,128
                                                  ---------  ---------
   Total liabilities and shareholders' equity      $311,120   $284,083
                                                  =========  =========


                    TREE.COM, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENT OF CASH FLOWS
                              (Unaudited)

                                             Six Months Ended June 30,
                                             ------------------------
                                                 2009         2008
                                             -----------  -----------
                                                  (In thousands)

 Cash flows from operating activities:
 Net income (loss)                                $3,902    $(172,719)
 Adjustments to reconcile net income
  (loss) to net cash used in operating
  activities:
   Loss on disposal of assets                        949           --
   Amortization of intangibles                     2,581        7,328
   Depreciation                                    3,351        3,546
   Intangible impairment                           3,903       33,378
   Goodwill impairment                                --      130,957
   Non-cash compensation expense                   1,993        2,219
   Non-cash restructuring expense                    161          370
   Deferred income taxes                              --      (13,869)
   Gain on origination and sale of loans         (67,206)     (50,828)
   Loss on impaired loans not sold                   290           47
   Loss on sale of real estate acquired
    in satisfaction of loans                          77          198
   Bad debt expense                                  243          432
   Non-cash interest expense                          --           76
 Changes in current assets and liabilities:
   Accounts receivable                               864        2,153
   Origination of loans                       (1,612,556)  (1,246,436)
   Proceeds from sales of loans                1,658,128    1,295,909
   Principal payments received on loans              627          222
   Payments to investors for loan losses
    and early payoff obligations                  (4,141)      (2,907)
   Prepaid and other current assets                 (623)       2,129
   Accounts payable and other current
    liabilities                                   (1,888)       4,147
   Income taxes payable                              123         (508)
   Deferred revenue                                  236         (718)
 Other, net                                        1,003         (278)
                                             -----------  -----------
 Net cash used in operating activities            (7,983)      (5,152)
                                             -----------  -----------
 Cash flows from investing activities:
   Contingent acquisition consideration               --      (14,487)
   Acquisitions                                   (1,000)          --
   Capital expenditures                           (1,404)      (2,770)
   Other, net                                        581         (146)
                                             -----------  -----------
 Net cash used in investing activities            (1,823)     (17,403)
                                             -----------  -----------
 Cash flows from financing activities:
   Borrowing under warehouse lines
    of credit                                  1,402,823    1,142,343
   Repayments of warehouse lines
    of credit                                 (1,385,887)  (1,146,336)
   Principal payments on long-term
    obligations                                       --      (20,045)
   Transfers to IAC                                   --       27,266
   Capital contributions from IAC                     --       14,487
   Issuance of common stock                        3,807           --
   Excess tax benefits from stock-
    based awards                                      --          153
   (Increase) decrease in restricted
    cash                                            (875)      12,048
                                             -----------  -----------
 Net cash provided by financing
  activities                                      19,868       29,916
                                             -----------  -----------
 Net increase in cash and cash equivalents        10,062        7,361
 Cash and cash equivalents at beginning
  of period                                       73,643       45,940
                                             -----------  -----------
 Cash and cash equivalents at end of period      $83,705      $53,301
                                             ===========  ===========


 TREE.COM'S RECONCILIATION OF SEGMENT RESULTS TO GAAP ($s in thousands)

                        For the Three Months Ended June 30, 2009:
                    -------------------------------------------------
                                                      Un-
                    LendingTree             Real   allocated--
                      Loans     Exchanges  Estate  Corporate   Total
                    ----------- --------- -------  ---------  -------
 Revenue                $36,257   $20,630  $7,793    ($3,707) $60,973
 Cost of revenue
  (exclusive
  of depreciation
  shown separately
  below)                 14,003     2,020   4,792        511   21,326
                       --------  -------- -------   --------  -------
   Gross Margin          22,254    18,610   3,001     (4,218)  39,647
 Operating Expenses:
   Selling and
    marketing expense     4,098    12,474   1,020     (3,700)  13,892
   General and
    administrative
    expense               5,911     2,665   2,331       6,205  17,112
   Product
    development              97       807     347        310    1,561
   Restructuring
    expense              (1,084)       --       6         --   (1,078)
   Amortization
    of intangibles           70       106   1,142         --    1,318
   Depreciation             759       198     287        443    1,687
   Asset impairments         --        --   3,903         --    3,903
                       --------  -------- -------   --------  -------
   Total operating
    expenses              9,851    16,250   9,036      3,258   38,395
                       --------  -------- -------   --------  -------
 Operating income
  (loss)                 12,403     2,360  (6,035)    (7,476)   1,252
 Adjustments to
  reconcile to
  EBITDA and  Adjusted EBITDA:
   Amortization
    of intangibles           70       106   1,142         --    1,318
   Depreciation             759       198     287        443    1,687
                       --------  -------- -------   --------  -------
 EBITDA                  13,232     2,664  (4,606)    (7,033)   4,257
   Restructuring
    expense              (1,084)       --       6         --   (1,078)
   Asset impairments         --        --   3,903         --    3,903
   Loss on
    disposal of
    assets                   --       311      --         --      311
   Non-cash
    compensation             67       306      33        410      816
                       --------  -------- -------   --------  -------
 Adjusted EBITDA        $12,215    $3,281   $(664)   $(6,623)  $8,209
                       ========  ======== =======   ========  =======


                        For the Three Months Ended June 30, 2008:
                    -------------------------------------------------
                                                      Un-
                    LendingTree             Real   allocated--
                      Loans     Exchanges  Estate  Corporate   Total
                    ----------- --------- -------  ---------  -------
 Revenue                $25,254   $30,128 $10,215    ($5,614) $59,983
 Cost of revenue
  (exclusive
  of depreciation
  shown separately
  below)                 11,413     3,063   5,907        538   20,921
                       --------  -------- -------   --------  -------
   Gross Margin          13,841    27,065   4,308     (6,152)  39,062
 Operating Expenses:
   Selling and
    marketing expense     5,623    25,327   2,223     (5,354)  27,819
   General and
    administrative
    expense               5,618       183   3,654      5,572   15,027
   Product
    development              60       733     611         39    1,443
   Restructuring
    expense                 404       151     513        693    1,761
   Amortization
    of intangibles           70     2,502   1,088         --    3,660
   Depreciation             848       194     252        477    1,771
   Asset impairments        898   102,630  60,807         --  164,335
                       --------  -------- -------   --------  -------
   Total operating
    expenses             13,521   131,720  69,148      1,427  215,816
                       --------  -------- -------   --------  -------
 Operating income
  (loss)                    320  (104,655)(64,840)    (7,579)(176,754)
 Adjustments to
  reconcile to
  EBITDA and
  Adjusted EBITDA:
   Amortization
    of intangibles           70     2,502   1,088         --    3,660
   Depreciation             848       194     252        477    1,771
                       --------  -------- -------   --------  -------
 EBITDA                   1,238  (101,959)(63,500)    (7,102)(171,323)
   Restructuring
    expense                 404       151     513        693    1,761
   Asset impairments        898   102,631  60,806         --  164,335
   Non-cash
    compensation             --       250     552        861    1,663
                       --------  -------- -------   --------  -------
 Adjusted EBITDA         $2,540    $1,073 $(1,629)   $(5,548) $(3,564)
                       ========  ======== =======   ========  =======


                         For the Six Months Ended June 30, 2009:
                    -------------------------------------------------
                                                      Un-
                    LendingTree            Real    allocated--
                      Loans     Exchanges  Estate  Corporate   Total
                    ----------- --------- -------  --------- --------
 Revenue                $70,629   $39,697 $13,552   $(5,645) $118,233
 Cost of revenue
  (exclusive of
  depreciation
  shown separately
  below)                 25,859     3,911   8,656     1,087    39,513
                       --------  -------- -------   -------  --------
   Gross Margin          44,770    35,786   4,896    (6,732)   78,720
 Operating Expenses:
   Selling and
    marketing
    expense               6,212    24,442   2,698    (5,638)   27,714
   General and
    administrative
    expense              11,248     5,456   5,055    12,047    33,806
   Product
    development             247     1,439     881       602     3,169
   Restructuring
    expense              (1,192)       58     739       159      (236)
   Amortization
    of intangibles          140       156   2,285        --     2,581
   Depreciation           1,546       397     547       861     3,351
   Asset impairments         --        --   3,903        --     3,903
                       --------  -------- -------   -------  --------
   Total operating
    expenses             18,201    31,948  16,108     8,031    74,288
                       --------  -------- -------   -------  --------
 Operating income
  (loss)                 26,569     3,838 (11,212)  (14,763)    4,432
 Adjustments to
  reconcile to
  EBITDA and
  Adjusted EBITDA:
   Amortization
    of intangibles          140       156   2,285        --     2,581
   Depreciation           1,546       397     547       861     3,351
                       --------  -------- -------   -------  --------
 EBITDA                  28,255     4,391  (8,380)  (13,902)   10,364
   Restructuring
    expense              (1,192)       58     739       159      (236)
   Asset impairments         --        --   3,903        --     3,903
   Loss on disposal
    of assets                --       949      --        --       949
   Non-cash
    compensation            136       419     131     1,307     1,993
                       --------  -------- -------   -------  --------
 Adjusted EBITDA        $27,199    $5,817 $(3,607) $(12,436)  $16,973
                       ========  ======== =======   =======  ========


                         For the Six Months Ended June 30, 2008:
                    -------------------------------------------------
                                                      Un-
                    LendingTree            Real    allocated--
                      Loans     Exchanges  Estate  Corporate   Total
                    ----------- --------- -------  --------- --------
 Revenue                $56,056   $67,188 $18,597   $(11,665) $130,176
 Cost of revenue
  (exclusive of
  depreciation
  shown separately
  below)                 23,213     6,968  10,777     1,104    42,062
                       --------  -------- -------   -------  --------
   Gross Margin          32,843    60,220   7,820   (12,769)   88,114
 Operating Expenses:
   Selling and
    marketing expense    11,639    52,763   4,414   (11,070)   57,746
   General and
    administrative
    expense              12,719     3,892   6,938    12,137    35,686
   Product
    development             404     1,843   1,266        39     3,552
   Restructuring
    expense                 806       151     513       693     2,163
   Amortization
    of intangibles          140     4,992   2,196        --     7,328
   Depreciation           1,650       380     454     1,062     3,546
   Asset impairments        898   102,630  60,807        --   164,335
                       --------  -------- -------   -------  --------
   Total operating
    expenses             28,256   166,651  76,588     2,861   274,356
                       --------  -------- -------   -------  --------
 Operating income
  (loss)                  4,587  (106,431)(68,768)  (15,630) (186,242)
 Adjustments to
  reconcile to
  EBITDA and
  Adjusted EBITDA:
   Amortization
    of intangibles          140     4,992   2,196        --     7,328
   Depreciation           1,650       380     454     1,062     3,546
                       --------  -------- -------   -------  --------
 EBITDA                   6,377  (101,059)(66,118)  (14,568) (175,368)
   Restructuring
    expense                 806       151     513       693     2,163
   Asset impairments        898   102,630  60,807        --   164,335
   Non-cash
    compensation             --       330     717     1,172     2,219
                       --------  -------- -------   -------  --------
 Adjusted EBITDA         $8,081    $2,052 $(4,081) $(12,703)  $(6,651)
                       ========  ======== =======   =======  ========

About Tree.com, Inc.

Tree.com, Inc. (Nasdaq:TREE) is the parent of several brands and businesses in the financial services and real estate industries including LendingTree(r), LendingTree Loans(sm), GetSmart(r), Home Loan Center, RealEstate.com, iNest(r), and RealEstate.com, REALTORS(r). Together, they serve as an ally for consumers who are looking to comparison shop loans, real estate and other financial products from multiple businesses and professionals who compete for their business.

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

The Tree.com, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5367

Segment Information

The overall concept that Tree.com employs in determining its reportable segments and related financial information is to present them in a manner consistent with how the chief operating decision maker and executive management view the businesses, how the businesses are organized as to segment management, and the focus of the businesses with regards to the types of products or services offered or the target market.

Following the spin-off from IAC, the new chief operating decision maker began to realign the Tree.com businesses into new operating segments. For the first quarter of 2009, management completed its realignment of staffing and direct revenue and costs for each new segment and created reporting structures to enable the chief operating decision maker and management to evaluate the results of operations for each of these new segments on a comparative basis with prior periods. In prior periods, the segments "Lending" and "Real Estate" were presented, which have been changed to "LendingTree Loans", "Exchanges", and "Real Estate" segments. Additionally, certain shared indirect costs that are described below are reported as "Unallocated - Corporate". All items of segment information for prior periods have been restated to conform to the new reportable segment presentation.

The expenses presented for each of the business segments include an allocation of certain corporate expenses that are identifiable and directly benefit those segments. The unallocated expenses are those corporate overhead expenses that are not directly attributable to a segment and include: corporate expenses such as finance, legal, executive, technology support, and human resources, as well as elimination of inter-segment revenue and costs.



     LendingTree Loans
     The LendingTree Loans segment originates, processes, approves and
     funds various residential real estate loans through Home Loan
     Center, Inc. ("HLC") (d/b/a LendingTree Loans).  The HLC and
     LendingTree Loans brand names are collectively referred to as
     "LendingTree Loans."

     Exchanges
     The Exchanges segment consists of online lead generation networks
     and call centers (principally LendingTree.com and GetSmart.com)
     that connect consumers and service providers principally in the
     lending industry.

     Real Estate
     Real Estate consists of a proprietary full service real estate
     brokerage (RealEstate.com, REALTORS(r)) that operates in 20 U.S.
     markets, as well as an online lead generation network accessed at
     www.RealEstate.com, that connects consumers with real estate
     brokerages around the country.

Definition of Tree.com's Non-GAAP Measures

Tree.com reports Earnings Before Interest, Taxes, Depreciation and Amortization ("EBITDA"), and adjusted for certain items discussed below ("Adjusted EBITDA"), as supplemental measures to GAAP. These measures are two of the primary metrics by which Tree.com evaluates the performance of its businesses, on which its internal budgets are based and by which management is compensated. Tree.com believes that investors should have access to the same set of tools that it uses in analyzing its results. 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 measure which are discussed below.

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 expenses, (5) proceeds from litigation settlements, (6) pro forma adjustments for significant acquisitions, and (7) one-time items. Tree.com believes this measure is useful to investors because it represents the operating results from Tree.com's segments, but excludes the effects of any other non-cash expenses. Adjusted EBITDA has certain limitations in that it does not take into account the impact to Tree.com's statement of operations of certain expenses, including depreciation, non-cash compensation and acquisition related accounting. Tree.com endeavors to compensate for the limitations of the non-GAAP measure presented by also providing the comparable GAAP measure with equal or greater prominence and descriptions of the reconciling items, including quantifying such items, to derive the non-GAAP measure.

Pro Forma Results

Tree.com will only present EBITDA and Adjusted EBITDA on a pro forma basis if it views a particular transaction as significant in size or transformational in nature. For the periods presented in this release, there are no transactions that Tree.com has included on a pro forma basis.

One-Time Items

EBITDA and Adjusted EBITDA are presented before one-time items, if applicable. These items are truly one-time in nature and 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 release, there are no one-time items.

Non-Cash Expenses That Are Excluded From Tree.com's Non-GAAP Measures

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

Amortization and impairment 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.

Reconciliation of EBITDA and Adjusted EBITDA

For a reconciliation of EBITDA and Adjusted EBITDA to operating income (loss) for Tree.com's operating segments for the three and six months ended June 30, 2009 and 2008, see the table above.

Interest Rate Risk

Tree.com's exposure to market rate risk for changes in interest rates relates primarily to its interest rate lock commitments, loans held for sale, and LendingTree Loans' lines of credit.

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 of the Company 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: our ability to operate effectively as a separate public entity following our spin-off from IAC in August 2008; additional costs associated with operating as an independent company; volatility in our stock price and trading volume; our ability to obtain financing on acceptable terms; limitations on our ability to enter into transactions due to spin-related restrictions; adverse conditions in the primary and secondary mortgage markets and in the economy; adverse conditions in our industries; adverse conditions in the credit markets and the inability to renew or replace warehouse lines of credit; seasonality in our businesses; potential liabilities to secondary market purchasers; changes in our relationships with network lenders, real estate professionals, credit providers and secondary market purchasers; breaches of our network security or the misappropriation or misuse of personal consumer information; our failure to provide competitive service; our failure to maintain brand recognition; our ability to attract and retain customers in a cost-effective manner; our ability to develop new products and services and enhance existing ones; competition from our network lenders and affiliated real estate professionals; our failure to comply with existing or changing laws, rules or regulations, or to obtain and maintain required licenses; failure of our network lenders or other affiliated parties to comply with regulatory requirements; failure to maintain the integrity of our systems and infrastructure; liabilities as a result of privacy regulations; failure to adequately protect our intellectual property rights or allegations of infringement of intellectual property rights; changes in our management; and deficiencies in our disclosure controls and procedures and internal control over financial reporting. 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, 2008, our Quarterly Report on Form 10-Q for the period ended March 31, 2009, 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.



            

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