connects quality home service professionals with consumers across more than 500 different categories, from repairing and remodeling homes to cleaning and landscaping.
−Removed: During the year ended December 31, 2022, over 220,000 domestic service professionals actively sought consumer leads, completed jobs or advertised work through Angi Inc.
+Added: Approximately 196,000 transacting service professionals sought consumer matches, completed jobs, or advertised work through Angi Inc.
+Added: platforms during the three months ended December 31, 2023.
Additionally, consumers turned to at least one of our businesses to find a service professional for approximately 23 million projects during the year ended December 31, 2023.
−Removed: In the fourth quarter of 2022, our segment presentation was changed to reflect out four operating segments, which now include:
−Removed: (i) Ads and Leads, (ii) Services, (iii) Roofing, and (iv) International (includes Europe and Canada), and the various businesses within those segments operate under multiple brands, including Angi, HomeAdvisor, Handy, Total Home Roofing, Angi Roofing, MyBuilder, and Travaux.com.
−Removed: Our financial information for prior periods has been recast to conform to the current period presentation.
+Added: The Company has three operating segments:
+Added: (i) Ads and Leads, (ii) Services, and (iii) International (includes Europe and Canada) and operates under multiple brands including Angi, HomeAdvisor, and Handy.
Angi is a public company controlled by IAC Inc.
−Removed: (formerly known as IAC/InterActiveCorp (“IAC”)).
As of December 31, 2023, IAC’s economic and voting interest in Angi were 84.2% and 98.1%, respectively.
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Our Domestic Businesses
−Removed: In the United States, the Company, through several differentiated experiences, provides consumers with tools and resources to help them find local, pre-screened and customer-rated service professionals, matching consumers with independently established home services professionals engaged in a trade, occupation and/or businesses that customarily provides such services and provides consumers with tools to communicate with service professionals and pay for related services:
+Added: In the United States, the Company, through several differentiated experiences, provides consumers with tools and resources to help them find local, pre-screened and customer-rated service professionals, matches consumers with independently established home services professionals engaged in a trade, occupation and/or businesses that customarily provides such services and provides consumers with tools to communicate with service professionals and pay for related services.
+Added: These experiences primarily include:
• an Ads and Leads experience, where service professionals pay for connections to consumers;
• a Services experience, where consumers make payment through the Angi platform for a specific job and the Angi platform assigns that job to a service professional who completes it and receives a portion of the job fee.
−Removed: • a Roofing business that provides roof replacement and repair services directly to consumers.
Ads and Leads Overview
−Removed: This business connects consumers with service professionals for local services through our nationwide online directory of service professionals across more than 500 service categories, as well as provides consumers with valuable tools, services and content (including verified reviews of local service professionals), to help them research, shop and hire for local services.
−Removed: Consumers can access our nationwide online directory and related basic tools and services free of charge upon registration, as well as by way of purchased membership packages.
−Removed: Our Ads business also sells term-based website and mobile and digital magazine advertising to service professionals, as well as provides them with quoting, invoicing, and payment services.
−Removed: Our Leads digital marketplace service connects consumers with service professionals nationwide for home repair, maintenance, and improvement projects.
−Removed: Our Leads business provides consumers with tools and resources to help them find local, pre-screened and customer-rated service professionals, as well as instantly book appointments online, connect with service professionals
−Removed: instantly by telephone, and access several home services-related resources, such as cost guides for different home services projects.
+Added: This business connects consumers with service professionals for local services through our nationwide network of service professionals across more than 500 service categories, as well as provides consumers with valuable tools, services (including the ability to book appointments online) and content (including verified reviews of local service professionals), to help them research, shop and hire for local home services.
+Added: Consumers can access our network and related basic tools and services free of charge upon registration, as well as by way of purchased membership packages.
Consumer Services
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Matches are made by way of our proprietary algorithm, based on several factors (including the type of services desired, location and the number of service professionals available to fulfill the request).
−Removed: Depending on the nature of the service request and the path through which it was submitted, consumers are generally matched with service professionals from the Leads digital marketplace, a Services service professional or a combination of Ads and Leads service professionals (as and if available for the given service request).
+Added: Depending on the nature of the service request and the path through which it was submitted, consumers are generally matched with a combination of Ads, Leads, and Services service professionals.
In all cases, service professionals may contact consumers with whom they have been matched with directly and consumers can generally review profiles, ratings and reviews of presented service professionals and select the service professional whom they believe best meets their specific needs.
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Consumers are responsible for booking the service and for paying the service professional directly, which can be done by consumers independently.
−Removed: Consumers can rate Angi service professionals listed in our nationwide directory on a one- to five- star rating scale based on a variety of criteria, including overall experience, availability, price, quality, responsiveness, punctuality and professionalism and other criteria, depending on the type of service provided.
+Added: Consumers can rate Angi service professionals on a one- to five- star rating scale based on a variety of criteria, including overall experience, availability, price, quality, responsiveness, punctuality and professionalism and other criteria, depending on the type of service provided.
Ratings on each applicable criterion are weighted across all reviews submitted for the service professional to produce such professional’s overall rating on Angi.
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If a certified service professional fails to meet any eligibility criteria during the applicable contract term, refuses to participate in our complaint resolution process, and/or engages in what we determine to be prohibited behavior through any Angi platform, existing advertising and exclusive promotions will be suspended, and the related advertising contract will be subject to termination.
−Removed: Certified service professionals rotate among the first service professionals listed in our nationwide online directory search results for an applicable category (together with their company name, overall rating, number of reviews, certification badge and basic profile information), with non-certified service professionals appearing below certified service professionals in directory search results.
+Added: Certified service professionals are sorted preferentially in search results for an applicable category (together with their company name, overall rating, number of reviews, certification badge and basic profile information), with non-certified service professionals appearing below certified service professionals in search results.
Certified service professionals can also provide exclusive promotions to members.
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Once a member, service professionals must maintain at least a three-star customer rating.
−Removed: If a service professional fails to meet any eligibility criteria during the membership term, refuses to participate in the complaint resolution process, or engages
−Removed: in what we determine to be prohibited behavior through any Angi platform, the service professional is subject to being removed from the Angi network.
+Added: If a service professional fails to meet any eligibility criteria during the membership term, refuses to participate in the complaint resolution process, or engages in what we determine to be prohibited behavior through any Angi platform, the service professional is subject to being removed from the Angi network.
Services Overview
−Removed: Through our Services business, we provide a pre-priced offering service, pursuant to which consumers can request services through Angi and Handy branded platforms and pay for such services on the applicable platform directly.
+Added: Through our Services business, we provide a pre-priced offering, pursuant to which consumers can request services through Angi and Handy branded platforms and pay for such services on the applicable platform directly.
When consumers request household services directly through Services platforms, requests are fulfilled by independently established home services providers engaged in a trade, occupation and/or business that customarily provide such services.
Consumer Services
−Removed: Consumers can submit requests for work to be done on the Handy and Angi platforms and referrals will be made based on the type of service desired, location and the date and time the consumer wants the service to be provided.
−Removed: In addition, consumers who purchase furniture, electronics, appliances and other home-related items from select third-party retail partners online (and in certain markets, in store) can simultaneously purchase assembly, installation and other related services to be fulfilled by Services service professionals, which are then paid for by the consumer directly through the applicable third-party retail partner platform.
+Added: Consumers can submit requests for work to be done on the Angi and Handy platforms and referrals will be made based on the type of service desired, location and the date and time the consumer wants the service to be provided.
+Added: In addition, consumers who purchase furniture, electronics, appliances and other home-related items from select third-party retail partners
+Added: online (and in certain markets, in store) can simultaneously purchase assembly, installation and other related services to be fulfilled by Services service professionals, which are then paid for by the consumer directly through the applicable third-party retail partner platform.
Service Professional Services
−Removed: Services service professionals are provided with access to a pool of consumers seeking service professionals and must validate their home services experiences, as well as attest to holding the requisite license, and maintain an acceptable rating to remain on Services platforms.
+Added: Services service professionals are provided with access to a pool of consumers seeking service professionals and must validate their home services experience, as well as attest to holding the requisite license(s) and maintain an acceptable rating to remain on Services platforms.
In addition, the owner(s) or principal(s) of such service provider must pass certain criminal background checks.
Access to Service platforms will be revoked for service professionals that repeatedly receive low customer satisfaction ratings.
−Removed: Roofing Overview
−Removed: The business within our Roofing segment provides roof replacement and repair services, primarily in Florida (and, to a lesser extent, in Arizona and Texas).
−Removed: Requests for roof replacement and repair services are currently fulfilled via Angi Roofing, LLC, the entity that was formed by Angi Inc.
−Removed: in July 2021 to acquire certain assets and liabilities of Total Home Roofing, LLC.
−Removed: Consumer Services
−Removed: Roofing consumers are identified through lead generation services, as well as organically through consumers that reach out directly, who are able to receive roof replacement services.
−Removed: Service Professional Services
−Removed: Angi Roofing contracts with independent roofing professional in each market to fulfil the services.
Our International Businesses
−Removed: Through the International (Europe and Canada) segment, Angi Inc.
+Added: Through the International segment, Angi Inc.
also operates several international businesses that connect consumers with home service professionals, including:
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The business models of the international businesses vary by jurisdiction and differ in certain respects from the business models of Angi Inc.’s various domestic businesses.
−Removed: Ads and Leads Revenue is primarily derived from (i) consumer connection revenue, which is comprised of fees paid by service professionals for consumer matches (regardless of whether the service professional ultimately provides the requested service), (ii) advertising revenue, which includes revenue from service professionals under contract for advertising, and (iii) membership subscription revenue from service professionals and consumers.
+Added: Ads and Leads revenue includes consumer connection revenue, which comprises fees paid by service professionals for consumer matches (regardless of whether the service professional ultimately provides the requested service), revenue from service professionals under contract for advertising, membership subscription revenue from service professionals and consumers, and revenue from other services.
Consumer connection revenue varies based upon several factors, including the service requested, product experience offered, and geographic location of service.
−Removed: Services is primarily comprised of revenue from jobs sourced directly through the platform and through retail partnerships and completed by a service professional assigned by our platform.
−Removed: Roofing is comprised of revenue from roofing projects.
−Removed: International is primarily comprised of revenue from consumer connection revenue for consumer matches and membership subscription from service professionals and consumers.
−Removed: In March 2021, the Company changed its name to Angi Inc.
−Removed: and updated one of its leading websites and brands, Angie’s List, to Angi, and concentrated its marketing investment in the Angi brand in order to focus its marketing, sales, and branding efforts to a single brand.
−Removed: We market our various products and services to consumers primarily through digital marketing (primarily paid and free search engine marketing, display advertising and third-party affiliate agreements) as well as through traditional offline marketing (national television and radio campaigns), and e-mail.
+Added: Services revenue primarily reflects revenue from pre-priced offerings by which the consumer requests services through the Company’s platform and the Company engages a service professional to perform the service.
+Added: International revenue primarily comprises consumer connection revenue for consumer matches and membership subscription revenue from service professionals and consumers.
+Added: We market our various products and services to consumers primarily through digital marketing (primarily paid and free search engine marketing, display advertising and third-party affiliate agreements), as well as through traditional offline marketing (national television and radio campaigns), and email.
Pursuant to third-party affiliate agreements, third parties agree to advertise and promote our various products and services (and those of our various service professionals) on their platforms.
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These products and services are also marketed together with our Services products and various directories, through paid search engine marketing, digital media advertising and direct relationships with trade associations and manufacturers.
−Removed: Both generally, and in connection with the brand integration initiative, we have made (and expect we will continue to make) substantial investments in digital and traditional offline marketing (with continued expansion into new and existing digital platforms) to consumers and service professionals to promote our products and services and drive visitors to our various platforms and service professionals.
+Added: We have made, and expect we will continue to make, substantial investments in digital and traditional offline marketing to consumers and service professionals to promote our products and services and drive visitors to our various platforms and service professionals.
Each of our brands and businesses develops its own technology to support its products and services, leveraging both open-source and vendor supported software technology.
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We compete with, among others:
−Removed: (i) search engines and online directories, (ii) home and/or local services-related platforms, (iii) providers of consumer ratings, reviews and referrals and (iv) various forms of traditional offline advertising (primarily local in nature), including radio, direct marketing campaigns, yellow pages, newspapers and other offline directories.
+Added: (i) search engines and online directories, (ii) home and/or local services-related platforms, (iii)
+Added: providers of consumer ratings, reviews and referrals and (iv) various forms of traditional offline advertising (primarily local in nature), including radio, direct marketing campaigns, yellow pages, newspapers and other offline directories.
We also compete with local and national retailers of home improvement products that offer or promote installation services.
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• our ability to consistently generate service requests and pre-priced bookings through our platforms that convert into revenue for our service professionals in a cost-effective manner;
−Removed: • our ability to continue to attract (and increase) traffic to our brands and platforms through search engines, including the ability to ensure that information from such brands and platforms and related links are displayed prominently in free search engine results and that paid search marketing efforts are cost-effective, as well as the ability to respond to changes in the usage and functioning of search engines;
+Added: • our ability to continue to attract (and increase) traffic to our brands and platforms through search engines, including the ability to ensure that information from such brands and platforms and related links are displayed prominently in free search engine results and that paid search marketing efforts are cost-effective, as well as the ability to respond to changes in the usage and functioning of search engines and the introduction of new technology;
• our ability to increasingly engage with consumers directly through our platforms, including our various mobile applications (rather than through search engine marketing or via free search engine referrals);
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Intellectual Property
−Removed: We regard our intellectual property rights as critical to our success in the United States, with our trademarks, service marks and domain names being especially critical to the continued development and awareness of our brands and our marketing efforts.
+Added: We regard our intellectual property rights as critical to our success, with our trademarks, service marks and domain names being especially critical to the continued development and awareness of our brands and our marketing efforts.
We protect our intellectual property rights through a combination of registered copyrights, trademarks, and domain name registrations, trade secrets and patent applications, as well as through contractual restrictions and reliance on federal, state and common law.
We also enter into confidentiality and proprietary rights agreements with employees, consultants, contractors and business partners, and employees and contractors are also subject to proprietary information and invention assignment provisions.
−Removed: We have several registered trademarks in the United States (the most significant of which relate to our Angi and HomeAdvisor brands), as well as other trademarks in Europe and Canada, and several pending trademark applications in the United States and certain other jurisdictions.
+Added: We have several registered trademarks in the United States (the most significant of which relate to our Angi and HomeAdvisor brands), as well as certain other trademarks in Europe and Canada, and several pending trademark applications in the United States and certain other jurisdictions.
We have also registered a variety of domestic and international domain names, the most significant of which relate to our Angi brand.
−Removed: In addition, we have one patent that expires in November 2035 and three patent applications pending.
+Added: In addition, we have two patents that expire in November 2035.
Government Regulation
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In addition, because we receive, transmit, store and use a substantial amount of information received from or generated by consumers and service professionals, we are also impacted by laws and regulations governing privacy, the storage, sharing, use, processing, disclosure and protection of personal data and data breaches.
−Removed: See “ Item 1A-Risk Factors-Risks Related to Our Business and Industry -The processing, storage, use and disclosure of personal data could give rise to liabilities and increased costs.”
+Added: See “ Item 1A-Risk Factors-General Risk Factors -The processing, storage, use and disclosure of personal data could give rise to liabilities and increased costs.”
We are particularly sensitive to laws and regulations that adversely impact the popularity or growth in use of the Internet and/or online products and services generally, restrict or otherwise unfavorably impact the ability or manner in which we provide our products and services, regulate the practices of third parties upon which we rely to provide our products and services and undermine open and neutrally administered Internet access.
−Removed: For example, the Digital Markets Act and the Digital Services Act (which both came into force in November 2022) form a single set of new rules that will be applicable to online intermediaries and platforms across the whole EU to seek to create a safer and more open digital space.
−Removed: Failure to comply with the Digital Services Act could result in the imposition of fines in an amount of up to 6% of a given online intermediary or platform’s annual worldwide turnover in the preceding fiscal year.
−Removed: Further, the United Kingdom is expected to enact in 2023 the Online Safety Bill that would significantly increase responsibilities of online platforms to control illegal or harmful activity and grant broad authority to the UK communications regulator to enforce its provisions.
−Removed: And as proposed, failure to comply with the Online Safety Bill could result in significant fines, blocking of services and personal liability for senior management.
+Added: For example, the Digital Services Act applies to our European businesses effective February 17, 2024.
+Added: Failure to comply with the Digital Services Act could result in the imposition
+Added: of fines in an amount of up to 6% of a given online intermediary or platform’s annual worldwide turnover in the preceding fiscal year.
+Added: In addition, t he United Kingdom has passed the Online Safety Act 2023 that increases responsibilities of online platforms to control illegal or harmful activity and grants broad authority to the UK communications regulator to enforce its provisions.
To the extent our businesses are required to implement new measures and/or make changes to our products and services to ensure compliance, our business, financial condition and results of operations could be adversely affected.
Compliance with this legislation or similar or more stringent legislation in other jurisdictions could be costly, and the failure to comply could result in service interruptions and negative publicity, any or all of which could adversely affect our business, financial condition and results of operations.
−Removed: In addition, in December 2017, the U.S.
−Removed: Federal Communications Commission (the “FCC”) adopted an order reversing net neutrality protections in the United States, including the repeal of specific rules against blocking, throttling or “paid prioritization” of content or services by Internet service providers.
−Removed: In the wake of the FCC’s repeal of its net neutrality laws, many states, including California and New York, have adopted their own neutrality laws imposing some degree of regulation on internet service providers operating in those states.
−Removed: Many of these regulations remain subject to legal challenge in the courts, although some, including California’s have been allowed to take effect while those challenges are concluded.
−Removed: To the extent Internet service providers take such actions, our business, financial condition and results of operations could be adversely affected.
Similarly, there have been various legislative efforts to restrict the scope of the protections available to online platforms under Section 230 of the Communications Decency Act and our current protections from liability for third-party content in the United States could decrease or change as a result.
−Removed: Any future adverse changes to Section 230 could result in additional compliance costs for us and/or exposure for additional liabilities.
−Removed: We are also subject to laws governing marketing and advertising activities conducted by/through telephone, e-mail, mobile devices and the Internet, including the Telephone Consumer Protection Act of 1991, the Telemarketing Sales Rule, the CAN-
−Removed: SPAM Act and similar state laws, as well as federal, state, and local laws and agency guidelines governing background screening.
+Added: Any future adverse changes to Section 230 could result in additional compliance costs for us and/or exposure to additional liabilities.
+Added: We are also subject to laws governing marketing and advertising activities conducted by/through telephone, email, mobile devices and the Internet, including the Telephone Consumer Protection Act of 1991 (the “TCPA”), the Telemarketing Sales Rule, the CAN-SPAM Act and similar state laws, as well as federal, state, and local laws and agency guidelines governing background screening.
+Added: With respect to the TCPA, we are subject to ruling of the Federal Trade Commission’s (“FCC”), which requires one-to-one prior express written consent for a business to contact a consumer via phone or text message when using automated technology.
+Added: The result of this rule is that a business that wishes to contact a consumer for marketing purposes via phone or text using automated technology must receive its own specific express written consent.
+Added: Certain of our businesses will be required to make changes to our products, services, and third-party affiliate relationships to ensure compliance, and such changes may have an adverse effect on our business, financial condition and results of operations.
+Added: See “Item 1A—Risk Factors—Risks Related to Our Business and Industry—Changes to certain requirements applicable to certain communications with consumers may adversely impact our ability to generate leads for our service professionals.”
In addition, we also are subject to various other federal, state, and local laws, rules and regulations focused on consumer protection.
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Changes in these laws, or a proceeding of this nature, could have an adverse effect on us due to legal costs, impacts on business operations, diversion of management resources, negative publicity, and other factors.
−Removed: See “Item 3-Legal Proceedings-FTC Administrative Proceeding against HomeAdvisor.”
We are also generally sensitive to the adoption of new tax laws.
−Removed: The European Commission and several European countries have recently adopted (or intend to adopt) proposals that would change various aspects of the current tax framework under which our European businesses are taxed, including proposals to change or impose new types of non-income taxes (including digital services taxes based on a percentage of revenue).
−Removed: For example, we are subject to and pay the Digital Services Tax in the United Kingdom, France, and Italy.
+Added: The European Commission and several European countries have adopted (or intend to adopt) proposals that impact various aspects of the current tax framework under which our European businesses are taxed, including new types of non-income taxes (including digital services taxes based on a percentage of revenue).
+Added: For example, we are subject to and pay the Digital Services Tax in the United Kingdom and Italy.
Certain of our businesses are subject to digital services taxes in one or more of the jurisdictions listed above and similar proposed tax laws could adversely affect our business, financial condition and results of operations.
+Added: In addition, certain U.S.
+Added: states have adopted or are considering adopting similar laws applicable to revenue attributable to digital advertising and other forms of digital commerce.
As a provider of products and services with a membership-based element, we are also sensitive to the adoption of laws and regulations affecting the ability of our businesses to periodically charge for recurring membership or subscription payments.
−Removed: For example, many U.S.
+Added: In addition, many U.S.
states have considered enacting legislation that could impact the ability of our businesses to efficiently process auto-renewal payments for, as well as offer promotional or differentiated pricing.
1 unchanged sentence
We are particularly sensitive to laws and regulations related to the adoption and interpretation of worker classification laws, specifically, laws that could effectively require us to change our classification of certain of our service professional from independent contractors to employees.
−Removed: See “ Item 1A-Risk Factors-Risk Factors-Risks Related to Our Business and Industry -There may be adverse tax, legal and other consequences if the contractor classification or employment status of the service professionals who use our platform is challenged.”
+Added: See “ Item 1A-Risk Factors-Risks Related to Our Business and Industry -There may be adverse tax, legal and other consequences if the contractor classification or employment status of the service professionals who use our platform is challenged.”
Human Capital Management
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We continue to invest in a more productive, engaged, diverse and inclusive workforce.
−Removed: To support the advancement of our employees, we offer training and development programs and encourage advancement from within.
+Added: support the advancement of our employees, we offer training and development programs and encourage advancement from within.
In 2020, we launched a learning management system for broader facilitation of training resources.
We leverage both formal and informal programs designed to identify, foster, and retain top talent.
+Added: In 2022, we expanded our tuition waiver program, both in reimbursement amount that employees are eligible to receive and to include certificate programs to support our team members’ pursuit of educational opportunities outside of traditional degree programs.
We believe that our culture enables us to create, develop and fully leverage the strengths of our workforce to exceed consumer expectations and meet our growth objectives.
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To help employees cover medical expenses pre-tax, we offer employees a Flexible Spending Account.
−Removed: We also focus many programs on employee wellness and have implemented solutions including mental health support access, telemedicine, meditation, and fitness programs.
+Added: In recent years, we have supported growing families by including adoption and surrogacy support and expanded the time provided for bonding leave.
+Added: We also focus many programs on employee wellness and have implemented solutions including mental health support access and telemedicine.
We also offer our US-based full-time employees a 401(k) retirement plan with a Company match.
We encourage our employees to become involved in their communities by providing full-time employees with paid-time off each year to volunteer in local community-based programs.
−Removed: COVID Response
−Removed: In response to the COVID-19 pandemic, we quickly implemented safety and health standards and protocols for our employees to ensure a safe work environment.
−Removed: Employees in our offices have been working remotely since March 2020 and we have moved our sales employees to work fully remotely.
−Removed: Our corporate employees near our Denver, Colorado, New York City and Indianapolis, Indiana offices returned to the office in mid-2022 and continued to adhere to the recommended protocols of the Centers for Disease Control or local regulations.
−Removed: We have offered paid leave for COVID-related illness that meet local requirements.
Code of Business Conduct and Ethics
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The services agreement currently governs services that IAC has agreed to provide to us through September 29, 2024, with automatic renewal for successive one-year terms, subject to IAC’s continued ownership of a majority of the total combined voting power of our voting stock and any subsequent extension(s) or truncation(s) agreed to by us and IAC.
−Removed: The services agreement has been renewed through September 29, 2023.
Services currently provided to us by IAC pursuant this agreement include:
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capital stock to IAC stockholders in a transaction intended to qualify as tax-free for U.S.
−Removed: federal income tax purposes, the Compensation and Human Resources Committee of the IAC board of directors has the exclusive authority to determine the treatment of outstanding IAC equity awards.
+Added: federal income tax purposes, the Compensation and Human Capital Committee of the IAC board of directors has the exclusive authority to determine the treatment of outstanding IAC equity awards.
Such authority includes (but is not limited to) the ability to convert all or part of IAC equity awards outstanding immediately prior to the distribution into equity awards denominated in shares of our Class A Common Stock, which we would be obligated to assume and which would be dilutive to our stockholders.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.