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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K
(Amendment No. 1)

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 25, 2011

IAC/INTERACTIVECORP
(Exact name of Registrant as specified in charter)

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 (see General Instruction A.2. below):

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))

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EXPLANATORY NOTE

        On August 30, 2011, the Registrant filed a Current Report on Form 8-K (the "Original Form 8-K") with the Commission to report: (i) the acquisition of approximately 11.7 million shares of Meetic S.A., a French stock corporation ("Meetic"), that were tendered during the initial offer period pursuant to a tender offer launched on July 8, 2011 by a wholly-owned subsidiary of Match.com and (ii) the reopening of this tender offer for a subsequent period ending September 1, 2011.

        A total of approximately 12.5 million Meetic shares were purchased pursuant to the initial and subsequent offer periods (the "Meetic Acquisition"). After giving effect to the Meetic Acquisition, Match.com holds approximately 18.6 million Meetic shares, representing approximately 81% of Meetic's share capital.

        This Current Report on Form 8-K/A amends Item 9.01 of the Original Form 8-K to provide: (i) certain financial statements for Meetic and (ii) certain unaudited pro forma condensed consolidated financial information of the Registrant and its subsidiaries to reflect the Meetic Acquisition.

Item 9.01.    Financial Statements and Exhibits.

(a)    Financial Statements of Businesses Acquired.

        The following financial statements of Meetic are filed as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K/A and are incorporated herein by reference:

(i)

Audited Consolidated Financial Statements of Meetic as of, and for, the years ended December 31, 2010 and 2009; and



(ii)

An English language translation of the Unaudited Interim Condensed Consolidated Financial Statements of Meetic as of June 30, 2011 (with comparative balances as of December 31, 2010), and for the six months ended June 30, 2011 (including comparative financial information for the six months ended June 30, 2010) that have been previously filed by Meetic with the French Stock Exchange Regulator (AMF).

(b)    Pro Forma Financial Information.

        The following unaudited pro forma condensed financial information of the Registrant and its subsidiaries to reflect the Meetic Acquisition is filed as Exhibit 99.3 to this Current Report on Form 8-K/A and is incorporated herein by reference:

(i)

Unaudited Pro Forma Condensed Balance Sheet as of June 30, 2011;



(ii)

Unaudited Pro Forma Condensed Statement of Operations for the year ended December 31, 2010; and



(iii)

Unaudited Pro Forma Condensed Statement of Operations for the six months ended June 30, 2011.

(d)    Exhibits.

        The information in the Exhibit Index of this Current Report on Form 8-K/A is incorporated into this Item 9.01(d) by reference.

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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.

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EXHIBIT INDEX

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EXPLANATORY NOTE

Item 9.01. Financial Statements and Exhibits.

SIGNATURES
EXHIBIT INDEX

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Exhibit 99.1

Meetic

Audited Consolidated Financial Statements as of December 31, 2010 and 2009 and

for the years ended December 31, 2010 and 2009

INDEX

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Consolidated Financial Statements

For the years ended 31 December 2010 and 2009

A-2

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Independent Auditors' Report

The Board of Directors
Meetic S.A.

        We have audited the accompanying consolidated statements of financial position of Meetic S.A. and subsidiaries (the Company) as of December 31, 2010 and 2009 and the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for the years then ended. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

        We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

        In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2010 and 2009, and the consolidated results of its operations and its cash flows for the years then ended in conformity with International Financial Reporting Standards as adopted by the European Union and in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

        As discussed in Note 2.2 to the consolidated financial statements, the Company has elected to change its method of accounting with respect to the classification of the Assessment on Added Value ("Cotisation sur la Valeur Ajoutée") as income tax.

October 14, 2011

A-3

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Consolidated Statements of Income

A-4

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Consolidated Statements of Comprehensive Income

A-5

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Consolidated Statements of Financial Position

A-6

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Consolidated Statements of Changes in Equity

A-7

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Consolidated Statements of Cash Flows

A-8

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

        Meetic S.A. (hereinafter called the "Company") is a French Limited Liability Company ("société anonyme") subject to all laws and regulations applicable to business companies in France and, in particular, the French Code of Commerce. Its registered office is located at 66 route de la Reine 92100 Boulogne-Billancourt (France).

        Meetic is a French group which markets two economic models on the dating market, one based on internet use, the other on mobile phones.

        The consolidated financial statements include the accounts of Meetic S.A. and its subsidiaries (hereinafter called the "Group"), together with its interests in associates. They are expressed in Euros, rounded to the nearest thousand.

        The consolidated financial statements for years ended 31 December 2010 and 2009 had been authorized by the Board of Directors of the Company on 15 Mach 2011 and 17 March 2010 respectively, and had been filed with the AMF.

        In the context of the acquisition of Meetic by IAC/InteractiveCorp (hereinafter called "IAC"), IAC is required to file with the SEC, a form 8-K, including one set of Meetic consolidated financial statements covering the two years ended 31 December 2010 and 2009 prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board and in accordance with International Financial Reporting Standards as adopted by the European Union. Therefore, the consolidated financial statements covering the two years ended 31 December 2010 and 2009 have been authorized by the Meetic board of Directors on 12 October 2011.

Note 1. MAJOR EVENTS DURING YEARS 2009 AND 2010

Acquisition of Match.com International Ltd

        On 5 June 2009, Meetic acquired Match.com International Limited (MIL), which operates Match.com's business in Europe. For this acquisition, Meetic issued 6,094,334 common shares reserved for Match.com Pegasus Limited in addition to a €9.5 million Promissory Note (this amount includes the net financial contribution of €4,162,333 made by the Match group to Match.com International Limited in connection with the split-up of Match.com International Limited's European and non-European businesses).

        The final amount of the Promissory Note came to €7.5 million, taking into consideration the adjustment for Net Working Capital calculated as provided in the Acquisition Agreement.

Sale of eFriendsNet subsidiary

        On 5 January 2009, the Group sold its entire stake in eFriendsNet to the founding shareholders thereof for $10. The assets and liabilities of eFriendsnet had been classified as held for sale as of 31 December 2008, causing a charge to be recorded of €14 570 000. The actual sale transaction was recorded in Meetic Group's financial statements as of 31 December 2009. The impact in the 2009 income statement was € 593 thousands, corresponding essentially to the recycling of conversion reserves and the charge for the discontinuance from the Group of this company in respect of the Group's reserves.

Formation of a joint venture with Match.com in Latin America

        On 10 March 2010, Meetic and Match.com, a subsidiary of IAC, finalized a strategic business alliance involving the formation of a joint company in Latin America, called Match.com Global Investments SARL. This decision was approved by the Board of Directors on 12 November 2009.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 1. MAJOR EVENTS DURING YEARS 2009 AND 2010 (Continued)

        As the agreement provides, Meetic and Match.com each contributed to the new joint company their respective businesses in South America: the Brazilian company, ParPerfeito owned by Meetic and the business and operations of Match.com in the other countries of Latin America. Under this agreement, Meetic will own 10% of shares and voting rights of Match.com Global Investments SARL, representing 50% of the economic interests of the new company, the operations of which will be controlled by Match.com.

        Meetic's stake in the new company is subject to put and call options that may be exercised as from the fourth year at fair market value and may give rise to payment of an additional $1.5 million upon the occurrence thereof.

        The contribution was treated as a sale with a loss of control of the Brazilian company, in accordance with IAS 27 (revised in 2008). On 31 December 2009, all assets and liabilities of ParPerfeito were classified, at their fair value, as held for sale, in accordance with IFRS 5.

        Meetic has significant influence over Match.com Global Investments SARL, in light of its 10% stake and representation on the Board of Directors, which requires it to account for its investment in Match.com Global Investments SARL in accordance with the equity method as of 10 March 2010, as provided in IAS 28.

        As of 31 December 2010, the Group share in Match.com Global Investments SARL was recorded in the balance sheet under the line item "Investments in associates" in the amount of €22.6 million.

        This amount consists of:

•

€21.2 million of value as of 10 March 2010, after taking into consideration the acquisition costs directly attributable to the transaction. This amount includes goodwill and the Group share in fair value of assets, liabilities and contingent liabilities identified.



•

€998 000 of the Group share in the net income of Match.com Global Investments SARL for the period from 10 March to 31 December 2010 recorded in the Group's net income as "Share in profit or loss of associates". In light of the calendars for closing the financial statements of Match.com Global Investments SARL and in light of IAS 28, Meetic's share in the income of Match.com Global Investments SARL as of 31 December 2010 was recorded on the basis of the most recent available financial statements of Match.com Global Investments SARL, adopted and approved on 30 September 2010, i.e., with a difference of three months. No event or transaction likely to have a material impact on the Group's financial statements occurred between 30 September and 31 December 2010.



•

€0.4 million of foreign exchange differences resulting from the translation of Match.com Global Investments SARL financial statements, which functional currency is the US dollar.

Payment of a dividend of 1.5 euro per share

        Meetic's Board of Directors decided, at its meeting of 17 March 2010, to propose the payment of a dividend to its shareholders. The amount of dividend paid on 14 June 2010 is 1.5 euro per share.

A-11

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES

2.1.  Statement of Compliance and Basis of preparation of Financial Statements

2.1.1.  Financial Statements as of 31 December 2010

        The consolidated financial statements of the Group for the periods presented are prepared in accordance with the International Financial Reporting Standards ("IFRS") as endorsed by the European Union as of 31 December 2010 (available on the site
http://ec.europa.eu/internal_market/accounting/ias/index_fr.htm) and IFRS as issued by the International Accounting Standards Board (IASB).

        The new standards, amendments, and interpretations published by the IASB (International Accounting Standards Board), required to be applied as of 31 December 2010 did not have a material impact on the Consolidated Financial Statements as of 31 December 2010.

        With respect to new standards, amendments, and interpretations published by the IASB as of 31 December 2010 which are required to be applied after 31 December 2010, as well as proposals published by the IASB, the Group has decided not to apply them on an anticipated basis. Meetic is currently assessing the potential impact of the application of these amendments on its financial statements.

2.1.2.  Financial Statements as of 31 December 2009

        As of 31 December 2009, the accounting principles and estimates used by the Group are identical to those used in the consolidated financial statements for the fiscal year ended 31 December 2008, except as set forth below.

(a)

Identification and Description of Operating Segments

        Since 1st January 2009, the Group has identified and presented operating segments based on information transmitted internally to Senior Executive Management. This change in accounting methods resulted from application of IFRS 8 "Operating Segments". In the past operating segments were identified and presented in accordance with IAS 14, "Segment Information". The new accounting method application is set forth below.

        Comparative segment information has been restated in accordance with the transitional provisions of IFRS 8. This change in accounting method affected only the presentation and content of the information set forth in Note 4 and had no impact on earnings per share.

        An operating segment is a component or division of the Group that conducts operations with respect to which it expects or is likely to generate revenues or incur expenses, including revenues and expenses relating to transactions with other divisions or operations of the Group. Operating income of the segment is periodically reviewed by Senior Executive Management to make decisions with respect to resources to be devoted to the segment and in evaluating its performance. Distinct financial information is available for such segment.

        Segment results submitted to Senior Executive Management consist of information directly attributable to the segment. The unassigned items consist of all structural expenses or charges.

        Under and pursuant to IFRS 8, the Group has identified three operating segments:

•

Internet

A-12

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

•

Mobile



•

Advertising



(b)

Presentation of Financial Statements

        The Group applied revised IAS 1, "Presentation of Financial Statements", which took effect on 1st January 2009. Accordingly, the Group presents a consolidated statement of comprehensive income and presents all changes in shareholders' equity (also called net equity) in respect of the Company's owners only in the Statement of Changes in Shareholders' Equity, while changes in shareholders' equity that have no effect on the owners are also presented in the Consolidated Income Statement. This presentation was used for the consolidated financial statements for the fiscal year ended 31 December 2009.

        Comparative information has been restated to be brought into compliance with the revised standard. This change in accounting method, which affects only presentation, has no impact on earnings per share.

        The application of amendment IAS 38.69 relating to advertising expenses had no impact on the Group's financial statements as of 31 December 2009 or on comparative purposes.

        The new standards, amendments, and interpretations published by the IASB (International Accounting Standards Board) and required to be applied as of 31 December 2009 did not have a material impact on the Consolidated Financial Statements as of 31 December 2009.

2.2.  Change in accounting principles

        The Budget Law ("Loi de finances") for 2010, approved on 30 December 2009, eliminated the application of the professional tax ("taxe professionnelle") to companies domiciled in France for tax purposes from and after 2010 and replaced it with the "Contribution Economique Territoriale" ("CET"), or Territorial Economic Contribution, which includes two new assessments:

•

The "Cotisation Foncière des Entreprises" ("CFE") (Company Real Property Assessment) based on real property rental values used to assess the professional tax;



•

The "Cotisation sur la Valeur Ajoutée" ("CVAE"), or Assessment on Added Value, based on the added value shown by statutory accounts.

        The Group concluded that the above-described tax changes consisted of a replacement of the professional tax ("taxe professionnelle") by these two new assessments:

•

The "CFE" based on real property rental values is similar with the professional tax, and for this reason is recorded as an operating expense in the income statement;



•

The "CVAE" considered by the Group to be consistent with an income tax as defined by IAS 12, Income taxes. For this analysis, the Group considered the IFRIC decision not to add to its agenda (March 2006 and May 2009) the request for guidance on the scope of IAS 12. The IFRIC noted that to be within the scope of IAS 12, an income tax is a tax based on a measure of net profit which does not need to be based on a figure that is exactly accounting profit. Based on this principle, the Group concluded that CVAE is an income tax as the added value is the measure of results used in the CVAE calculation according to French tax laws.

        As required by IAS 12, the recognition of CVAE as income tax should have lead the Group to recognize as of 31 December 2009 deferred taxes in respect of taxable temporary differences existing as

A-13

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

this date, as counterpart of a net charge in the income statement, as the Budget Law ("Loi de finances") was approved in 2009. However, the application of this principle had no significant impact on 2009 accounts. On the other side, as of 31 December 2010, the CVAE expense is classified under the line item "Income tax" of the income statement for an amount of €679 thousand.

2.3.  General valuation principles

        The annual consolidated financial statements have been prepared in accordance with the principle of historical costs, except for certain financial assets, valued at fair value.

2.4.  Use of estimates

        The preparation of financial statements in conformity with IFRS recognition and measurement principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses as well as the information contained in certain Notes to the Financial Statements.

        Since these assumptions are, by their nature, uncertain, actual results could differ from such estimates. Meetic Management regularly reviews these estimates and assumptions to reflect past achievements and integrate factors deemed relevant in light of economic conditions.

        The main estimates and assumptions relate to the measurement of:

•

Provisions: risk estimates performed on an individual basis (Note 2.12),



•

Share-based compensation: assumptions updated annually, such as the estimated term, volatility and the estimated dividend yield (Note 2.14),



•

Goodwill, indefinite useful life intangible assets and assets in progress: valuation methods adopted for the identification of intangible assets acquired through business combinations, assumptions updated annually following impairment tests performed on each of the group's cash-generating units (CGU) determined by future cash flows and discount rates (Note 2.11).

2.5.  Principles of Consolidation

Subsidiaries

        Investments over which the Group exercises control, are fully consolidated. Control exists when the Group has the power directly or indirectly, to govern the financial and operating policies of an enterprise so as to obtain benefits from its activities. In assessing control, potential voting rights that are currently exercisable are taken into account. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.

Associates

        Entities over which the Group exercises significant influence are accounted for under the equity method. Significant influence is presumed to exist when the Group holds, directly or indirectly, at least 20% of voting rights in an entity unless it can be clearly demonstrated that the Group does not exercise significant influence. Under the equity method, the investment in an associate is initially recognized at cost and the carrying amount is increased or decreased to recognize the investor's share of the profit or

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

loss of the investee after the date of acquisition. The financial statements of the Group shall be prepared using uniform accounting policies for like transactions and events in similar circumstances.

2.6.  Foreign Currency Translation

Financial statements denominated in a foreign currency

        Functional currency is the currency of the primary economic environment in which the entity operates. Functional currency of the Group is the euro. Financial statements of subsidiaries for which the functional currency is not the euro, are translated into euros as follows:

•

The Consolidated Statement of Financial Position is translated at the exchange rate at the end of the period;



•

The Consolidated Statement of Income and the Consolidated Statement of Cash Flows are translated using the spot exchange rate at the date of the transaction;



•

The resulting translation gains and losses are recorded as foreign currency translation differences in equity as Other Comprehensive Income in the line item "Currency Translation Adjustments".

        Goodwill resulting from the acquisition of a foreign company is recorded in the functional currency of the cash generating unit to which it is attached. It is then converted as at reporting date into the currency of presentation of the Group. The differences resulting from this conversion are recorded in equity as Other Comprehensive Income in the line item "Currency Translation Adjustments".

Foreign currency transactions

        Transactions in foreign currencies are initially recorded in the functional currency at the exchange rate prevailing at the date of the transaction. At each closing date, monetary assets and liabilities denominated in foreign currencies recorded at historical cost are retranslated at the functional currency closing rate. All differences are taken to profit and loss in Financial Income.

        Differences on foreign currency borrowings that provide a hedge against a net investment in a foreign entity are taken directly to equity (in the line item "Currency translation adjustments"), until the disposal of the net investment.

2.7.  Presentation of the Consolidated Financial Statements

Presentation of the Consolidated Statement of Income

        The Group presents an analysis of expenses recognized in profit or loss using a classification based on their nature.

        The Consolidated Statement of Income presents a subtotal for:

•

"Operating Income" which corresponds to the difference between charges and income that does not result from financing activities, equity affiliates, discontinued operations and taxes;



•

"Operating Income before depreciation and amortization" which is a major component of the Group's key profitability measure, before impact of depreciation and amortization of investments.

A-15

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

Consolidated statement of financial position

        Assets and liabilities which are due to be settled in its normal operating cycle, generally within twelve months after the reporting period, are classified as current. The Group classifies all other assets as non-current.

2.8.  Business combinations and goodwill

Business combinations from 1 January 2010

        Business combinations are recorded using the acquisition method. Under this method, upon the initial consolidation of an entity over which the Group has acquired exclusive control:

•

the identifiable assets acquired and the liabilities assumed are recognized at their fair value on the acquisition date; and



•

non-controlling interests are measured either at fair value or at the non-controlling interest's proportionate share of the acquiree's net identifiable assets.

        This option is available on a transaction-by-transaction basis.

        At this date, goodwill is initially measured as the difference between:

•

the fair value of the consideration transferred, plus the amount of non-controlling interests in the acquiree and, in a business combination achieved in stages, the acquisition-date fair value of the previously held equity interest in the acquiree; and



•

the net fair value of the identifiable assets and liabilities assumed on the acquisition date.

        The purchase price allocation shall be performed within 12 months after the acquisition date.

        If goodwill is negative, it is recognized in the Statement of Income.

        Subsequently, goodwill is measured at its initial amount less recorded accumulated impairment losses (please refer to Note 2.11).

        In addition, the following principles are applied to business combinations:

•

if possible on the acquisition date, goodwill is allocated to each cash-generating unit likely to benefit from the business combination;



•

contingent consideration in a business combination is recorded at fair value on the acquisition date and any subsequent adjustment, occurring after the purchase price allocation period is recognized in the Statements of Income;



•

acquisition-related costs are recognized as expenses when incurred.

Business combinations prior to 1 January 2010

        IFRS 3, as published by the IASB in March 2004, already retained the acquisition method. However, its provisions differed from those of the revised standard on the main following items:

•

minority interests were measured at their proportionate share of the acquiree's net identifiable assets as there was no option of measurement at fair value;



•

contingent consideration was recognized in the cost of acquisition only if the payment was likely to occur and could be reliably measured in its amount;

A-16

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

•

transaction costs that were directly attributable to the acquisition formed part of acquisition costs; and



•

in the event of acquisition of an additional interest in a subsidiary, the difference between the acquisition cost and the carrying value of minority interests acquired was recognized as goodwill.

2.9.  Intangible assets, other than goodwill

        An intangible asset shall be carried at its cost less any accumulated amortization and any accumulated impairment losses. They consist of:

•

expenses linked to creation of websites. Such expenses are amortized by the straight-line method over a life of five years, corresponding to the estimated useful life,



•

purchases of software and licenses. Purchases that correspond to the core of the sites are amortized over five years, and the other purchases are amortized over the useful life, or the term of the legal or contractual rights, respectively, attaching to them.

        The Group recognizes development costs of websites in accordance with the terms and conditions of IAS 38, Intangible Assets, and SIC 32, Intangible Assets—Costs Related to Websites, i.e., after verifying the following conditions:

•

the technical feasibility of completing the intangible asset so that it will be available for use or sale.



•

its intention to complete the intangible asset and use or sell it.



•

its ability to use or sell the intangible asset.



•

how the intangible asset will generate probable future economic benefits.



•

the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset.



•

its ability to measure reliably the expenditure attributable to the intangible asset during its development.

        Subsequent improvement costs of the sites are recorded as expenses.

        The expenses incurred for internal creation of trademarks/brands are not recognized as intangible assets, but constitute expenses for the period. Trademarks acquired during company reorganizations are treated as having an indefinite useful life, are, therefore, not amortized, and are subjected to an impairment test.

        An intangible asset acquired in a business combination is recognized at the acquisition date separately from goodwill within a measurement period that shall not exceed one year from the acquisition date.

        Intangible assets are subjected to an impairment test when there is any indication that an asset may be impaired and intangible assets with an indefinite useful life or intangible assets not yet available for use are tested for impairment annually (please refer to Note 2.11).

A-17

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

2.10.  Property, plant and equipment

        An item of property, plant and equipment that qualifies for recognition as an asset shall be measured at its cost. An item of property, plant and equipment acquired in a business combination is recognized at its fair value at acquisition date. After recognition as an asset, an item of property, plant and equipment shall be carried at its cost less any accumulated depreciation and any accumulated impairment losses.

        IAS 16, Property, Plant and Equipment, requires that the principal components of an asset having a material cost compared to the total cost of the principal fixed asset be identified, so that they can be amortized over their own useful life. In light of the character of the property, plant and equipment items owned by the Group, however (see, below), no component for purposes of IAS 16 has been identified.

        An item of property, plant and equipment is amortized by the straight-line method over its useful life.

        Useful lives of new equipment are recorded in the following limits:

•

General installations, furnishings, partitions, installations—7 years straight line



•

Office and IT equipment—3 to 5 years straight line



•

Furniture—5 years straight line



•

Vehicles—1 year straight line

        Used equipment acquired is amortized on a straight line basis over its remaining useful life.

2.11.  Asset Impairment

        Each time events or changes in the economic environment indicate a current risk of impairment of goodwill, other intangible assets, property, plant and equipment and assets in progress, the Group re-examines the value of these assets.

        In addition, goodwill, other indefinite life intangible assets and intangible assets in progress are all subject to an annual impairment test during the month of December of each fiscal year.

        For the purposes of the goodwill impairment test, the Group's net assets are allocated to Cash Generating Units ("CGUs"). A Cash Generating Unit is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

        The CGUs used in the present configuration and organization of the Group are the 10 countries in which the Group operates.

        This test is performed in order to compare the recoverable amount of each Cash Generating Unit (CGU) to the carrying value of the corresponding assets. The recoverable amount is determined as the higher of either the value in use or the fair value (less costs to sell). The value in use of each asset or group of assets is determined as the discounted value of future cash flows (discounted cash flow method or "DCF") by using cash flow projections consistent with the budget and the most recent forecasts prepared by the Management.

A-18

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

        If the recoverable amount is lower than the carrying value of an asset or group of assets, an impairment loss is recognized in Operating Income for the difference in the amounts. In the case of a group of assets, this impairment loss is recorded first against goodwill.

        The impairment losses recognized in respect of property, plant and equipment and intangible assets (other than goodwill) may be reversed in a later period if the recoverable amount becomes greater than the carrying value, within the limit of impairment losses previously recognized. Impairment losses recognized in respect of goodwill cannot be reversed at a later date.

2.12.  Provisions

        The Group recognizes provisions when it has a legal or constructive obligation resulting from past events, the resolution of which would result in an outflow of resources, and when the obligation can be reliably estimated.

        Litigation (including employment-related disputes) is provisioned as soon as an obligation arises on the part of the Group to a third party that exists at the end of the accounting period. Provisions are valued on the basis of the best estimate of the foreseeable expenses, and are discounted to present value, when the effect of time value is significant.

2.13.  Employee benefits

        Under and pursuant to obligations resulting from employee and labour legislation in France, the Group contributes to mandatory retirement plans through schemes or plans involving defined contributions. In this respect, the Group paid contributions based on salaries, recorded as expenses for the period.

        In France and Germany, the Group has also agreed to plans for defined benefit plans for retirement. Agreements relating to retirement in France are estimated in accordance with IAS 19, Employee Benefits. They are near zero, however, in light, in particular of the relatively short length of service of the Group employees.

2.14.  Share-based payment

        Executive officers and certain employees of Meetic and its subsidiaries have received founders' warrants ("bons de souscription de parts de créateur d'entreprise") and free shares.

        IFRS 2, Share-based payment, requires a valuation and recognition of such plans at grant date.

        Pursuant to the transitional provisions of IFRS 1 with respect to IFRS 2, the Group elected to retain only plans granted after 7 November 2002 and the rights under which would not have vested as of 1^st January 2005. Plans prior to 7 November 2002 are not valued and remain unrecorded, so long as the option has not been exercised.

        The Group conducted a valuation, at the grant date, of the plans falling within the scope of IFRS 2, in accordance with the Black & Scholes model. Changes in value subsequent to the grant date are without impact on the initial valuation of the options or warrants. The number of options or warrants taken into consideration in valuing the plan is adjusted at the end of each accounting period to reflect the likely presence of the beneficiaries at the end of the period when the rights are no longer available.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

        The benefit valued in accordance with IFRS 2 is a form of compensation for the beneficiaries: it is recorded as a personnel expense, amortized over the vesting period on a straight-line basis, with corresponding credit in shareholders' equity.

2.15.  Treasury shares

        If an entity reacquires its own equity instruments, those instruments ('treasury shares') shall be deducted from equity. No gain or loss shall be recognized in profit or loss on the purchase, sale, issue or cancellation of an entity's own equity instruments.

2.16.  Transaction costs of an equity transaction

        The transaction costs of an equity transaction are accounted for as a deduction from equity, net of any related income tax benefit.

2.17.  Financial Instruments

        Financial instruments of the Group consist of financial assets and liabilities. As of 31 December 2010 and 2009, the Group does not have any derivative.

Financial assets

        Financial assets are initially recognized at the fair value of the consideration paid, for which the best evidence is the acquisition cost (including associated acquisition costs, if any).

        The Group's financial assets consist of financial assets measured at fair value through profit or loss and loans and receivables:

•

financial assets measured at fair value through profit or loss: this class of assets consists, for the Group of cash and assets held for trading acquired with the objective of producing a short-term profit (SICAVs, FCPs, etc.). Unrealized gains and losses on these assets are recognized in other financial charges and income. Fair value is determined mainly based on quoted prices.



•

loans and receivables: In the Group, this category includes deposits, the liquidity contract with Société Générale (please refer to Note 17), trade and other receivables. These assets are measured initially at fair value. At the end of each period, they are measured at amortized cost using the effective interest rate method.

        As of 31 December 2010 and 2009, the Group does not have any financial assets available-for-sale or held-to-maturity.

Cash and cash equivalent

        The item "Cash and Cash Equivalents" in the balance sheet consists of:

•

Cash in banks;



•

Cash equivalents: cash equivalents consist of cash, highly liquid investments subject to insignificant risk of changes in value and with an short maturity date (generally less than 3 months from the time of purchase).

        This line item does not include bank overdrafts that are presented as current financial liabilities in the statement of financial position.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

        Cash presented in the Statement of Cash Flows corresponds to "cash and cash equivalents" as defined above.

Financial asset impairment

        The assets valued at amortized cost, i.e., "loans and receivables" in the case of the Group, must be subjected, at the end of each accounting period, to an impairment test, if there is any indication or indicator of a loss in value.

        The amount of any write-down is equal to the difference between the book value of the asset and the amount, discounted to present value, of expected future cash flow, in light of the condition of the counterparty, determined by using the initial effective interest rate of the financial instrument. The expected cash flow of short-term assets is not discounted to present value.

        The impairment determined is recorded in financial income (loss) for the period. If, during subsequent periods, the conditions leading to the impairment disappear, the write-down must be reversed, without the net book value, however, becoming greater than the amortized cost as of the date of reversal.

Financial liabilities

        Financial liabilities of the Group are measured at amortized cost calculated based on the effective interest rate method.

        Liabilities are split between current liabilities, for the portion to be repaid within twelve months after the end of the period, and non-current (or long-term) liabilities having maturities of greater than twelve months.

        As of 31 December 2009, the Group's financial liabilities essentially consist of the following:

•

Amounts not yet due for liabilities contracted toward sellers of foreign subsidiaries.



•

Trade payables.



•

Financial debts arising in connection with assets acquired under capital leases, or sale/lease back transactions.

        As of 31 December 2010, financial liabilities within the Group mainly consist of trade payables.

2.18.  Non-current assets held for sale

        A fixed asset or a grouping of assets and liabilities is classified as held for sale when its carrying amount will be recovered principally through a sale transaction rather than through continuing use. For this to be the case, the asset (or groupings of assets and liabilities) must be available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets (or groupings of assets and liabilities), and its sale must be highly probable.

        Such assets or groupings of assets and liabilities are measured at the lower of their carrying value and fair value less costs to sell.

        Any loss in value in respect of a group intended for sale is charged to goodwill, first, then to other assets in proportion to their book value, except, however, for financial assets and deferred tax assets, which continue to be valued in accordance with the Group's accounting principles applicable to them. Losses in value resulting from the classification of an asset (or group of assets intended for sale or

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

disposition) as held for sale, as well as gains and losses in respect of subsequent valuations are recorded in income. The gain recorded may not exceed the aggregate amount of losses in book value.

2.19.  Income tax

        Deferred tax is recognized using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Accordingly, the tax charge is attached to each appropriate period, in light, among other things, of the timing differences that can arise between the date of recording certain items of revenue and expense and the effective tax impact thereof.

        A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the temporary difference or tax losses carried forward can be utilized.

        Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date.

        Deferred tax is not recognized for taxable temporary differences arising on the initial recognition of goodwill, except:

•

when a local tax law or regulation authorizes deduction of the amortization charge from goodwill, a deferred tax liability resulting from the timing difference between its tax basis and its book value.



•

when the deferred tax liability results from the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit.

        A deferred tax liability is recognized for all taxable temporary differences associated with investments in subsidiaries and associates, except to the extent that both of the following conditions are satisfied:

•

the Group is able to control the timing of the reversal of the temporary difference (e.g. the payment of dividends); and



•

it is probable that the temporary difference will not reverse in the foreseeable future.

        Deferred tax assets and liabilities are offset if they relate to income taxes levied by the same tax authority on the same taxable entity.

        Deferred tax assets and liabilities are recognized as non-current assets and liabilities in the balance sheet.

        Income tax expense is recognized in statement of income except to the extent that it relates to items recognized directly in equity or in other comprehensive income, in which case it is recognized in equity or in other comprehensive income.

2.20.  Revenue

        Revenue consists principally of subscriptions to the various services available on the website. These services offered to clients constitute a continuous service over time. Revenue is recognized on a daily basis over the subscription period. At year-end, therefore, subscription revenue relating to the subsequent financial period is booked as deferred income.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

        Revenue generated from mobile technology consists of payments from the mobile telephone operators with which the Group's companies have a partnership, for the presence of their mobile sites on the operators' portals. The payment from the operators is recorded net of their management expenses at the time the service is delivered.

        Revenue from display advertising on the Group's sites is recognized as the campaign advances.

        Other revenue from operations is recorded, when it is probable that the economic benefits associated with the transaction will flow to the entity and the amount of revenue can be measured reliably.

2.21.  Segment reporting

        The Group has identified and presented the operating segments based on the information sent internally to the Senior Executive Management.

        An operating segment is a Group unit involved in operations that may require that said unit draws on income or incur expenses, including income and expenses regarding transactions with other Group units. The Senior Executive Management regularly reviews the operating earnings of the segment to make decisions on the resources to be allocated to segment, and to assess its performance. Separate financial information for this unit is available.

        Pursuant to IFRS 8, the Group has identified three operating segments:

•

Internet



•

Mobile



•

Advertising and other

        Segment results submitted to the Senior Executive Management consist of information directly attributable to the segment. The unassigned items consist of all structural expenses or charges.

2.22.  Discontinued operations

        A discontinued operation is a component of an entity that either has been disposed of or is classified as held for sale. A discontinued operation represents a separate major line of business or geographical area of operations, is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operations, or is a significant subsidiary acquired exclusively with a view to resale.

        To be classified as a "Discontinued Operation", the operations must have been terminated or have been previously classified as "Assets Held for Sale". A discontinued operation is clearly distinguished from the rest of the Group from an operational point of view and for purposes of financial disclosure.

        Amounts included in the statements of income and the statements of cash flows related to these discontinued operations are presented separately for the current period and all prior periods presented in the financial statements.

        As of 31 December 2009, the operations of the Brazilian subsidiary ParPerfeito and eFriendsNet, were classified as discontinued operations, and their assets and liabilities were classified as held for sale in the statement of financial position (please refer to Note 11).

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 2. ACCOUNTING PRINCIPLES (Continued)

2.23.  Earnings per Share

        The information presented is calculated according to the following two methods:

•

Basic earnings per share are calculated by dividing profit or loss by the weighted average number of ordinary shares outstanding during the period.



•

Diluted earnings per share are calculated by dividing profit or loss by the weighted average number of ordinary shares outstanding during the period, adjusted for the effects of all dilutive potential ordinary shares related to free shares and performance shares.

Note 3. CHANGES IN THE SCOPE OF CONSOLIDATION

3.1.  Scope of consolidation

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Note 3. CHANGES IN THE SCOPE OF CONSOLIDATION (Continued)