Hey, good afternoon, everyone. Thanks for joining. We're happy to have Christopher Halpin, COO and CFO of IAC, and Tim Quinn, CFO of People Inc., here for a fireside chat. I'll leave a little bit of time at the end for if people have questions. To kick off, Chris, maybe, and Tim, if you could talk about the recent corporate actions, the consolidation, the rebrand, and the management transition. Maybe a good place to start. Yeah, certainly. Thanks for having us, John. We announced in late April, headed into Q1 earnings, I should say, a corporate consolidation, which was really a continuation of what we've been doing to simplify IAC, to distill down value in the portfolio, and shrink what we perceive as a large discount in our share price. It continues what we've talked about previously of non-core asset divestitures. Most notably, we sold Care.com, which we talked about previously, but we closed that in the Q1, raising about $300 million of cash. We have a game plan to continue to liquidate assets. We've said we'd prioritize the capital allocation out of the $1 billion of cash now on our balance sheet and what we hope to build and also the cash flow that People Inc. generates, as Tim will talk about. We'll prioritize that to IAC stock, and we bought back 13% of the company over the last Q5 to MGM stock. We bought 1 million shares there each of the last Q2, as well as the strategic M&A at People Inc. One of the key parts, and we had been scoping this out for a while, was as you get down to the core operating business, which is People Inc. plus the MGM shares, you don't need two levels of corporate. It was a clear cost-saving opportunity. We talked a lot with investors of how we were rationalizing IAC corporate, but the big step would be really collapsing the two and then eliminating duplicative functions, retaining those activities such as investor relations, internal audit, SEC reporting and consolidation, et cetera. Retain those that are in IAC corporate that don't exist at People Inc., really eliminate the rest. We scoped it out. We worked with Neil Vogel, CEO at People Inc., and Tim Quinn, my partner and CFO, aligned it, and then got board approval, and we announced it. It is not a rapid consolidation. It is really two businesses merging through a merger. We also want to be thoughtful about maintaining mission-critical services, software platforms, et cetera. It'll all be done by February of 2027, is our goal. We've talked about we expect to generate $40 million-plus of OpEx cash savings relative to the corporate expense at IAC, which was running about $85 million. We also expect to save $20 million-$25 million of stock-based comp on an ongoing basis. The clean Q1 will be the Q2 of 2027. We expect to fully see that improvement in free cash flow dilution, et cetera, at that point. Every employee of corporate is either staying, a small subset, or leaving on a specific date. Our Chief Legal Officer, Kendall Handler, and I are going to stay through Q2 earnings, and then the expectation is hand off to Neil and Tim. We think it's going to produce a leaner, faster, more efficient IAC, which will also be rebranded People Incorporated to the benefit of shareholders. Anything you'd add? No, I think that's well said. People Inc. today has about 3,600 employees. We do have the infrastructure to absorb it. As Chris said, we're being really thoughtful about how we do that. There are definitely some functions that we are picking up, like IR tax and other areas that we don't have the competency. We feel pretty confident that we can do this thoughtfully and seamlessly. Okay, great. Let's move to People Digital revenue, the three line items. I just want to drill into each one to start. We'll start with advertising. That grew one percent year-over-year in 1Q. It's a little under 60% of total People Digital revenue. Can you talk about the strengths and offsets in the quarter and how things may trend for the advertising line over the rest of the year? Sure. We had another solid quarter in Q1 at People Inc. I think it was our 10th consecutive or 11th consecutive quarter of growth. Grew total digital revenue about eight percent. As you said, John, advertising grew one percent. There are two countervailing trends that are underlying that one percent growth. On the one hand, strong performance by our premium sales team, selling capabilities, selling off-platform, what we call off-platform advertising. I'd say the ad market is solid. Not spectacular, but solid. Sector specific, but strong. That's counteracting the softness we're seeing from traffic to our owned and operated sites or traffic to, I'll call it.coms today to distinguish. That has been a headwind for the last year and a half or so. It's something we've seen. It's something we underwrote in our financial models this year. It's something that we're kind of contending with right now. The combination of those two things have advertising roughly flat or up a little bit in Q1. Okay. Performance marketing grew mid-teens. It's about a quarter of People Digital revenue. 25% of that was monetized via off-session views. Will that mix shift continue within performance marketing? How should we think about the key growth drivers for that segment? Yeah. It will continue, as you suggest. What performance marketing is basically, specifically the largest piece is, referring users, consumers to retailer sites using our guides, ratings, and reviews and other techniques that we have. We think it's a valuable service to consumers. It is certainly a valuable service to the retailers themselves. We drive over a billion and a half dollars at retail, to the likes of Amazon, Walmart, Nordstrom, Wayfair and so forth. That business has some of the same drivers as the advertising business in the sense that, two, three years ago, the predominance of that business was search-based referrals to our dot-coms. We've been able to diversify that business to a more distributed content model, getting those same or similar call to actions to consumers around retail products, to Apple News and Discover and email and off-platform marketing and all of those types of things. That's what you're picking up in that 25% that is in the non-session based revenue. It's been a really strong performer for us, the performance marketing line. I think Q2 will continue to be strong. Back half, the comps get quite a bit harder, but we still continue to expect to grow. Okay. Licensing had another great quarter, and that's about 15% of the mix. Could you talk about the key drivers and your partners, there that's driving super strong growth? As you say, licensing has been particularly strong for us. We had a really good quarter in Q1. The way to think about the licensing line is there's three sort of subsets to it. There's content licensing, which is the biggest and fastest-growing. That's where we distribute our content across different platforms. Again, Apple News, Meta, Facebook, even Yahoo, MSN, all those types of guys. I think we have an advantage there because we're continuing to make high-quality branded content that's resonating, and the economics certainly support that, the revenue supports that. Second line within licensing is our AI licensing, our data licensing. That's where you see the OpenAI deal or the growth this year is coming from the Meta deal to a little lesser extent, a smaller Microsoft AI deal that we have there. That's contributing. The third piece is sort of more standard product and brand licenses of the biggest of which in that category, revenue category, is our Walmart BHG license, which is one of the largest kind of private label brands in Walmart. You can think about that as growing roughly in line with Walmart. E-commerce strong, in-store not as strong, but kind of a flattish to modest growth piece of the business. Okay. That's super helpful. I know you touched on this, but let's maybe dig a little further into the traffic and monetization. If you can just kind of talk about the flow of the traffic with the advent of AI and chatbots and how People Inc. has pivoted to growing off platform views amidst the Google Search traffic declines with the introduction of AI Overviews and AI Mode. Sure. Just tell a quick story. Chris and I and a bunch of other folks, Neil and others, were in Las Vegas, in Q4 of 2022, the week that Sam Altman launched ChatGPT. We saw sort of like the version 1.0 as in before it was hitting the market. I think like probably all of us, the first time we saw it, we were like, "Whoa, this is totally different paradigm. This is going to change sort of everything." We were literally looking behind the curtain to see if it was real. Even back then, we started to think, like, the business is going to change. It's going to have to evolve. The way people are going to consume media, research topics, do all those types of things are going to be very different. We started then to lean into our brands. We organized, first and foremost, one leader in charge of each brand, basically that leader had the mandate to publish content or create content for the magazine, for the dot-com. Maybe the same, maybe different content for YouTube or TikTok or Instagram. What that allowed us to do is start to grow, create native content and grow audiences off-platform, again, not within our owned and operated or within our dot-com. It's been, what, three and a half years since then. It's been kind of slow to emerge then fast, quickly came upon us. We have, again, two countertrends within our business. Our owned and operated dot-com traffic is in decline, has been for several quarters. We're down 16%, 17% in Q1. We expect that to maybe get a little bit worse even in Q2. We have the other side of the house, the off-platform views. The off-platform audiences grew nearly 40% on a kind of two year CAGR in Q1. What we've gotten really good at is monetizing those off-platform audiences, through any number of means. We have events. We have sponsorships. We're creating original programming. To frame this out for everyone now, with that context, 60% of our revenue comes from a visit, is derived from a visit to one of our dot-coms, to one of our branded sites. That grew or shrank, rather, one percent. It was basically flat in Q1. 40% of our revenue grew 24% in Q1, and that's revenue that was derived from all other sources, anything that is not traffic to our dot-com. We really think that that's a good mental model for the future of the business. We need to hold serve on the dotcoms, sort of accept and acknowledge the reality of the current environment, continue to grow and lean into the brand-led experiences that are off platform. Makes sense. To that point, will there be a point where the traffic from Google Search stabilizes? That's the debate we always have. It's where we discuss asymptotic to something. The way I would think about it is there are brands that are out the other side of it already. They have literally no exposure, de minimis exposure, less than $1 million. They have exposure to search-based traffic. InStyle is a fast-growing site in our portfolio that has virtually no search exposure. There are certainly brands that do have some exposure and will have to go through sort of the same transformation that InStyle has done. I think those are the ones that you'll see some traffic headwinds on. The most obvious example I can give right now is our recipe traffic. I think we probably get collectively more recipe-based audiences sort of traffic than anybody in media. While that is 50% penetrated by our estimates with AI Overviews, there's still a ways to go there. We think that that's not the ideal use case for AI, but Google and others may have a different view. We'll see. It's really a portfolio approach. We certainly do think it levels off. We think we're closer to the other side of this than the beginning. We're not totally out of the other side yet either. Yeah. I think, keep me honest, but there's a cohort in the middle of brands where they are now at pretty much max potential 95% AI Overviews frequency. They have gone through that. Whereas InStyle may be getting zero search, partly because of the changing behaviors of their users, there are those that have gotten, and they are still getting some search. Yeah. So- Yeah It's sort of these three groups, and the debate is that third group I'm saying, is there some baseline of search that top brands will get even when you pound the user with AI Mode? We're not so aggressive as to assume that'll happen, but it is very logical to assume it's asymptotic to something. We're not going to make any predictions. Yeah. Okay. Just going back to sticking with the traffic and the views, engagement. On the off-traffic views, just remind us the key platforms, number one, and I think you mentioned them. Then are there some platforms that you don't have relationships, like scaled, that you don't have relationships with? We try to be anywhere where a consumer wants to consume content, right? We've tried to modify our content formats to those platforms. The biggest of which today are Apple News, Meta, Instagram, TikTok for sure, YouTube. Each one has their own monetization ecosystem, none of which we control, unfortunately, like we did our dotcoms. We have figured out ways, and each one's different. We've figured out ways, I think very clever ways and successful for brands ways to monetize those audiences off platform. Yeah, that's the play. I don't think there's specifically places that we aren't at or aren't in or having a lot of success today. As new entrants emerge, we're usually pretty quick to get involved. I would say, Tim has talked about it, but I forget if it's a parable or Aesop's fable of the ant and the grasshopper about who gets ready for winter and who doesn't and how they perform. It is really true in that they massively pivoted their strategy in the 2023 period. We were talking about it, but investments in video, investments in developing content for these new platforms and the reps to customize the content by platform for optimal performance. This isn't like old SEO, this is actually, is it video? How is it structured? Sentence length, all these things. Then to sell against it, as Tim said. It is, I don't know if it's too late is too strong, but it's probably too late for so many of the competition to make this pivot and be able to do it. It is reflected in our numbers, and Neil and Tim's performance relative to many other content producers and engagement-dependent web platforms. That makes sense. Maybe sticking with the AI kind of theme, but from the content creation perspective, just how is People leveraging AI across those major brands? Yeah. I think I mentioned earlier, we're making more content today than we ever have before. It's all human-made. Always has been, will always be human-made, at a lower cost per unit than we've ever had before. That is definitely accruing to our benefit. We talked about the licensing line, but across the entire business. We are aggressively using and have for now a year-plus AI tools and gotten more efficient using AI tools to help us write that content. Anything from topic selection, brief writing, workflows. Again, there's still a human on the other side writing something that is specifically curated and picked by them. That's helped a lot, and we have that ability at scale. I think there are certainly other applications, many applications, obviously, for AI, within the business, the next largest of which is ad targeting. We have always commanded a premium in the marketplace for our ads. Our ads perform. We can use that intelligence to make the targeting even better, both on-platform and off-platform. I think that the buy side is getting more sophisticated in finding the value in our inventory and paying more for it. Again, these are advantages that are, I think, pretty unique to us, and certainly unlocked with AI. We debate, honestly, internally at this point, is there more risk to AI than downside on the traffic side? It's like some days it feels like, yes, there's more upside, and some days maybe a little less so. There's certainly a much more balanced view of sort of what AI brings to our company today than two years ago. Okay. That's great. Just maybe pivoting to margins. The People Digital, the EBITDA in 1Q was better than expected. I think it was like 45% incremental margins, which is higher than we had. Just curiously call out on key drivers there and how to think about 2Q and the rest of the year for People. Yeah. We've always been, and continue to be, hyper-focused on being smart and prudent with our capital. Neil says ruthless in some respects. Yes, ruthless with what we continue to do versus what we stop doing and reinvest in other areas. We had particular strength in Q1, as you noted, 200 basis points of improvement in margin, as a result of the strength we're seeing primarily in licensing and these off-platform advertising products. Both of which, licensing has exceptionally strong margins. The input is the content creation we just talked about, which we're doing very efficiently. The off-platform advertising also has extremely strong margins. Those two things, or that collection of lots of little things, but we'll put in those two buckets, we're able to offset the headwinds from traffic, which has a deteriorating margin impact. We feel really good about the discipline we've brought to the table, the mix of businesses we have, the brand environments that support a premium. We think Q2 should continue to be solid in terms of margins, and we think the year will be at least comparable to last year, if not a little bit of margin expansion. We're on the right track. Maybe zooming out to total company margins. I think the guide for total IAC, $210 million-$260 million EBITDA this year. How should we think about free cash flow conversion and looking into 2027? I know Chris mentioned the savings that will be worked in as the year goes on, next year. Yeah, just free cash flow conversion, with the nice kind of EBITDA generation. You want to talk about People? People Inc. has very strong free cash flow characteristics. We would expect at least 50% of our EBITDA to drop through to free cash flow, if not more. We're de-levering pretty quickly at this point. We've said, kind of publicly, at least $150 million of that guide, of the broader IAC guide, is People Inc. We're on track for that. In fact, we had a very strong cash generative quarter in Q1. Overall IAC, clearly People Inc. is the free cash flow machine. We guided corporate to about $96-$105, I think, which doesn't reflect the savings. It actually reflects the one-time costs. We'll have about $15 million of one-time costs across the year associated with severance, some retention bonuses, related costs, et cetera. Many of the exits are back-end weighted in the year, so you don't get the full impact. That'll pull down a little bit. One other note, you talked about AI-generated content. Unfortunately, the AI bots came out and said we missed earnings last quarter because Care became a discontinued op. Don't only believe people-created content, not AI-created content. Care is now a discontinued op since we sold that, then we have wound down our search business, which will also be reflected as a discontinued op. I would note we are looking to sell the domains that underlie that search business. We've started that process, and we know we have some quite valuable ones, including Ask.com, that maybe in the current market context could be even more valuable. We shall see what the market will bear. The numbers will be cleaner of People Inc. Our emerging and other, where both businesses are free cash flow generative and profitable, both The Daily Beast and Vivian. As you get into Q2 of next year, we'll be chugging along at hopefully $45 million of corporate costs. That's great. I have some more questions, and you kind of touched on the capital allocation a bit, and so this will take us into MGM and Turo and other areas. I don't know if anyone in the audience has a question, or if anyone has a question on MGM. Yep. I don't know if we have a mic, but I'll repeat the question. You indicated a public value of around $60 a share, which did not include Japan, I recall. Yeah. There are three to four factors, both positive and negative, respecting Japan, which I might, if you wish to consider, I would ask. If you wouldn't, I would withdraw the question. Happy to answer. I think for those not in the room, the question is really, I think, how do we think about MGM Japan for the Osaka project for the value of our MGM holding, where we own 26% of MGM Resorts, and talk through the dynamics at play in the MGM. There are four or three points that I think are possibly concerning. I'd love to hear your consideration. One is currency transition. Yeah. Two is cost overrun. Three is consumer usage. Four would be taxation overlay. Do you have a tax regime, and how long does that tax regime, if you keep it, ultimately change? The first is, this is a hugely profitable project. Yeah. If it really is going to produce $2 billion a year, and if the interest is 44%, it's $880 million. I got it. Okay. We got it. Let me answer the question. We got it. It's more than $2 billion. No, I'm saying I got it. What I'll say about MGM Osaka is this: it is an incredible opportunity to build what will be the only legally licensed gaming integrated resort in Japan. We've seen what's happened in Macau and Singapore, where legalized gaming is brought to cultures where there is a high propensity to wager and also high incomes. This will be in Japan. It'll also benefit from international travel, and they are building with our partner, ORIX. MGM is building an extraordinary first-class facility. You raise questions about currency. You can go through the game theory of is it better to have which way the yen moves versus the dollar when you're building versus when you're moving money out, all of that. MGM Resorts has been very thoughtful around hedging, although it is a very long-dated project. If anybody knows currency hedging, if you start going out eight years, the vol kills you can't really do that. Very thoughtful about hedging around local financing and also on tax structuring. We are strong believers in the project. MGM management continues to work well and refine it. When we look at the projected yields and the opportunity to own and manage, with ORIX, the single integrated resort in a market like Japan, we think it's incredibly attractive. Investors, as we get closer to the launch date of autumn of 2030, will realize that even more. Okay. Thank you. Maybe one more. Well, two more. Quick. Speed round? Yeah. Great. Turo, just stake. We own 32% of Turo. We very much like the business. It was a huge pandemic winner, and by their own admission, they probably, in the tail end of it, didn't seize on all the momentum they could. There also were headwinds in the rental car sector. There just wasn't enough awareness of those who hadn't experienced it. The team, they've hired a great CMO who's focused on all the right actions. They've improved the marketplace dynamics. As we said in earnings, they are back to double-digit growth, and we see further momentum. They're EBITDA and free cash flow positive. Barry said, I think he said on the call, "I wouldn't expect to own it in four years," but he sees real continued room to run. They have a great market opportunity in front of them. Maybe last, talked about Google during this discussion, and then there's this lawsuit as a potential monetization event. Can you just talk about the timing and how you guys have discussed the size of the potential events? We think it'll take the entirety of this year into next year to resolve, optimistically. I think that there's a chance, of course, it could settle, but that doesn't usually seem to be Google's way. We believe, for the benefit of the room, Google was found to have used its monopolistic power to disadvantage advertisers and suppliers, publishers, in the ad tech space. We think that we can rely on the government's findings and the ruling, and that we're really talking about, at this point, damages. The debate for the next several quarters will be about how far the look-back is and what size damages. We think, as People Inc., predecessors, Dotdash, Meredith, the Time properties, we are among the largest plaintiffs in this action. We've said publicly $100 million plus, and we think it could be even meaningfully more than that, but we'll have to wait and see. The only thing I'd add, because we've gotten this question, the appeal Google made of the finding on the search monopoly end of this week is not related to this case. It is related to the overall search behavior/SEM world. This is the ad tech case, the old DoubleClick, Google 360, all that. They are not appealing that. They've already lost it. Okay, great. All right. Thank you all. Thank you for joining. Appreciate it.