Groupon has abandoned a controversial accounting measure in a revised prospectus for its initial public offering filed on Wednesday, and. In an unusual letter from CEO Andrew Mason that kicks off the IPO filing, he says Groupon is focused on growth, and measures its success by. Groupon is out with the fourth update to its IPO prospectus.

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Duringwe added new North American markets and In addition, certain of our executives have limited experience managing a large global business operation.

We believe gross profit is an important indicator for our business because it is a reflection of the value of our service to our merchants. In addition to providing a more relevant customer experience, this helped us to manage the flow of customers and opened the Groupon marketplace to more merchants, in turn diminishing a reason broupon clones to exist. Tax authorities at the international, federal, state and local levels are currently reviewing the appropriate treatment of companies engaged in internet commerce.

Our international business has become critical to our revenue growth and our ability to achieve profitability. Our website is www. This prospectus also includes other trademarks of Groupon and trademarks of other persons.

These data involve a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. Deal sourcing and quality. For example, we were recently gruopon by the Massachusetts Alcoholic Beverages Control Commission that Groupon discounts for some Massachusetts restaurants may not be in compliance with Massachusetts liquor laws and regulations.

We have recently filled a number of positions in our senior management and finance and accounting staff.

This preliminary prospectus is not an offer to sell these securities and we and the selling stockholders are not soliciting offers to buy prosspectus securities in any state where the offer or sale is not permitted. We plan to use the net proceeds to us from kpo offering for working capital and other general corporate purposes, which may include the acquisition of other businesses, products or technologies; however, we do not have any commitments for any acquisitions at this time.

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In Maywe also began our international expansion by acquiring CityDeal, which added 1. We may need to obtain licenses from third parties who groupoh that ggoupon have infringed their rights, but such licenses may not be available on terms acceptable to us or at all.

Gross profit and gross margin for each of the periods presented were as follows: We expect the percentage of total revenue derived from outside North America to increase in future periods as we continue to expand globally. In and the first quarter of In the event that it is determined that Groupons are subject to the CARD Act or any similar state or foreign law or regulation, our liabilities with respect to unredeemed Groupons may be materially higher than the grohpon shown in our financial statements and we may be subject to additional fines and penalties.

Groupon IPO prices at $20 a share – Nov. 4,

There are many risks associated with our international operations and international pio. Our reputation and ability to acquire, retain and serve our subscribers are dependent upon the reliable performance of our websites and applications and the underlying network infrastructure.

As our local e-commerce marketplace grows, we believe consumers will use Groupon not only as a discovery tool for local merchants, but also as an ongoing connection point to their favorite merchants.

The Point is a social action platform that lets anyone organize a campaign asking others to give money or take action as a group, but only once a “tipping point” of people agree to participate. The information below is illustrative only and our cash and cash equivalents and capitalization following the completion of this offering will be based on the actual initial public offering price and other terms of this prspectus determined at pricing. Pending use of the net proceeds as described above, we intend to invest the net proceeds in money market funds and investment grade debt securities.


An increase in our refund rates could reduce our liquidity and profitability. If any of this were to occur, it could damage our reputation, limit our growth and negatively affect our operating results.

We are required to manage multiple relations with various merchants, subscribers, technology licensors and other third parties. The success of our services will depend largely on the development and maintenance of the internet infrastructure.

Further expansion into international markets requires management attention and resources and requires us to localize our services to conform to a wide variety of local cultures, business practices, laws and policies.

Groupon IPO: It’s Here!

We developed a sophisticated, multi-stage process to pick deals from high quality grouoon with vigorously fact-checked editorial content.

In addition, our use of email and other messaging services to send communications about our website or other matters may result in legal claims against us, which if successful might limit or prohibit our ability to send emails or other messages. We expect to continue to evaluate and consider a wide array of potential strategic transactions, including acquisitions and dispositions of businesses, joint ventures, technologies, services, products and other assets and strategic investments.

We maintain a large base of prospective merchants interested in our marketplace, which enables us to be more selective and offer our subscribers higher quality deals. In particular, in the event that we are restricted, in whole or in part, prospecctus operating in one or more countries, our ability to retain or increase our subscriber base may be adversely affected and we may prrospectus be able to maintain or grow our revenue as anticipated.

Marketing is the primary method by which we acquire subscribers, and as such, is a critical part of our growth strategy.