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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We believe that the brand identity that we have developed has significantly contributed to the success of our business. We made several acquisitions duringincluding the acquisitions of CityDeal and Qpod. We provide consumers with savings and help them discover what to do, eat, see and buy in the places where they live and work.

Groupon’s Gfoupon could set the stage for Zynga — the gaming company filed in June and is rumored to start trading this month — and serve as an indicator of the overall IPO market. Credit card processing fees have also increased consistent with revenue, as this cost is generally variable based on the dollar volume of transactions that are processed.

Groupon adds 11 underwriters, new risk warning

We intend to continue to pursue a strategy of significant investment in these areas. The existing privacy-related laws and regulations are evolving and subject to potentially differing interpretations. We intend to continue to expand our business with strategic acquisitions and business development partnerships.

Deal sourcing and quality. Several other online companies have gone public in — and while they’ve generally done well on their first trading days, prospetcus longer term performance is mixed. These increased costs will require us to divert a significant amount of money that we could otherwise use to expand our business gruopon achieve our strategic objectives.

In many countries, we compete with local companies that understand the local market better than we do, and we may not benefit from first-to-market advantages. Our operating cash flow and results of operations could be adversely impacted if we change our merchant payment terms or our revenue does not continue to grow.

Because of these limitations, Adjusted CSOI should not be considered as a measure of discretionary cash available to us to invest ippo the growth of our business.

We expect competition in e-commerce generally, and group buying in particular, to continue to increase because there are no significant barriers to entry. We do not intend to pay dividends for the foreseeable future. Additional equity financing may dilute the interests of our common stockholders, and debt financing, if available, may involve restrictive covenants and could reduce our profitability.


We direct consumers to our websites and applications primarily through a number of targeted online marketing channels, such as sponsored prospectis, social networking sites, portal advertising, email marketing campaigns, affiliate programs and other similar initiatives, which we consider to be subscriber acquisition costs.

Interest and other income expense primarily consists of foreign currency gains and losses resulting from foreign currency transactions which are denominated in currencies other than our propectus currencies and froupon expense on our loans from related parties.

Our total number of subscribers may be higher than the number of our actual subscribers and may not be representative of the ioo of persons who are active potential customers.

Live in a glass-walled home. We may be subject to additional unexpected regulation which could increase our costs or otherwise harm our business.

The backbone computers of the internet have been the targets of such programs. We are currently subject to third-party claims that we infringe their proprietary rights or trademarks and expect to be subject to additional claims in the future. We developed a sophisticated, multi-stage process to pick deals from high quality merchants with vigorously fact-checked editorial content.

We believe our brand is trusted due to our dedication to our customers and our significant investment in customer satisfaction. If we are required to alter our business practices as a result of any laws and regulations, our revenue could decrease, our costs could increase and our business could otherwise be harmed. In addition, increasing numbers of users, increasing bandwidth requirements or problems caused by viruses, worms, malware and similar programs may harm the performance of the internet.

And we have a completely open return policy, giving customers a refund if they ever feel like Groupon let them down. In addition, because of this dual class structure, Messrs.

rpospectus We also compete with traditional offline coupon and discount services, as well as newspapers, magazines and other traditional media companies who provide coupons and discounts on products and services.

Dre and Jimmy Iovine just in time? Neither we, the selling stockholders nor the underwriters have authorized anyone to provide you with additional or different information. In addition, we prospectuz incur additional expenses associated with our SEC reporting requirements. Accordingly, it is difficult to predict whether our management team, individually and collectively, will be effective in operating our business.


As a result, the operating profits that Groupon cited in its first filing became operating losses. Our management team has a limited history of working together prospcetus may not be able to execute our business plan.

Groupon IPO Filing Includes Entire E-mail From CEO

These outages and delays could reduce the level of internet usage generally as well as the level of usage of our services, which could adversely impact our business. In addition, the number of subscribers includes the total number of individuals that have completed registration through a specific date, less individuals who have unsubscribed, and should not be considered as representative of the number of persons who continue to actively consider our deals by reviewing our email offers.

We have grown our business rapidly since inception, adding new subscribers and markets both domestically and internationally. Our website is www. We expect that compliance with these public company requirements will increase our costs and make some activities more time-consuming. Because our existing investors paid substantially less than the initial public offering price when they purchased their shares, new investors will incur immediate and substantial dilution in their investment.

If we fail to comply with these rules or requirements, we may be subject to fines and higher transaction fees and lose our ability to accept credit and debit card payments from consumers or facilitate other types of online payments, and our business and operating results could be adversely affected.

Groupon adds 11 underwriters, new risk warning | Reuters

Our services, operations and the data centers from which we prospeectus our services are vulnerable to damage or interruption from earthquakes, fires, floods, power losses, telecommunications failures, terrorist attacks, acts of war, human errors, break-ins and similar events.

These risks have been amplified by the increase in third parties whose sole or primary business is to assert such claims.

We intend to retain all of our earnings for the foreseeable future to finance the operation and expansion of our business and do not anticipate paying cash dividends. If we are required to materially increase the estimated liability recorded in our financial statements with respect to unredeemed Groupons, our net income could be materially and adversely affected.