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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It is not clear how existing laws governing issues such as property ownership, sales and other taxes, libel and personal privacy apply to the internet as the vast majority of these laws were adopted prior to the advent of the internet and do not contemplate or address the unique issues raised by the internet or e-commerce.

Be a global citizen.

We and the selling stockholders may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. Government regulation of the internet and e-commerce is evolving, and unfavorable changes or failure by us to comply with these regulations ioo substantially harm our business and results of operations.

We anticipate that our operating expenses will increase substantially in the foreseeable future as we continue to increase the number and variety of deals we offer each day, broaden. We have grown our business rapidly since inception, adding new subscribers and markets both domestically and internationally.

We may make substantial prospectuus in such new categories in anticipation of future revenue. We use our technology and scale to target relevant deals based on individual subscriber preferences. The current economic environment continues to be uncertain. New risks emerge from time-to-time. 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.

The significant increase in the absolute cost of revenue is consistent with the growth of our revenue. Furthermore, during challenging economic times, our merchants may face issues gaining timely access to sufficient credit, which could result in their unwillingness to continue with our service or impair their ability to make timely payments to us.


We do not believe that we are a financial institution subject to these laws and regulations based, in part, upon the characteristics of Groupons and our role with respect to the distribution of Groupons to subscribers.

Groupon IPO Filing Includes Entire E-mail From CEO – Deal Journal – WSJ

This risk is enhanced in certain jurisdictions prospectys the United States, where our liability for such third-party actions may be less clear and we may be less protected. Free cash flow, which is reconciled to “Net cash troupon in provided by operating activities,” is cash flow from operations reduced by “Purchases of property and equipment. We will have broad discretion in using our net proceeds from this offering, and the benefits from our use of the proceeds may not meet investors’ expectations.

Exact name of Registrant as specified in its charter. We must continue to acquire and retain subscribers who purchase Groupons in order to increase revenue and achieve profitability.

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.

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. In particular, these new obligations will require substantial attention from our senior management and could divert their attention away from the day-to-day management of our business, which could materially and adversely impact our business operations. We are required to manage multiple relations with various merchants, subscribers, technology licensors and other third parties.

Such disruptions could negatively impact our ability to run our websites, which could harm our business. Our management team has limited experience managing a public company, and regulatory compliance may divert its attention from the day-to-day management of our business. In addition, projections, assumptions and estimates of our future performance and the future performance of the industry in which we operate is necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described in “Risk Factors” and elsewhere in this prospectus.

The implementation of the CARD Act and similar state and foreign laws may harm our business and results of operations.


Groupon adds 11 underwriters, new risk warning | Reuters

These and other factors could cause results to differ materially from those expressed in the estimates made by the independent parties and by us. If we do not maintain or expand our network infrastructure successfully or if we experience operational failures, we could lose current and potential subscribers and merchants, which could harm our operating results and financial condition.

First, we track gross profit, which we believe is the best proxy for the value we’re creating. Millennials squeezed out of buying a home. Our business has grown rapidly as merchants and consumers have increasingly used our marketplace. As we become a more mature company, we may find our recruiting and retention efforts more challenging.

Advocacy efforts by stockholders and third-parties may also prompt even more changes in corporate governance and reporting requirements. Our business relies heavily on email and other messaging services, and prospectua restrictions on the sending of emails or messages or a decrease in subscriber willingness to receive messages could adversely affect our revenue and business. Moreover, a successful challenge to our position could subject us to penalties or interest on unreported and unremitted sums, and any such penalties or interest would have a further material adverse impact on our net income.

Factors that may cause actual results to differ from expected results include, among others: For example, we will adopt new internal controls and disclosure controls and procedures.

Treasury Department tasked with implementing the requirements of the Bank Secrecy Act, recently proposed amendments to the scope and requirements for parties involved in stored value or prepaid access cards, including a proposed expansion of financial institutions to include sellers or issuers of prepaid access cards.

Live texting your surgery. As compared tothe cost of revenue was lower as a percentage pgospectus revenue as demand for our services allowed us to be more selective in the merchant deals we chose to offer while maintaining or improving our merchant terms.