Groupon Files 10-Q for Q2 2024

TL;DR

Groupon's Q2 2024 10-Q is in, check financials for latest performance.

AI Summary

Groupon, Inc. filed its 10-Q for the period ending June 30, 2024. The filing covers the second quarter and the first six months of the fiscal year. Key financial data and operational details for this period are presented, reflecting the company's performance and financial position.

Why It Matters

This filing provides investors and analysts with the latest financial performance data for Groupon, Inc., crucial for understanding the company's current health and future prospects.

Risk Assessment

Risk Level: medium — 10-Q filings are standard disclosures for public companies, but the specific financial details within can reveal significant risks or opportunities.

Key Numbers

• 20240630 — Reporting Period End Date (Indicates the end of the fiscal quarter and year-to-date period covered by the report.)
• 20240730 — Filing Date (The date the 10-Q was officially submitted to the SEC.)

Key Players & Entities

• Groupon, Inc. (company) — Filer of the 10-Q
• 20240630 (date) — End of the reporting period
• 20240730 (date) — Filing date
• 0001490281 (company) — Central Index Key for Groupon, Inc.

FAQ

Key Financial Figures

• $0.0001 — ich registered Common Stock, par value $0.0001 per share GRPN NASDAQ Global Select Ma
• $0.00001 — Stock Company common stock, par value $0.00001 per share Compensation Committee Comp
• $43.1 million — n Regulation Payoff Amount Payment of $43.1 million to terminate all commitments to extend
• $80 million — Units Rights Offering Board approved $80 million fully backstopped rights offering to th

Filing Documents

• grpn-20240630.htm (10-Q) — 1625KB
• a2024q210-qxexhibit311.htm (EX-31.1) — 10KB
• a2024q210-qxexhibit312.htm (EX-31.2) — 10KB
• a2024q210-qxexhibit321.htm (EX-32.1) — 6KB
• 0001490281-24-000122.txt ( ) — 8455KB
• grpn-20240630.xsd (EX-101.SCH) — 60KB
• grpn-20240630_cal.xml (EX-101.CAL) — 83KB
• grpn-20240630_def.xml (EX-101.DEF) — 271KB
• grpn-20240630_lab.xml (EX-101.LAB) — 697KB
• grpn-20240630_pre.xml (EX-101.PRE) — 525KB
• grpn-20240630_htm.xml (XML) — 1274KB

Financial Information

PART I. Financial Information

Forward-Looking Statements

Forward-Looking Statements 4

Financial Statements and Supplementary Data (unaudited)

Item 1. Financial Statements and Supplementary Data (unaudited) 5 Condensed Consolidated Balance Sheets 5 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) 6 Condensed Consolidated Statements of Stockholders' Equity (Deficit) 7 Condensed Consolidated Statements of Cash Flows 9 Notes to Condensed Consolidated Financial Statements 11

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 31

Quantitative and Qualitative Disclosures about Market Risk

Item 3. Quantitative and Qualitative Disclosures about Market Risk 47

Controls and Procedures

Item 4. Controls and Procedures 48

Other Information

PART II. Other Information

Legal Proceedings

Item 1. Legal Proceedings 49

Risk Factors

Item 1A. Risk Factors 50

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 51

Other Information

Item 5. Other Information 51

Exhibits

Item 6. Exhibits 52

Signatures

Signatures 53 2 GLOSSARY OF DEFINED TERMS AND ABBREVIATIONS Groupon, Inc. (the "Company," "we," "our," "us," and similar terms include Groupon, Inc. and it subsidiaries, unless the context indicates otherwise. The Company also uses several other terms in this Quarterly Report on Form 10-Q, which are defined in the list below (the "Glossary"): Abbreviation Description 2011 Plan The Company's 2011 Incentive Stock Plan, as amended 2020 Restructuring Plan April 2020 Board approved multi-phase restructuring plan 2022 Cost Savings Plan August 2022 Board approved multi-phase cost savings plan 2022 Restructuring Plan August 2022 Board approved restructuring plan, included within the 2022 Cost Savings Plan 2024 Executive PSUs Awards granted for our executive team under the 2024 PSU Program, which are earned based on the performance of our stock price and a service condition 2026 Notes The Company's 1.125% convertible senior notes due March 2026 600 West Chicago The Company's previously leased headquarters located in Chicago, Illinois Assessment Claims for tax assessments by foreign jurisdictions, inclusive of estimated incremental interest from the original assessment. ASU Accounting Standards Update Backstop Party Pale Fire Capital SICAV a.s. Bank Secrecy Act Bank Secrecy Act of 1970 Board The Company's Board of Directors CARD Act Credit Card Accountability Responsibility and Disclosure Act of 2009 Cash Collateral Agreement Agreement dated March 2, 2023 with JPMorgan Chase Bank, N.A. Common Stock Company common stock, par value $0.00001 per share Compensation Committee Compensation Committee of the Board CPRA California Privacy Rights Act Credit Agreement Second amended and restated credit agreement JPMorgan Chase Bank, N.A., dated May 14, 2019, as amended from time to time and as terminated as of February 12, 2024 EBITDA Earnings Before Interest, Taxes, Depreciation and Amortization ESPP The Company's 2012 Employee Stock Purchase

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, including statements regarding our future results of operations and financial position, business strategy and plans and our objectives for future operations and future liquidity. The words "may," "will," "should," "could," "expect," "anticipate," "believe," "estimate," "intend," "continue" and other similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements involve risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in our forward-looking statements. Such risks and uncertainties include, but are not limited to, our ability to execute and achieve the expected benefits of our go-forward strategy; execution of our business and marketing strategies; volatility in our operating results; challenges arising from our international operations, including fluctuations in currency exchange rates, tax, legal and regulatory developments in the jurisdictions in which we operate and geopolitical instability resulting from the conflicts in Ukraine and the Middle East; global economic uncertainty, including as a result of inflationary pressures; retaining and adding high quality merchants and third-party business partners; retaining existing customers and adding new customers; competing successfully in our industry; providing a strong mobile experience for our customers; managing refund risks; retaining and attracting members of our executive and management teams and other qualified

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

ITEM 1. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA GROUPON, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share amounts) (unaudited) June 30, 2024 December 31, 2023 Assets Current assets: Cash and cash equivalents $ 178,089 $ 141,563 Accounts receivable, net 41,595 50,373 Prepaid expenses and other current assets 51,607 63,647 Total current assets 271,291 255,583 Property, equipment and software, net 22,618 30,530 Right-of-use assets - operating leases, net 3,043 2,197 Goodwill 178,685 178,685 Intangible assets, net 5,543 11,404 Investments 74,823 74,823 Deferred income taxes 11,382 11,639 Other non-current assets 5,459 6,095 Total assets $ 572,844 $ 570,956 Liabilities and equity (deficit) Current liabilities: Short-term borrowings $ — $ 42,776 Accounts payable 10,816 15,016 Accrued merchant and supplier payables 172,977 209,423 Accrued expenses and other current liabilities 106,079 101,939 Total current liabilities 289,872 369,154 Convertible senior notes, net 227,255 226,470 Operating lease obligations 1,086 2,382 Other non-current liabilities 14,221 13,262 Total liabilities 532,434 611,268 Commitments and contingencies (see Note 6) Stockholders' equity (deficit) Common Stock, par value $ 0.0001 per share, 100,500,000 shares authorized; 49,998,258 shares issued and 39,704,141 shares outstanding at June 30, 2024; 42,147,266 shares issued and 31,853,149 shares outstanding at December 31, 2023 5 4 Additional paid-in capital 2,423,780 2,337,565 Treasury stock, at cost, 10,294,117 shares at June 30, 2024 and December 31, 2023 ( 922,666 ) ( 922,666 ) Accumulated deficit ( 1,472,193 ) ( 1,449,887 ) Accumulated other comprehensive income (loss) 11,307 ( 5,647 ) Total Groupon, Inc. stockholders' equity (deficit) 40,233 ( 40,631 ) Noncontrolling interests 177 319 Total equity (deficit) 40,410 ( 40,312 ) Total liabilities and equity (deficit) $ 572,844 $ 570,956 See Notes to Condensed Consol

View Full Filing

View this 10-Q filing on SEC EDGAR