-
Revenue of $559.3 million, up 89% year-over-year
-
Operating income of $39.6 million versus operating loss of $117.1
million in Q1 2011
-
GAAP EPS of negative $0.02, non-GAAP EPS of positive $0.02
CHICAGO--(BUSINESS WIRE)--
Groupon, Inc. (NASDAQ: GRPN) today announced financial results for the
first quarter 2012.
Revenue increased 89% to $559.3 million in the first quarter 2012,
compared with $295.5 million in the first quarter 2011. Gross billings,
which reflects the gross amounts collected from customers for Groupons
sold, excluding any applicable taxes and net of estimated refunds,
increased 103% to $1.35 billion in the first quarter 2012, compared with
$668.2 million in the first quarter 2011.
Operating income was $39.6 million in the first quarter 2012, which
includes an expense of $28.0 million related to non-cash stock-based
compensation. This compares with a loss from operations of $117.1
million in the first quarter 2011, which included stock-based expense of
$18.9 million.
"We are pleased to report a record quarter that demonstrates our
progress in unlocking the opportunity in local commerce for merchants
and customers worldwide," said Andrew Mason, CEO of Groupon.
Operating cash flow increased 367% to $83.7 million, compared with $17.9
million for the prior-year quarter. Free cash flow, a non-GAAP financial
measure, was $70.6 million for the first quarter 2012. At the end of the
quarter, Groupon had $1.2 billion in cash and cash equivalents and no
long-term debt.
First quarter 2012 net loss attributable to common stockholders improved
to $11.7 million, or a loss of $0.02 per share, from a net loss
attributable to common stockholders of $146.5 million, or a loss of
$0.48 per share, in the first quarter 2011. The net loss in the first
quarter 2012 included $34.6 million in tax expense, or $0.05 per share.
Non-GAAP earnings per share attributable to common stockholders for the
first quarter 2012 improved to $0.02 versus a non-GAAP loss per share
attributable to common stockholders of $0.41 for the first quarter 2011.
|
|
|
Groupon, Inc.
|
|
Summary Consolidated and Segment Results
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
|
|
|
|
March 31,
|
|
|
|
|
Y/Y %
|
|
|
|
|
|
|
|
Y/Y%
|
|
Growth
|
|
|
|
2011
|
|
2012
|
|
Growth
|
|
excluding FX(2)
|
|
|
|
(dollars in thousands, except
per share data)
|
|
|
|
|
|
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
(Restated)(1) |
|
|
|
|
|
|
|
|
|
Revenue (gross billings of $668,174 and $1,354,800 respectively)
|
|
|
|
|
|
|
|
|
|
|
|
North America |
|
$
|
136,612
|
|
|
$
|
238,565
|
|
|
74.6
|
%
|
|
74.9
|
%
|
|
International
|
|
|
158,911
|
|
|
|
320,718
|
|
|
101.8
|
%
|
|
111.9
|
%
|
|
Consolidated revenue
|
|
$
|
295,523
|
|
|
$
|
559,283
|
|
|
89.3
|
%
|
|
94.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating (loss) income
|
|
$
|
(117,148
|
)
|
|
$
|
39,639
|
|
|
N/A
|
|
|
N/A
|
|
|
Segment operating (loss) income
|
|
|
|
|
|
|
|
|
|
|
|
North America |
|
$
|
(21,778
|
)
|
|
$
|
40,172
|
|
|
N/A
|
|
|
N/A
|
|
|
International
|
|
$
|
(76,506
|
)
|
|
$
|
27,418
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to common stockholders
|
|
$
|
(146,480
|
)
|
|
$
|
(11,695
|
)
|
|
92.0
|
%
|
|
92.5
|
%
|
|
Non-GAAP net (loss) income attributable to common stockholders(3)
|
|
$
|
(127,616
|
)
|
|
$
|
16,256
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share attributable to common stockholders
|
|
$
|
(0.48
|
)
|
|
$
|
(0.02
|
)
|
|
|
|
|
|
|
|
Non-GAAP net (loss) income per share attributable to common
stockholders (3) |
|
$
|
(0.41
|
)
|
|
$
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average basic shares
|
|
|
307,849,412
|
|
|
|
644,097,375
|
|
|
|
|
|
|
|
|
Weighted average diluted shares
|
|
|
307,849,412
|
|
|
|
644,097,375
|
|
|
|
|
|
|
|
|
Weighted average diluted shares for non-GAAP (loss) income per share (4) |
|
|
307,849,412
|
|
|
|
663,665,615
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) The Company restated the Condensed Consolidated Statements of
Operations for the three months ended March 31, 2011, included in
the Form S-1 filed with the SEC on June 2, 2011, to correct for an
error in its presentation of revenue. Most significantly, the
Company restated its reporting of revenues from Groupons to be net
of the amounts related to merchant fees. Historically, the Company
reported the gross amounts billed to its subscribers as revenue. The
Condensed Consolidated Statement of Operations for the three months
ended March 31, 2011, was restated to show the net amount the
Company retains after paying the merchant fees. The effect of the
correction resulted in a reduction of previously reported revenues
and corresponding reductions in cost of revenue in those periods.
The change in presentation had no effect on pre-tax loss, net loss
or any per share amounts for the period.
|
|
(2) Represents change in financial measures that would have resulted
had average exchange rates in the reported period been the same as
those in effect in the three months ended March 31, 2011.
|
|
(3) Non-GAAP net (loss) income attributable to common stockholders
is a non-GAAP financial measure. This measure excludes stock-based
compensation and acquisition-related costs. See ‘‘Non-GAAP Financial
Measures'' for a reconciliation of this measure to the most
applicable financial measure under U.S. GAAP.
|
|
(4) The weighted-average diluted shares outstanding is calculated
using the weighted-average number of common shares and, if dilutive,
potential common shares outstanding during the period. Potential
common shares consist of the incremental common shares issuable upon
the exercise of stock options and vesting of restricted stock units
and restricted shares, as calculated using the treasury stock method.
|
|
|
Highlights
-
Rapid acceleration of North American revenue growth. North
American revenues grew 75% year-over-year and accelerated sequentially
faster than they have since the first quarter of 2011. North America's
continuing growth was due in part to technology innovations such as
deal personalization that Groupon plans to introduce to the majority
of its international operations by the end of this year.
-
Strong consumer and merchant satisfaction. Groupon commissioned
ForeSee, a leading market research firm, to assess merchant and
customer satisfaction using their standard methodology. Groupon's
March 2012 U.S. consumer satisfaction score of 83 places the Company
among the highest surveyed and within approximately 2 points of the
5-year #1 average satisfaction score for online retailers. Groupon's
March 2012 U.S. merchant satisfaction score of 79 also ranks high,
considerably above the B2B benchmark of 64 and the Fortune 500 score
of 69.
-
New customer milestone. As of March 31, 2012, Groupon surpassed
the 35 million active customer mark, ending the quarter with 36.9
million active customers, an increase of 140% year-over-year.
-
New merchant milestone. The first quarter 2012 marked the first
time that more than 100,000 unique merchants were served in a single
quarter. In addition, in the first quarter, more than 50% of offers
were with merchants who had previously run on Groupon.
-
Merchant tools gaining momentum. Groupon Rewards continues to
expand. During the past two months, more than 30% of eligible daily
deal merchants in pilot cities signed up for the program. Early
results suggest that Rewards customers are more loyal than other
customers. Groupon Scheduler has also seen early success, with more
than 2,500 merchants signed up to date.
-
Growth in mobile and Now! In April 2012, nearly 30% of North
American transactions were completed on mobile devices, compared with
25% in December 2011. This growth has created momentum for Groupon
Now!, which recently surpassed 1.5 million Groupons sold. Now!
achieved this milestone faster and within fewer markets than the daily
deals business.
-
Increased leverage from marketing spend. In the first quarter
2012, approximately the same number of customers were added as in the
fourth quarter 2011, while marketing spend decreased by 25%. At the
same time, the number of repeat purchasers grew 1.5 times faster than
the number of unique purchasers.
Second Quarter 2012 Outlook
Revenue for the second quarter 2012 is expected to be between $550
million and $590 million, an increase of between 40% and 50% compared
with the second quarter 2011.
Income from operations for the second quarter 2012 is expected to be
between $25 million and $45 million, compared with a loss from
operations of $101.0 million in the second quarter 2011. This outlook
includes approximately $35 million of stock-based compensation. Our
outlook further assumes no acquisitions or investments, or material
changes in foreign exchange rates.
A conference call will be webcast live today at 4:00 p.m. CT/5:00 p.m.
ET, and will be available on Groupon's investor relations website at http://investor.groupon.com.
This call will contain forward-looking statements and other material
information regarding the Company's financial and operating results.
Extension of Lock-Up Period
As previously reported, in connection with Company's initial public
offering, the underwriters and certain holders of Groupon common stock
entered into agreements restricting the sale or transfer of shares of
common stock during the 180-day period following the closing of the IPO.
These agreements provide for an automatic extension in the event the
Company announced that it would release earnings or other material news
within the 16-day period following the originally-scheduled expiration
of the agreements. These agreements were originally scheduled to expire
on May 2, 2012. As a result of today's earnings release, the lock-up
agreements described above will now expire on June 1, 2012, with June 1,
2012, being the first day such shares are eligible for sale or transfer.
Non-GAAP Financial Measures
This release includes the following non-GAAP financial measures: free
cash flow and non-GAAP net (loss) income attributable to common
stockholders. In the Supplemental Financial Information Table and
Business Metrics, we also include operating income and operating margin,
in each case excluding stock-based compensation and acquisition-related
expenses. Free cash flow and non-GAAP net (loss) income attributable to
common stockholders may be different from similar measures used by other
companies. Groupon believes that these non-GAAP measures are useful
because they provide for more meaningful comparisons of period-to-period
results by excluding certain non-cash charges that Groupon believes are
not driven by core operating results. However, these non-GAAP measures
are not intended to be a substitute for cash flows from operations or
net income, and are not intended to represent the total increase or
decrease in Groupon's cash balance for the applicable period. The
presentation of this financial information, which is not prepared under
any comprehensive set of accounting rules or principles, is not intended
to be considered in isolation or as a substitute for the financial
information prepared and presented in accordance with U.S. GAAP. These
non-GAAP measures should only be used to evaluate our results of
operations in conjunction with the corresponding GAAP measures. For a
reconciliation of these non-GAAP financial measures to the nearest
comparable U.S. GAAP measures, see "Reconciliation of Non-GAAP Financial
Measures" included in this release.
Free cash flow represents operating cash flow less purchases of property
and equipment. Non-GAAP net income excludes from GAAP net income
stock-based compensation and acquisition-related expenses. The non-GAAP
measures included in this release are adjusted by excluding the items
below:
Property and Equipment: Purchases of property and equipment are
subtracted from operating cash flow in the calculation of free cash flow
because Groupon believes that this is more aligned with an analysis of
ongoing business operations, as purchases of fixed assets, software
developed for internal use, and website development costs are necessary
components of ongoing operations.
Stock-based compensation expense: Stock-based compensation is
excluded because it is a non-cash expense. It is, however, reflected in
earnings per share, as it is incorporated in sharecount.
Acquisition-related expense: Acquisition-related costs that are
non-cash in nature are excluded. The timing and nature of these expenses
are unpredictable, and Groupon believes that they do not provide for
meaningful period-to-period comparisons.
Included in the tables below are reconciliations of each of the non-GAAP
financial measures to the most directly comparable GAAP financial
measures.
Note on Forward Looking Statements
The statements in this release that refer to plans and expectations for
the next quarter or the future are forward-looking statements that
involve a number of risks and uncertainties, and actual results could
differ materially from those discussed. The risks and uncertainties that
could cause results to differ materially from those included in the
forward-looking statements include, but are not limited to, Groupon's
ability to continue to expand the business and continue revenue growth;
risks related to Groupon's business strategy; Groupon's ability to
manage the growth of the organization; responding to changes in the
markets in which Groupon competes for business; retaining existing
merchant partners and adding new merchant partners; competing against
smaller competitors and competitors with more financial resources;
developing new product and service offerings that are appealing to
customers; maintaining a strong brand; effectively dealing with
challenges arising from Groupon's international operations; integrating
Groupon's technology platforms; managing refund risks; retaining the
executive team; litigation; regulations, including the CARD Act and
regulation of the Internet; tax liabilities; tax legislation;
maintaining Groupon's information technology infrastructure; security
breaches; protecting Groupon's intellectual property; handling
acquisitions, joint ventures and strategic investments effectively;
seasonality; payment-related risks; customer and merchant partner fraud;
global economic uncertainty; compliance with rules and regulations
associated with being a public company; and Groupon's ability to raise
capital if necessary. Groupon urges you to refer to the factors included
under the headings "Risk Factors" and "Management's Discussion and
Analysis of Financial Condition and Results of Operations" in the
Company's Annual Report on Form 10-K, and, when available, the Company's
Quarterly Report on Form 10-Q for the quarter ended March 31, 2012,
copies of which may be obtained by visiting the company's Investor
Relations web site at http://investor.groupon.com or
the SEC's web site at www.sec.gov.
Groupon's actual results could differ materially from those predicted or
implied, and reported results should not be considered an indication of
future performance.
You should not rely upon forward-looking statements as predictions of
future events. Although Groupon believes that the expectations reflected
in the forward-looking statements are reasonable, it cannot guarantee
that the future results, levels of activity, performance or events and
circumstances reflected in the forward-looking statements will be
achieved or occur. Moreover, neither the company nor any other person
assumes responsibility for the accuracy and completeness of the
forward-looking statements. The forward-looking statements reflect
Groupon's expectations as of May 14, 2012. Groupon undertakes no
obligation to update publicly any forward-looking statements for any
reason after the date of this earnings release to conform these
statements to actual results or to changes in its expectations.
Groupon encourages investors to use its investor relations website as a
way of easily finding information about the company. Groupon promptly
makes available on this website, free of charge, the reports that the
company files or furnishes with the SEC, corporate governance
information (including Groupon's Code of Business Conduct and Ethics),
and select press releases and social media postings.
|
|
|
Groupon, Inc.
|
|
Consolidated Statement of Cash Flows
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2011
|
|
2012
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
Net cash provided by operating activities
|
|
$
|
17,940
|
|
|
$
|
83,714
|
|
|
Net cash used in investing activities
|
|
|
(44,294
|
)
|
|
|
(46,444
|
)
|
|
Net cash provided by (used in) financing activities
|
|
|
112,106
|
|
|
|
(8,275
|
)
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
4,103
|
|
|
|
9,059
|
|
|
Net increase in cash and cash equivalents
|
|
|
89,855
|
|
|
|
38,054
|
|
|
Cash and cash equivalents, beginning of period
|
|
|
118,833
|
|
|
|
1,122,935
|
|
|
Cash and cash equivalents, end of period
|
|
$
|
208,688
|
|
|
$
|
1,160,989
|
|
|
|
|
|
|
|
|
|
|
|
|
Groupon, Inc.
|
|
Consolidated Statements of Operations
|
|
|
|
Three Months Ended
|
|
|
|
March 31,
|
|
|
|
2011
|
|
2012
|
|
|
|
(dollars in thousands, except per
share data)
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
|
|
(Restated)(1) |
|
|
|
Revenue (gross billings of $668,174 and $1,354,800 respectively)
|
|
$
|
295,523
|
|
|
$
|
559,283
|
|
|
Costs and expenses:
|
|
|
|
|
|
Cost of revenue
|
|
|
39,765
|
|
|
|
119,498
|
|
|
Marketing
|
|
|
230,085
|
|
|
|
116,615
|
|
|
Selling, general and administrative
|
|
|
142,821
|
|
|
|
283,583
|
|
|
Acquisition-related
|
|
|
-
|
|
|
|
(52
|
)
|
|
Total operating expenses
|
|
|
412,671
|
|
|
|
519,644
|
|
|
(Loss) income from operations
|
|
|
(117,148
|
)
|
|
|
39,639
|
|
|
Interest and other income (expense), net
|
|
|
1,060
|
|
|
|
(3,539
|
)
|
|
Equity-method investment activity, net of tax
|
|
|
(882
|
)
|
|
|
(5,128
|
)
|
|
(Loss) income before provision for income taxes
|
|
|
(116,970
|
)
|
|
|
30,972
|
|
|
(Benefit) provision for income taxes
|
|
|
(3,079
|
)
|
|
|
34,565
|
|
|
Net loss
|
|
|
(113,891
|
)
|
|
|
(3,593
|
)
|
|
Less: Net loss (income) attributable to noncontrolling interests
|
|
|
11,223
|
|
|
|
(880
|
)
|
|
Net loss attributable to Groupon, Inc.
|
|
$
|
(102,668
|
)
|
|
$
|
(4,473
|
)
|
|
Redemption of preferred stock in excess of carrying value
|
|
|
(34,327
|
)
|
|
|
-
|
|
|
Adjustment of redeemable noncontrolling interests to redemption value
|
|
|
(9,485
|
)
|
|
|
(7,222
|
)
|
|
Net loss attributable to common stockholders
|
|
$
|
(146,480
|
)
|
|
$
|
(11,695
|
)
|
|
|
|
|
|
|
|
Net loss per share attributable to common stockholders
|
|
|
|
|
|
Basic |
|
$
|
(0.48
|
)
|
|
$
|
(0.02
|
)
|
|
Diluted
|
|
$
|
(0.48
|
)
|
|
$
|
(0.02
|
)
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding
|
|
|
|
|
|
Basic |
|
|
307,849,412
|
|
|
|
644,097,375
|
|
|
Diluted
|
|
|
307,849,412
|
|
|
|
644,097,375
|
|
|
|
|
|
|
|
(1) The Company restated the Condensed Consolidated Statements of
Operations for the three months ended March 31, 2011, included in the
Form S-1 filed with the SEC on June 2, 2011, to correct for an error in
its presentation of revenue. Most significantly, the Company restated
its reporting of revenues from Groupons to be net of the amounts related
to merchant fees. Historically, the Company reported the gross amounts
billed to its subscribers as revenue. The Condensed Consolidated
Statement of Operations for the three months ended March 31, 2011, was
restated to show the net amount the Company retains after paying the
merchant fees. The effect of the correction resulted in a reduction of
previously reported revenues and corresponding reductions in cost of
revenue in those periods. The change in presentation had no effect on
pre-tax loss, net loss or any per share amounts for the period.
The Company also changed the presentation of certain other income
statement expenses for the three months ended March 31, 2011, to be
consistent with reporting revenue on a net basis. These changes included
presenting loyalty programs as a component of marketing rather than as
an offset to revenue. The Company believes that this classification is
most appropriate as it is acting as an agent on behalf of the merchant
in driving traffic to generate revenue. In addition, refunds made to
customers which are not recovered by the merchant are presented as a
component of cost of revenue, rather than as an offset to revenue, as
these amounts are not paid directly to the merchants.
A portion of technology costs and editorial costs were reclassified to
cost of revenue from selling, general and administrative for the three
months ended March 31, 2011.
Costs associated with the Company's marketing staff, including payroll,
benefits and stock compensation, were reclassified to marketing for the
three months ended March 31, 2011, from selling general and
administrative.
|
|
|
Groupon, Inc.
|
|
Consolidated Balance Sheets
|
|
|
|
|
|
March 31,
|
|
|
|
2011
|
|
|
|
|
2012
|
|
|
|
(in thousands)
|
|
|
|
(unaudited)
|
|
|
|
|
(unaudited)
|
|
Assets
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
208,688
|
|
|
|
|
$
|
1,160,989
|
|
Accounts receivable, net
|
|
|
60,717
|
|
|
|
|
|
122,644
|
|
Prepaid expenses and other current assets
|
|
|
21,324
|
|
|
|
|
|
101,275
|
|
Total current assets
|
|
|
290,729
|
|
|
|
|
|
1,384,908
|
|
Property and equipment, net
|
|
|
26,928
|
|
|
|
|
|
59,713
|
|
Goodwill
|
|
|
154,438
|
|
|
|
|
|
185,336
|
|
Intangible assets, net
|
|
|
43,052
|
|
|
|
|
|
56,836
|
|
Other non-current assets
|
|
|
26,263
|
|
|
|
|
|
184,070
|
|
Total Assets
|
|
$
|
541,410
|
|
|
|
|
$
|
1,870,863
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
Accounts payable and accrued merchant payable
|
|
$
|
328,587
|
|
|
|
|
$
|
616,854
|
|
Other current liabilities
|
|
|
190,890
|
|
|
|
|
|
449,523
|
|
Total current liabilities
|
|
|
519,477
|
|
|
|
|
|
1,066,377
|
|
Deferred income taxes, non-current
|
|
|
1,437
|
|
|
|
|
|
12,466
|
|
Other non-current liabilities
|
|
|
13,353
|
|
|
|
|
|
75,189
|
|
Total Liabilities
|
|
|
534,267
|
|
|
|
|
|
1,154,032
|
|
Redeemable noncontrolling interest
|
|
|
2,744
|
|
|
|
|
|
7,211
|
|
Total Equity
|
|
|
4,399
|
|
|
|
|
|
709,620
|
|
Total Liabilities and Equity
|
|
$
|
541,410
|
|
|
|
|
$
|
1,870,863
|
|
|
|
|
|
|
|
|
|
|
|
|
Groupon, Inc.
|
|
Segment Information
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
March 31,
|
|
|
|
|
2011
|
|
|
2012
|
|
|
|
|
(in thousands)
|
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
|
|
(Restated)(1)
|
|
|
|
|
|
North America
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
136,612
|
|
|
|
$
|
238,565
|
|
|
|
Segment operating expenses(2) |
|
|
158,390
|
|
|
|
|
198,393
|
|
|
|
Segment operating (loss) income
|
|
|
(21,778
|
)
|
|
|
|
40,172
|
|
|
|
Segment (loss) income as a percent of segment revenues
|
|
|
(15.9
|
)
|
%
|
|
|
16.8
|
|
%
|
|
|
|
|
|
|
|
|
|
International
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
158,911
|
|
|
|
$
|
320,718
|
|
|
|
Segment operating expenses(2) |
|
|
235,417
|
|
|
|
|
293,300
|
|
|
|
Segment operating (loss) income
|
|
|
(76,506
|
)
|
|
|
|
27,418
|
|
|
|
Segment (loss) income as a percent of segment revenues
|
|
|
(48.1
|
)
|
%
|
|
|
8.5
|
|
%
|
|
|
|
|
|
|
|
|
|
Consolidated
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
295,523
|
|
|
|
$
|
559,283
|
|
|
|
Segment operating expenses(2) |
|
|
393,807
|
|
|
|
|
491,693
|
|
|
|
Segment operating (loss) income
|
|
|
(98,284
|
)
|
|
|
|
67,590
|
|
|
|
Segment (loss) income as a percent of segment revenues
|
|
|
(33.3
|
)
|
%
|
|
|
12.1
|
|
%
|
|
|
|
|
|
|
|
|
|
Stock-based compensation
|
|
|
(18,864
|
)
|
|
|
|
(28,003
|
)
|
|
|
Acquisition-related
|
|
|
-
|
|
|
|
|
52
|
|
|
|
Operating (loss) income
|
|
|
(117,148
|
)
|
|
|
|
39,639
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other income (expense), net
|
|
|
1,060
|
|
|
|
|
(3,539
|
)
|
|
|
Equity-method investment activity, net
|
|
|
(882
|
)
|
|
|
|
(5,128
|
)
|
|
|
Loss before income taxes
|
|
|
(116,970
|
)
|
|
|
|
30,972
|
|
|
|
Provision (benefit) for income taxes
|
|
|
(3,079
|
)
|
|
|
|
34,565
|
|
|
|
Net loss
|
|
$
|
(113,891
|
)
|
|
|
$
|
(3,593
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)The Company restated the Condensed Consolidated Statements of
Operations for the three months ended March 31, 2011, included in the
Form S-1 filed with the SEC on June 2, 2011, to correct for an error in
its presentation of revenue. Most significantly, the Company restated
its reporting of revenues from Groupons to be net of the amounts related
to merchant fees. Historically, the Company reported the gross amounts
billed to its subscribers as revenue. The Condensed Consolidated
Statement of Operations for the three months ended March 31, 2011, was
restated to show the net amount the Company retains after paying the
merchant fees. The effect of the correction resulted in a reduction of
previously reported revenues and corresponding reductions in cost of
revenue in those periods. The change in presentation had no effect on
pre-tax loss, net loss or any per share amounts for the period.
The Company also changed the presentation of certain other income
statement expenses for the three months ended March 31, 2011, to be
consistent with reporting revenue on a net basis. These changes included
presenting loyalty programs as a component of marketing rather than as
an offset to revenue. The Company believes that this classification is
most appropriate as it is acting as an agent on behalf of the merchant
in driving traffic to generate revenue. In addition, refunds made to
customers which are not recovered by the merchant are presented as a
component of cost of revenue, rather than as an offset to revenue, as
these amounts are not paid directly to the merchants.
A portion of technology costs and editorial costs were reclassified to
cost of revenue from selling, general and administrative for the three
months ended March 31, 2011.
Costs associated with the Company's marketing staff, including payroll,
benefits and stock compensation, were reclassified to marketing for the
three months ended March 31, 2011, from selling general and
administrative.
(2) Represents operating expenses, excluding stock-based compensation
and acquisition-related expense, which are not allocated to segments.
|
|
|
Reconciliation of Non-GAAP Financial Measures
|
|
|
|
|
|
|
|
Free Cash Flow
|
|
The following is a reconciliation of free cash flow to the most
comparable U.S. GAAP measure, "Net cash provided by operating
activities," for the three months ended March 31, 2011 and 2012:
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
March 31,
|
|
|
|
2011
|
|
2012
|
|
|
|
(in thousands)
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
Net cash provided by operating activities
|
|
$
|
17,940
|
|
|
$
|
83,714
|
|
|
Purchases of property and equipment
|
|
|
(10,962
|
)
|
|
|
(13,083
|
)
|
|
Free cash flow
|
|
$
|
6,978
|
|
|
$
|
70,631
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange rate neutral operating results
|
|
The effect on the Company's consolidated statements of operations
from changes in exchange rates versus the U.S. Dollar since March
31, 2011 and December 31, 2011 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Three Months Ended
|
|
|
|
March 31, 2012
|
|
March 31, 2012
|
|
|
|
At Avg.
|
|
Exchange
|
|
|
|
At Avg.
|
|
Exchange
|
|
|
|
|
|
Q1 2011
|
|
Rate
|
|
As
|
|
Q4 2011
|
|
Rate
|
|
As
|
|
|
|
Rates (1) |
|
Effect (2) |
|
Reported
|
|
Rates (3) |
|
Effect (2) |
|
Reported
|
|
|
|
(in thousands)
|
|
(in thousands)
|
|
|
|
(unaudited)
|
|
(unaudited)
|
|
Revenue
|
|
$
|
575,613
|
|
$
|
(16,330
|
)
|
|
$
|
559,283
|
|
$
|
556,313
|
|
$
|
2,970
|
|
|
$
|
559,283
|
|
Income from operations
|
|
$
|
40,943
|
|
$
|
(1,304
|
)
|
|
$
|
39,639
|
|
$
|
39,734
|
|
$
|
(95
|
)
|
|
$
|
39,639
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
Represents the outcome that would have resulted had average exchange
rates in the reported period been the same as those in effect during
the three months ended March 31, 2011.
|
|
|
|
(2)
|
|
Represents the increase or decrease in reported amounts resulting
from changes in exchange rates from those in effect in the
comparable prior year period for operating results.
|
|
|
|
(3)
|
|
Represents the outcome that would have resulted had average exchange
rates in the reported period been the same as those in effect during
the three months ended December 31, 2011.
|
|
|
|
|
|
|
|
Non-GAAP Reconciliation Schedule
|
|
(in thousands, except share and per share amounts)
|
|
(unaudited)
|
|
Quarterly Non-GAAP Reconciliation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
Cost of Revenue
|
|
Marketing
|
|
SG&A
|
|
Acq-Related
|
|
Total OpEx
|
|
Operating Income
(Loss)
|
|
Net Income (Loss)
attributable to
common
stockholders
|
|
Sharecount
|
|
|
Diluted EPS (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
559,283
|
|
$
|
119,498
|
|
|
$
|
116,615
|
|
|
$
|
283,583
|
|
|
$
|
(52
|
)
|
|
$
|
519,644
|
|
|
$
|
39,639
|
|
|
$
|
(11,695
|
)
|
|
644,097,375
|
|
|
$
|
(0.02
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(482
|
)
|
|
|
(726
|
)
|
|
|
(26,795
|
)
|
|
|
-
|
|
|
|
(28,003
|
)
|
|
|
28,003
|
|
|
|
28,003
|
|
|
-
|
|
|
|
0.04
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
52
|
|
|
|
52
|
|
|
|
(52
|
)
|
|
|
(52
|
)
|
|
-
|
|
|
|
(0.00
|
)
|
|
Non-GAAP
|
|
$
|
559,283
|
|
$
|
119,016
|
|
|
$
|
115,889
|
|
|
$
|
256,788
|
|
|
$
|
-
|
|
|
$
|
491,693
|
|
|
$
|
67,590
|
|
|
$
|
16,256
|
|
|
663,665,615
|
(1)
|
|
$
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
492,164
|
|
$
|
96,265
|
|
|
$
|
155,299
|
|
|
$
|
255,316
|
|
|
$
|
256
|
|
|
$
|
507,136
|
|
|
$
|
(14,972
|
)
|
|
$
|
(65,379
|
)
|
|
528,421,712
|
|
|
$
|
(0.12
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(650
|
)
|
|
|
(1,492
|
)
|
|
|
(30,526
|
)
|
|
|
-
|
|
|
|
(32,668
|
)
|
|
|
32,668
|
|
|
|
32,668
|
|
|
-
|
|
|
|
0.06
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(256
|
)
|
|
|
(256
|
)
|
|
|
256
|
|
|
|
256
|
|
|
-
|
|
|
|
-
|
|
|
Non-GAAP
|
|
$
|
492,164
|
|
$
|
95,615
|
|
|
$
|
153,807
|
|
|
$
|
224,790
|
|
|
$
|
-
|
|
|
$
|
474,212
|
|
|
$
|
17,952
|
|
|
$
|
(32,455
|
)
|
|
528,421,712
|
|
|
$
|
(0.06
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
430,161
|
|
$
|
68,046
|
|
|
$
|
170,349
|
|
|
$
|
196,798
|
|
|
$
|
(4,793
|
)
|
|
$
|
430,400
|
|
|
$
|
(239
|
)
|
|
$
|
(54,229
|
)
|
|
307,605,060
|
|
|
$
|
(0.18
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(56
|
)
|
|
|
(53
|
)
|
|
|
(3,231
|
)
|
|
|
-
|
|
|
|
(3,340
|
)
|
|
|
3,340
|
|
|
|
3,340
|
|
|
-
|
|
|
|
0.01
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,793
|
|
|
|
4,793
|
|
|
|
(4,793
|
)
|
|
|
(4,793
|
)
|
|
-
|
|
|
|
(0.01
|
)
|
|
Non-GAAP
|
|
$
|
430,161
|
|
$
|
67,990
|
|
|
$
|
170,296
|
|
|
$
|
193,567
|
|
|
$
|
-
|
|
|
$
|
431,853
|
|
|
$
|
(1,692
|
)
|
|
$
|
(55,682
|
)
|
|
307,605,060
|
|
|
$
|
(0.18
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended June 30, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
392,582
|
|
$
|
54,803
|
|
|
$
|
212,739
|
|
|
$
|
226,067
|
|
|
$
|
-
|
|
|
$
|
493,609
|
|
|
$
|
(101,027
|
)
|
|
$
|
(107,406
|
)
|
|
303,414,676
|
|
|
$
|
(0.35
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(212
|
)
|
|
|
(493
|
)
|
|
|
(38,013
|
)
|
|
|
-
|
|
|
|
(38,718
|
)
|
|
|
38,718
|
|
|
|
38,718
|
|
|
-
|
|
|
|
0.12
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
Non-GAAP
|
|
$
|
392,582
|
|
$
|
54,591
|
|
|
$
|
212,246
|
|
|
$
|
188,054
|
|
|
$
|
-
|
|
|
$
|
454,891
|
|
|
$
|
(62,309
|
)
|
|
$
|
(68,688
|
)
|
|
303,414,676
|
|
|
$
|
(0.23
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, 2011 (Restated)(4) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
295,523
|
|
$
|
39,765
|
|
|
$
|
230,085
|
|
|
$
|
142,821
|
|
|
$
|
-
|
|
|
$
|
412,671
|
|
|
$
|
(117,148
|
)
|
|
$
|
(146,480
|
)
|
|
307,849,412
|
|
|
$
|
(0.48
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(212
|
)
|
|
|
(493
|
)
|
|
|
(18,159
|
)
|
|
|
-
|
|
|
|
(18,864
|
)
|
|
|
18,864
|
|
|
|
18,864
|
|
|
-
|
|
|
|
0.07
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
Non-GAAP
|
|
$
|
295,523
|
|
$
|
39,553
|
|
|
$
|
229,592
|
|
|
$
|
124,662
|
|
|
$
|
-
|
|
|
$
|
393,807
|
|
|
$
|
(98,284
|
)
|
|
$
|
(127,616
|
)
|
|
307,849,412
|
|
|
$
|
(0.41
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Annual Non-GAAP Reconciliation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
Cost of Revenue
|
|
Marketing
|
|
SG&A
|
|
Acq-Related
|
|
Total OpEx
|
|
Operating Income
(Loss)
|
|
Net Income (Loss)
attributable to
common
stockholders
|
|
Sharecount
|
|
|
Diluted EPS (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve months ended December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
1,610,430
|
|
$
|
258,879
|
|
|
$
|
768,472
|
|
|
$
|
821,002
|
|
|
$
|
(4,537
|
)
|
|
$
|
1,843,816
|
|
|
$
|
(233,386
|
)
|
|
$
|
(373,494
|
)
|
|
362,261,324
|
|
|
$
|
(1.03
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(1,130
|
)
|
|
|
(2,531
|
)
|
|
|
(89,929
|
)
|
|
|
-
|
|
|
|
(93,590
|
)
|
|
|
93,590
|
|
|
|
93,590
|
|
|
-
|
|
|
|
0.25
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
4,537
|
|
|
|
4,537
|
|
|
|
(4,537
|
)
|
|
|
(4,537
|
)
|
|
-
|
|
|
|
(0.01
|
)
|
|
Non-GAAP
|
|
$
|
1,610,430
|
|
$
|
257,749
|
|
|
$
|
765,941
|
|
|
$
|
731,073
|
|
|
$
|
-
|
|
|
$
|
1,754,763
|
|
|
$
|
(144,333
|
)
|
|
$
|
(284,441
|
)
|
|
362,261,324
|
|
|
$
|
(0.79
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve months ended December 31, 2010
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
312,941
|
|
$
|
42,896
|
|
|
$
|
290,569
|
|
|
$
|
196,637
|
|
|
$
|
203,183
|
|
|
$
|
733,285
|
|
|
$
|
(420,344
|
)
|
|
$
|
(456,320
|
)
|
|
342,698,772
|
|
|
$
|
(1.33
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
(157
|
)
|
|
|
(129
|
)
|
|
|
(35,882
|
)
|
|
|
-
|
|
|
|
(36,168
|
)
|
|
|
36,168
|
|
|
|
36,168
|
|
|
-
|
|
|
|
0.11
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(203,183
|
)
|
|
|
(203,183
|
)
|
|
|
203,183
|
|
|
|
203,183
|
|
|
-
|
|
|
|
0.59
|
|
|
Non-GAAP
|
|
$
|
312,941
|
|
$
|
42,739
|
|
|
$
|
290,440
|
|
|
$
|
160,755
|
|
|
$
|
-
|
|
|
$
|
493,934
|
|
|
$
|
(180,993
|
)
|
|
$
|
(216,969
|
)
|
|
342,698,772
|
|
|
$
|
(0.63
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve months ended December 31, 2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP
|
|
$
|
14,540
|
|
$
|
4,716
|
|
|
$
|
5,053
|
|
|
$
|
5,848
|
|
|
$
|
-
|
|
|
$
|
15,617
|
|
|
$
|
(1,077
|
)
|
|
$
|
(6,916
|
)
|
|
337,208,284
|
|
|
$
|
(0.02
|
)
|
|
Stock-based compensation (2) |
|
|
-
|
|
|
|
|
|
|
(115
|
)
|
|
|
-
|
|
|
|
(115
|
)
|
|
|
115
|
|
|
|
115
|
|
|
-
|
|
|
|
-
|
|
|
Acquisition-related charges (3) |
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
-
|
|
|
|
-
|
|
|
Non-GAAP
|
|
$
|
14,540
|
|
$
|
4,716
|
|
|
$
|
5,053
|
|
|
$
|
5,733
|
|
|
$
|
-
|
|
|
$
|
15,502
|
|
|
$
|
(962
|
)
|
|
$
|
(6,801
|
)
|
|
337,208,284
|
|
|
$
|
(0.02
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
The weighted-average diluted shares outstanding is calculated using
the weighted-average number of common shares and, if dilutive,
potential common shares outstanding during the period. Potential
common shares consist of the incremental common shares issuable upon
the exercise of stock options and vesting of restricted stock units
and restricted shares, as calculated using the treasury stock method.
|
|
(2)
|
|
Represents non-cash stock-based compensation expense recorded within
selling, general and administrative expenses, marketing expenses and
cost of revenue on the income statement.
|
|
(3)
|
|
Primarily represents non-cash charges for measurement of the fair
value of contingent consideration related to acquisitions made by us
since 2010.
|
|
(4)
|
|
The Company restated the Condensed Consolidated Statements of
Operations for the three months ended March 31, 2011, included in
the Form S-1 filed with the SEC on June 2, 2011, to correct for an
error in its presentation of revenue. Most significantly, the
Company restated its reporting of revenues from Groupons to be net
of the amounts related to merchant fees. Historically, the Company
reported the gross amounts billed to its subscribers as revenue. The
Condensed Consolidated Statement of Operations for the three months
ended March 31, 2011, was restated to show the net amount the
Company retains after paying the merchant fees. The effect of the
correction resulted in a reduction of previously reported revenues
and corresponding reductions in cost of revenue in those periods.
The change in presentation had no effect on pre-tax loss, net loss
or any per share amounts for the period.
The Company also changed the presentation of certain other income
statement expenses for the three months ended March 31, 2011, to
be consistent with reporting revenue on a net basis. These changes
included presenting loyalty programs as a component of marketing
rather than as an offset to revenue. The Company believes that
this classification is most appropriate as it is acting as an
agent on behalf of the merchant in driving traffic to generate
revenue. In addition, refunds made to customers which are not
recovered by the merchant are presented as a component of cost of
revenue, rather than as an offset to revenue, as these amounts are
not paid directly to the merchants.
A portion of technology costs and editorial costs were
reclassified to cost of revenue from selling, general and
administrative for the three months ended March 31, 2011.
Costs associated with the Company's marketing staff, including
payroll, benefits and stock compensation, were reclassified to
marketing for the three months ended March 31, 2011, from selling
general and administrative.
|
|
|
|
|
|
Supplemental Financial Information and Business Metrics
|
|
(in thousands, except percentages, per share and headcount data)
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q1 2011 (5) |
|
|
Q2 2011
|
|
|
Q3 2011
|
|
|
Q4 2011
|
|
|
Q1 2012
|
|
|
|
|
|
(Restated)(10)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Results of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Billings
|
|
$
|
668,174
|
|
|
|
$
|
929,249
|
|
|
|
$
|
1,157,210
|
|
|
|
$
|
1,230,868
|
|
|
|
$
|
1,354,800
|
|
|
|
|
Year-over-year growth
|
|
|
1,405
|
|
%
|
|
|
916
|
|
%
|
|
|
496
|
|
%
|
|
|
196
|
|
%
|
|
|
103
|
|
%
|
|
Gross Billings Trailing Twelve Months (TTM)
|
|
$
|
1,369,139
|
|
|
|
$
|
2,206,964
|
|
|
|
$
|
3,169,902
|
|
|
|
$
|
3,985,501
|
|
|
|
$
|
4,672,127
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Revenue
|
|
$
|
295,523
|
|
|
|
$
|
392,582
|
|
|
|
$
|
430,161
|
|
|
|
$
|
492,164
|
|
|
|
$
|
559,283
|
|
|
|
|
Year-over-year growth
|
|
|
1,358
|
|
%
|
|
|
915
|
|
%
|
|
|
426
|
|
%
|
|
|
186
|
|
%
|
|
|
89
|
|
%
|
|
Consolidated Revenue TTM
|
|
$
|
588,192
|
|
|
|
$
|
942,108
|
|
|
|
$
|
1,290,490
|
|
|
|
$
|
1,610,430
|
|
|
|
$
|
1,874,190
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating (Loss) Income
|
|
$
|
(117,148
|
)
|
|
|
$
|
(101,027
|
)
|
|
|
$
|
(239
|
)
|
|
|
$
|
(14,972
|
)
|
|
|
$
|
39,639
|
|
|
|
|
Year-over-year growth
|
|
|
N/A
|
|
|
|
|
(174
|
)
|
%
|
|
|
100
|
|
%
|
|
|
96
|
|
%
|
|
|
N/A
|
|
|
|
Operating Margin (% of revenue)
|
|
|
(39.6
|
)
|
%
|
|
|
(25.7
|
)
|
%
|
|
|
(0.1
|
)
|
%
|
|
|
(3.0
|
)
|
%
|
|
|
7.1
|
|
%
|
|
|
Year-over-year growth (bps)
|
|
|
(8,192
|
)
|
|
|
|
6,949
|
|
|
|
|
6,838
|
|
|
|
|
19,213
|
|
|
|
|
4,673
|
|
|
|
Operating (Loss) Income TTM
|
|
$
|
(546,064
|
)
|
|
|
$
|
(610,272
|
)
|
|
|
$
|
(554,543
|
)
|
|
|
$
|
(233,386
|
)
|
|
|
$
|
(76,599
|
)
|
|
|
Operating Margin TTM (% of TTM revenue)
|
|
|
(92.8
|
)
|
%
|
|
|
(64.8
|
)
|
%
|
|
|
(43.0
|
)
|
%
|
|
|
(14.5
|
)
|
%
|
|
|
(4.1
|
)
|
%
|
|
|
Year-over-year growth (bps)
|
|
|
(11,533
|
)
|
|
|
|
(2,457
|
)
|
|
|
|
1,427
|
|
|
|
|
11,983
|
|
|
|
|
8,875
|
|
|
|
Net Loss Attributable to Common Stockholders
|
|
$
|
(146,480
|
)
|
|
|
$
|
(107,406
|
)
|
|
|
$
|
(54,229
|
)
|
|
|
$
|
(65,379
|
)
|
|
|
$
|
(11,695
|
)
|
|
|
Weighted Average Basic and Diluted Shares Outstanding (1) |
|
|
307,849
|
|
|
|
|
303,415
|
|
|
|
|
307,605
|
|
|
|
|
528,422
|
|
|
|
|
644,097
|
|
|
|
Net Loss Attributable to Common Stockholders per Share
|
|
$
|
(0.48
|
)
|
|
|
$
|
(0.35
|
)
|
|
|
$
|
(0.18
|
)
|
|
|
$
|
(0.12
|
)
|
|
|
$
|
(0.02
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating (Loss) Income excl stock-based compensation (SBC),
acquisition-related expenses (2) |
|
$
|
(98,284
|
)
|
|
|
$
|
(62,309
|
)
|
|
|
$
|
(1,692
|
)
|
|
|
$
|
17,952
|
|
|
|
$
|
67,590
|
|
|
|
|
Year-over-year growth
|
|
|
N/A
|
|
|
|
|
(166
|
)
|
%
|
|
|
93
|
|
%
|
|
|
N/A
|
|
|
|
|
N/A
|
|
|
|
Operating Margin excl SBC, acq-related (% of revenue) (2) |
|
|
(33.3
|
)
|
%
|
|
|
(15.9
|
)
|
%
|
|
|
(0.4
|
)
|
%
|
|
|
3.6
|
|
%
|
|
|
12.1
|
|
%
|
|
|
Year-over-year growth (bps)
|
|
|
(7,611
|
)
|
|
|
|
4,471
|
|
|
|
|
1
|
|
|
|
|
8,689
|
|
|
|
|
4,534
|
|
|
|
Operating (Loss) Income TTM excl SBC, acq-related (2) |
|
$
|
(287,964
|
)
|
|
|
$
|
(326,848
|
)
|
|
|
$
|
(305,646
|
)
|
|
|
$
|
(144,333
|
)
|
|
|
$
|
21,541
|
|
|
|
Operating Margin TTM excl SBC, acq-related (% of TTM revenue) (2) |
|
|
(49.0
|
)
|
%
|
|
|
(34.7
|
)
|
%
|
|
|
(23.7
|
)
|
%
|
|
|
(9.0
|
)
|
%
|
|
|
1.1
|
|
%
|
|
|
Year-over-year growth (bps)
|
|
|
(7,208
|
)
|
|
|
|
(1,333
|
)
|
|
|
|
245
|
|
|
|
|
4,887
|
|
|
|
|
5,011
|
|
|
|
Non-GAAP Net (Loss) Income Attributable to Common Stockholders (3) |
|
$
|
(127,616
|
)
|
|
|
$
|
(68,688
|
)
|
|
|
$
|
(55,682
|
)
|
|
|
$
|
(32,455
|
)
|
|
|
$
|
16,256
|
|
|
|
Weighted Average Diluted Shares for non-GAAP Net (Loss) Income per
Share (1) |
|
|
307,849
|
|
|
|
|
303,415
|
|
|
|
|
307,605
|
|
|
|
|
528,422
|
|
|
|
|
663,666
|
|
|
|
Non-GAAP Net (Loss) Income Attributable to Common Stockholders per
Share (3) |
|
$
|
(0.41
|
)
|
|
|
$
|
(0.23
|
)
|
|
|
$
|
(0.18
|
)
|
|
|
$
|
(0.06
|
)
|
|
|
$
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America Segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
136,612
|
|
|
|
$
|
157,205
|
|
|
|
$
|
161,525
|
|
|
|
$
|
179,638
|
|
|
|
$
|
238,565
|
|
|
|
|
Year-over-year growth
|
|
|
574
|
|
%
|
|
|
341
|
|
%
|
|
|
188
|
|
%
|
|
|
103
|
|
%
|
|
|
75
|
|
%
|
|
|
% of Consolidated Revenue
|
|
|
46
|
|
%
|
|
|
40
|
|
%
|
|
|
38
|
|
%
|
|
|
36
|
|
%
|
|
|
43
|
|
%
|
|
Revenue TTM
|
|
$
|
316,752
|
|
|
|
$
|
438,305
|
|
|
|
$
|
543,705
|
|
|
|
$
|
634,980
|
|
|
|
$
|
736,933
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Operating (Loss) Income (4) |
|
$
|
(21,778
|
)
|
|
|
$
|
(10,501
|
)
|
|
|
$
|
18,836
|
|
|
|
$
|
18,239
|
|
|
|
$
|
40,172
|
|
|
|
|
Year-over-year growth
|
|
|
N/A
|
|
|
|
|
(2,678
|
)
|
%
|
|
|
496
|
|
%
|
|
|
N/A
|
|
|
|
|
N/A
|
|
|
|
|
% of Consolidated Segment Operating Income
|
|
|
22
|
|
%
|
|
|
17
|
|
%
|
|
|
1,113
|
|
%
|
|
|
102
|
|
%
|
|
|
59
|
|
%
|
|
Segment Operating Margin (% of North America revenue) (4) |
|
|
(15.9
|
)
|
%
|
|
|
(6.7
|
)
|
%
|
|
|
11.7
|
|
%
|
|
|
10.2
|
|
%
|
|
|
16.8
|
|
%
|
|
|
Year-over-year growth (bps)
|
|
|
(5,879
|
)
|
|
|
|
(562
|
)
|
|
|
|
603
|
|
|
|
|
3,494
|
|
|
|
|
3,278
|
|
|
|
Segment Operating (Loss) Income TTM (4) |
|
$
|
(40,901
|
)
|
|
|
$
|
(51,024
|
)
|
|
|
$
|
(35,348
|
)
|
|
|
$
|
4,796
|
|
|
|
$
|
66,746
|
|
|
|
Segment Operating Margin TTM (% of North America TTM revenue) (4) |
|
|
(12.9
|
)
|
%
|
|
|
(11.6
|
)
|
%
|
|
|
(6.5
|
)
|
%
|
|
|
0.8
|
|
%
|
|
|
9.1
|
|
%
|
|
|
Year-over-year growth (bps)
|
|
|
(3,604
|
)
|
|
|
|
(2,266
|
)
|
|
|
|
(1,467
|
)
|
|
|
|
596
|
|
|
|
|
2,197
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
International Segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
158,911
|
|
|
|
$
|
235,377
|
|
|
|
$
|
268,636
|
|
|
|
$
|
312,526
|
|
|
|
$
|
320,718
|
|
|
|
|
Year-over-year growth
|
|
|
N/A
|
|
|
|
|
7,709
|
|
%
|
|
|
947
|
|
%
|
|
|
273
|
|
%
|
|
|
102
|
|
%
|
|
|
% of Consolidated Revenue
|
|
|
54
|
|
%
|
|
|
60
|
|
%
|
|
|
62
|
|
%
|
|
|
64
|
|
%
|
|
|
57
|
|
%
|
|
Revenue TTM
|
|
$
|
271,440
|
|
|
|
$
|
503,803
|
|
|
|
$
|
746,785
|
|
|
|
$
|
975,450
|
|
|
|
$
|
1,137,257
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Operating (Loss) Income (4) |
|
$
|
(76,506
|
)
|
|
|
$
|
(51,808
|
)
|
|
|
$
|
(20,528
|
)
|
|
|
$
|
(287
|
)
|
|
|
$
|
27,418
|
|
|
|
|
Year-over-year growth
|
|
|
N/A
|
|
|
|
|
(125
|
)
|
%
|
|
|
21
|
|
%
|
|
|
100
|
|
%
|
|
|
N/A
|
|
|
|
|
% of Consolidated Segment Operating Income
|
|
|
78
|
|
%
|
|
|
83
|
|
%
|
|
|
(1,213
|
)
|
%
|
|
|
(2
|
)
|
%
|
|
|
41
|
|
%
|
|
Segment Operating Margin (% of International revenue) (4) |
|
|
(48.1
|
)
|
%
|
|
|
(22.0
|
)
|
%
|
|
|
(7.6
|
)
|
%
|
|
|
(0.1
|
)
|
%
|
|
|
8.5
|
|
%
|
|
|
Year-over-year growth (bps)(5) |
|
|
N/A
|
|
|
|
|
74,265
|
|
|
|
|
9,392
|
|
|
|
|
14,474
|
|
|
|
|
5,669
|
|
|
|
Segment Operating (Loss) Income TTM (4) |
|
$
|
(247,063
|
)
|
|
|
$
|
(275,824
|
)
|
|
|
$
|
(270,298
|
)
|
|
|
$
|
(149,129
|
)
|
|
|
$
|
(45,205
|
)
|
|
|
Segment Operating Margin TTM (% of International TTM revenue) (4) |
|
|
(91.0
|
)
|
%
|
|
|
(54.7
|
)
|
%
|
|
|
(36.2
|
)
|
%
|
|
|
(15.3
|
)
|
%
|
|
|
(4.0
|
)
|
%
|
|
|
Year-over-year growth (bps)(5) |
|
|
N/A
|
|
|
|
|
70,992
|
|
|
|
|
13,508
|
|
|
|
|
13,628
|
|
|
|
|
8,704
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Financial Information and Business Metrics
(continued)
|
|
(in thousands, except percentages, per share and headcount data)
|
|
(unaudited)
|
|
|
|
|
|
|
Q1 2011 (5) |
|
|
Q2 2011
|
|
|
Q3 2011
|
|
|
Q4 2011
|
|
|
Q1 2012
|
|
|
|
|
|
(Restated)(10) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flow
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating cash flow (TTM)
|
|
$
|
91,928
|
|
|
|
$
|
128,316
|
|
|
|
$
|
173,291
|
|
|
|
$
|
290,447
|
|
|
|
$
|
356,221
|
|
|
|
Purchases of Property and Equipment (TTM)
|
|
$
|
(24,780
|
)
|
|
|
$
|
(31,949
|
)
|
|
|
$
|
(38,414
|
)
|
|
|
$
|
(43,811
|
)
|
|
|
$
|
(45,932
|
)
|
|
|
Free cash flow (TTM) (6) |
|
$
|
67,148
|
|
|
|
$
|
96,367
|
|
|
|
$
|
134,877
|
|
|
|
$
|
246,636
|
|
|
|
$
|
310,289
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Metrics:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Active Customers(7) |
|
|
15,376
|
|
|
|
|
23,037
|
|
|
|
|
28,906
|
|
|
|
|
33,742
|
|
|
|
|
36,850
|
|
|
|
TTM Gross Billings / Average Active Customer (8) |
|
$
|
169
|
|
|
|
$
|
174
|
|
|
|
$
|
189
|
|
|
|
$
|
187
|
|
|
|
$
|
179
|
|
|
|
Headcount
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales (9) |
|
|
3,556
|
|
|
|
|
4,850
|
|
|
|
|
4,853
|
|
|
|
|
5,196
|
|
|
|
|
5,735
|
|
|
|
|
% North America
|
|
|
19%
|
|
|
|
|
20%
|
|
|
|
|
21%
|
|
|
|
|
20%
|
|
|
|
|
21%
|
|
|
|
|
% International
|
|
|
81%
|
|
|
|
|
80%
|
|
|
|
|
79%
|
|
|
|
|
80%
|
|
|
|
|
79%
|
|
|
|
|
Other
|
|
|
3,551
|
|
|
|
|
4,775
|
|
|
|
|
5,565
|
|
|
|
|
6,275
|
|
|
|
|
6,813
|
|
|
|
|
Total Headcount
|
|
|
7,107
|
|
|
|
|
9,625
|
|
|
|
|
10,418
|
|
|
|
|
11,471
|
|
|
|
|
12,548
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
The weighted-average diluted shares outstanding is calculated using
the weighted-average number of common shares and, if dilutive,
potential common shares outstanding during the period. Potential
common shares consist of the incremental common shares issuable upon
the exercise of stock options and vesting of restricted stock units
and restricted shares, as calculated using the treasury stock method.
|
|
(2)
|
|
Please see the section entitled 'Non-GAAP Financial Measures' above
for further information on these metrics.
|
|
(3)
|
|
Non-GAAP net (loss) income attributable to common stockholders is a
non-GAAP financial measure. This measure excludes stock-based
compensation and acquisition-related costs. See ‘‘Non-GAAP Financial
Measures'' for a reconciliation of this measure to the most
applicable financial measure under U.S. GAAP.
|
|
(4)
|
|
Segment operating income excludes stock-based compensation and
acquisition-related expenses, as they are not allocated at the
segment level.
|
|
(5)
|
|
Year-over-year growth is unavailable for select international growth
measures as Groupon did not commence international operations until
the second quarter of 2010.
|
|
(6)
|
|
Free cash flow is a non-GAAP financial measure. The Company
reconciles this measure to the most comparable U.S. GAAP measure,
"Net cash provided by operating activities," for the periods
presented.
|
|
(7)
|
|
Reflects the total number of unique accounts who have purchased
Groupons during the trailing twelve months.
|
|
(8)
|
|
Reflects the total gross billings generated in the trailing twelve
months per average active customer.
|
|
(9)
|
|
Includes inside and outside merchant sales representatives, as well
as sales support.
|
|
(10)
|
|
The Company restated the Condensed Consolidated Statements of
Operations for the three months ended March 31, 2011, included in
the Form S-1 filed with the SEC on June 2, 2011, to correct for an
error in its presentation of revenue. Most significantly, the
Company restated its reporting of revenues from Groupons to be net
of the amounts related to merchant fees. Historically, the Company
reported the gross amounts billed to its subscribers as revenue. The
Condensed Consolidated Statement of Operations for the three months
ended March 31, 2011, was restated to show the net amount the
Company retains after paying the merchant fees. The effect of the
correction resulted in a reduction of previously reported revenues
and corresponding reductions in cost of revenue in those periods.
The change in presentation had no effect on pre-tax loss, net loss
or any per share amounts for the period.
The Company has also changed the presentation of certain other
income statement expenses for the three months ended March 31,
2011 to be consistent with reporting revenue on a net basis. These
changes include presenting loyalty programs as a component of
marketing rather than as an offset to revenue. The Company
believes that this classification is most appropriate as it is
acting as an agent on behalf of the merchant in driving traffic to
generate revenue. In addition, refunds made to customers which are
not recovered by the merchant are presented as a component of cost
of revenue, rather than as an offset to revenue, as these amounts
are not paid directly to the merchants.
A portion of technology costs and editorial costs have been
reclassified to cost of revenue from selling, general and
administrative for the three months ended March 31, 2011.
Costs associated with the Company's marketing staff, including
payroll, benefits and stock compensation, have been reclassified
to marketing for the three months ended March 31, 2011 from
selling general and administrative.
|
|
|
|
|
Groupon Investor Relations
Kartik Ramachandran, 312-999-3098
ir@groupon.com
or
Groupon
Public Relations
Julie Mossler, 312-242-2033
Source: Groupon, Inc.
News Provided by Acquire Media