Atairos CEO Michael Angelakis to Join Board of Directors
Groupon and Comcast to Explore Collaboration Opportunities
CHICAGO--(BUSINESS WIRE)--
Groupon (NASDAQ: GRPN) today announced it has entered into an agreement
for a $250 million investment from Atairos, an independent private
company focused on supporting growth-oriented businesses across a wide
range of industries. In connection with the investment, Michael
Angelakis, Chairman and Chief Executive Officer of Atairos, will join
Groupon's Board of Directors.
"Our partnership with Atairos will help accelerate our transformation
while better positioning us to execute on our strategy and mission to
build the daily habit in local commerce -- which we continued to make
progress on in the first quarter," said Groupon CEO Rich Williams. "I am
extremely pleased that a respected, long-term oriented partner like
Atairos shares our view about the vast opportunity ahead for Groupon."
Atairos was launched earlier this year with more than $4 billion in
committed capital and is led by Mr. Angelakis, former Vice Chairman and
Chief Financial Officer of Comcast Corporation.
"We are excited to be partnering with Groupon, the undisputed global
leader in hyper-local commerce with nearly 50 million active customers,"
said Mr. Angelakis. "Since creating the market in 2008, Groupon has
redefined local commerce by increasing consumer buying power and
changing the way businesses attract customers using modern mobile
technology. We look forward to working closely with Groupon's Board and
management team as they pursue their strategic growth objectives."
"The reputation, strategic insights and operational acumen of Michael
and his team will be a welcome addition to our company," said Groupon
Chairman Eric Lefkofsky. "Michael joins a talented and dedicated Board,
and brings a valuable perspective as we continue to scale our local
business."
As part of the relationship, Comcast Corporation will work with Groupon
to identify and implement potential strategic partnership opportunities.
"Groupon is an established leader in connecting customers with local
businesses," said Neil Smit, President and CEO of Comcast Cable. "The
potential in combining Groupon's local expertise with Comcast's vast
subscriber and advertiser network is something we look forward to
closely exploring together."
Groupon will use the proceeds for general corporate purposes, including
the repurchase of stock. The company also announced its Board of
Directors has approved a $200 million increase to its existing share
repurchase program and extended the program through April 2018.
Under the terms of the investment, Atairos is purchasing $250 million in
aggregate principal amount of 3.25% convertible senior notes due 2022
with an initial conversion price of approximately $5.40 per share. The
convertible notes will be general unsecured obligations of Groupon.
Additional information may be found in the Form 8-K that will be filed
today with the U.S. Securities and Exchange Commission.
In connection with the investment and subject to market conditions and
other factors, Groupon expects to explore entering into convertible note
hedge and warrant transactions in the future that would be designed to
offset, in part, the potential dilution from the notes.
J.P. Morgan Securities LLC is serving as financial advisor to Atairos
and Davis Polk & Wardwell LLP is acting as legal counsel. Allen &
Company LLC and Morgan Stanley & Co. LLC are serving as financial
advisors to Groupon and Winston & Strawn LLP is acting as legal counsel.
This announcement is neither an offer to sell nor a solicitation of an
offer to buy any of these securities and shall not constitute an offer,
solicitation, or sale in any jurisdiction in which such offer,
solicitation, or sale is unlawful. The notes and any shares of Groupon
common stock issuable upon conversion of the notes have not been
registered under the Securities Act of 1933, as amended, or any state
securities laws and may not be offered or sold in the United States
absent registration or an applicable exemption from the registration
requirements.
About Groupon
Groupon (NASDAQ: GRPN) is a global leader of local commerce and the
place you start when you want to buy just about anything, anytime,
anywhere. By leveraging the company's global relationships and scale,
Groupon offers consumers a vast marketplace of unbeatable deals all over
the world. Shoppers discover the best a city has to offer on the web or
on mobile with Groupon Local, enjoy vacations with Groupon Getaways, and
find a curated selection of electronics, fashion, home furnishings and
more with Groupon Goods.
Groupon is redefining how traditional small businesses attract, retain
and interact with customers by providing merchants with a suite of
products and services, including customizable deal campaigns, credit
card payment processing capabilities and point-of-sale solutions that
help businesses grow and operate more effectively. To search for great
deals or subscribe to Groupon emails, visit www.groupon.com.
To download Groupon's top-rated mobile apps, visit www.groupon.com/mobile.
To learn more about the company's merchant solutions and how to work
with Groupon, visit www.groupon.com/merchant.
About Atairos
Atairos is an independent private company focused on supporting
growth-oriented businesses across a wide range of industries. Atairos
provides a unique combination of active strategic partnership and
patient long-term capital to high-potential companies and their
management teams. Atairos was launched in 2016 with more than $4 billion
in committed capital and has offices in New York and Bryn Mawr, PA. For
more information, please visit www.atairos.com.
Forward-Looking Statements & Additional Information
The statements contained in this release that refer to plans and
expectations for the next quarter, the full year or the future are
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, that involve a number of risks and
uncertainties, and actual results could differ materially from those
discussed. The words "may," will," should," "could," "expect,"
anticipate," "believe," "estimate," intend," "continue" and other
similar expressions are intended to identify forward-looking statements.
The risks and uncertainties that could cause our results to differ
materially from those included in the forward-looking statements
include, but are not limited to, volatility in our revenue and operating
results; risks related to our business strategy, including our strategy
to grow our local marketplaces, marketing strategy and spend and the
productivity of those marketing investments and the impact of our shift
away from lower margin products in our Goods category; effectively
dealing with challenges arising from our international operations,
including fluctuations in currency exchange rates; retaining existing
customers and adding new customers, including as we increase our
marketing spend and shift away from lower margin products in our Goods
category; retaining and adding high quality merchants; cyber security
breaches; incurring expenses as we expand our business; competing
successfully in our industry; maintaining favorable payment terms with
our business partners; providing a strong mobile experience for our
customers; delivery and routing of our emails; product liability claims;
managing inventory and order fulfillment risks; integrating our
technology platforms; litigation; managing refund risks; retaining,
attracting and integrating members of our executive team; difficulties,
delays or our inability to successfully complete all or part of the
announced restructuring actions or to realize the operating efficiencies
and other benefits of such restructuring actions; higher than
anticipated restructuring charges or changes in the timing of such
restructuring charges; completing and realizing the anticipated benefits
from acquisitions, dispositions, joint ventures and strategic
investments; tax liabilities; tax legislation; compliance with domestic
and foreign laws and regulations, including the CARD Act and regulation
of the Internet and e-commerce; classification of our independent
contractors; maintaining our information technology infrastructure;
protecting our intellectual property; maintaining a strong brand;
seasonality; customer and merchant fraud; payment-related risks; our
ability to raise capital if necessary and our outstanding indebtedness;
global economic uncertainty; the impact of our ongoing strategic review
and any potential strategic alternatives we may choose to pursue. For
additional information regarding these and other risks and
uncertainties, we urge 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 for the ended December 31, 2015 and our other
filings with the Securities and Exchange Commission, 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 April 4, 2016. Groupon undertakes no
obligation to update publicly any forward-looking statements for any
reason after the date of this release to conform these statements to
actual results or to changes in its expectations.
View source version on businesswire.com: http://www.businesswire.com/news/home/20160404005869/en/
For Groupon:
Bill Roberts, (312) 459-5191
billr@groupon.com
or
For
Atairos:
Sard Verbinnen & Co
George Sard/Nathaniel Garnick
(212)
687-8080
Source: Groupon
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