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Groupon expects $478.8M in proceeds from IPO

By Associated Press

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NEW YORK » Online coupon seller Groupon Inc. is discounting its expectations for its first stock offering.

The company, which offers consumers daily discounts targeted to their city and preferences, now expects net proceeds of about $478.8 million from its initial public offering of 30 million shares.

Groupon said it expects to sell the IPO shares for between $16 and $18 per share. That implies a valuation for the entire company of $10.1 billion to $11.4 billion. The shares offered in the IPO represent only about 5 percent of the company.

The expected terms, unveiled in a regulatory filing today, scale back initial plans for an IPO worth $750 million. The company also disclosed third-quarter financial figures that showed it is getting closer to profitability.

Longtime IPO analyst Scott Sweet said the company is now expected to go public the first week of November.

Groupon's IPO, one of the most anticipated offerings of the year, has been beset with questions about how it accounts for revenue and its business model, as well as a weak market for stock offerings.

Early last month a report in The Wall Street Journal said Groupon was reconsidering when to go through with its IPO "on a week by week basis." The source said Groupon had previously expected to price its IPO in the middle of September. Setting expected terms means the offering itself could take place in the next several weeks.

Groupon disclosed in the filing that its revenue has grown from $1.2 million in 2009's second quarter to $430.2 million in the third quarter of this year. The Chicago company also said its subscriber count jumped from 152,203 as of June 30, 2009, to 142.9 million as of Sept. 30.

In a letter addressed to potential shareholders, CEO Andrew Mason said Groupon spends a lot acquiring new subscribers and that it is constantly reinventing itself to keep up with merchant demand. But Mason was blunt that there were potential risks for investors.

"We have yet to reach sustained profitability and we have no shortage of competition. Our path will include some moments of brilliance and others of sheer stupidity. Knowing that this will at times be a bumpy ride, we thank you for considering joining us," Mason wrote.

For the three months ended Sept. 30, Groupon reported a net loss of $10.6 million on revenue of $430.2 million on lower marketing spending. That compares with a loss of $49 million on revenue of $81.8 million in the same period last year.

The company said in the filing that it does not plan to pay dividends for "the foreseeable future." Instead, Groupon plans to keep all of its earnings to finance its operations and expand its business.

Groupon was founded about 2 1/2 years go by Mason and Eric Lefkofsky. It started as a side project to another website called The Point that helped raise funds for various causes. Mason is one of Groupon's largest stockholders with more than 23 million shares.

Groupon said that after the offering it will have Class A and Class B shares, with Class A stockholders entitled to one vote per share. Class B stock will be allowed 150 votes per share and can be converted at any time to one share of Class A stock. Outstanding Class B shares will represent about 36.3 percent of the voting power of Groupon's outstanding stock following the offering.

Such a share structure is generally intended to give a company's founders more voting power.

The company is giving the underwriters the right to buy up to 4.5 million more shares of Class A stock to cover any excess demand. The expected proceeds from the offering are based on the midpoint of the expected price range.

Groupon expects to list its Class A stock on the Nasdaq under the ticker symbol "GRPN." Groupon plans to use the proceeds for working capital and other purposes, including potential acquisitions.






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