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Groupon's 'Stronger Than Expected' Earnings Out

time:2025-05-19 12:25:01  source:Exploration

  Groupon just reported its financials for Q4 with what the company calls “stronger than expecte ...

summary:

Groupon just reported its financials for Q4 with what the company calls “stronger than expected” results, including a record Black Friday and Cyber Monday period.

Revenue grew to $917.2 million from $883.2 million in the same quarter in 2014 (up 9% YoY). As the company notes, this is above guidance of $815-865 million and above consensus of $846 million.

Non-GAAP earnings per share was $0.04 in Q4 (above guidance of -$0.01 to $0.01) and consensus of $0.00.

In North America, the company saw its eighth consecutive quarter of double-digit growth. Billings grew 11% year-over-year while revenue grew 13% and units increased 12%. Active customers grew to 25.9 million and active deals increased to nearly 350,000 in North America. They added nearly 650,000 active customers in North America in Q4 – the most added in 5 quarters.

Worldwide, active customers grew 3% to 48.9 million while active deals grew 97% to about 650,000. This includes the addition of about 70,000 coupons.

Here’s the release in its entirety:

CHICAGO–(BUSINESS WIRE)– Groupon, Inc. (NASDAQ: GRPN) today announced financial results for the quarter and fiscal year ended December 31, 2015.

“2015 saw sustained progress toward our vision of making Groupon the daily habit in local commerce,” said CEO Rich Williams. “Following a stronger than expected fourth quarter, we enter 2016 with a continued focus on streamlining our global operations, reducing our reliance on low margin products in our shopping business and rekindling our customer acquisition efforts to set the stage for accelerated growth.”

Fourth Quarter 2015 Summary

  • Gross billings, which reflect the total dollar value of customer purchases of goods and services, was $1.71 billion in the fourth quarter 2015, compared with $1.72 billion in the fourth quarter 2014. Gross billings declined 1% globally, but grew 4% excluding the unfavorable impact from year-over-year changes in foreign exchange rates throughout the quarter. On this F/X neutral basis, North America billings increased 11%, EMEA declined 2% and Rest of World declined 7%.
  • Revenue was $917.2 million in the fourth quarter 2015, compared with $883.2 million in the fourth quarter 2014. Revenue increased 4% globally, or 9% excluding the unfavorable impact from year-over-year changes in foreign exchange rates throughout the quarter. On this F/X neutral basis, North America revenue increased 13%, EMEA increased 3% and Rest of World declined 8%.
  • Gross profit was $371.7 million in the fourth quarter 2015, compared with $378.1 million in the fourth quarter 2014. Gross profit declined 2% globally, but grew 4% excluding the unfavorable impact from year-over-year changes in foreign exchange rates throughout the quarter.
  • Adjusted EBITDA, a non-GAAP financial measure, was $67.0 million in the fourth quarter 2015, compared with $92.9 millionin the fourth quarter 2014.
  • Net loss attributable to common stockholders was $46.5 million, or $0.08 per share. Non-GAAP earnings attributable to common stockholders was $23.3 million, or $0.04 per share.
  • Operating cash flow for the trailing twelve months ended December 31, 2015 was $292.1 million. Free cash flow, a non-GAAP financial measure, was $233.5 million in the fourth quarter 2015, bringing free cash flow for the trailing twelve months ended December 31, 2015 to $208.1 million.
  • Cash and cash equivalents as of December 31, 2015 was $853.4 million and we had no outstanding borrowings under our revolving credit facility.

Full Year 2015 Summary

  • Gross billings was $6.3 billion in 2015, compared with $6.2 billion in 2014. Gross billings was approximately flat, but grew 8% excluding the unfavorable impact from year-over-year changes in foreign exchange rates throughout the year. On this F/X neutral basis, North America billings increased 12%, EMEA increased 3% and Rest of World was approximately flat.
  • Revenue was $3.1 billion in 2015, compared with $3.0 billion in 2014. Revenue grew 3% globally, or 9% excluding the unfavorable impact from year-over-year changes in foreign exchange rates throughout the year. On this F/X neutral basis,North America revenue increased 12%, EMEA increased 7% and Rest of World declined 6%.
  • Gross profit was $1.4 billion in 2015, compared with $1.5 billion in 2014. Gross profit declined 5%, but grew 2% excluding the unfavorable impact from year-over-year changes in foreign exchange rates throughout the year.
  • Adjusted EBITDA was $256.8 million in 2015, compared with $262.3 million in 2014.
  • Net earnings attributable to common stockholders were $20.7 million, or $0.03 per share. Earnings per share includes $0.19from discontinued operations, which was driven by the gain on our sale of a controlling stake in Ticket Monster. Non-GAAP earnings attributable to common stockholders was $91.0 million, or $0.14 per share.

Definitions and reconciliations of all non-GAAP financial measures are included below in the section titled “Non-GAAP Financial Measures” and in the accompanying tables.

Highlights

  • Units:Global units, defined as vouchers and products sold before cancellations and refunds, were approximately flat year-over-year at 62 million for the fourth quarter 2015. North America units increased 12%, EMEA units declined 3% and Rest of World units declined 31%.
  • Active deals: At the end of the fourth quarter 2015, on average, active deals were approximately 650,000 globally, with nearly 350,000 in North America. Both include approximately 70,000 Coupons.
  • Active customers: Active customers, or customers that have purchased a voucher or product within the last twelve months, grew 3% year-over-year, to 48.9 million as of December 31, 2015, comprising 25.9 million in North America, 15.4 million in EMEA, and 7.6 million in Rest of World.
  • Customer spend: Fourth quarter 2015trailing twelve month billings per average active customer was $130, compared with$137 in the fourth quarter 2014.

Share Repurchase

During the fourth quarter 2015, Groupon repurchased 35,326,954 shares of its Class A common stock for an aggregate purchase price of $112.5 million, as of December 31, 2015. Up to $156.8 million of Class A common stock remained available for repurchase under Groupon’s share repurchase program through August 2017. The timing and amount of any share repurchases are determined based on market conditions, share price and other factors, and the programs may be discontinued or suspended at any time.

Outlook

Groupon’s outlook for 2016 reflects current foreign exchange rates, as well as expected marketing investments, continued progress on increasing Shopping margins, and a reduction of our international footprint. We continue to expect revenue of between $2.75 and $3.05 billion for the full year, and we are increasing the company’s expected 2016 adjusted EBITDA range to between $80 million and $130 million. Moving forward, we are only providing annual Revenue and adjusted EBITDA guidance, which we will update quarterly.

Conference Call

A conference call will be webcast live today at 4:00 p.m. CST / 5:00 p.m. EST, 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.

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 Global Code of Conduct), and select press releases and social media postings. Groupon uses its investor relations site (investor.groupon.com) and its blog (https://www.groupon.com/blog) as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.

Non-GAAP Financial Measures

In addition to financial results reported in accordance with U.S. generally accepted accounting principles (U.S. GAAP), we have provided the following non-GAAP financial measures in this release and the accompanying tables: foreign exchange rate neutral operating results, adjusted EBITDA, non-GAAP net income attributable to common stockholders, non-GAAP earnings per share and free cash flow. These non-GAAP financial measures, which are presented on a continuing operations basis, are intended to aid investors in better understanding Groupon’s current financial performance and its prospects for the future as seen through the eyes of management. We believe that these non-GAAP financial measures facilitate comparisons with our historical results and with the results of peer companies who present similar measures (although other companies may define non-GAAP measures differently than we define them, even when similar terms are used to identify such measures). However, non-GAAP financial measures are not intended to be a substitute for those reported in accordance with U.S. GAAP. For reconciliations of these measures to the most applicable financial measures under U.S. GAAP, see ”Non-GAAP Reconciliation Schedules” and ”Supplemental Financial Information and Business Metrics” included in the tables accompanying this release.

We exclude the following items from one or more of our non-GAAP financial measures:

Stock-based compensation.We exclude stock-based compensation because it is primarily non-cash in nature and we believe that non-GAAP financial measures excluding this item provide meaningful supplemental information about our operating performance and liquidity.

Acquisition-related expense (benefit), net. Acquisition-related expense (benefit), net is comprised of the change in the fair value of contingent consideration arrangements and external transaction costs related to business combinations, primarily consisting of legal and advisory fees. The composition of our contingent consideration arrangements and the impact of those arrangements on our operating results vary over time based on a number of factors, including the terms of our business combinations and the timing of those transactions. We exclude acquisition-related expense (benefit), net because we believe that non-GAAP financial measures excluding this item provide meaningful supplemental information about our operating performance and facilitate comparisons to our historical operating results.

Depreciation and amortization.We exclude depreciation and amortization expenses because they are non-cash in nature and we believe that non-GAAP financial measures excluding these items provide meaningful supplemental information about our operating performance and liquidity.

Interest and Other Non-Operating Items. Interest and other non-operating items include: interest income, interest expense, gains and losses related to minority investments, and foreign currency gains and losses. We exclude interest and other non-operating items from certain of our non-GAAP financial measures because we believe that excluding these items provides meaningful supplemental information about our core operating performance and facilitates comparisons to our historical operating results.

Items That Are Unusual in Nature or Infrequently Occurring.During the twelve months ended December 31, 2015, items that we believe to be unusual in nature or infrequently occurring were (a) charges related to our restructuring program, (b) the gain on our disposition of Groupon India, (c) the write-off of a prepaid asset related to a marketing program that was discontinued because the counterparty ceased operations and (d) the expense related to a significant increase in the contingent liability for our securities litigation matter. We exclude items that are unusual in nature or infrequently occurring because we believe that excluding those items provides meaningful supplemental information about our core operating performance and facilitates comparisons to our historical results.

Descriptions of the non-GAAP financial measures included in this release and the accompanying tables are as follows:

Foreign exchange rate neutral operating resultsshow our current period operating results as if foreign currency exchange rates had remained the same as those in effect in the prior-year period. We present foreign exchange rate neutral information to facilitate comparisons to our historical operating results.

Adjusted EBITDAis a non-GAAP financial measure that we define as net income (loss) from continuing operations excluding income taxes, interest and other non-operating items, depreciation and amortization, stock-based compensation, acquisition-related expense (benefit), net and other items that are unusual in nature or infrequently occurring. Our definition of Adjusted EBITDA may differ from similar measures used by other companies, even when similar terms are used to identify such measures. Adjusted EBITDA is a key measure used by our management and Board of Directors to evaluate operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and Board of Directors.

Non-GAAP net income (loss) attributable to common stockholders andnon-GAAPearnings (loss) per shareadjust our net income (loss) attributable to common stockholders and earnings (loss) per share to exclude the impact of:

  • stock-based compensation,
  • amortization of acquired intangible assets,
  • acquisition-related expense (benefit), net,
  • items that are unusual in nature or infrequently occurring,
  • non-operating foreign currency gains and losses related to intercompany balances and reclassifications of cumulative translation adjustments to earnings as a result of business dispositions or country exits,
  • non-operating gains and losses from minority investments that we have elected to record at fair value with changes in fair value reported in earnings,
  • income (loss) from discontinued operations and
  • the income tax effect of those items.

We believe that excluding these items from our measures of non-GAAP net income (loss) attributable to common stockholders and non-GAAP earnings (loss) per share provides useful supplemental information for evaluating our operating performance and facilitates comparisons to our historical results by eliminating items that are non-cash in nature, relate to discrete events or are otherwise not indicative of the core operating performance of our ongoing business.

Free cash flowis a non-GAAP financial measure that comprises net cash provided by (used in) operating activities from continuing operations less purchases of property and equipment and capitalized software from continuing operations. We use free cash flow to conduct and evaluate our business because, although it is similar to cash flow from operations, we believe that it typically represents a more useful measure of cash flows because purchases of fixed assets, software developed for internal-use and website development costs are necessary components of our ongoing operations. Free cash flow is not intended to represent the total increase or decrease in Groupon’s cash balance for the applicable period.

Note on Forward-Looking Statements

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 February 11, 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.

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.GrouponWorks.com

Groupon, Inc.
Summary Consolidated and Segment Results
(in thousands, except share and per share amounts)
(unaudited)
The financial results of Ticket Monster, including the gain on disposition and related tax effects, are presented as discontinued operations in the accompanying condensed consolidated financial statements and tables for the three months and year endedDecember 31, 2015. Additionally, the assets and liabilities of Ticket Monster are presented as held for sale in the accompanying condensed consolidated balance sheet as of December 31, 2014. All prior period financial information and operational metrics have been retrospectively adjusted to reflect this presentation.
Three Months EndedYear Ended
December 31,December 31,
Y/Y % GrowthY/Y % Growth
FX EffectexcludingFX Effectexcluding
20152014Y/Y % Growth(2)FX (2)20152014Y/Y % Growth(2)FX (2)
Gross Billings(1):
North America$1,050,361$948,57910.7%$(1,511)10.9%$3,709,797$3,303,47912.3%$(5,415)12.5%
EMEA487,147560,541(13.1)(61,482)(2.1)1,794,3542,046,807(12.3)(317,640)3.2
Rest of World169,484215,549(21.4)(31,574)(6.7)751,389887,546(15.3)(132,679)(0.4)
Consolidated gross billings$1,706,992$1,724,669(1.0)%$(94,567)4.5%$6,255,540$6,237,8320.3%$(455,734)7.6%
Revenue:
North America$622,647$550,97413.0%$(408)13.1%$2,047,742$1,824,46112.2%$(1,351)12.3%
EMEA248,326272,475(8.9)(33,198)3.3867,880961,130(9.7)(157,892)6.7
Rest of World46,19759,779(22.7)(8,785)(8.0)203,894256,532(20.5)(36,932)(6.1)
Consolidated revenue$917,170$883,2283.8%$(42,391)8.6%$3,119,516$3,042,1232.5%$(196,175)9.0%
Income (loss) from operations$(5,423)$33,640(116.1)%$(2,742)(108.0)%$(79,777)$30,701(359.9)%$(2,064)(353.1)%
Income (loss) from continuing operations(32,552)26,566(89,171)(18,473)
Income (loss) from discontinued operations, net of tax (3)(10,613)(15,182)122,850(45,446)
Net income (loss) attributable toGroupon, Inc.$(46,528)$8,788$20,668$(73,090)
Basic net income (loss) per share:
Continuing operations$(0.06)$0.04$(0.16)$(0.04)
Discontinued operations(0.02)(0.03)0.19(0.07)
Basic net income (loss) per share$(0.08)$0.01$0.03$(0.11)
Diluted net income (loss) per share:
Continuing operations$(0.06)$0.04$(0.16)$(0.04)
Discontinued operations(0.02)(0.03)0.19(0.07)
Diluted net income (loss) per share$(0.08)$0.01$0.03$(0.11)
Weighted average number of shares outstanding
Basic607,517,010671,885,967650,106,225674,832,393
Diluted607,517,010681,543,847650,106,225674,832,393
(1)Represents the total dollar value of customer purchases of goods and services, excluding applicable taxes and net of estimated refunds.
(2)Represents the change in financial measures that would have resulted had average exchange rates in the reporting periods been the same as those in effect during the three months and year ended December 31, 2014.
(3)The $10.6 million loss presented within income (loss) from discontinued operations, net of tax, for the three months endedDecember 31, 2015 represents additional income tax expense attributed to discontinued operations, which resulted from the valuation allowance that was recognized during the period against the Company’s net deferred tax assets in the United States.
Groupon, Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
Three Months Ended December 31,Year Ended December 31,
2015201420152014
Operating activities
Net income (loss)$(43,165)$11,384$33,679$(63,919)
Less: Income (loss) from discontinued operations, net of tax(10,613)(15,182)122,850(45,446)
Income (loss) from continuing operations(32,552)26,566(89,171)(18,473)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization of property, equipment and software28,80725,414113,04894,145
Amortization of acquired intangible assets4,9564,70819,92220,896
Stock-based compensation32,86529,961142,069115,290
Restructuring-related long-lived asset impairments6,9227,267
Gain on disposition of business(13,710)
Deferred income taxes6,267(9,168)(8,985)(11,124)
Excess tax benefits on stock-based compensation(1,431)(3,407)(7,629)(15,980)
Loss on equity method investments459
Gain (loss) from changes in fair value of contingent consideration508(1,385)240(2,444)
Loss from changes in fair value of investments8292,943
Impairments of investments2,036
Change in assets and liabilities, net of acquisitions:
Restricted cash75(491)4,6307,195
Accounts receivable6,96010,28013,313(16,277)
Prepaid expenses and other current assets61,35836,81621,54513,933
Accounts payable9,545(1,073)8,601(14,046)
Accrued merchant and supplier payables142,069155,99140,21754,921
Accrued expenses and other current liabilities(1,174)11,11756,040(9,986)
Other, net(16,980)(12,057)(18,222)31,952
Net cash provided by (used in) operating activities from continuing operations249,024273,272292,118252,497
Net cash provided by (used in) operating activities from discontinued operations(670)13,550(37,248)36,327
Net cash provided by (used in) operating activities248,354286,822254,870288,824
Net cash provided by (used in) investing activities from continuing operations(31,238)(35,175)(177,250)(152,818)
Net cash provided by (used in) investing activities from discontinued operations(714)244,470(76,638)
Net cash provided by (used in) investing activities(31,238)(35,889)67,220(229,456)
Net cash provided by (used in) financing activities(322,166)(21,088)(508,156)(194,156)
Effect of exchange rate changes on cash and cash equivalents, including cash classified within current assets held for sale(5,147)(13,100)(32,485)(33,771)
Net increase (decrease) in cash and cash equivalents, including cash classified within current assets held for sale(110,197)216,745(218,551)(168,559)
Less: Net increase (decrease) in cash classified within current assets held for sale11,955(55,279)55,279
Net increase (decrease) in cash and cash equivalents(110,197)204,790(163,272)(223,838)
Cash and cash equivalents, beginning of period963,559811,8441,016,6341,240,472
Cash and cash equivalents, end of period$853,362$1,016,634$853,362$1,016,634
Groupon, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except share and per share amounts)
(unaudited)
Three Months EndedDecember 31,Year Ended December 31,
2015201420152014
Revenue:
Third party and other$345,260$367,902$1,372,533$1,501,011
Direct571,910515,3261,746,9831,541,112
Total revenue917,170883,2283,119,5163,042,123
Cost of revenue:
Third party and other43,64049,725188,932203,058
Direct501,790455,3941,545,5191,373,756
Total cost of revenue545,430505,1191,734,4511,576,814
Gross profit371,740378,1091,385,0651,465,309
Operating expenses:
Marketing83,20859,812254,335241,954
Selling, general and administrative287,976285,4661,192,7921,191,385
Restructuring charges5,42229,568
Gain on disposition of business(13,710)
Acquisition-related expense (benefit), net557(809)1,8571,269
Total operating expenses377,163344,4691,464,8421,434,608
Income (loss) from operations(5,423)33,640(79,777)30,701
Other income (expense), net (1)(3,393)(11,531)(28,539)(33,450)
Income (loss) from continuing operations before provision (benefit) for income taxes(8,816)22,109(108,316)(2,749)
Provision (benefit) for income taxes23,736(4,457)(19,145)15,724
Income (loss) from continuing operations(32,552)26,566(89,171)(18,473)
Income (loss) from discontinued operations, net of tax(10,613)(15,182)122,850(45,446)
Net income (loss)(43,165)11,38433,679(63,919)
Net income (loss) attributable to noncontrolling interests(3,363)(2,596)(13,011)(9,171)
Net income (loss) attributable to Groupon, Inc.$(46,528)$8,788$20,668$(73,090)
Basic net income (loss) per share:
Continuing operations$(0.06)$0.04$(0.16)$(0.04)
Discontinued operations(0.02)(0.03)0.19(0.07)
Basic net income (loss) per share$(0.08)$0.01$0.03$(0.11)
Diluted net income (loss) per share:
Continuing operations$(0.06)$0.04$(0.16)$(0.04)
Discontinued operations(0.02)(0.03)0.19(0.07)
Diluted net income (loss) per share$(0.08)$0.01$0.03$(0.11)
Weighted average number of shares outstanding
Basic607,517,010671,885,967650,106,225674,832,393
Diluted607,517,010681,543,847650,106,225674,832,393
(1)Other income (expense), net includes foreign currency losses of $1.7 million and $11.4 million for the three months endedDecember 31, 2015 and 2014, respectively, and foreign currency losses of $23.8 million and $31.5 million for the year endedDecember 31, 2015 and 2014, respectively.
Groupon, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share amounts)
December 31,
20152014
Assets
Current assets:
Cash and cash equivalents$853,362$1,016,634
Accounts receivable, net68,17590,597
Prepaid expenses and other current assets153,705192,382
Current assets held for sale85,445
Total current assets1,075,2421,385,058
Property, equipment and software, net198,897176,004
Goodwill287,332236,756
Intangible assets, net36,48330,609
Investments (including $163.7 million and $7.4 million at December 31, 2015 and December 31, 2014, respectively, at fair value)178,23624,298
Deferred income taxes3,45457,594
Other non-current assets16,62016,173
Non-current assets held for sale301,105
Total Assets$1,796,264$2,227,597
Liabilities and Equity
Current liabilities:
Accounts payable$24,590$13,822
Accrued merchant and supplier payables776,211772,156
Accrued expenses and other current liabilities402,724341,381
Current liabilities held for sale166,239
Total current liabilities1,203,5251,293,598
Deferred income taxes8,61232,771
Other non-current liabilities113,540129,531
Non-current liabilities held for sale6,753
Total Liabilities1,325,6771,462,653
Commitments and contingencies (see Note 10)
Stockholders’ Equity
Class A common stock, par value $0.0001 per share, 2,000,000,000 shares authorized, 717,387,446 shares issued and 588,919,281 shares outstanding at December 31, 2015 and 699,008,084 shares issued and 671,768,980 shares outstanding at December 31, 20147270
Class B common stock, par value $0.0001 per share, 10,000,000 shares authorized, 2,399,976 shares issued and outstanding at December 31, 2015 and December 31, 2014
Common stock, par value $0.0001 per share, 2,010,000,000 shares authorized, no shares issued and outstanding at December 31, 2015 and December 31, 2014
Additional paid-in capital1,964,4531,847,420
Treasury stock, at cost, 128,468,165 shares at December 31, 2015 and 27,239,104 shares atDecember 31, 2014(645,041)(198,467)
Accumulated deficit(901,292)(921,960)
Accumulated other comprehensive income (loss)51,20635,763
Total Groupon, Inc. Stockholders’ Equity469,398762,826
Noncontrolling interests1,1892,118
Total Equity470,587764,944
Total Liabilities and Equity$1,796,264$2,227,597
Groupon, Inc.
Segment Information
(in thousands)
(unaudited)
Three Months Ended December 31,Year Ended December 31,
2015201420152014
North America
Gross billings (1)$1,050,361$948,579$3,709,797$3,303,479
Revenue622,647550,9742,047,7421,824,461
Segment cost of revenue and operating expenses (2)(3)(4)625,171520,1402,029,6431,755,113
Segment operating income (loss) (2)$(2,524)$30,834$18,099$69,348
Segment operating income (loss) as a percent of segment gross billings(0.2)%3.3%0.5%2.1%
Segment operating income (loss) as a percent of segment revenue(0.4)%5.6%0.9%3.8%
EMEA
Gross billings (1)$487,147$560,541$1,794,354$2,046,807
Revenue248,326272,475867,880961,130
Segment cost of revenue and operating expenses (2)(4)(5)211,443237,468797,786857,062
Segment operating income (2)$36,883$35,007$70,094$104,068
Segment operating income as a percent of segment gross billings7.6%6.2%3.9%5.1%
Segment operating income as a percent of segment revenue14.9%12.8%8.1%10.8%
Rest of World
Gross billings (1)$169,484$215,549$751,389$887,546
Revenue46,19759,779203,894256,532
Segment cost of revenue and operating expenses (2)(4)52,73162,828228,273282,688
Segment operating loss (2)$(6,534)$(3,049)$(24,379)$(26,156)
Segment operating loss as a percent of segment gross billings(3.9)%(1.4)%(3.2)%(2.9)%
Segment operating loss as a percent of segment revenue(14.1)%(5.1)%(12.0)%(10.2)%
(1)Represents the total dollar value of customer purchases of goods and services, excluding applicable taxes and net of estimated refunds.
(2)Segment cost of revenue and operating expenses and segment operating income (loss) exclude stock-based compensation and acquisition-related expense (benefit), net.
(3)Segment cost of revenue and operating expenses for North America for the year ended December 31, 2015 includes a $37.5 million expense related to an increase in the Company’s contingent liability for its securities litigation matter.
(4)Segment cost of revenue and operating expenses for the three months ended December 31, 2015 includes restructuring charges (credits) of $9.1 million in North America, $(3.6) million in EMEA and $(0.1) million in Rest of World. Segment cost of revenue and operating expenses for the year ended December 31, 2015 includes restructuring charges of $10.5 million inNorth America, $16.1 million in EMEA and $3.0 million in Rest of World.
(5)Segment cost of revenue and operating expenses for EMEA for the year ended December 31, 2015 includes a $6.7 millionexpense for the write-off of a prepaid asset related to a marketing program that was discontinued because the counterparty ceased operations.
Groupon, Inc.
Non-GAAP Reconciliation Schedules
(in thousands, except share and per share amounts)
(unaudited)
Adjusted EBITDA, non-GAAP earnings attributable to common stockholders and non-GAAP earnings per share are non-GAAP financial measures. The Company reconciles Adjusted EBITDA to the most comparable U.S. GAAP financial measure, “Net income (loss) from continuing operations” for the periods presented and the Company reconciles non-GAAP earnings per share to the most comparable U.S. GAAP financial measure, “Diluted net income (loss) per share,” for the periods presented.
The following is a quarterly reconciliation of Adjusted EBITDA to the most comparable U.S. GAAP financial measure, “Income (loss) from continuing operations.”
Q4 2014Q1 2015Q2 2015Q3 2015Q4 2015
Income (loss) from continuing operations$ 26,566$ (16,739)$ (15,267)$ (24,613)$ (32,552)
Adjustments:
Stock-based compensation (1)29,96135,14438,46735,43232,691
Depreciation and amortization30,12232,20031,37235,63533,763
Acquisition-related expense (benefit), net(809)(269)5051,064557
Restructuring charges24,1465,422
Gain on disposition of business(13,710)
Prepaid marketing write-off6,690
Securities litigation expense37,500
Non-operating expense (income), net11,53119,927(2,941)8,1603,393
Provision (benefit) for income taxes(4,457)2,1078,982(53,970)23,736
Total adjustments66,34889,10976,38580,94799,562
Adjusted EBITDA$ 92,914$ 72,370$ 61,118$ 56,334$ 67,010
(1)Includes stock-based compensation recorded within cost of revenue, marketing expense, and selling, general and administrative expense. Non-operating expense (income), net, includes $0.02 million, $0.1 million and $0.2 million of additional stock-based compensation for the three months ended June 30, 2015, three months ended September 30, 2015and three months ended December 31, 2015, respectively.
The following is a reconciliation of Adjusted EBITDA to the most comparable U.S. GAAP financial measure, “Net income (loss) from continuing operations” for the years ended December 31, 2015 and 2014:
Year Ended December 31,
20152014
Income (loss) from continuing operations$(89,171)$(18,473)
Adjustments:
Stock-based compensation (1)141,734115,290
Depreciation and amortization132,970115,041
Acquisition-related expense (benefit), net1,8571,269
Restructuring charges29,568
Gain on disposition of business(13,710)
Prepaid marketing write-off6,690
Securities litigation expense37,500
Non-operating expense (income), net28,53933,450
Provision (benefit) for income taxes(19,145)15,724
Total adjustments346,003280,774
Adjusted EBITDA$256,832$262,301
(1)Includes stock-based compensation recorded within cost of revenue, marketing expense, and selling, general and administrative expense. Non-operating expense (income), net, includes $0.3 million of additional stock-based compensation for the year ended December 31, 2015.
The following is a reconciliation of net income (loss) attributable to common stockholders to non-GAAP net income (loss) attributable to common stockholders and a reconciliation of diluted net income (loss) per share to non-GAAP net income (loss) per share for the three months and year ended December 31, 2015:
Three Months EndedYear Ended
December 31, 2015December 31, 2015
Net income (loss) attributable to common stockholders$(46,528)$20,668
Stock-based compensation32,865142,069
Amortization of acquired intangible assets4,95619,922
Acquisition-related expense (benefit), net5571,857
Restructuring charges5,42229,568
Gain on disposition of business(13,710)
Prepaid marketing write-off6,690
Securities litigation expense37,500
Intercompany foreign currency losses (gains) and reclassifications of translation adjustments to earnings(1)(400)20,266
Loss from changes in fair value of investments8292,943
Income tax effect of above adjustments14,979(53,953)
Loss (income) from discontinued operations, net of tax10,613(122,850)
Non-GAAP net income (loss) attributable to common stockholders$23,293$90,970
Diluted shares607,517,010650,106,225
Incremental diluted shares6,367,2916,854,909
Adjusted diluted shares613,884,301656,961,134
Diluted net income (loss) per share (2)$(0.08)$0.03
Impact of stock-based compensation, amortization of acquired intangible assets, acquisition-related expense (benefit), net, intercompany foreign currency losses (gains), items that are unusual in nature and infrequently occurring, income (loss) from discontinued operations and related tax effects0.120.11
Non-GAAP net income (loss) per share$0.04$0.14
(1)For the three months and year ended December 31, 2015, a $3.7 million net cumulative translation adjustment gain was reclassified to earnings as a result of the Company’s exit from certain countries as part of its restructuring plan. For the year ended December 31, 2015, a $4.4 million loss related to the cumulative translation adjustment from the Company’s legacy business in the Republic of Korea was reclassified to earnings as a result of the Ticket Monster disposition.
(2)The sum of per share amounts for quarterly periods may not equal year-to-date amounts due to rounding.
Foreign exchange rate neutral operating results are non-GAAP financial measures. The Company reconciles foreign exchange rate neutral operating results to the most comparable U.S. GAAP financial measures, “Gross billings,” “Revenue” and “Income (loss) from continuing operations,” respectively, for the periods presented. The Company reconciles “foreign exchange rate neutral Gross billings growth” and “foreign exchange rate neutral Revenue growth” to year-over-year growth rates for the most comparable U.S. GAAP financial measures, “Gross billings growth” and “Revenue growth,” respectively, for the periods presented.
The effect on the Company’s gross billings, revenue and income (loss) from changes in exchange rates versus the U.S. Dollar for the three months ended December 31, 2015 was as follows:
Three Months Ended December 31, 2015Three Months Ended December 31, 2015
At Avg. Q4 2014Exchange RateAsAt Avg. Q3 2015Exchange RateAs
Rates (1)Effect (2)ReportedRates (3)Effect (2)Reported
Gross billings$1,801,559$(94,567)$1,706,992$1,721,580$(14,588)$1,706,992
Revenue959,561(42,391)917,170923,903(6,733)917,170
Income (loss) from operations$(2,681)$(2,742)$(5,423)$(4,620)$(803)$(5,423)
The effect on the Company’s gross billings, revenue and income (loss) from operations from changes in exchange rates versus theU.S. Dollar for the year ended December 31, 2015 was as follows:
Year Ended December 31, 2015Year Ended December 31, 2015
At Avg. Q4At Avg. Q4’14-
2014 YTDExchange RateAsQ3’15Exchange RateAs
Rates (1)Effect (2)ReportedRates (3)Effect (2)Reported
Gross billings$6,711,274$(455,734)$6,255,540$6,346,012$(90,472)$6,255,540
Revenue3,315,691(196,175)3,119,5163,158,228(38,712)3,119,516
Income (loss) from operations$(77,713)$(2,064)$(79,777)$(78,679)$(1,098)$(79,777)
(1)Represents the financial statement balances that would have resulted had average exchange rates in the reporting periods been the same as those in effect during the three months and year ended December 31, 2014.
(2)Represents the increase or decrease in reported amounts resulting from changes in exchange rates from those in effect in the comparable prior periods.
(3)Represents the financial statement balances that would have resulted had average exchange rates in the reporting periods been the same as those in effect during the three and twelve months ended September 30, 2015.
The following is a quarterly reconciliation of foreign exchange rate neutral Gross billings growth from the comparable quarterly periods of the prior year to reported Gross billings growth from the comparable quarterly periods of the prior year.
Q4 2014Q1 2015Q2 2015Q3 2015Q4 2015
EMEA Gross billings growth, excluding FX8%7%9%(1)%(2)%
FX Effect(9)(18)(19)(14)(11)
EMEA Gross billings growth(1)%(11)%(10)%(15)%(13)%
Rest of World Gross billings growth, excluding FX%(1)%6%%(7)%
FX Effect(10)(11)(15)(19)(14)
Rest of World Gross billings growth(10)%(12)%(9)%(19)%(21)%
Consolidated Gross billings growth, excluding FX13%10%10%6%4%
FX Effect(5)(8)(8)(8)(5)
Consolidated Gross billings growth8%2%2%(2)%(1)%
The following is a quarterly reconciliation of foreign exchange rate neutral Revenue growth from the comparable quarterly periods of the prior year to reported Revenue growth from the comparable quarterly periods of the prior year.
Q4 2014Q1 2015Q2 2015Q3 2015Q4 2015
EMEA Revenue growth, excluding FX18%13%9%2%3%
FX Effect(10)(19)(19)(15)(12)
EMEA Revenue growth8%(6)%(10)%(13)%(9)%
Rest of World Revenue growth, excluding FX(9)%(8)%(4)%(5)%(8)%
FX Effect(10)(10)(14)(18)(15)
Rest of World Revenue growth(19)%(18)%(18)%(23)%(23)%
Consolidated Revenue growth, excluding FX19%10%11%7%9%
FX Effect(4)(7)(8)(7)(5)
Consolidated Revenue growth15%3%3%%4%
The effect on North America’s gross billings by category from changes in foreign exchange rates versus the U.S. Dollar for the three months ended December 31, 2015 was as follows:
Exchange
At Avg. Q4RateDecember 31, 2015December 31, 2014Y/Y %Y/Y% Growth
2014 Rates (1)Effect (2)As ReportedAs ReportedGrowthexcluding FX
Local:
Third party and other$532,015$(861)$531,154$499,2506.4%6.6%
Travel:
Third party89,589(200)89,38980,29611.3%11.6%
Total services621,604(1,061)620,543579,5467.1%7.3%
Goods:
Third party13,401(450)12,9518,27756.5%61.9%
Direct416,867416,867360,75615.615.6
Total430,268(450)429,818369,03316.5%16.6
Total gross billings$1,051,872$(1,511)$1,050,361$948,57910.7%10.9%
The effect on EMEA’s gross billings by category from changes in foreign exchange rates versus the U.S. Dollar for the three months ended December 31, 2015 was as follows:
Exchange
At Avg. Q4RateDecember 31, 2015December 31, 2014Y/Y %Y/Y% Growth
2014 Rates (1)Effect (2)As ReportedAs ReportedGrowthexcluding FX
Local:
Third party and other$219,817$(22,372)$197,445$242,119(18.5)%(9.2)%
Travel:
Third party68,439$(8,603)59,83672,710(17.7)%(5.9)%
Total services288,256(30,975)257,281314,829(18.3)%(8.4)%
Goods:
Third party92,612(9,317)83,29599,710(16.5)%(7.1)%
Direct167,761(21,190)146,571146,0020.414.9
Total260,373(30,507)229,866245,712(6.4)%6.0%
Total gross billings$548,629$(61,482)$487,147$560,541(13.1)%(2.1)%
The effect on Rest of World’s gross billings by category from changes in foreign exchange rates versus the U.S. Dollar for the three months ended December 31, 2015 was as follows:
Exchange
At Avg. Q4RateDecember 31, 2015December 31, 2014Y/Y %Y/Y% Growth
2014 Rates (1)Effect (2)As ReportedAs ReportedGrowthexcluding FX
Local:
Third party and other$99,590$(16,160)$83,430$105,420(20.9)%(5.5)%
Travel:
Third party31,010$(5,641)25,36932,313(21.5)%(4.0)%
Total services130,600(21,801)108,799137,733(21.0)%(5.2)%
Goods:
Third party60,357(8,144)52,21369,248(24.6)%(12.8)%
Direct10,101(1,629)8,4728,568(1.1)17.9
Total70,458(9,773)60,68577,816(22.0)%(9.5)%
Total gross billings$201,058$(31,574)$169,484$215,549(21.4)%(6.7)%
The effect on consolidated gross billings by category from changes in foreign exchange rates versus the U.S. Dollar for the three months ended December 31, 2015 was as follows:
Exchange
At Avg. Q4RateDecember 31, 2015December 31, 2014Y/Y %Y/Y% Growth
2014 Rates (1)Effect (2)As ReportedAs ReportedGrowthexcluding FX
Local:
Third party and other$ 851,422$ (39,393)$ 812,029$ 846,789(4.1)%0.5%
Travel:
Third party$ 189,038$ (14,444)174,594185,319(5.8)%2.0%
Total services1,040,460(53,837)986,6231,032,108(4.4)%0.8%
Goods:
Third party166,370(17,911)148,459177,235(16.2)%(6.1)%
Direct594,729(22,819)571,910515,32611.015.4
Total761,099(40,730)720,369692,5614.0%9.9%
Total gross billings$ 1,801,559$ (94,567)$ 1,706,992$ 1,724,669(1.0)%4.5%
(1)Represents the financial statement balances that would have resulted had average exchange rates in the reporting period been the same as those in effect during the three months ended December 31, 2014.
(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.
Groupon, Inc.
Supplemental Financial Information and Business Metrics (9) (10)
(financial data in thousands; active customers in millions)
(unaudited)
Q4 2014Q1 2015Q2 2015Q3 2015Q4 2015
Segments
North America Segment:
Gross Billings (1):
Local (2) Gross Billings$499,250$512,558$499,378$481,608$531,154
Travel Gross Billings80,29696,678102,908101,80189,389
Gross Billings – Services579,546609,236602,286583,409620,543
Gross Billings – Goods369,033284,741293,970285,794429,818
Total Gross Billings$948,579$893,977$896,256$869,203$1,050,361
Year-over-year growth20%14%12%12%11%
% Third Party and Other62%69%68%68%60%
% Direct38%31%32%32%40%
Gross Billings Trailing Twelve Months (TTM)$3,303,479$3,415,687$3,513,098$3,608,015$3,709,797
Revenue (3):
Local Revenue$170,946$180,864$172,461$163,786$184,201
Travel Revenue17,16519,98921,95821,39418,390
Revenue – Services188,111200,853194,419185,180202,591
Revenue – Goods362,863279,029286,863278,751420,056
Total Revenue$550,974$479,882$481,282$463,931$622,647
Year-over-year growth24%11%14%11%13%
% Third Party and Other35%42%41%40%33%
% Direct65%58%59%60%67%
Revenue TTM$1,824,461$1,873,281$1,930,632$1,976,069$2,047,742
Gross Profit (4):
Local Gross Profit$147,582$154,776$147,574$138,798$159,745
% of North America Local Gross Billings29.6%30.2%29.6%28.8%30.1%
Travel Gross Profit14,18715,79118,38517,64415,207
% of North America Travel Gross Billings17.7%16.3%17.9%17.3%17.0%
Gross Profit – Services161,769170,567165,959156,442174,952
% of North America Services Gross Billings27.9%28.0%27.6%26.8%28.2%
Gross Profit – Goods34,40423,92330,59834,80144,329
% of North America Goods Gross Billings9.3%8.4%10.4%12.2%10.3%
Total Gross Profit$196,173$194,490$196,557$191,243$219,281
Year-over-year growth13%8%9%9%12%
% Third Party and Other83%88%85%83%81%
% Direct17%12%15%17%19%
% of North America Total Gross Billings20.7%21.8%21.9%22.0%20.9%
EMEA Segment:
Gross Billings:
Local Gross Billings$242,119$217,598$198,553$182,540$197,445
Travel Gross Billings72,71065,06559,54464,91659,836
Gross Billings – Services314,829282,663258,097247,456257,281
Gross Billings – Goods245,712176,526175,439167,026229,866
Total Gross Billings$560,541$459,189$433,536$414,482$487,147
Year-over-year growth(1)%(11)%(10)%(15)%(13)%
Year-over-year growth, excluding FX (5)8%7%9%(1)%(2)%
% Third Party and Other74%77%76%75%70%
% Direct26%23%24%25%30%
Gross Billings TTM$2,046,807$1,992,408$1,942,689$1,867,748$1,794,354
Revenue:
Local Revenue$95,572$82,536$75,543$70,781$73,225
Travel Revenue16,32114,71713,10013,56111,681
Revenue – Services111,89397,25388,64384,34284,906
Revenue – Goods160,582118,967115,404114,945163,420
Total Revenue$272,475$216,220$204,047$199,287$248,326
Year-over-year growth8%(6)%(10)%(13)%9%
Year-over-year growth, excluding FX18%13%9%2%3%
% Third Party and Other46%51%48%48%41%
% Direct54%49%52%52%59%
Revenue TTM$961,130$946,457$922,814$892,029$867,880
Gross Profit:
Local Gross Profit$90,150$77,356$70,270$66,288$68,966
% of EMEA Local Gross Billings37.2%35.5%35.4%36.3%34.9%
Travel Gross Profit15,22612,40011,93912,32310,732
% of EMEA Travel Gross Billings20.9%19.1%20.1%19.0%17.9%
Gross Profit – Services105,37689,75682,20978,61179,698
% of EMEA Services Gross Billings33.5%31.8%31.9%31.8%31.0%
Gross Profit – Goods38,15425,48121,87824,90543,026
% of EMEA Goods Gross Billings15.5%14.4%12.5%14.9%18.7%
Total Gross Profit$143,530$115,237$104,087$103,516$122,724
Year-over-year growth(6)%(18)%(26)%(21)%(14)%
% Third Party and Other82%87%86%86%77%
% Direct18%13%14%14%23%
% of EMEA Total Gross Billings25.6%25.1%24.0%25.0%25.2%
Rest of World Segment:
Gross Billings:
Local Gross Billings$105,420$99,735$100,403$92,972$83,430
Travel Gross Billings32,31332,94631,26330,70925,369
Gross Billings – Services137,733132,681131,666123,681108,799
Gross Billings – Goods77,81666,15467,55560,16860,685
Total Gross Billings$215,549$198,835$199,221$183,849$169,484
Year-over-year growth(10)%(12)%(9)%(19)%(21)%
Year-over-year growth, excluding FX%(1)%6%%(7)%
% Third Party and Other96%98%97%96%95%
% Direct4%2%3%4%5%
Gross Billings TTM$887,546$861,032$840,243$797,454$751,389
Revenue:
Local Revenue$32,264$30,281$28,499$26,372$22,229
Travel Revenue5,7576,4956,3636,1355,098
Revenue – Services38,02136,77634,86232,50727,327
Revenue – Goods21,75817,47818,20417,87018,870
Total Revenue$59,779$54,254$53,066$50,377$46,197
Year-over-year growth(19)%(18)%(18)%(23)%(23)%
Year-over-year growth, excluding FX(9)%(8)%(4)%(5)%(8)%
% Third Party and Other86%91%87%86%82%
% Direct14%9%13%14%18%
Revenue TTM$256,532$244,326$232,802$217,476$203,894
Gross Profit:
Local Gross Profit$27,175$26,161$24,567$22,568$18,889
% of Rest of World Local Gross Billings25.8%26.2%24.5%24.3%22.6%
Travel Gross Profit3,8154,9065,0124,8594,040
% of Rest of World Travel Gross Billings11.8%14.9%16.0%15.8%15.9%
Gross Profit – Services30,99031,06729,57927,42722,929
% of Rest of World Services Gross Billings22.5%23.4%22.5%22.2%21.1%
Gross Profit – Goods7,4166,6126,7846,7266,806
% of Rest of World Goods Gross Billings9.5%10.0%10.0%11.2%11.2%
Total Gross Profit$38,406$37,679$36,363$34,153$29,735
Year-over-year growth(24)%(16)%(20)%(28)%(23)%
% Third Party and Other96%99%99%99%99%
% Direct4%1%1%1%1%
% of Rest of World Total Gross Billings17.8%18.9%18.3%18.6%17.5%
Consolidated Results of Operations:
Gross Billings:
Local Gross Billings$846,789$829,891$798,334$757,120$812,029
Travel Gross Billings185,319194,689193,715197,426174,594
Gross Billings – Services1,032,1081,024,580992,049954,546986,623
Gross Billings – Goods692,561527,421536,964512,988720,369
Total Gross Billings$1,724,669$1,552,001$1,529,013$1,467,534$1,706,992
Year-over-year growth8%2%2%(2)%(1)%
Year-over-year growth, excluding FX13%10%10%6%4%
% Third Party and Other70%75%74%74%66%
% Direct30%25%26%26%34%
Gross Billings TTM$6,237,832$6,269,127$6,296,030$6,273,217$6,255,540
Year-over-year growth8%7%6%3%%
Revenue:
Local Revenue$298,782$293,681$276,503$260,939$279,655
Travel Revenue39,24341,20141,42141,09035,169
Revenue – Services338,025334,882317,924302,029314,824
Revenue – Goods545,203415,474420,471411,566602,346
Total Revenue$883,228$750,356$738,395$713,595$917,170
Year-over-year growth15%3%3%%4%
Year-over-year growth, excluding FX19%10%11%7%9%
% Third Party and Other42%48%46%46%38%
% Direct58%52%54%54%62%
Revenue TTM$3,042,123$3,064,064$3,086,248$3,085,574$3,119,516
Year-over-year growth18%13%10%5%3%
Gross Profit:
Local Gross Profit$264,907$258,293$242,411$227,654$247,600
% of Consolidated Local Gross Billings31.3%31.1%30.4%30.1%30.5%
Travel Gross Profit33,22833,09735,33634,82629,979
% of Consolidated Travel Gross Billings17.9%17.0%18.2%17.6%17.2%
Gross Profit – Services298,135291,390277,747262,480277,579
% of Consolidated Services Gross Billings28.9%28.4%28.0%27.5%28.1%
Gross Profit – Goods79,97456,01659,26066,43294,161
% of Consolidated Goods Gross Billings11.5%10.6%11.0%13.0%13.1%
Total Gross Profit$378,109$347,406$337,007$328,912$371,740
Year-over-year growth%(5)%(8)%(7)%(2)%
% Third Party and Other84%89%87%85%81%
% Direct16%11%13%15%19%
% of Total Consolidated Gross Billings21.9%22.4%22.0%22.4%21.8%
Marketing$59,812$52,533$57,007$61,587$83,208
Selling, general and administrative$285,466$289,847$288,721$326,248$287,976
Adjusted EBITDA$92,914$72,370$61,118$56,334$67,010
% of Total Consolidated Gross Billings5.4%4.7%4.0%3.8%3.9%
% of Total Consolidated Revenue10.5%9.6%8.3%7.9%7.3%
Free cash flow is a non-GAAP financial measure. The following is a reconciliation of free cash flow to the most comparable U.S.GAAP financial measure, “Net cash provided by (used in) operating activities from continuing operations.”
Q4 2014Q1 2015Q2 2015Q3 2015Q4 2015
Net cash provided by (used in) operating activities from continuing operations$273,272$40,711$9,995$(7,612)$249,024
Purchases of property and equipment and capitalized software from continuing operations(20,117)(18,294)(22,452)(27,735)(15,507)
Free cash flow$253,155$22,417$(12,457)$(35,347)$233,517
Net cash provided by (used in) operating activities from continuing operations (TTM)$252,497$307,782$346,302$316,366$292,118
Purchases of property and equipment and capitalized software from continuing operations (TTM)(83,560)(85,761)(79,501)(88,598)(83,988)
Free cash flow (TTM)$168,937$222,021$266,801$227,768$208,130
Net cash provided by (used in) investing activities from continuing operations$(35,175)$(19,443)$(28,541)$(98,028)$(31,238)
Net cash provided by (used in) financing activities$(21,088)$(32,942)$(138,227)$(14,821)$(322,166)
Net cash provided by (used in) investing activities from continuing operations (TTM)$(152,818)$(105,821)$(102,205)$(181,187)$(177,250)
Net cash provided by (used in) financing activities (TTM)$(194,156)$(185,606)$(209,080)$(207,078)$(508,156)
Other Metrics:
Active Customers (6)
North America24.124.624.925.225.9
EMEA15.215.315.515.415.4
Rest of World8.18.28.28.07.6
Total Active Customers47.448.148.648.648.9
TTM Gross Billings / Average Active Customer (7)
North America$147$147$148$148$149
EMEA139134130123117
Rest of World105101989996
Consolidated137135133132130
Global headcount as of December 31, 2015 and 2014 was as follows:
Q4 2014Q4 2015
Sales (8)4,4933,992
% North America31 %34 %
% EMEA42 %41 %
% Rest of World27 %25 %
Other6,2565,880
Total Headcount10,7499,872
(1)Represents the total dollar value of customer purchases of goods and services, excluding applicable taxes and net of estimated refunds.
(2)Local represents deals with local and national merchants and through local events. Other revenue transactions include advertising, payment processing and commission revenue.
(3)Includes third party revenue, direct revenue and other revenue. Third party revenue is related to sales for which the Company acts as a marketing agent for the merchant. This revenue is recorded on a net basis. Direct revenue is primarily related to the sale of merchandise for which the Company is the merchant of record. These revenues are accounted for on a gross basis, with the cost of inventory included in cost of revenue. Other revenue primarily consists of commission revenue, payment processing revenue and advertising revenue.
(4)Represents third party revenue, direct revenue and other revenue reduced by cost of revenue.
(5)Represents the change in financial measures that would have resulted had average exchange rates in the reporting periods been the same as those in effect in the prior year periods.
(6)Reflects the total number of unique user accounts who have purchased a voucher or product from us during the trailing twelve months.
(7)Reflects the total gross billings generated in the trailing twelve months per average active customer over that period.
(8)Includes merchant sales representatives, as well as sales support from continuing operations.
(9)Financial information and other metrics have been retrospectively adjusted to exclude Ticket Monster, which has been classified as discontinued operations.
(10)The definition, methodology and appropriateness of each of our supplemental metrics is reviewed periodically. As a result, metrics are subject to removal and/or change.

Groupon, Inc.
Investor Relations
Tom Grant, 312-999-3098
[email protected]
or
Public Relations
Bill Roberts, 312-459-5191

Source: Groupon, Inc.

Image via Groupon

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