Economic Calendar

Friday, November 4, 2011

Groupon Surges After Pricing IPO Above Range

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By Lee Spears and Douglas MacMillan - Nov 4, 2011 11:27 PM GMT+0700

Groupon Inc. jumped as much as 56 percent in its trading debut after the online-coupon company raised $700 million in an initial public offering that limited the amount of shares typically available to investors.

The shares of the Chicago-based company, listed under the symbol GRPN, climbed $7.22, or 36 percent, to $27.22 at 12:07 p.m. New York time in Nasdaq Stock Market trading, after surging to $31.14. Yesterday, Groupon sold 35 million shares at $20 each, the biggest IPO by a U.S. Internet company since Google Inc. (GOOG) raised $1.9 billion in its 2004 initial offering.

Groupon’s IPO attracted interest even as internal missteps, unprofitability and an expensive valuation compared with its peers made some investors skeptical. Groupon is now more expensive than Microsoft Corp. or Amazon.com Inc. (AMZN), based on projected 2012 sales.

“The market continues to have high expectations of growth for Groupon,” said Larry Levine, Chicago-based managing director at RSM McGladrey Inc. “If you miss your growth estimates, the stock price will decline precipitously.”

Today’s trading gave Groupon a market capitalization of as much as $20 billion, or almost double the value the company sought in the offering. Groupon had discussed an IPO valuation of as much as $25 billion with bankers, people said this year, and it rejected a buyout offer from Google in 2010 that would have valued it at $6 billion.

Groupon had initially offered 30 million shares for $16 to $18 apiece, or as much as $540 million. While the company said in its prospectus that it won’t need to use the proceeds from the IPO for at least a year and has no urgent cash needs, the company owed almost twice as much to merchants at the end of September as it held in cash. Marketing costs rose 37 percent in the latest quarter, four times as quickly as its cash pile.

Amazon, LivingSocial

There are also competitive pressures. Amazon.com, Google and LivingSocial all offer group discounts and are giving more favorable terms to merchants. That’s led Groupon to accept lower margins to avoid losing business.

Advisers to Groupon based the price range for the IPO on a projection that the company will have sales of about $2.1 billion next year, people familiar with the matter said last week. The $17 midpoint valued the company at $10.8 billion, or about 5 times that sales prediction, making Groupon more expensive than Amazon.com, the world’s largest online retailer, which traded at about 1.5 times estimated 2012 revenue yesterday.

Co-founders Andrew Mason, Bradley Keywell and Eric Lefkofsky will collectively own more than a third of Groupon’s common stock, according to the prospectus. They will also share more than 58 percent of the voting power by virtue of their Class B shares, which have 150 votes each. Class A stockholders get a single vote.

Lefkofsky, the chairman, told Bloomberg News in June that he expected the company to be “wildly profitable,” a statement the company later asked investors to disregard in a regulatory filing. Company executives are forbidden from talking about financials during the so-called quiet period before an IPO.

Restated Results

In September, the company restated its revenue figures to exclude sales passed on to merchants and announced the departure of its second operating chief in six months. It had a net loss of $214.5 million for the first three quarters of 2011.

Groupon floated a record-low percentage of its total outstanding shares among U.S. Internet companies, helping to stoke demand. Only 4.7 percent of the stock was made available to the public, based on the offering terms. That’s less than in any U.S. Internet company IPO of more $200 million since at least 2000, Bloomberg data show.

All of the shares in the offering were sold by Groupon, and net proceeds at the midpoint of the marketed range were estimated at $479 million.

Morgan Stanley, Goldman Sachs Group Inc. and Credit Suisse Group AG led the IPO.

Groupon has granted the underwriters a 30-day option to purchase up to an additional 5.25 million shares of Class A common stock to cover over-allotments, if any, the company said in a statement.

To contact the reporters on this story: Lee Spears in New York at lspears3@bloomberg.net; Douglas Macmillan in New York at dmacmillan3@bloomberg.net

To contact the editors responsible for this story: Jennifer Sondag at jsondag@bloomberg.net; Tom Giles at tgiles5@bloomberg.net



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