SEC Info - Groupon, Inc. - ‘10-Q’ for 9/30/22

Quarterly Report — Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   2.41M 
 2: EX-10.2     Material Contract                                   HTML     61K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     28K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     29K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     25K 
11: R1          Cover Page                                          HTML     78K 
12: R2          Condensed Consolidated Balance Sheets               HTML    142K 
13: R3          Condensed Consolidated Balance Sheets               HTML     35K 
                (Parenthetical)                                                  
14: R4          Condensed Consolidated Statements of Operations     HTML    155K 
                and Comprehensive Income (Loss)                                  
15: R5          Condensed Consolidated Statements of Stockholders'  HTML    138K 
                Equity                                                           
16: R6          Condensed Consolidated Statements of Cash Flows     HTML    152K 
17: R7          Condensed Consolidated Statements of Cash Flows     HTML     43K 
                (Parenthetical)                                                  
18: R8          Description of Business and Basis of Presentation   HTML     37K 
19: R9          Goodwill and Long-Lived Assets                      HTML     99K 
20: R10         Investments                                         HTML     32K 
21: R11         Supplemental Condensed Consolidated Balance Sheets  HTML     74K 
                and Statements of Operations Information                         
22: R12         Financing Arrangements                              HTML     61K 
23: R13         Commitments and Contingencies                       HTML     41K 
24: R14         Stockholders' Equity and Compensation Arrangements  HTML     37K 
25: R15         Revenue Recognition                                 HTML     44K 
26: R16         Restructuring and Related Charges                   HTML    113K 
27: R17         Income Taxes                                        HTML     40K 
28: R18         Fair Value Measurements                             HTML     34K 
29: R19         Income (Loss) Per Share                             HTML     78K 
30: R20         Segment Information                                 HTML    134K 
31: R21         Description of Business and Basis of Presentation   HTML     40K 
                (Policies)                                                       
32: R22         Goodwill and Long-Lived Assets (Tables)             HTML    105K 
33: R23         Investments (Tables)                                HTML     30K 
34: R24         Supplemental Condensed Consolidated Balance Sheets  HTML     81K 
                and Statements of Operations Information (Tables)                
35: R25         Financing Arrangements (Tables)                     HTML     43K 
36: R26         Stockholders' Equity and Compensation Arrangements  HTML     33K 
                (Tables)                                                         
37: R27         Revenue Recognition (Tables)                        HTML     38K 
38: R28         Restructuring and Related Charges (Tables)          HTML    109K 
39: R29         Income Taxes (Tables)                               HTML     34K 
40: R30         Income (Loss) Per Share (Tables)                    HTML     79K 
41: R31         Segment Information (Tables)                        HTML    137K 
42: R32         Description of Business and Basis of Presentation   HTML     70K 
                (Details)                                                        
43: R33         GOODWILL AND LONG-LIVED ASSETS - Narrative          HTML     42K 
                (Details)                                                        
44: R34         GOODWILL AND LONG-LIVED ASSETS - Schedule of        HTML     42K 
                Goodwill (Details)                                               
45: R35         GOODWILL AND LONG-LIVED ASSETS - Impairment For     HTML     38K 
                Long-Lived Asset And Right-Of-Use Assets And                     
                Leasehold Improvements (Details)                                 
46: R36         GOODWILL AND LONG-LIVED ASSETS - Schedule of        HTML     38K 
                Long-Lived Assets (Details)                                      
47: R37         GOODWILL AND LONG-LIVED ASSETS - Schedule of        HTML     43K 
                Intangible Assets (Details)                                      
48: R38         GOODWILL AND LONG-LIVED ASSETS - Schedule of        HTML     40K 
                Estimated Future Amortization Expense (Details)                  
49: R39         INVESTMENTS - Narrative (Details)                   HTML     43K 
50: R40         INVESTMENTS - Summary of Investments (Details)      HTML     43K 
51: R41         SUPPLEMENTAL CONDENSED CONSOLIDATED BALANCE SHEETS  HTML     45K 
                AND STATEMENTS OF OPERATIONS INFORMATION -                       
                Schedule of Other Income (Expense) (Details)                     
52: R42         SUPPLEMENTAL CONDENSED CONSOLIDATED BALANCE SHEETS  HTML     37K 
                AND STATEMENTS OF OPERATIONS INFORMATION -                       
                Schedule of Prepaid and Other Current Assets                     
                (Details)                                                        
53: R43         SUPPLEMENTAL CONDENSED CONSOLIDATED BALANCE SHEETS  HTML     33K 
                AND STATEMENTS OF OPERATIONS INFORMATION -                       
                Schedule of Other Non-Current Assets (Details)                   
54: R44         SUPPLEMENTAL CONDENSED CONSOLIDATED BALANCE SHEETS  HTML     47K 
                AND STATEMENTS OF OPERATIONS INFORMATION -                       
                Schedule of Accrued Expense and Other Current                    
                Liabilities (Details)                                            
55: R45         SUPPLEMENTAL CONDENSED CONSOLIDATED BALANCE SHEETS  HTML     33K 
                AND STATEMENTS OF OPERATIONS INFORMATION -                       
                Schedule of Other Non-current Liabilities                        
                (Details)                                                        
56: R46         FINANCING ARRANGEMENTS - Convertible Senior Notes   HTML     80K 
                (Details)                                                        
57: R47         FINANCING ARRANGEMENTS - Schedule of Notes          HTML     36K 
                (Details)                                                        
58: R48         FINANCING ARRANGEMENTS - Schedule of Convertible    HTML     36K 
                Debt Interest Expense (Details)                                  
59: R49         FINANCING ARRANGEMENTS - Revolving Credit Facility  HTML     79K 
                (Details)                                                        
60: R50         COMMITMENTS AND CONTINGENCIES - Additional          HTML     50K 
                Information (Details)                                            
61: R51         STOCKHOLDERS' EQUITY AND COMPENSATION ARRANGEMENTS  HTML     58K 
                - Additional Information (Details)                               
62: R52         STOCKHOLDERS' EQUITY AND COMPENSATION ARRANGEMENTS  HTML     49K 
                - Schedule of Restricted Stock Unit Activity                     
                (Details)                                                        
63: R53         REVENUE RECOGNITION - Activity in the Liability of  HTML     33K 
                Customer Credits (Details)                                       
64: R54         REVENUE RECOGNITION - Narrative (Details)           HTML     37K 
65: R55         REVENUE RECOGNITION - Activity in Allowance for     HTML     34K 
                Expected Credit Losses on Accounts Receivable                    
                (Details)                                                        
66: R56         RESTRUCTURING AND RELATED CHARGES - Narrative       HTML     55K 
                (Details)                                                        
67: R57         RESTRUCTURING AND RELATED CHARGES - Schedule of     HTML     62K 
                Restructuring Costs by Segment (Details)                         
68: R58         RESTRUCTURING AND RELATED CHARGES - Schedule of     HTML     50K 
                Restructuring Liability Activity (Details)                       
69: R59         INCOME TAXES - Schedule of Provision (Benefit) for  HTML     33K 
                Income Taxes (Details)                                           
70: R60         INCOME TAXES - Additional Information (Details)     HTML     29K 
71: R61         Fair Value Measurements (Details)                   HTML     46K 
72: R62         Income (LOSS) PER SHARE - Schedule of Computation   HTML     83K 
                of Basic and Diluted Net Income (Loss) Per Share                 
                (Details)                                                        
73: R63         Income (LOSS) PER SHARE - Schedule of               HTML     48K 
                Weighted-Average Potentially Dilutive Instruments                
                (Details)                                                        
74: R64         SEGMENT INFORMATION - Additional Information        HTML     26K 
                (Details)                                                        
75: R65         SEGMENT INFORMATION - Schedule of Revenue by        HTML     60K 
                Segment (Details)                                                
76: R66         SEGMENT INFORMATION - Schedule of Cost of Revenue   HTML     52K 
                by Segment and Category (Details)                                
77: R67         SEGMENT INFORMATION - Schedule of Contribution      HTML     59K 
                Profit by Segment (Details)                                      
78: R68         SEGMENT INFORMATION - Schedule of Total Assets by   HTML     42K 
                Segment (Details)                                                
79: R9999       Uncategorized Items - grpn-20220930.htm             HTML     44K 
82: XML         IDEA XML File -- Filing Summary                      XML    155K 
80: XML         XBRL Instance -- grpn-20220930_htm                   XML   2.70M 
81: EXCEL       IDEA Workbook of Financial Reports                  XLSX    166K 
 7: EX-101.CAL  XBRL Calculations -- grpn-20220930_cal               XML    232K 
 8: EX-101.DEF  XBRL Definitions -- grpn-20220930_def                XML    700K 
 9: EX-101.LAB  XBRL Labels -- grpn-20220930_lab                     XML   1.57M 
10: EX-101.PRE  XBRL Presentations -- grpn-20220930_pre              XML   1.03M 
 6: EX-101.SCH  XBRL Schema -- grpn-20220930                         XSD    173K 
83: JSON        XBRL Instance as JSON Data -- MetaLinks              417±   635K 
84: ZIP         XBRL Zipped Folder -- 0001490281-22-000139-xbrl      Zip    476K

‘R21’ — Description of Business and Basis of Presentation (Policies)

This is an IDEA Financial Report. [ Alternative Formats ]

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies)	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Principles of Consolidation	Principles of Consolidation The Condensed Consolidated Financial Statements include the accounts of Groupon, Inc. and its wholly-owned subsidiaries, majority-owned subsidiaries over which we exercise control and variable interest entities for which we are the primary beneficiary. In July 2022, we extended our arrangement through July 2025 with the strategic partner in the variable interest entity that we consolidate. All intercompany accounts and transactions have been eliminated in consolidation. Outside stockholders' interests in subsidiaries are shown on the Condensed Consolidated Financial Statements as Noncontrolling interests. Investments in entities in which we do not have a controlling financial interest are accounted for at fair value as available-for-sale securities or at cost adjusted for observable price changes and impairments, as appropriate.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and accompanying notes. Estimates in our financial statements include, but are not limited to, the following: variable consideration from unredeemed vouchers; income taxes; leases; initial valuation and subsequent impairment testing of goodwill, other intangible assets and long-lived assets; investments; receivables; customer refunds and other reserves; contingent liabilities; and the useful lives of property, equipment and software and intangible assets. Actual results could differ materially from those estimates.
Reclassifications	Reclassifications Certain reclassifications have been made to the Condensed Consolidated Financial Statements of prior periods to conform to the current period presentation.
Adoption of New Accounting Standards	Adoption of New Accounting Standards We early adopted the guidance in ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity, on January 1, 2021. The ASU removes the separation models for convertible debt with a cash conversion feature or convertible instruments with a beneficial conversion feature. Additionally, the ASU removes certain conditions for equity classification related to contracts in an entity’s own equity (e.g., warrants) and amends certain guidance related to the computation of income (loss) per share for convertible instruments and contracts in an entity’s own equity. Prior to the adoption of ASU 2020-06, we separated the convertible senior notes due 2022 (the "Atairos Notes") into their liability and equity components. Following the adoption of ASU 2020-06, the previously bifurcated equity component of the Atairos Notes was recombined with the liability component, resulting in a single liability-classified instrument. The carrying value of the Atairos Notes at transition was determined by recalculating the basis of the Atairos Notes as if the conversion option had not been bifurcated at issuance. Transaction costs related to the issuance of the Atairos Notes that were allocated to the equity component were reclassified out of Additional paid-in-capital and the amortization and the related debt discount associated with these costs was recalculated through the transition date. The transaction costs were recorded as a debt discount in the Condensed Consolidated Balance Sheets and amortized to interest expense over the remaining term of the Atairos Notes. Together with the cash interest, this resulted in an effective interest rate of 3.76%. As a result of adopting ASU 2020-06, in the first quarter of 2021, we recorded a $67.0 million net reduction to additional paid-in capital, a $19.0 million increase to Convertible senior notes, net and a $48.0 million reduction to our opening accumulated deficit as of January 1, 2021. In the fourth quarter of 2021, we recorded an additional $2.7 million adjustment to our opening accumulated deficit and additional paid-in capital related to tax impacts of our bond hedges.

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

Filed on:	11/7/22	8-K
For Period end:	9/30/22
	1/1/21	4
		List all Filings

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/15/24  Groupon, Inc.                     10-K       12/31/23  127:13M
 3/16/23  Groupon, Inc.                     10-K       12/31/22  118:13M

1 Previous Filing that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/29/22  Groupon, Inc.                     8-K:1,2,9   9/28/22   11:1.3M

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Filing Submission 0001490281-22-000139 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Groupon, Inc. – ‘10-Q’ for 9/30/22 – ‘R21’

On: Monday, 11/7/22, at 4:06pm ET · For: 9/30/22 · Accession #: 1490281-22-139 · File #: 1-35335

Previous ‘10-Q’: ‘10-Q’ on 8/8/22 for 6/30/22 · Next: ‘10-Q’ on 5/10/23 for 3/31/23 · Latest: ‘10-Q’ on 5/9/24 for 3/31/24 · 3 References:

Quarterly Report — Form 10-Q

Filing Table of Contents

‘R21’ — Description of Business and Basis of Presentation (Policies)

This is an IDEA Financial Report. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

2 Subsequent Filings that Reference this Filing

1 Previous Filing that this Filing References

Groupon, Inc. – ‘10-Q’ for 9/30/22 – ‘R21’

On: Monday, 11/7/22, at 4:06pm ET · For: 9/30/22 · Accession #: 1490281-22-139 · File #: 1-35335

Quarterly Report — Form 10-QFiling Table of Contents

‘R21’ — Description of Business and Basis of Presentation (Policies)

This is an IDEA Financial Report. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

2 Subsequent Filings that Reference this Filing

1 Previous Filing that this Filing References

Quarterly Report — Form 10-Q

Filing Table of Contents