Groupon (GRPN) -- What Accounting Controls?
The Market Ticker ® - Commentary on The Capital Markets
Posted 2012-04-02 11:17
by Karl Denninger
in Company Specific
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Groupon (GRPN) -- What Accounting Controls?
 

How did this company go public in the first place?

Groupon Inc. (GRPN)’s latest restatement, following accounting missteps last year, heightens concern about the reliability of the company’s financial reporting and raises questions whether auditors gave enough oversight to the coupon provider’s novel business model.

The Chicago-based company reported a “material weakness”in financial controls on March 30 and said fourth-quarter sales were lower than previously stated because of higher refunds to merchants. That cut revenue in the period -- Groupon’s first as a public company -- by $14.3 million to $492.2 million.

This "material weakness" is not new.  It had to exist when the firm went public.  And it calls into question exactly how the firm's financials and internal controls were vetted before the IPO.

What's worse is this:

Groupon said it has been working for several months with a global accounting firm other than Ernst & Young to address the causes of the material weakness.

That's a problem.  An 8K is supposed to be filed when you become aware of the problem, not months later.  This leads to even more questions, such as "how come you've been working on this for months but are only disclosing it now?"

This entire area and the firm's accounting practices have been something I've always scratched my head over, never mind the business model in general.  That someone will pay 10% of some price for a 50% discount isn't surprising at all.  What's surprising is the premise that having got the product or service for half off they will return to buy at full price, and yet if they don't then there is zero business sense in offering "groupons" in the first place.

As I said in November:

I don't see the business case for this company as I don't see the sell-through on a consistent, forward basis.  Consumers will always take something for free: The store willing to give away steak will give away every piece of it they have!  That's not the question: Will the people then come back and pay full price for the second slab of meat?

I think the answer is "no", and if I'm right on that then the actual value of the Groupon service is zero, and thus their stock is also a zero.

It's just a matter of time.

Now I got another reason to think they're a zero -- hinky accounting problems this close to the IPO, which should simply never happen.

As for the SEC, they obviously have their heads buried in their porn terminals instead of doing their job.

Again.

Disclosure: No position.  Yet.

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User Info Groupon (GRPN) -- What Accounting Controls? in forum [Market-Ticker]
Jubber
Posts: 14174
Incept: 2007-07-05
Gold
UK
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linkedin next?

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“The problem with socialism is that, sooner or later, you run out of other people’s money.” Thatcher
Trades50
Posts: 4217
Incept: 2007-10-30
Silver
Land of Tax and Spend
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Reminds one of the dotcoms. The Fed's excess is going everywhere.

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When the people fear the government, there is tyranny. When the government fears the people, there is liberty. - Thomas Jefferson
Crzymorse
Posts: 1195
Incept: 2010-06-25

Maryland
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Jubber,

I think linkedin has business potential, is it worth it's valuation, I have no idea. They do seem to have a legitimate business format (good for recruiters, good for business people, probably good for targeted advertising) that can be sustainable.

Groupon on the other hand does have certain metrics material to their business that one should be aware of, merchant satisfaction and repeat advertisers. I'm sure the consumer of the products enjoys 1/2 off. They certainly should be measuring and disclosing those metrics in there 10k. Are their business clients finding success with their service....
Hogman
Posts: 7874
Incept: 2008-02-18
Green
Derby City, USA
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^^yup

EDIT

at trade50

Eaglewwit
Posts: 6054
Incept: 2007-11-30
Green
SoCal
Banned
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Well at least the underwriters and their friends got rich.
Latviski
Posts: 89
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Baltimore, MD
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There's only one business model that can successfully entice customers with a too-good-to-be-true teaser rate/freebie, then demand full price for each subsequent transaction.

Hint: it involves drug cartels.
Rjsasko
Posts: 67
Incept: 2009-03-23
Green
aurora, IL
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I've used Groupon a couple of times and got some great bargains. As near as I can figure out the problems seem to come from businesses that offer services on Groupon that don't put restrictions in their offers. That is changing though. I am seeing more and more offers with maximum limits on the number of "deals" offered and/or only good on certain days and such. This is a good thing. I don't need to put discounts on hot sellers but clearing out slow-selling or outdated merchandise is good business. If I am running a restaurant I don't want to offer 40% discounts on Valentine's Day or Friday and Saturday nights. Monday or Tuesday night perhaps? Lunch special only? Just had a local theatre offer half-off tickets purchased Friday for Monday night. Groupon just seems like a way to boost customers at off-peak times. I like the premise of it and if used correctly it is a win for the business, a win for the consumer, and a win for Groupon. As for their ongoing accounting problems? Beats the hell out of me what they are doing?
Bagbalm
Posts: 4262
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I've bought quite a few Groupons.
We have tried just a few places we'd go back.
Most of the places we found had basic problems they seemed to think offering a Groupon would serve to paper over instead of fixing the problems.
Not to mention the local bar where our Eastern European waitress sternly scolded us about how to tip her using the Groupon, and then had to return because she couldn't remember what we wanted.
Ishmael
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I could see if you were starting a restaurant and wanted to get awareness using Groupon or similar open table. In fact a place I go to regularly now I was introduced through such an offer.

As far as accounting, the world is full of such crap. I am a CPA and I do a lot of SEC work. A couple of years ago a guy I know asked me to help out on a chinese reverse merger. Truthfully, I was very reluctant. I worked several years outside of the US and I know many of those countries have totally different standards than I do and China is the worse. Well, the first day there I am told they had filed an S-1 one to register some stock issued through a PIPE. In about one hour I come up with maybe 14 significant issues including whether the whole standard of reporting was proper (there were limitations in moving cash from China to the US parent so was consolidated reporting appropriate). Then then gave me the SEC comment letter which had maybe 19 comments (they took two months and I used 2 hours). Well long story short, I was fired and the company is still trading even though the stock has fell from 15 and change to a little over 2. The SEC is looking at things but moving at a snails pace.

Companies like this one (which was a very high flyer at one time) should have never been allowed to trade in the US. The clue is Chinese and Reverse Merger.

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Ishmael
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Oh, and let's look at how many of these recent IPO's have not made a profit and have no profit projected in the future. What is wrong with this story. Haven't we been here before. All of these companies are imaginary businesses and at best could be called hobbies. Yeah, this is going to end well. Americans and especially their government have become a place that can not deal with reality! This is a mahor problem and will not end well.

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Hope is neither a good strategy or birth control methodology!
Aztrader
Posts: 6650
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Scottsdale, AZ
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Everyone is using Bernanke accounting. This is what happens when they are found out...........
Stebbins
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Bloomington, IL
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Let's see... from Chicago, with a questionable origin, limited transparency, delayed disclosures and dimming future prospects. Sounds about right.
Bertdilbert
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CA
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Quote:
As for the SEC, they obviously have their heads buried in their porn terminals instead of doing their job.


The SEC is like a police dept that parks a bunch of empty cop cars around town. To the public, it appears there is increased safety but empty cop cars don't write tickets.

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Buddy
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http://online.wsj.com/article/SB10001424....
In Wake of Groupon Issues, Critics Wary of JOBS Act
Eaglewwit
Posts: 6054
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SoCal
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Once again, one has to ask HELLO SARBOX. Are they ever going to prosecute under that law, or was it just a PR campaign.
Ishmael
Posts: 4731
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Los Angeles to Oklahoma, at least temporarily for now!
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Ha ha, only someone as stupid as Maxine Waters could sponsor something like the JOBS Act. Do they really think that generating more fraudulent enterprises are going to generate jobs. Zimbabwe here we come.

You know I many times wonder if I have totally lost my mind when I see all the things which are happening in accounting, finance and business. Trust me the more you know the higher the level of cognitive dissonance you feel. Surely, I must be laying in a bed someplace after a massive brain hemorrhage and I have a morphine drip in my arm. No reasonably inteligent group of people could ever think this will work out well.

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Hope is neither a good strategy or birth control methodology!
Imustbenutz
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Absurdistan, USSA
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Interesting...

Doesn't it appear that the new JOBS Act protects start-ups from just such scrutiny and exemption from SARBOX?

Lumpeninvestor shared this appropriate quote: "When plunder becomes a way of life for a group of men living together in society, they create for themselves in the course of time a legal system that authorizes it and a moral code that justifies it."-- Frederic Bastiat
Madman
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Law Firm Brower Piven Announces Investigation of Groupon, Inc. for Possible Violations of the Federal Securities Laws

http://finance.yahoo.com/news/law-firm-b....


The Law Firm of Levi & Korsinsky, LLP Launches an Investigation into Possible Securities Laws Violations by Groupon, Inc.

http://finance.yahoo.com/news/law-firm-l....


OOPS!!!!

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Corporations have been enthroned, and an era of corruption in high places will follow, and the money power of the country will endeavor to prolong its reign by working upon the prejudices of the people until the wealth is aggregated in the hands of a few, and the Republic is destroyed. -- Abraham Lincoln..
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