Cover Document
Cover Document - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 25, 2016 | |
Entity Registrant Name | Groupon, Inc. | |
Entity Central Index Key | 1,490,281 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Common Class A [Member] | ||
Common Stock, Shares, Outstanding | 572,189,761 | |
Common Class B [Member] | ||
Common Stock, Shares, Outstanding | 2,399,976 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 780,132 | $ 853,362 |
Accounts receivable, net | 68,974 | 68,175 |
Prepaid expenses and other current assets | 190,053 | 153,705 |
Total current assets | 1,039,159 | 1,075,242 |
Property, equipment and software, net | 184,742 | 198,897 |
Goodwill | 289,289 | 287,332 |
Intangible assets, net | 29,549 | 36,483 |
Investments | 181,051 | 178,236 |
Deferred income taxes, non-current | 4,219 | 3,454 |
Other non-current assets | 23,433 | 16,620 |
Total Assets | 1,751,442 | 1,796,264 |
Current liabilities: | ||
Accounts payable | 17,573 | 24,590 |
Accrued merchant and supplier payables | 655,617 | 776,211 |
Accrued expenses and other current liabilities | 403,932 | 402,724 |
Total current liabilities | 1,077,122 | 1,203,525 |
Convertible Debt, Noncurrent | 174,015 | 0 |
Deferred income taxes, non-current | 6,941 | 8,612 |
Other non-current liabilities | 124,051 | 113,540 |
Total Liabilities | 1,382,129 | 1,325,677 |
Commitments and contingencies (see Note 7) | ||
Stockholders' Equity | ||
Additional paid-in capital | 2,070,537 | 1,964,453 |
Treasury stock, at cost, 93,141,211 shares at September 30, 2015 and 27,239,104 shares at December 31, 2014 | (732,901) | (645,041) |
Accumulated deficit | (1,008,446) | (901,292) |
Accumulated other comprehensive income | 39,292 | 51,206 |
Total Groupon, Inc. Stockholders' Equity | 368,555 | 469,398 |
Noncontrolling interests | 758 | 1,189 |
Total Equity | 369,313 | 470,587 |
Total Liabilities and Equity | 1,751,442 | 1,796,264 |
Common Class A [Member] | ||
Stockholders' Equity | ||
Common Stock, Value, Issued | 73 | 72 |
Common Class B [Member] | ||
Stockholders' Equity | ||
Common Stock, Value, Issued | 0 | 0 |
Common Stock [Member] | ||
Stockholders' Equity | ||
Common Stock, Value, Issued | $ 0 | $ 0 |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parenthetical - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Investments at Fair Value | $ 157,934 | $ 163,675 |
Treasury Stock [Member] | ||
Treasury Stock, Shares | 154,084,335 | 128,468,165 |
Common Stock [Member] | ||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 2,010,000,000 | 2,010,000,000 |
Common Stock, Shares, Issued | 0 | 0 |
Common Stock, Shares, Outstanding | 0 | 0 |
Common Class A [Member] | ||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 2,000,000,000 | 2,000,000,000 |
Common Stock, Shares, Issued | 726,864,414 | 717,387,446 |
Common Stock, Shares, Outstanding | 572,780,079 | 588,919,281 |
Common Class B [Member] | ||
Common Stock, Par Value | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Common Stock, Shares, Issued | 2,399,976 | 2,399,976 |
Common Stock, Shares, Outstanding | 2,399,976 | 2,399,976 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue: | ||||
Third party and other | $ 318,129 | $ 340,846 | $ 652,697 | $ 700,967 |
Direct | 437,901 | 397,549 | 835,304 | 787,784 |
Total revenue | 756,030 | 738,395 | 1,488,001 | 1,488,751 |
Cost of revenue: | ||||
Third party and other | 43,800 | 47,545 | 90,581 | 99,242 |
Direct | 378,642 | 353,843 | 724,504 | 705,096 |
Total cost of revenue | 422,442 | 401,388 | 815,085 | 804,338 |
Gross profit | 333,588 | 337,007 | 672,916 | 684,413 |
Operating expenses: | ||||
Marketing | 91,993 | 57,007 | 181,758 | 109,540 |
Selling, general and administrative | 277,168 | 288,721 | 558,156 | 578,568 |
Restructuring charges | 16,085 | 0 | 28,529 | 0 |
Gain (Loss) on Disposition of Business | (9,339) | 0 | (9,339) | 0 |
Acquisition-related (benefit) expense, net | 850 | 505 | 4,314 | 236 |
Total operating expenses | 376,757 | 346,233 | 763,418 | 688,344 |
Income (loss) from operations | (43,169) | (9,226) | (90,502) | (3,931) |
Other expense, net | (10,761) | 2,941 | (7,275) | (16,986) |
Loss from continuing operations before provision for income taxes | (53,930) | (6,285) | (97,777) | (20,917) |
Provision for income taxes | (2,199) | 8,982 | (450) | 11,089 |
Loss from continuing operations | (51,731) | (15,267) | (97,327) | (32,006) |
Income (loss) from discontinued operations, net of tax | 0 | 127,179 | 0 | 133,463 |
Net loss | (51,731) | 111,912 | (97,327) | 101,457 |
Net income attributable to noncontrolling interests | (3,173) | (2,828) | (6,696) | (6,646) |
Net loss attributable to Groupon, Inc. | $ (54,904) | $ 109,084 | $ (104,023) | $ 94,811 |
Basic net income (loss) per share | ||||
Continuing operations | $ (0.10) | $ (0.03) | $ (0.18) | $ (0.06) |
Discontinued operations | 0 | 0.19 | 0 | 0.20 |
Basic, net (loss) earnings per share | (0.10) | 0.16 | (0.18) | 0.14 |
Diluted net income (loss) per share | ||||
Continuing operations | (0.10) | (0.03) | (0.18) | (0.06) |
Discontinued operations | 0 | 0.19 | 0 | 0.20 |
Diluted, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ (0.18) | $ 0.14 |
Weighted average number of shares outstanding | ||||
Basic, weighted average number of shares outstanding | 576,903,004 | 671,630,169 | 579,827,341 | 674,006,553 |
Diluted, weighted average number of shares outstanding | 576,903,004 | 671,630,169 | 579,827,341 | 674,006,553 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net loss from continuing operations | $ (51,731) | $ (15,267) | $ (97,327) | $ (32,006) |
Other comprehensive (loss) income, net of tax: | ||||
Reclassification of amount included in net income (loss) from continuing operations | (1,800) | (300) | 4,400 | |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 19 | 27 | 46 | 53 |
Comprehensive loss | (60,793) | 123,384 | (109,241) | 121,382 |
Net loss from discontinued operations | 0 | 127,179 | 0 | 133,463 |
Comprehensive income attributable to noncontrolling interests | (3,173) | (2,828) | (6,696) | (6,646) |
Comprehensive loss attributable to Groupon Inc. | (63,966) | 120,556 | (115,937) | 114,736 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Other comprehensive (loss) income, net of tax: | ||||
Net change in unrealized gain (loss), net, on AFS | (52) | 39 | (168) | 176 |
Continuing Operations [Member] | ||||
Other comprehensive (loss) income, net of tax: | ||||
Net unrealized gain (losses) during the period | 430 | (3,376) | (3,795) | 7,331 |
Reclassification of amount included in net income (loss) from continuing operations | (9,459) | 4,401 | (7,997) | 4,401 |
Net change in unrealized gain (loss) - Foreign Currency Translation | (9,029) | 1,025 | (11,792) | 11,732 |
Other comprehensive income | (9,062) | 1,091 | (11,914) | 11,961 |
Comprehensive loss | (60,793) | (14,176) | (109,241) | (20,045) |
Discontinued Operations, Disposed of by Sale [Member] | ||||
Other comprehensive (loss) income, net of tax: | ||||
Net unrealized gain (losses) during the period | 0 | (1,932) | 0 | (4,349) |
Reclassification of amount included in net income (loss) from continuing operations | 0 | 12,313 | 0 | 12,313 |
Net change in unrealized gain (loss) - Foreign Currency Translation | 0 | 10,381 | 0 | 7,964 |
Other comprehensive income | $ 0 | $ 137,560 | $ 0 | $ 141,427 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Loss) Condensed Consolidated Statements of Comprehensive Income (Loss) Parenthetical - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax | $ 5 | $ 5 | $ 9 | $ 10 |
Tax effects for change in unrealized gain (loss) | 103 | 24 | 103 | 107 |
Discontinued Operations, Disposed of by Sale [Member] | ||||
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | $ 0 | $ (1,428) | $ 0 | $ 0 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - 6 months ended Jun. 30, 2016 - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Parent [Member] | Noncontrolling Interest [Member] | Total Equity [Member] | Accumulated Foreign Currency Adjustment Attributable to Parent [Member] |
Beginning Balance, Shares, Outstanding at Dec. 31, 2015 | 719,787,422 | |||||||||
Beginning Balance, Equity at Dec. 31, 2015 | $ 470,587 | $ 72 | $ 1,964,453 | $ (901,292) | $ 51,206 | $ 469,398 | $ 1,189 | $ 470,587 | ||
Beginning Balance, Treasury Stock, Shares at Dec. 31, 2015 | (128,468,165) | |||||||||
Beginning Balance, Treasury Stock, Value at Dec. 31, 2015 | (645,041) | $ (645,041) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Cumulative Effect on Retained Earnings, Net of Tax | (3,131) | (3,131) | (3,131) | |||||||
Net loss | $ (97,327) | (104,023) | (104,023) | 6,696 | (97,327) | |||||
Foreign currency translation, net of tax | (11,792) | 0 | (11,792) | $ (11,792) | ||||||
Other Comprehensive (Income) Loss, Amortization Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Prior Service Cost (Credit), Net of Tax | 46 | 46 | 0 | 46 | ||||||
Unrealized gain (loss) on available-for-sale debt security, net of tax | (168) | (168) | (168) | |||||||
Issuance of unvested restricted stock | (196,968) | |||||||||
Exercise of stock options, shares | 356,211 | |||||||||
Exercise of stock options, value | 433 | 433 | 433 | |||||||
Vesting of restricted stock units, shares | 13,299,333 | |||||||||
Vesting of restricted stock units, value | $ 1 | (1) | ||||||||
Shares issued under employee stock purchase plan, shares | 618,319 | |||||||||
Shares issued under employee stock purchase plan, value | 1,614 | 1,614 | 1,614 | |||||||
Tax withholding related to net share settlements of stock-based compensation awards, shares | (4,599,927) | |||||||||
Tax withholding related to net share settlements of stock-based compensation awards, value | $ 0 | (16,006) | (16,006) | (16,006) | ||||||
Stock-based compensation on equity-classified awards | 75,054 | 75,054 | 75,054 | |||||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 68,658 | |||||||||
Purchase of Convertible Note Hedges | (59,163) | |||||||||
Adjustments to Additional Paid in Capital, Warrant Issued | 35,495 | |||||||||
Purchases of treasury stock, shares | (25,616,170) | |||||||||
Purchases of treasury stock, value | $ (87,860) | (87,860) | (87,860) | |||||||
Partnership distributions to noncontrolling interest holders | (7,127) | (7,127) | ||||||||
Ending Balance, Treasury Stock, Shares at Jun. 30, 2016 | (154,084,335) | |||||||||
Ending Balance, Treasury Stock, Value at Jun. 30, 2016 | $ (732,901) | $ (732,901) | ||||||||
Ending Balance, Shares, Outstanding at Jun. 30, 2016 | 729,264,390 | |||||||||
Ending Balance, Equity at Jun. 30, 2016 | $ 369,313 | $ 73 | $ 2,070,537 | $ (1,008,446) | $ 39,292 | $ 368,555 | $ 758 | $ 369,313 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | ||
Operating activities | |||
Net loss | $ (97,327) | $ 101,457 | |
Less: Income (loss) from discontinued operations | 0 | 133,463 | |
Loss from continuing operations | (97,327) | (32,006) | |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Depreciation, Depletion and Amortization | 59,852 | 53,766 | |
Amortization of acquired intangible assets | 9,235 | 9,806 | |
Share-based Compensation | [1] | 68,308 | 73,629 |
Restructuring Costs and Asset Impairment Charges | 45 | 0 | |
Gain (Loss) on Disposition of Business | (9,339) | 0 | |
Deferred income taxes | (5,148) | (50) | |
Gain from changes in fair value of contingent consideration | [2] | 4,292 | (703) |
Fair Value, Option, Changes in Fair Value, Gain (Loss) | 5,707 | (450) | |
Amortization of Debt Discount (Premium) | 2,396 | 0 | |
Change in assets and liabilities, net of acquisitions: | |||
Restricted cash | (693) | 3,163 | |
Accounts receivable | 1,205 | (10,282) | |
Prepaid expenses and other current assets | (33,528) | (6,447) | |
Accounts payable | (7,157) | (6,315) | |
Accrued merchant and supplier payables | (125,462) | (50,533) | |
Accrued expenses and other current liabilities | 3,935 | 6,045 | |
Other, net | (7,056) | 17,309 | |
Net cash provided by (used in) operating activities from continuing operations | (130,735) | 56,932 | |
Net cash used in operating activities from discontinued operations | 0 | (17,373) | |
Net cash provided by (used in) operating activities | (130,735) | 39,559 | |
Investing activities | |||
Purchases of property and equipment and capitalized software | (36,347) | (40,746) | |
Cash Divested from Deconsolidation | (352) | 0 | |
Acquisitions of businesses, net of acquired cash | (940) | (3,120) | |
Payments to Acquire Investments | 0 | (5,000) | |
Proceeds from Sale of Investment Projects | 0 | 1,231 | |
Settlements of liabilities related to purchase of additional interest in consolidated subsidiary | 0 | (349) | |
Purchases of intangible assets | (1,992) | 0 | |
Net cash used in investing activities from continuing operations | (39,631) | (47,984) | |
Net cash used in investing activities from discontinued operations | 0 | 244,470 | |
Net cash used in investing activities | (39,631) | 196,486 | |
Financing activities | |||
Proceeds from Convertible Debt | 250,000 | 0 | |
Payments of Debt Issuance Costs | (8,097) | 0 | |
Payments for Hedge, Financing Activities | 59,163 | ||
Payments for Derivative Instrument, Financing Activities | 0 | ||
Proceeds from Issuance of Warrants | 35,495 | 0 | |
Payments for purchases of treasury stock | (90,449) | (136,115) | |
Taxes paid related to net share settlements of stock-based compensation awards | (16,535) | (27,301) | |
Proceeds from stock option exercises and employee stock purchase plan | 2,047 | 2,199 | |
Partnership distribution payments to noncontrolling interest holders | (7,127) | (7,894) | |
Payment of Contingent Consideration | (285) | (382) | |
Payments of capital lease obligations | (14,676) | (7,902) | |
Net cash used in financing activities | 91,210 | (177,395) | |
Effect of exchange rate changes on cash and cash equivalents | 5,926 | (20,415) | |
Net decrease in cash and cash equivalents, including cash classified within current assets held for sale | (73,230) | 38,235 | |
Less: Increase in cash and cash equivalents classified within current assets held for sale | 0 | (55,279) | |
Net decrease in cash and cash equivalents | (73,230) | 93,514 | |
Cash and cash equivalents, beginning of period | 853,362 | 1,016,634 | |
Cash and cash equivalents, end of period | 780,132 | ||
Non-cash investing and financing activities | |||
Equipment acquired under capital lease obligations | 10,081 | 7,245 | |
Payments for Tenant Improvements | 4,990 | 0 | |
Liability for Purchases of Treasury Stock | 1,592 | 5,418 | |
Accounts payable and accrued expenses related to purchases of property and equipment and capitalized software | 3,850 | 2,598 | |
Noncash or Part Noncash Acquisition, Investments Acquired | 0 | 122,075 | |
Continuing Operations [Member] | |||
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Share-based Compensation | 73,600 | ||
Discontinued Operations [Member] | |||
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Share-based Compensation | 5,300 | ||
Breadcrumb [Member] | |||
Non-cash investing and financing activities | |||
Noncash or Part Noncash Acquisition, Investments Acquired | $ 8,323 | $ 0 | |
[1] | Includes stock-based compensation classified within cost of revenue, marketing expense, selling, general and administrative expense and restructuring charges. Other income (expense), net, includes $0.2 million and $0.4 million of additional stock-based compensation for the three and six months ended June 30, 2016 and $0.02 million for the three and six months ended June 30, 2015. | ||
[2] | Changes in the fair value of contingent consideration liabilities are classified within "Acquisition-related expense (benefit), net" on the condensed consolidated statements of operations. |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Company Information Groupon, Inc. and subsidiaries (the "Company"), which commenced operations in October 2008, operates online local commerce marketplaces throughout the world that connect merchants to consumers by offering goods and services, generally at a discount. The Company also offers deals on products for which it acts as the merchant of record. Customers can access the Company's deal offerings directly through its websites and mobile applications and indirectly using search engines. The Company also sends emails to its subscribers with deal offerings that are targeted by location and personal preferences. The Company's operations are organized into three segments: North America, EMEA, which is comprised of Europe, Middle East and Africa, and the remainder of the Company's international operations ("Rest of World"). See Note 13, "Segment Information." In May 2015, the Company sold a controlling stake in its subsidiary Ticket Monster, Inc. ("Ticket Monster"), an entity based in the Republic of Korea, that resulted in its deconsolidation. The financial results of Ticket Monster, including the gain on disposition and related income tax effects, are presented as discontinued operations in the accompanying condensed consolidated financial statements for the three and six months ended June 30, 2015 . See Note 2, "Discontinued Operations and Other Dispositions," for additional information. Unaudited Interim Financial Information The Company has prepared the accompanying condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial reporting. These condensed consolidated financial statements are unaudited and, in the Company's opinion, include all adjustments, consisting of normal recurring adjustments and accruals, necessary for a fair presentation of the Company's condensed consolidated balance sheets, statements of operations, comprehensive income (loss), cash flows and stockholders' equity for the periods presented. Operating results for the periods presented are not necessarily indicative of the results to be expected for the full year ending December 31, 2016 . Certain information and disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") have been omitted in accordance with the rules and regulations of the SEC. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2015 , filed with the SEC on February 11, 2016, as amended by the Form 10-K/A for the year ended December 31, 2015 , filed with the SEC on March 30, 2016. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's condensed consolidated financial statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenue and expenses of all wholly-owned subsidiaries and majority-owned subsidiaries over which the Company exercises control and variable interest entities for which the Company has determined that it is the primary beneficiary. Outside stockholders' interests in subsidiaries are shown on the condensed consolidated financial statements as "Noncontrolling interests." Equity investments in entities in which the Company does not have a controlling financial interest are accounted for under the equity method, the cost method, the fair value option or as available-for-sale securities, as appropriate. Adoption of New Accounting Standards The Company adopted the guidance in Accounting Standards Update ("ASU") 2016-09, Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting , on January 1, 2016. Under this ASU, entities are permitted to make an accounting policy election to either estimate forfeitures on share-based payment awards, as previously required, or to recognize forfeitures as they occur. The Company has elected to recognize forfeitures as they occur and the impact of that change in accounting policy has been recorded as a $3.1 million cumulative effect adjustment to its accumulated deficit as of January 1, 2016. Additionally, ASU 2016-09 requires that all income tax effects related to settlements of share-based payment awards be reported in earnings as an increase or decrease to income tax expense (benefit), net. Previously, income tax benefits at settlement of an award were reported as an increase (or decrease) to additional paid-in capital to the extent that those benefits were greater than (or less than) the income tax benefits reported in earnings during the award's vesting period. The requirement to report those income tax effects in earnings has been applied on a prospective basis to settlements occurring on or after January 1, 2016 and the impact of applying that guidance was not material to the condensed consolidated financial statements for the three and six month periods ended June 30, 2016 . ASU 2016-09 also requires that all income tax-related cash flows resulting from share-based payments be reported as operating activities in the statement of cash flows. Previously, income tax benefits at settlement of an award were reported as a reduction to operating cash flows and an increase to financing cash flows to the extent that those benefits exceeded the income tax benefits reported in earnings during the award's vesting period. The Company has elected to apply that change in cash flow classification on a retrospective basis, which has resulted in a $6.2 million increase to net cash provided by operating activities and a corresponding increase to net cash used in financing activities in the accompanying condensed consolidated statement of cash flows for the six months ended June 30, 2015 , as compared to the amounts previously reported. The remaining provisions of ASU 2016-09 did not have a material impact on the accompanying condensed consolidated financial statements. The Company adopted the guidance in ASU 2015-02, Consolidation (Topic 810) - Amendments to the Consolidation Analysis , on January 1, 2016. This ASU expands the variable interest entity ("VIE") criteria to specifically include limited partnerships in certain circumstances. The adoption of ASU 2015-02 did not have a material impact on the accompanying condensed consolidated financial statements. The Company determined that Monster Holdings LP ("Monster LP") is not a VIE under ASU 2015-02, which is consistent with its conclusion prior to adoption of the ASU. That investment is evaluated as a corporation, rather than a limited partnership, for purposes of making consolidation determinations because its governance structure is akin to a corporation. Under the terms of Monster LP’s amended and restated agreement of limited partnership, all of the objectives and purposes of Monster LP are carried out by a board of directors, rather than a general partner. Reclassifications Certain reclassifications have been made to the condensed consolidated financial statements of prior periods and the accompanying notes to conform to the current period presentation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts and classifications of assets and liabilities, revenue and expenses, and the related disclosures of contingent liabilities in the condensed consolidated financial statements and accompanying notes. Estimates are utilized for, but not limited to, stock-based compensation, income taxes, valuation of acquired goodwill and intangible assets, investments, customer refunds, contingent liabilities and the useful lives of property, equipment and software and intangible assets. Actual results could differ materially from those estimates. |
Discontinued Operations and Oth
Discontinued Operations and Other Dispositions (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS AND OTHER DISPOSITIONS Discontinued Operations In May 2015, the Company sold a controlling stake in Ticket Monster to an investor group. The Company recognized a pre-tax gain on the disposition of $202.2 million ( $138.0 million net of tax), which represents the excess of (a) the $398.8 million in net consideration received, consisting of (i) $285.0 million in cash proceeds and (ii) the $122.1 million fair value of its retained minority investment, less (iii) $8.3 million in transaction costs, over (b) the sum of (i) the $184.3 million net book value of Ticket Monster upon the closing of the transaction and (ii) Ticket Monster's $12.3 million cumulative translation loss, which was reclassified to earnings. The financial results of Ticket Monster, the gain on disposition and the related income tax effects are reported within discontinued operations in the accompanying condensed consolidated financial statements. The following table summarizes the major classes of line items included in income (loss) from discontinued operations, net of tax, for the three and six months ended June 30, 2015 (in thousands): Three Months Ended (1) Six Months Ended (1) Third party and other revenue $ 10,262 $ 28,145 Direct revenue 14,242 39,065 Third party and other cost of revenue (4,434 ) (13,958 ) Direct cost of revenue (12,082 ) (38,031 ) Marketing expense (3,472 ) (8,495 ) Selling, general and administrative expense (15,339 ) (38,102 ) Other income, net 35 96 Loss from discontinued operations before gain on disposition and provision for income taxes (10,788 ) (31,280 ) Gain on disposition 202,158 202,158 Provision for income taxes (64,191 ) (37,415 ) Income (loss) from discontinued operations, net of tax $ 127,179 $ 133,463 (1) The income from discontinued operations, net of tax, for the three and six months ended June 30, 2015 includes the results of Ticket Monster through the disposition date of May 27, 2015. The $64.2 million provision for income taxes for the three months ended June 30, 2015 reflects the current and deferred income tax effects of the Ticket Monster disposition. The $37.4 million provision for income taxes for the six months ended June 30, 2015 reflects (i) the $64.2 million current and deferred income tax effects of the Ticket Monster disposition during the second quarter of 2015, partially offset by (ii) a $26.8 million tax benefit that resulted from the recognition of a deferred tax asset related to the excess of the tax basis over the financial reporting basis of the Company's investment in Ticket Monster upon meeting the criteria for held-for-sale classification during the first quarter of 2015. Other Dispositions Groupon Russia On April 12, 2016, the Company sold its subsidiary in Russia ("Groupon Russia"). The Company recognized a pre-tax gain on the disposition of $8.9 million , consisting of Groupon Russia's $1.6 million negative net book value upon the closing of the transaction and its $7.7 million cumulative translation gain, which was reclassified to earnings, less $0.4 million in transaction costs. The Company did not receive any proceeds in connection with the transaction. The gain from this transaction is presented within "Gains on business dispositions" in the accompanying condensed consolidated statements of operations. The financial results of Groupon Russia are presented within income from continuing operations in the accompanying condensed consolidated financial statements through the April 12, 2016 disposition date. Those financial results were not material for the three and six months ended June 30, 2016 and 2015 . Breadcrumb On May 9, 2016, the Company sold its point of sale business ("Breadcrumb") in exchange for a minority investment in the acquirer. See Note 4, " Investments ," for information about this transaction. The Company recognized a pre-tax gain on the disposition of $0.4 million , which represents the excess of (a) the $8.3 million fair value of the investment received, less $0.1 million in transaction costs, over (b) the $7.8 million net book value of Breadcrumb upon the closing of the transaction. The Company did not receive any cash proceeds in connection with the transaction. The gain from this transaction is presented within "Gains on business dispositions" in the accompanying condensed consolidated statements of operations. The financial results of Breadcrumb are presented within income from continuing operations in the accompanying condensed consolidated financial statements through the May 9, 2016 disposition date. Those financial results were not material for the three and six months ended June 30, 2016 and 2015 . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | GOODWILL AND OTHER INTANGIBLE ASSETS The following table summarizes the Company's goodwill activity by segment for the six months ended June 30, 2016 (in thousands): North America EMEA Rest of World Consolidated Balance as of December 31, 2015 $ 178,746 $ 92,063 $ 16,523 $ 287,332 Goodwill related to acquisition 671 — — 671 Goodwill related to disposition (1,260 ) — — (1,260 ) Foreign currency translation — 1,822 724 2,546 Balance as of June 30, 2016 $ 178,157 $ 93,885 $ 17,247 $ 289,289 The following tables summarize the Company's intangible assets (in thousands): June 30, 2016 Asset Category Gross Carrying Value Accumulated Amortization Net Carrying Value Subscriber relationships $ 53,130 $ 46,775 $ 6,355 Merchant relationships 9,737 8,412 1,325 Trade names 11,109 8,030 3,079 Developed technology 36,364 27,649 8,715 Brand relationships 7,960 3,869 4,091 Other intangible assets 22,794 16,810 5,984 Total $ 141,094 $ 111,545 $ 29,549 December 31, 2015 Asset Category Gross Carrying Value Accumulated Amortization Net Carrying Value Subscriber relationships $ 52,204 $ 43,725 $ 8,479 Merchant relationships 9,648 8,064 1,584 Trade names 11,013 7,396 3,617 Developed technology 37,103 25,436 11,667 Brand relationships 7,960 3,073 4,887 Other intangible assets 20,638 14,389 6,249 Total $ 138,566 $ 102,083 $ 36,483 Amortization of intangible assets is computed using the straight-line method over their estimated useful lives, which range from 1 to 5 years. Amortization expense related to intangible assets was $4.5 million and $3.9 million for the three months ended June 30, 2016 and 2015 , respectively, and $9.2 million and $9.8 million for the six months ended June 30, 2016 and 2015 , respectively. As of June 30, 2016 , the Company's estimated future amortization expense related to intangible assets is as follows (in thousands): Remaining amounts in 2016 $ 8,110 2017 11,908 2018 8,000 2019 931 2020 555 Thereafter 45 Total $ 29,549 |
Investments
Investments | 6 Months Ended |
Jun. 30, 2016 | |
Investments, All Other Investments [Abstract] | |
Investments | INVESTMENTS The following table summarizes the Company's investments (dollars in thousands): June 30, 2016 Percent Ownership of Voting Stock December 31, 2015 Percent Ownership of Voting Stock Available-for-sale securities: Convertible debt securities $ 10,573 $ 10,116 Redeemable preferred shares 22,343 17% to 25% 22,834 17% to 25% Total available-for-sale securities 32,916 32,950 Cost method investments 23,117 2% to 13% 14,561 2% to 10% Fair value option investments 125,018 41% to 45% 130,725 43% to 45% Total investments $ 181,051 $ 178,236 The following table summarizes the amortized cost, gross unrealized gain, gross unrealized loss and fair value of the Company's available-for-sale securities as of June 30, 2016 and December 31, 2015 , respectively (in thousands): June 30, 2016 December 31, 2015 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss (1) Fair Value Amortized Cost Gross Unrealized Gain Gross Unrealized Loss (1) Fair Value Available-for-sale securities: Convertible debt securities $ 9,471 $ 1,301 $ (199 ) $ 10,573 $ 9,234 $ 882 $ — $ 10,116 Redeemable preferred shares 22,973 96 (726 ) 22,343 22,973 — (139 ) 22,834 Total available-for-sale securities $ 32,444 $ 1,397 $ (925 ) $ 32,916 $ 32,207 $ 882 $ (139 ) $ 32,950 (1) Available-for-sale securities with an unrealized loss were in a loss position for less than 12 months. Fair Value Option Investments In connection with the dispositions of Ticket Monster in May 2015 and the Company's subsidiary in India ("Groupon India") in August 2015, the Company obtained a minority limited partner interest in Monster Holdings LP ("Monster LP") and a minority investment in GroupMax Pte Ltd. ("GroupMax"). The investments in Monster LP and GroupMax were measured at their fair values of $122.1 million and $16.4 million , respectively, as of their respective transaction dates. The Company has made an irrevocable election to account for both of these investments at fair value with changes in fair value reported in earnings. The Company elected to apply fair value accounting to these investments because it believes that fair value is the most relevant measurement attribute for these investments, as well as to reduce operational and accounting complexity. As of June 30, 2016 , the Company has measured the fair value of the Monster LP investment primarily using the discounted cash flow method, which is an income approach. Under that method, the first step in determining the fair value of the investment that the Company holds is to estimate the fair value of Monster LP in its entirety. The key inputs to determining the fair value are cash flow forecasts and discount rates. As of June 30, 2016 , the Company applied a discount rate of 21% in its discounted cash flow valuation of Monster LP. The Company also used a market approach valuation technique, which is based on market multiples of guideline companies, in determining the fair value of Monster LP as of June 30, 2016 . The discounted cash flow and market approach valuations are then evaluated and weighted to determine the amount that is most representative of the fair value of the investee. Once the Company has determined the fair value of Monster LP, it then determines the fair value of its specific investment in the entity. Monster LP has a complex capital structure, so the Company applies an option-pricing model that considers the liquidation preferences of the respective classes of ownership interests in Monster LP to determine the fair value of its ownership interest in the entity. The Company recognized losses of $1.3 million and $1.4 million from changes in the fair value of its investment in Monster LP for the three and six months ended June 30, 2016 , respectively. The following table summarizes the condensed financial information for Monster LP as of June 30, 2015 and for the period from May 28, 2015 through June 30, 2015 (in thousands): Period from May 28, 2015 through June 30, 2015 (1) Revenue $ 14,110 Gross profit 4,338 Loss before income taxes (8,339 ) Net loss (8,339 ) June 30, 2015 Current assets $ 146,960 Non-current assets 512,766 Current liabilities 186,792 Non-current liabilities 7,277 (1) The summarized financial information is presented for the period beginning May 28, 2015, after completion of the Ticket Monster disposition transaction that resulted in the Company obtaining its minority limited partner interest in Monster LP. As of June 30, 2016 , the Company has measured the fair value of the GroupMax investment primarily using the discounted cash flow method. The key inputs to determining the fair value are cash flow forecasts and discount rates. As of June 30, 2016 , the Company applied a discount rate of 20% in its discounted cash flow valuation of GroupMax. The Company also used a market approach valuation technique, which is based on market multiples of guideline companies, to determine the fair value of GroupMax as of June 30, 2016 . The discounted cash flow and market approach valuations are then evaluated and weighted to determine the amount that is most representative of the fair value of the investee. Once the Company has determined the fair value of GroupMax, it then determines the fair value of its specific investment in the entity. GroupMax has a complex capital structure, so the Company applies an option-pricing model that considers the liquidation preferences of the respective classes of ownership interests in GroupMax to determine the fair value of its ownership interest in the entity. The Company recognized losses of $3.3 million and $4.3 million from changes in the fair value of its investment in GroupMax for the three and six months ended June 30, 2016 , respectively. Other Investments On May 9, 2016, the Company acquired a 13% minority investment in the preferred stock of a restaurant software provider as consideration for the sale of Breadcrumb. The preferred stock was recorded at its $8.3 million acquisition date fair value and is accounted for as a cost method investment. |
Supplemental Consolidated Balan
Supplemental Consolidated Balance Sheet and Statement of Operations Information | 6 Months Ended |
Jun. 30, 2016 | |
SUPPLEMENTAL CONSOLIDATED BALANCE SHEET AND STATEMENT OF OPERATIONS INFORMATION [Abstract] | |
Supplemental Consolidated Balance Sheets and Statements of Operations Information | SUPPLEMENTAL CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF OPERATIONS INFORMATION The following table summarizes the Company's other income (expense), net for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Interest income $ 461 $ 330 $ 856 $ 557 Interest expense (5,132 ) (473 ) (5,981 ) (1,143 ) Gain (losses) on changes in fair value of investments (4,607 ) 450 (5,707 ) 450 Foreign currency gains (losses), net (1) (1,328 ) 2,532 5,128 (16,965 ) Other (155 ) 102 (1,571 ) 115 Other income (expense), net $ (10,761 ) $ 2,941 $ (7,275 ) $ (16,986 ) (1) Foreign currency gains (losses), net for the three and six months ended June 30, 2016 includes $1.8 million and $0.3 million , respectively, of net cumulative translation gains that were reclassified to earnings as a result of the Company's exit from certain countries as part of its restructuring plan. Refer to Note 9, " Restructuring ," for additional information. Foreign currency gains (losses), net for the three and six months ended June 30, 2015 includes a $4.4 million loss related to the cumulative translation adjustment from the Company's legacy business in the Republic of Korea that was reclassified to earnings as a result of the Ticket Monster disposition. The following table summarizes the Company's prepaid expenses and other current assets as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Finished goods inventories $ 35,812 $ 42,305 Prepaid expenses 51,554 49,134 Income taxes receivable 21,764 32,483 VAT receivable 15,623 14,305 Other (1) 65,300 15,478 Total prepaid expenses and other current assets $ 190,053 $ 153,705 (1) As of June 30, 2016, Other includes $45.0 million that was deposited in an escrow account by the Company ( $39.5 million ) and its insurance carrier ( $5.5 million ) in connection with the preliminary court approval of the settlement for the Company's securities litigation matter (see Note 7, " Commitments and Contingencies" ). Final court approval of the settlement was granted on July 13, 2016. The following table summarizes the Company's accrued merchant and supplier payables as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Accrued merchant payables $ 431,919 $ 471,607 Accrued supplier payables (1) 223,698 304,604 Total accrued merchant and supplier payables $ 655,617 $ 776,211 (1) Amounts include payables to suppliers of inventories and providers of shipping and fulfillment services. The following table summarizes the Company's accrued expenses and other current liabilities as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Refunds reserve $ 29,558 $ 35,297 Payroll and benefits 57,531 50,454 Customer credits 32,344 32,293 Restructuring-related liabilities 14,259 11,556 Income taxes payable 9,943 13,885 Deferred revenue 41,731 40,396 Current portion of capital lease obligations 27,888 26,776 Other (1) 190,678 192,067 Total accrued expenses and other current liabilities $ 403,932 $ 402,724 (1) As of June 30, 2016 and December 31, 2015, Other includes a $45.0 million liability for the Company's securities litigation matter (see Note 7, "Commitments and Contingencies" ). Final court approval of the settlement for that matter was granted on July 13, 2016. The following table summarizes the Company's other non-current liabilities as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Long-term tax liabilities $ 53,174 $ 46,506 Capital lease obligations 25,441 30,943 Other 45,436 36,091 Total other non-current liabilities $ 124,051 $ 113,540 The following table summarizes the components of accumulated other comprehensive income (loss) as of June 30, 2016 and December 31, 2015 (in thousands): Foreign currency translation adjustments Unrealized gain (loss) on available-for-sale securities Pension adjustments Total Balance as of December 31, 2015 $ 52,261 $ 458 $ (1,513 ) $ 51,206 Other comprehensive income (loss) before reclassification adjustments (3,795 ) (168 ) 46 (3,917 ) Reclassification adjustments included in net income (loss) (7,997 ) — — (7,997 ) Other comprehensive income (loss) (11,792 ) (168 ) 46 (11,914 ) Balance as of June 30, 2016 $ 40,469 $ 290 $ (1,467 ) $ 39,292 |
Financing Arrangements (Notes)
Financing Arrangements (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | FINANCING ARRANGEMENTS Convertible Senior Notes On April 4, 2016, the Company issued $250.0 million in aggregate principal amount of convertible senior notes (the "Notes") in a private placement to A-G Holdings, L.P. ("Atairos"). The net proceeds from this offering were $243.2 million after deducting issuance costs. The Notes bear interest at a rate of 3.25% per annum, payable annually in arrears on April 1 of each year, beginning on April 1, 2017. The Notes will mature on April 1, 2022, subject to earlier conversion or redemption. Each $1,000 of principal amount of the Notes initially is convertible into 185.1852 shares of Class A common stock, or common stock, as applicable (the "Common Stock"), which is equivalent to an initial conversion price of $5.40 per share, subject to adjustment upon the occurrence of specified events. Upon conversion, the Company can elect to settle the conversion value in cash, shares of its Common Stock, or any combination of cash and shares of its Common Stock. Holders of the Notes may convert their Notes at their option at any time until the close of business on the scheduled trading day immediately preceding the maturity date. In addition, if specified corporate events occur prior to the maturity date, the Company may be required to increase the conversion rate for holders who elect to convert based on the effective date of such event and the applicable stock price attributable to the event, as set forth in a table contained in the indenture governing the Notes (the "Indenture"). With certain exceptions, upon a fundamental change (as defined in the Indenture), the holders of the Notes may require the Company to repurchase all or a portion of their Notes for cash at a purchase price equal to the principal amount plus accrued and unpaid interest. In addition, the Company may redeem the Notes, at its option, at a purchase price equal to the principal amount plus accrued and unpaid interest on or after April 1, 2020, if the closing sale price of the Common Stock exceeds 150% of the then-current conversion price for 20 or more trading days in the 30 consecutive trading day period preceding the Company’s exercise of this redemption right. The Notes are senior unsecured obligations of the Company that rank equal in right of payment to all senior unsecured indebtedness of the Company and rank senior in right of payment to any indebtedness that is contractually subordinated to the Notes. The Indenture includes customary events of default. If an event of default, as defined in the Indenture, occurs and is continuing, the principal amount of the Notes and any accrued and unpaid interest may be declared immediately due and payable. In the case of bankruptcy or insolvency, the principal amount of the Notes and any accrued and unpaid interest would automatically become immediately due and payable. The Company has separated the Notes into their liability and equity components in the accompanying condensed consolidated balance sheet. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated conversion feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the principal amount of the Notes. The difference between the principal amount of the Notes and the liability component (the "debt discount") is amortized to interest expense at an effective interest rate of 9.75% over the term of the Notes. The equity component of the Notes is included in additional paid-in capital in the condensed consolidated balance sheet and is not remeasured as long as it continues to meet the conditions for equity classification. The Company incurred transaction costs of approximately $6.8 million related to the issuance of the Notes. Those transaction costs have been allocated to the liability and equity components in the same manner as the allocation of the proceeds from the Notes. Transaction costs attributable to the liability component of $4.8 million were recorded as a debt discount in the condensed consolidated balance sheet and are being amortized to interest expense over the term of the Notes. Transaction costs attributable to the equity component of $2.0 million were recorded in stockholders' equity as a reduction of the equity component. The carrying amount of the Notes consisted of the following (in thousands): June 30, 2016 Liability component: Principal amount $ 250,000 Less: debt discount (75,985 ) Net carrying amount of liability component $ 174,015 Net carrying amount of equity component $ 68,658 The estimated fair value of the Notes as of June 30, 2016 was $229.9 million and was determined using a lattice model. The Company classified the fair value of the Notes as a Level 3 measurement due to the lack of observable market data over fair value inputs such as its stock price volatility over the term of the Notes and its cost of debt. As of June 30, 2016 , the remaining term of the Notes is approximately 5 years, 9 months . During the three and six months ended June 30, 2016 , the Company recognized interest expense on the Notes as follows (in thousands): Contractual interest expense based on 3.25% per annum $ 2,031 Amortization of debt discount 2,396 Total interest expense $ 4,427 Note Hedges and Warrants On May 9, 2016, the Company purchased convertible note hedges with respect to its Common Stock for a cost of $59.1 million from certain bank counterparties. The convertible note hedges provide the Company with the right to purchase up to 46.3 million shares of the Company's Common Stock at an initial strike price of $5.40 per share, which corresponds to the initial conversion price of the Notes, and are exercisable by the Company upon conversion of the Notes. The convertible note hedges are intended to reduce the potential economic dilution upon conversion of the Notes. The convertible note hedges are separate transactions and are not part of the terms of the Notes. Holders of the Notes do not have any rights with respect to the convertible note hedges. On May 9, 2016, the Company also sold warrants for total cash proceeds of $35.5 million to certain bank counterparties. The warrants provide the counterparties with the right to purchase up to 46.3 million shares of the Company's Common Stock at a strike price of $8.50 per share. The warrants expire on various dates between July 1, 2022 and August 26, 2022 and are exercisable on their expiration dates. The warrants are separate transactions and are not part of the terms of the Notes or convertible note hedges. Holders of the Notes and convertible note hedges do not have any rights with respect to the warrants. The amounts paid and received for the convertible note hedges and warrants have been recorded in additional paid-in capital in the condensed consolidated balance sheet as of June 30, 2016 . The convertible note hedges and warrants are not remeasured as long as they continue to meet the conditions for equity classification. The amounts paid for the convertible note hedges are tax deductible over the term of the Notes, while the proceeds received from the warrants are not taxable. Under the if-converted method, the shares of common stock underlying the conversion option in the Notes are included in the diluted earnings per share denominator and the interest expense on the Notes, net of tax, is added to the numerator. However, upon conversion, there will be no economic dilution from the Notes, as exercise of the convertible note hedges eliminates any dilution from the Notes that would have otherwise occurred when the price of the Company’s Common Stock exceeds the conversion price. Taken together, the purchase of the convertible note hedges and sale of warrants are intended to offset any actual dilution from the conversion of these Notes and to effectively increase the overall conversion price from $5.40 to $8.50 per share. Based on the closing price of the Company's Common Stock of $3.25 on June 30, 2016 , the if-converted value of the Notes was less than the principal amount. Revolving Credit Agreement On June 29, 2016, the Company amended and restated its senior secured revolving credit agreement (the "Amended and Restated Credit Agreement") that provides for aggregate principal borrowings of up to $250.0 million and matures in June 2019. The Amended and Restated Credit Agreement replaced the Company's previous $250.0 million credit agreement that was scheduled to mature in August 2017 (the "Original Credit Agreement"). Borrowings under the Amended and Restated Credit Agreement bear interest, at the Company's option, at a rate per annum equal to the Alternate Base Rate or Adjusted LIBO Rate (each as defined in the Amended and Restated Credit Agreement) plus an additional margin ranging between 0.50% and 2.25% . The Company is required to pay quarterly commitment fees ranging from 0.25% to 0.40% per annum of the average daily amount of unused commitments available under the Amended and Restated Credit Agreement. The Amended and Restated Credit Agreement also provides for the issuance of up to $45.0 million in letters of credit, provided that the sum of outstanding borrowings and letters of credit do not exceed the maximum funding commitment of $250.0 million . The Amended and Restated Credit Agreement is secured by substantially all of the Company's and its subsidiaries' tangible and intangible assets, including a pledge of 100% of the outstanding capital stock of substantially all of its direct and indirect domestic subsidiaries and 65% of the shares or equity interests of first-tier foreign subsidiaries and each U.S. entity whose assets substantially consist of capital stock and/or intercompany debt of one or more foreign subsidiaries, subject to certain exceptions. Certain of the Company's domestic subsidiaries are guarantors under the Amended and Restated Credit Agreement. The Amended and Restated Credit Agreement contains various customary restrictive covenants that limit the Company's ability to, among other things: incur additional indebtedness; make dividend and other restricted payments, including share repurchases; enter into sale or leaseback transactions; make investments, loans or advances; grant or incur liens on assets; sell assets; engage in mergers, consolidations, liquidations or dissolutions; and engage in transactions with affiliates. The Amended and Restated Credit Agreement requires the Company to maintain compliance with specified financial covenants, comprised of a minimum fixed charge coverage ratio, a maximum leverage ratio, a maximum senior secured indebtedness ratio and a minimum liquidity ratio, each as set forth in the Amended and Restated Credit Agreement. The Company is also required to maintain, as of the last day of each fiscal quarter, unrestricted cash of at least $400.0 million , including $200.0 million in accounts held with lenders under the Amended and Restated Credit Agreement or their affiliates. Non-compliance with these covenants may result in termination of the commitments under the Amended and Restated Credit Agreement and any then outstanding borrowings may be declared due and payable immediately. The Company has the right to terminate the Amended and Restated Credit Agreement or reduce the available commitments at any time. As of June 30, 2016 and December 31, 2015 , the Company had no borrowings under the Amended and Restated Credit Agreement or the Original Credit Agreement, respectively, and was in compliance with all covenants. As of June 30, 2016 and December 31, 2015 , the Company had outstanding letters of credit of $11.6 million under the Amended and Restated Credit Agreement and the Original Credit Agreement. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES The Company's commitments as of June 30, 2016 did not materially change from the amounts set forth in the Company's 2015 Annual Report on Form 10-K. Legal Matters and Other Contingencies From time to time, the Company is party to various legal proceedings incident to the operation of its business. For example, the Company is currently involved in proceedings brought by stockholders, former employees and merchants, intellectual property infringement suits and suits by customers (individually or as class actions) alleging, among other things, violations of the federal securities laws, the Credit Card Accountability, Responsibility and Disclosure Act and state laws governing gift cards, stored value cards and coupons. The following is a brief description of significant legal proceedings. The Company was a defendant in a proceeding pursuant to which, on October 29, 2012, a consolidated amended class action complaint was filed against the Company, certain of its directors and officers, and the underwriters that participated in the initial public offering of the Company's Class A common stock. The case was pending before the United States District Court for the Northern District of Illinois: In re Groupon, Inc. Securities Litigation . In the first quarter of 2016, the parties entered into a term sheet to settle the litigation that provides for a settlement payment to the class of $45.0 million in cash, including plaintiff’s attorneys’ fees, in exchange for a full and final release and also includes a denial of liability or any wrongdoing by the Company and the other defendants. On April 7, 2016, the Court entered an order preliminarily approving the settlement. On April 21, 2016, a $45.0 million settlement payment was made into an escrow account. On July 13, 2016, the Court entered an order providing final approval of the settlement and final judgment, dismissing the action with prejudice. The Company was fully reserved for the settlement amount as of June 30, 2016 and December 31, 2015. In addition, federal and state purported stockholder derivative lawsuits have been filed against certain of the Company's current and former directors and officers. The federal purported stockholder derivative lawsuit was originally filed in April 2012, and a consolidated stockholder derivative complaint, filed on July 30, 2012, is currently pending in the United States District Court for the Northern District of Illinois: In re Groupon Derivative Litigation . The state derivative cases are currently pending before the Chancery Division of the Circuit Court of Cook County, Illinois: Orrego v. Lefkofsky, et al., was filed on April 5, 2012; and Kim v. Lefkofsky, et al., was filed on May 25, 2012. In the first quarter of 2016, the parties reached an agreement in principle to settle the litigation. The agreement, which is subject to court approval, provides that the Company will implement certain corporate reforms. On June 22, 2016, the court entered an order for the parties to finalize settlement documentation related to the corporate reforms by August 3, 2016, for Plaintiffs to file their motion for preliminary approval by August 17, 2016, and setting the hearing on the motion for preliminary approval for August 31, 2016. The parties have not reached agreement on a reasonable plaintiffs’ attorneys’ fee award to be paid as part of the settlement, and continue to negotiate that aspect of the settlement. In 2010, the Company was named as a defendant in a series of class actions were consolidated in the U.S. District Court for the Southern District of California. The consolidated actions are referred to as In re Groupon Marketing and Sales Practices Litigation . In July 2015, the parties reached an agreement in principle regarding a settlement involving a combination of cash and Groupon credits, worth a total of $8.5 million . On March 23, 2016, the district court granted final approval of the settlement over various objections posed by two individuals and entered judgment pursuant to the settlement. In April 2016, the two individuals who had objected filed notices of appeal with the Ninth Circuit Court of Appeals. One appeal challenged the district court’s approval of the class action settlement; the other appeal challenged the district court’s denial of the objector’s request for an award of attorney’s fees. The appeal challenging the approval of the settlement was dismissed on June 23, 2016, and the settlement became final and non-appealable as of that date. The case was dismissed with prejudice and settlement claims are being validated and processed. The Company was fully reserved for the settlement amount as of June 30, 2016 and December 31, 2015. On March 2, 2016, International Business Machines Corporation ("IBM") filed a complaint in the United States District Court for the District of Delaware against the Company. In the complaint, IBM alleges that the Company has infringed and continues to willfully infringe certain IBM patents that IBM claims relate to the presentation of applications and advertising in an interactive service, preserving state information in online transactions and single sign-on processes in a computing environment and seeks unspecified damages (including a request that the amount of compensatory damages be trebled), injunctive relief and costs and reasonable attorneys’ fees. On May 9, 2016, the Company filed a complaint in the United States District Court for the Northern District of Illinois against IBM. The Company alleges that IBM has infringed and continues to willfully infringe one of the Company’s patents relating to location-based services. The Company intends to seek damages and injunctive relief for IBM’s infringement of this patent. Further, the Company plans to vigorously defend against the claims filed by IBM. In addition, other third parties have from time to time claimed, and others may claim in the future, that the Company has infringed their intellectual property rights. The Company is subject to intellectual property disputes, including patent infringement claims, and expects that it will increasingly be subject to intellectual property infringement claims as its services expand in scope and complexity. The Company has in the past litigated such claims, and the Company is presently involved in several patent infringement and other intellectual property-related claims, including pending litigation, some of which could involve potentially substantial claims for damages. The Company may also become more vulnerable to third party claims as laws such as the Digital Millennium Copyright Act are interpreted by the courts, and as the Company becomes subject to laws in jurisdictions where the underlying laws with respect to the potential liability of online intermediaries are either unclear or less favorable. The Company believes that additional lawsuits alleging that it has violated patent, copyright or trademark laws will be filed against it. Intellectual property claims, whether meritorious or not, are time consuming and costly to resolve, could require expensive changes in the Company's methods of doing business, or could require it to enter into costly royalty or licensing agreements. The Company is also subject to, or in the future may become subject to, a variety of regulatory inquiries across the jurisdictions where the Company conducts its business, including, for example, inquiries related to consumer protection, employment matters and/or hiring practices, marketing practices, tax, unclaimed property and privacy rules and regulations. Any regulatory actions against the Company, whether meritorious or not, could be time consuming, result in costly litigation, damage awards, injunctive relief or increased costs of doing business through adverse judgment or settlement, require the Company to change its business practices in expensive ways, require significant amounts of management time, result in the diversion of significant operational resources or otherwise harm the Company's business. The Company establishes an accrued liability for loss contingencies related to legal and regulatory matters when the loss is both probable and estimable. These accruals represent management's best estimate of probable losses and, in such cases, there may be an exposure to loss in excess of the amounts accrued. For certain of the matters described above, there are inherent and significant uncertainties based on, among other factors, the stage of the proceedings, developments in the applicable facts of law, or the lack of a specific damage claim. However, the Company believes that the amount of reasonably possible losses in excess of the amounts accrued for these matters would not have a material adverse effect on its business, consolidated financial position, results of operations or cash flows. The Company's accrued liabilities for loss contingencies related to legal and regulatory matters may change in the future as a result of new developments, including, but not limited to, the occurrence of new legal matters, changes in the law or regulatory environment, adverse or favorable rulings, newly discovered facts relevant to the matter, or changes in the strategy for the matter. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. Indemnifications In the normal course of business to facilitate transactions related to its operations, the Company indemnifies certain parties, including employees, lessors, service providers and merchants, with respect to various matters. The Company has agreed to hold certain parties harmless against losses arising from a breach of representations or covenants, or other claims made against those parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. The Company is also subject to increased exposure to various claims as a result of its acquisitions, particularly in cases where the Company is entering into new businesses in connection with such acquisitions. The Company may also become more vulnerable to claims as it expands the range and scope of its services and is subject to laws in jurisdictions where the underlying laws with respect to potential liability are either unclear or less favorable. In addition, the Company has entered into indemnification agreements with its officers, directors and underwriters, and the Company's bylaws contain similar indemnification obligations that cover officers, directors, employee and other agents. It is not possible to determine the maximum potential amount under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Historically, any payments that the Company has made under these agreements have not had a material impact on the operating results, financial position or cash flows of the Company. |
Stockholders' Equity and Compen
Stockholders' Equity and Compensation Arrangements Stockholders' Equity and Compensation Arrangements (Note) | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity and Compensation Arrangements | STOCKHOLDERS' EQUITY AND COMPENSATION ARRANGEMENTS Common Stock The Company's certificate of incorporation, as amended and restated, authorizes three classes of common stock: Class A common stock, Class B common stock and common stock. No shares of common stock will be issued or outstanding until October 31, 2016, at which time all outstanding shares of Class A common stock and Class B common stock will automatically convert into shares of common stock. In addition, the Company's certificate of incorporation authorizes shares of undesignated preferred stock, the rights, preferences and privileges of which may be designated from time to time by the Board of Directors (the "Board"). Share Repurchase Program The Board previously authorized the Company to repurchase up to $500.0 million of its Class A common stock through August 2017 under its current share repurchase program. On April 4, 2016, the Board approved an increase of $200.0 million to its share repurchase program and an extension of the program through April 2018. During the three and six months ended June 30, 2016 , the Company purchased 6,796,170 and 25,616,170 shares, respectively, for an aggregate purchase price of $24.4 million and $87.9 million (including fees and commissions) under that program. As of June 30, 2016 , up to $269.3 million of Class A common stock remained available for purchase under that program. The timing and amount of any share repurchases are determined based on market conditions, share price and other factors, and the program may be discontinued or suspended at any time. Groupon, Inc. Stock Plans The Groupon, Inc. Stock Plans (the "Plans") are administered by the Compensation Committee of the Board, which determines the number of awards to be issued, the corresponding vesting schedule and the exercise price for options. As of June 30, 2016 , 78,166,856 shares were available for future issuance under the Plans. The Company recognized stock-based compensation expense from continuing operations of $37.6 million and $38.5 million for the three months ended June 30, 2016 and 2015 , respectively, and $68.3 million and $73.6 million for the six months ended June 30, 2016 and 2015 , respectively, related to stock awards issued under the Plans and acquisition-related awards. The Company recognized stock-based compensation expense from discontinued operations of $4.2 million and $5.3 million for the three and six months ended June 30, 2015 , respectively. The Company also capitalized $2.8 million and $3.3 million of stock-based compensation for the three months ended June 30, 2016 and 2015 , respectively, and $5.0 million and $6.4 million of stock-based compensation for the six months ended June 30, 2016 and 2015 , respectively, in connection with internally-developed software. As of June 30, 2016 , a total of $154.9 million of unrecognized compensation costs related to unvested employee stock awards and unvested acquisition-related awards are expected to be recognized over a remaining weighted-average period of 1.07 years . Employee Stock Purchase Plan The Company is authorized to grant up to 10,000,000 shares of common stock under its employee stock purchase plan ("ESPP"). For the six months ended June 30, 2016 and 2015 , 618,319 and 328,644 shares of common stock were issued under the ESPP, respectively. Stock Options The table below summarizes the stock option activity for the six months ended June 30, 2016 : Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2015 1,584,832 $ 0.95 3.96 $ 3,360 Exercised (356,211 ) 1.22 Forfeited (65,951 ) 0.82 Outstanding and exercisable at June 30, 2016 1,162,670 $ 0.85 3.38 $ 2,790 (1) The aggregate intrinsic value of options outstanding and exercisable represents the total pretax intrinsic value (the difference between the fair value of the Company's stock on the last day of each period and the exercise price, multiplied by the number of options where the fair value exceeds the exercise price) that would have been received by the option holders had all option holders exercised their options as of June 30, 2016 and December 31, 2015 , respectively. Restricted Stock Units The restricted stock units granted under the Plans generally have vesting periods between one and four years. Restricted stock units are generally amortized on a straight-line basis over the requisite service period, except for restricted stock units with performance conditions and ratable vesting, which are amortized using the accelerated method. In May 2015, 575,744 restricted stock units previously granted to Ticket Monster employees were modified to permit continued vesting following the Company’s sale of its controlling stake in Ticket Monster. These nonemployee restricted stock units, which require ongoing employment with Ticket Monster to vest, are remeasured to fair value each reporting period. As of June 30, 2016 , 247,917 nonemployee restricted stock units were outstanding. The table below summarizes activity regarding unvested restricted stock units granted under the Plans for the six months ended June 30, 2016 : Restricted Stock Units Weighted- Average Grant Date Fair Value (per share) Unvested at December 31, 2015 39,143,509 $ 6.53 Granted 14,962,149 $ 3.73 Vested (13,299,333 ) $ 6.16 Forfeited (7,950,954 ) $ 6.64 Unvested at June 30, 2016 32,855,371 $ 5.40 Restricted Stock Awards The Company has granted restricted stock awards in connection with business combinations. Compensation expense on these awards is recognized on a straight-line basis over the requisite service periods, which extend through January 2018. The table below summarizes activity regarding unvested restricted stock for the six months ended June 30, 2016 : Restricted Stock Awards Weighted- Average Grant Date Fair Value (per share) Unvested at December 31, 2015 1,908,408 $ 5.72 Granted — $ — Vested (492,422 ) $ 7.42 Forfeited (196,968 ) $ 7.42 Unvested at June 30, 2016 1,219,018 $ 4.76 Performance Share Units During the six months ended June 30, 2016 , the Company granted 389,046 performance share units to certain key employees. The vesting of these awards into shares of the Company’s Class A common stock is contingent upon the Company’s achievement of specified financial and operational targets for the year ended December 31, 2016 and is subject to continued employment through the performance period. The weighted-average grant date fair value of the performance share units was $3.78 per share. There were no shares vested or forfeited during the six months ended June 30, 2016 . |
Restructuring (Notes)
Restructuring (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RESTRUCTURING In September 2015, the Company commenced a restructuring plan relating primarily to workforce reductions in its international operations. The Company has also undertaken workforce reductions in its North America segment. In addition to workforce reductions in its ongoing markets, the Company has ceased operations in six countries within its Rest of World segment and eleven countries within its EMEA segment as part of the restructuring plan, including four countries within its EMEA segment that were exited during the six months ended June 30, 2016 . The total revenue and net loss for the countries exited under the restructuring plan were $13.4 million and $1.5 million , respectively, for the three months ended June 30, 2015 . The total revenue and net loss for the countries exited under the restructuring plan were $28.3 million and $5.8 million , respectively, for the six months ended June 30, 2015 . Costs related to the restructuring plan are classified as “Restructuring charges” on the condensed consolidated statements of operations. Through June 30, 2016 , the Company has incurred cumulative costs for employee severance and benefits and other exit costs of $50.8 million under the restructuring plan. In addition to those costs, the Company has incurred cumulative long-lived asset impairment charges of $7.3 million resulting from its restructuring activities. Management continues to explore potential further restructuring actions in connection with its efforts to optimize the Company’s cost structure and global footprint. The following table summarizes the costs incurred by segment related to the Company’s restructuring plan for the three months ended June 30, 2016 (in thousands): Three Months Ended June 30, 2016 Employee Severance and Benefit Costs (1) Asset Impairments Other Exit Costs Total Restructuring Charges North America $ 1,488 $ — $ 1,318 $ 2,806 EMEA 12,562 — 121 12,683 Rest of World 394 — 202 596 Consolidated $ 14,444 $ — $ 1,641 $ 16,085 (1) The employee severance and benefit costs for the three months ended June 30, 2016 relates to the termination of approximately 250 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. The following table summarizes the costs incurred by segment related to the Company’s restructuring plan for the six months ended June 30, 2016 (in thousands): Six Months Ended June 30, 2016 Employee Severance and Benefit Costs (1) Asset Impairments Other Exit Costs Total Restructuring Charges North America $ 6,213 $ 45 $ 2,167 $ 8,425 EMEA 15,829 — 329 16,158 Rest of World 3,721 — 225 3,946 Consolidated $ 25,763 $ 45 $ 2,721 $ 28,529 (1) The employee severance and benefit costs for the six months ended June 30, 2016 relates to the termination of approximately 750 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. The following table summarizes restructuring liability activity for the six months ended June 30, 2016 (in thousands): Employee Severance and Benefit Costs Other Exit Costs Total Balance as of December 31, 2015 $ 9,017 $ 2,539 $ 11,556 Charges payable in cash (1) 21,054 2,721 23,775 Cash payments (16,552 ) (4,722 ) (21,274 ) Foreign currency translation 188 14 202 Balance as of June 30, 2016 $ 13,707 $ 552 $ 14,259 (1) Excludes stock-based compensation of $4.7 million related to accelerated vesting of stock-based compensation awards for certain employees terminated as a result of the Company's restructuring activities for the six months ended June 30, 2016 . |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Company's tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items. For the three months ended June 30, 2016 , the Company recorded an income tax benefit from continuing operations of $2.2 million on a pre-tax loss from continuing operations of $53.9 million . For the three months ended June 30, 2015 , the Company recorded income tax expense from continuing operations of $9.0 million on a pre-tax loss from continuing operations of $6.3 million . For the six months ended June 30, 2016 , the Company recorded an income tax benefit from continuing operations of $0.5 million on a pre-tax loss from continuing operations of $97.8 million . For the six months ended June 30, 2015 , the Company recorded income tax expense from continuing operations of $11.1 million on a pre-tax loss from continuing operations of $20.9 million . The Company's U.S. statutory rate is 35% . The primary factor impacting the effective tax rate for the three and six months ended June 30, 2016 was the pre-tax losses incurred by the Company's operations in jurisdictions that have valuation allowances against their net deferred tax assets, including the United States. Significant factors impacting the effective tax rate for the three and six months ended June 30, 2015 included pre-tax losses in foreign jurisdictions with valuation allowances against their net deferred tax assets and amortization of the tax effects of intercompany sales of intellectual property. The Company expects that its consolidated effective tax rate in future periods will continue to differ significantly from the U.S. federal income tax rate as a result of its tax obligations in jurisdictions with profits and valuation allowances in jurisdictions with losses. The Company is currently undergoing income tax audits in multiple jurisdictions. There are many factors, including factors outside of the Company's control, which influence the progress and completion of those audits. As of June 30, 2016 , the Company believes that it is reasonably possible that changes of up to $24.3 million in unrecognized tax benefits may occur within the next 12 months upon closing of income tax audits or the expiration of applicable statutes of limitations. See Note 2, "Discontinued Operations and Other Dispositions," for discussion of the income tax benefit from discontinued operations for the three and six months ended June 30, 2015 . |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined under U.S. GAAP as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs in valuation methodologies used to measure fair value: Level 1 - Measurements that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - Measurements that include other inputs that are directly or indirectly observable in the marketplace. Level 3 - Measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. These fair value measurements require significant judgment. In determining fair value, the Company uses various valuation approaches within the fair value measurement framework. The valuation methodologies used for the Company's assets and liabilities measured at fair value and their classification in the valuation hierarchy are summarized below: Cash equivalents - Cash equivalents primarily consist of AAA-rated money market funds. The Company classified cash equivalents as Level 1 due to the short-term nature of these instruments and measured the fair value based on quoted prices in active markets for identical assets. Fair value option and available-for-sale securities investments - See Note 4, " Investments ," for discussion of the valuation methodologies used to measure the fair value of the Company's investments in Monster LP and GroupMax. The Company measures the fair value of those investments using the discounted cash flow method, which is an income approach, and the market approach. The Company also has investments in redeemable preferred shares and convertible debt securities issued by nonpublic entities. The Company measures the fair value of those available-for-sale securities using the discounted cash flow method. The Company has classified its fair value option investments and its investments in available-for-sale securities as Level 3 due to the lack of observable market data over fair value inputs such as cash flow projections and discount rates. Increases in projected cash flows and decreases in discount rates contribute to increases in the estimated fair values of the fair value option investments and available-for-sale securities, whereas decreases in projected cash flows and increases in discount rates contribute to decreases in their fair values. Contingent consideration - The Company has contingent obligations to transfer cash to the former owners of acquired businesses if specified financial results are met over future reporting periods (i.e., earn-outs). Liabilities for contingent consideration are measured at fair value each reporting period, with the acquisition-date fair value included as part of the consideration transferred and subsequent changes in fair value are recorded in earnings within "Acquisition-related expense (benefit), net" on the condensed consolidated statements of operations. The Company uses an income approach to value contingent consideration obligations based on future financial performance, which is determined based on the present value of probability-weighted future cash flows. The Company has classified the contingent consideration liabilities as Level 3 due to the lack of relevant observable market data over fair value inputs such as probability-weighting of payment outcomes. Increases in the assessed likelihood of a higher payout under a contingent consideration arrangement contribute to increases in the fair value of the related liability. Conversely, decreases in the assessed likelihood of a higher payout under a contingent consideration arrangement contribute to decreases in the fair value of the related liability. Changes in assumptions could have an impact on the payout of contingent consideration arrangements with a maximum payout of $16.0 million . The following tables summarize the Company's assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurement at Reporting Date Using Description June 30, 2016 Quoted Prices in Active Markets for Significant Other Significant Assets: Cash equivalents $ 236,913 $ 236,913 $ — $ — Fair value option investments 125,018 — — 125,018 Available-for-sale securities: Convertible debt securities 10,573 — — 10,573 Redeemable preferred shares 22,343 — — 22,343 Liabilities: Contingent consideration 14,788 — — 14,788 Fair Value Measurement at Reporting Date Using Description December 31, 2015 Quoted Prices in Active Markets for Significant Other Significant Assets: Cash equivalents $ 305,179 $ 305,179 $ — $ — Fair value option investments 130,725 — — 130,725 Available-for-sale securities: Convertible debt securities 10,116 — — 10,116 Redeemable preferred shares 22,834 — — 22,834 Liabilities: Contingent consideration 10,781 — — 10,781 The following table provides a roll-forward of the fair value of recurring Level 3 fair value measurements for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Assets Fair value option investments: Beginning Balance $ 129,625 $ — $ 130,725 $ — Acquisition of investments in Monster LP — 122,075 — 122,075 Total gains (losses) included in earnings (4,607 ) 450 (5,707 ) 450 Ending Balance $ 125,018 $ 122,525 $ 125,018 $ 122,525 Unrealized gains (losses) still held (1) $ (4,607 ) $ 450 $ (5,707 ) $ 450 Available-for-sale securities Convertible debt securities: Beginning Balance $ 10,173 $ 2,757 $ 10,116 $ 2,527 Purchase of convertible debt security — 5,000 — 5,000 Total gains (losses) included in other comprehensive income 201 82 220 312 Total gains (losses) included in other income (expense), net (2) 199 187 237 187 Ending Balance $ 10,573 $ 8,026 $ 10,573 $ 8,026 Unrealized gains (losses) still held (1) $ 400 $ 269 $ 457 $ 499 Redeemable preferred shares: Beginning Balance $ 22,699 $ 4,900 $ 22,834 $ 4,910 Total gains (losses) included in other comprehensive income (loss) (356 ) (19 ) (491 ) (29 ) Ending Balance $ 22,343 $ 4,881 $ 22,343 $ 4,881 Unrealized (losses) gains still held (1) $ (356 ) $ (19 ) $ (491 ) $ (29 ) Liabilities Contingent Consideration: Beginning Balance $ 13,938 $ 1,373 $ 10,781 $ 1,983 Settlements of contingent consideration liabilities — (716 ) — (716 ) Reclass to non-fair value liabilities when no longer contingent — — (285 ) (331 ) Total losses (gains) included in earnings (3) 850 (424 ) 4,292 (703 ) Ending Balance $ 14,788 $ 233 $ 14,788 $ 233 Unrealized losses (gains) still held (1) $ 850 $ (857 ) $ 4,166 $ (1,091 ) (1) Represents the unrealized losses or gains recorded in earnings and/or other comprehensive income (loss) during the period for assets and liabilities classified as Level 3 that are still held (or outstanding) at the end of the period. (2) Represents accretion of interest income and changes in the fair value of an embedded derivative. (3) Changes in the fair value of contingent consideration liabilities are classified within "Acquisition-related expense (benefit), net" on the condensed consolidated statements of operations. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities are measured at fair value on a nonrecurring basis, including assets that are written down to fair value as a result of an impairment. The Company did not record any significant nonrecurring fair value measurements after initial recognition for the three and six months ended June 30, 2016 and 2015 . Estimated Fair Value of Financial Assets and Liabilities Not Measured at Fair Value The following table presents the carrying amounts and fair values of financial instruments that are not carried at fair value in the consolidated financial statements (in thousands): June 30, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Cost method investments $ 23,117 $ 24,910 $ 14,561 $ 15,922 The fair values of the Company's cost method investments were determined using the market approach or the income approach, depending on the availability of fair value inputs such as financial projections for the investees and market multiples for comparable companies. The Company has classified the fair value measurements of its cost method investments as Level 3 measurements within the fair value hierarchy because they involve significant unobservable inputs such as cash flow projections and discount rates. The Company's other financial instruments not carried at fair value consist primarily of accounts receivable, restricted cash, accounts payable, accrued merchant and supplier payables and accrued expenses. The carrying values of these assets and liabilities approximate their respective fair values as of June 30, 2016 and December 31, 2015 due to their short-term nature. |
Income (Loss) Per Share of Clas
Income (Loss) Per Share of Class A and Class B Common Stock | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share of Class A and Class B Common Stock | LOSS) PER SHARE OF CLASS A AND CLASS B COMMON STOCK The Company computes net income (loss) per share of Class A and Class B common stock using the two-class method. Basic net income (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share is computed using the weighted-average number of common shares and the effect of potentially dilutive securities outstanding during the period. Potentially dilutive securities consist of stock options, restricted stock units, unvested restricted stock awards, warrants, performance share units, ESPP shares and convertible senior notes. The dilutive effect of these securities is reflected in diluted net income (loss) per share by application of the treasury stock method or the if-converted method. The computation of the diluted net income (loss) per share of Class A common stock assumes the conversion of Class B common stock, if dilutive, while the diluted net income (loss) per share of Class B common stock does not assume the conversion of those shares. The rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting. Under the two-class method, the undistributed earnings for each period are allocated based on the contractual participation rights of the Class A and Class B common stock as if the earnings for the period had been distributed. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis. Further, as the Company assumes the conversion of Class B common stock, if dilutive, in the computation of the diluted net income (loss) per share of Class A common stock, the undistributed earnings are equal to net income (loss) for that computation. The following table sets forth the computation of basic and diluted net income (loss) per share of Class A and Class B common stock for the three and six months ended June 30, 2016 and 2015 (in thousands, except share amounts and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Class A Class B Class A Class B Class A Class B Class A Class B Basic net income (loss) per share: Numerator Allocation of net income (loss) - continuing operations $ (51,516 ) $ (215 ) $ (15,211 ) $ (56 ) $ (96,924 ) $ (403 ) $ (31,892 ) $ (114 ) Less: Allocation of net income (loss) attributable to noncontrolling interests 3,160 13 2,818 10 6,668 28 6,622 24 Allocation of net income (loss) attributable to common stockholders - continuing operations $ (54,676 ) $ (228 ) $ (18,029 ) $ (66 ) $ (103,592 ) $ (431 ) $ (38,514 ) $ (138 ) Allocation of net income (loss) attributable to common stockholders - discontinued operations — — 126,725 454 — — 132,986 477 Allocation of net income (loss) attributable to common stockholders $ (54,676 ) $ (228 ) $ 108,696 $ 388 $ (103,592 ) $ (431 ) $ 94,472 $ 339 Denominator Weighted-average common shares outstanding 574,503,028 2,399,976 669,230,193 2,399,976 577,427,365 2,399,976 671,606,577 2,399,976 Basic net income (loss) per share: Continuing operations $ (0.10 ) $ (0.10 ) $ (0.03 ) $ (0.03 ) $ (0.18 ) $ (0.18 ) $ (0.06 ) $ (0.06 ) Discontinued operations — — 0.19 0.19 — — 0.20 0.20 Basic net income (loss) per share $ (0.10 ) $ (0.10 ) $ 0.16 $ 0.16 $ (0.18 ) $ (0.18 ) $ 0.14 $ 0.14 Diluted net income (loss) per share: Numerator Allocation of net income (loss) attributable to common stockholders for basic computation - continuing operations $ (54,676 ) $ (228 ) $ (18,029 ) $ (66 ) $ (103,592 ) $ (431 ) $ (38,514 ) $ (138 ) Reallocation of net income (loss) attributable to common stockholders as a result of conversion of Class B (1) — — — — — — — — Plus: Interest expense on convertible senior notes, net of tax (1) — — — — — — — — Allocation of net income (loss) attributable to common stockholders - continuing operations $ (54,676 ) $ (228 ) $ (18,029 ) $ (66 ) $ (103,592 ) $ (431 ) $ (38,514 ) $ (138 ) Allocation of net income (loss) attributable to common stockholders for basic computation - discontinued operations $ — $ — $ 126,725 $ 454 $ — $ — $ 132,986 $ 477 Reallocation of net income (loss) attributable to common stockholders as a result of conversion of Class B (1) — — — — — — — — Allocation of net income (loss) attributable to common stockholders - discontinued operations — — 126,725 454 — — 132,986 477 Allocation of net income (loss) attributable to common stockholders $ (54,676 ) $ (228 ) $ 108,696 $ 388 $ (103,592 ) $ (431 ) $ 94,472 $ 339 Denominator Weighted-average common shares outstanding used in basic computation 574,503,028 2,399,976 669,230,193 2,399,976 577,427,365 2,399,976 671,606,577 2,399,976 Conversion of Class B (1) — — — — — — — — Employee stock options (1) — — — — — — — — Restricted shares and RSUs (1) — — — — — — — — Convertible senior notes (1) — — — — — — — — Warrants (1) — — — — — — — — Weighted-average diluted shares outstanding (1) 574,503,028 2,399,976 669,230,193 2,399,976 577,427,365 2,399,976 671,606,577 2,399,976 Diluted net income (loss) per share: Continuing operations $ (0.10 ) $ (0.10 ) $ (0.03 ) $ (0.03 ) $ (0.18 ) $ (0.18 ) $ (0.06 ) $ (0.06 ) Discontinued operations — — 0.19 0.19 — — 0.20 0.20 Diluted net income (loss) per share $ (0.10 ) $ (0.10 ) $ 0.16 $ 0.16 $ (0.18 ) $ (0.18 ) $ 0.14 $ 0.14 (1) The impact of the conversion of Class B common stock into Class A common stock, outstanding equity awards and outstanding convertible senior notes and warrants have not been reflected in the diluted income (loss) per share calculation for the three and six months ended June 30, 2016 and 2015 because the effect on net income (loss) per share from continuing operations would be antidilutive. The following weighted-average outstanding equity awards are not included in the diluted net income (loss) per share calculations above because they would have had an antidilutive effect on the net income (loss) per share from continuing operations: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock options 1,241,917 1,986,295 1,353,100 2,060,915 Restricted stock units 35,796,752 43,168,136 36,992,033 40,612,765 Restricted stock 1,219,018 1,005,543 1,456,165 793,170 ESPP shares 1,219,133 837,123 1,315,666 729,180 Convertible senior notes 44,261,298 — 22,130,649 — Warrants 26,455,029 — 13,227,514 — Total 110,193,147 46,997,097 76,475,127 44,196,030 In addition to the antidilutive awards as set forth in the table above, the Company also granted approximately 260,709 and 389,046 performance share units, respectively, to certain key employees during the three and six months ended June 30, 2016 . Contingently issuable shares are excluded from the computation of diluted earnings per share if, based on current period results, the shares would not be issuable if the end of the reporting period were the end of the contingency period. These outstanding performance share units have been excluded from the table above for the three and six months ended June 30, 2016 as the performance conditions were not satisfied as of the end of the period. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company organizes its operations into three segments: North America, EMEA and Rest of World. Segment operating results reflect earnings before stock-based compensation, acquisition-related expense (benefit), net, other income (expense), net and provision (benefit) for income taxes. Segment information reported in the tables below represents the operating segments of the Company organized in a manner consistent with which separate information is available and for which segment results are evaluated regularly by the Company's chief operating decision-maker in assessing performance and allocating resources. Revenue and profit or loss information by reportable segment reconciled to consolidated net income (loss) for the three and six months ended June 30, 2016 and 2015 were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 North America Revenue (1) $ 516,922 $ 481,282 $ 1,017,735 $ 961,164 Segment cost of revenue and operating expenses (3) (4) 515,434 454,413 1,027,695 909,629 Segment operating income (loss) (3) 1,488 26,869 (9,960 ) 51,535 EMEA Revenue (1) 198,305 204,047 387,275 420,267 Segment cost of revenue and operating expenses (3) (4) 194,548 194,378 377,602 390,946 Segment operating income (loss) (3) 3,757 9,669 9,673 29,321 Rest of World Revenue 40,803 53,066 82,991 107,320 Segment cost of revenue and operating expenses (3) (4) 50,989 59,858 100,963 118,260 Segment operating income (loss) (3) (10,186 ) (6,792 ) (17,972 ) (10,940 ) Consolidated Revenue 756,030 738,395 1,488,001 1,488,751 Segment cost of revenue and operating expenses (3) (4) 760,971 708,649 1,506,260 1,418,835 Segment operating income (loss) (3) (4,941 ) 29,746 (18,259 ) 69,916 Stock-based compensation (2) 37,378 38,467 67,929 73,611 Acquisition-related expense (benefit), net 850 505 4,314 236 Income (loss) from operations (43,169 ) (9,226 ) (90,502 ) (3,931 ) Other income (expense), net (10,761 ) 2,941 (7,275 ) (16,986 ) Income (loss) from continuing operations before provision (benefit) for income taxes (53,930 ) (6,285 ) (97,777 ) (20,917 ) Provision (benefit) for income taxes (2,199 ) 8,982 (450 ) 11,089 Income (loss) from continuing operations (51,731 ) (15,267 ) (97,327 ) (32,006 ) Income (loss) from discontinued operations, net of tax — 127,179 — 133,463 Net income (loss) $ (51,731 ) $ 111,912 $ (97,327 ) $ 101,457 (1) North America includes revenue from the United States of $508.8 million and $474.5 million for the three months ended June 30, 2016 and 2015 , respectively, and $1,001.4 million and $947.6 million for the six months ended June 30, 2016 and 2015 , respectively. EMEA includes revenue from Switzerland of $130.2 million and $113.7 million for the three months ended June 30, 2016 and 2015 , respectively, and $243.5 million and $231.2 million for the six months ended June 30, 2016 and 2015 , respectively. There were no other individual countries that represented more than 10% of consolidated total revenue for the three and six months ended June 30, 2016 and 2015 . (2) Includes stock-based compensation classified within cost of revenue, marketing expense, selling, general and administrative expense and restructuring charges. Other income (expense), net, includes $0.2 million and $0.4 million of additional stock-based compensation for the three and six months ended June 30, 2016 and $0.02 million for the three and six months ended June 30, 2015 . (3) Segment cost of revenue and operating expenses and segment operating income (loss) exclude stock-based compensation and acquisition-related (benefit) expense, net. This presentation corresponds to the measure of segment profit or loss that the Company's chief operating decision-maker uses in assessing segment performance and making resource allocation decisions. The following table summarizes the Company's stock-based compensation expense and acquisition-related expense (benefit), net by reportable segment for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related North America $ 31,920 $ 850 $ 34,031 $ 505 $ 58,943 $ 4,314 $ 65,283 $ 236 EMEA 3,735 — 2,793 — 5,855 — 5,440 — Rest of World 1,897 — 1,661 — 3,510 — 2,906 — Consolidated $ 37,552 $ 850 $ 38,485 $ 505 $ 68,308 $ 4,314 $ 73,629 $ 236 (4) Segment cost of revenue and operating expenses for the three months ended June 30, 2016 includes restructuring charges of $2.8 million in North America, $10.6 million in EMEA (which excludes $2.1 million of stock-based compensation) and $0.6 million in Rest of World (which excludes $0.02 million of stock-based compensation). Segment cost of revenue and operating expenses for the six months ended June 30, 2016 includes restructuring charges of $5.8 million in North America (which excludes $2.6 million of stock-based compensation), $14.0 million in EMEA (which excludes $2.1 million of stock-based compensation) and $3.9 million in Rest of World (which excludes $0.02 million of stock-based compensation). See Note 9, " Restructuring ," for additional information. The following table summarizes the Company's total assets by reportable segment as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 North America (1) $ 1,096,490 $ 1,063,595 EMEA 440,991 508,353 Rest of World 213,961 224,316 Consolidated total assets $ 1,751,442 $ 1,796,264 (1) North America contains assets from the United States of $1,088.9 million and $1,018.2 million as of June 30, 2016 and December 31, 2015 , respectively. There were no other individual countries that represented more than 10% of consolidated total assets as of June 30, 2016 and December 31, 2015 . Category Information The Company offers goods and services through its online local commerce marketplaces in three primary categories: Local Deals ("Local"), Groupon Goods ("Goods") and Groupon Getaways ("Travel"). Collectively, Local and Travel comprise the Company's "Services" deal offerings and Goods, which it also refers to as "Shopping," reflects its product offerings. The Company also earns advertising revenue, payment processing revenue and commission revenue. Revenue and gross profit from these other sources, which are primarily generated through the Company's relationships with local and national merchants, are included within the Local category in the tables below. The following table summarizes the Company's third party and other and direct revenue from continuing operations by category for its three reportable segments for the three months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 184,139 $ 172,461 $ 60,616 $ 75,543 $ 22,461 $ 28,499 $ 267,216 $ 276,503 Travel: Third party 21,401 21,958 10,709 13,100 4,321 6,363 36,431 41,421 Total services 205,540 194,419 71,325 88,643 26,782 34,862 303,647 317,924 Goods: Third party 2,364 1,671 5,317 9,702 6,801 11,549 14,482 22,922 Direct 309,018 285,192 121,663 105,702 7,220 6,655 437,901 397,549 Total 311,382 286,863 126,980 115,404 14,021 18,204 452,383 420,471 Total revenue $ 516,922 $ 481,282 $ 198,305 $ 204,047 $ 40,803 $ 53,066 $ 756,030 $ 738,395 (1) Includes revenue from deals with local and national merchants and through local events. The following table summarizes the Company's third party and other and direct revenue from continuing operations by category for its three reportable segments for the six months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Six Months Ended Six Months Ended Six Months Ended Six Months Ended 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 376,292 $ 353,325 $ 122,502 $ 158,079 $ 44,543 $ 58,780 $ 543,337 $ 570,184 Travel: Third party 42,315 41,947 21,887 27,817 9,370 12,858 73,572 82,622 Total services 418,607 395,272 144,389 185,896 53,913 71,638 616,909 652,806 Goods: Third party 4,354 2,319 16,003 21,680 15,431 24,162 35,788 48,161 Direct 594,774 563,573 226,883 212,691 13,647 11,520 835,304 787,784 Total 599,128 565,892 242,886 234,371 29,078 35,682 871,092 835,945 Total revenue $ 1,017,735 $ 961,164 $ 387,275 $ 420,267 $ 82,991 $ 107,320 $ 1,488,001 $ 1,488,751 (1) Includes revenue from deals with local and national merchants and through local events. The following table summarizes the Company's gross profit from continuing operations by category for its three reportable segments for the three months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 158,812 $ 147,574 $ 56,849 $ 70,270 $ 18,739 $ 24,567 $ 234,400 $ 242,411 Travel: Third party 16,334 18,385 9,784 11,939 3,240 5,012 29,358 35,336 Total services 175,146 165,959 66,633 82,209 21,979 29,579 263,758 277,747 Goods: Third party 2,019 1,408 4,426 7,779 4,126 6,367 10,571 15,554 Direct 40,009 29,190 19,099 14,099 151 417 59,259 43,706 Total 42,028 30,598 23,525 21,878 4,277 6,784 69,830 59,260 Total gross profit $ 217,174 $ 196,557 $ 90,158 $ 104,087 $ 26,256 $ 36,363 $ 333,588 $ 337,007 (1) Includes gross profit from deals with local and national merchants and through local events. The following table summarizes the Company's gross profit from continuing operations by category for its three reportable segments for the six months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Six Months Ended Six Months Ended Six Months Ended Six Months Ended 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 322,830 $ 302,350 $ 115,112 $ 147,626 $ 37,510 $ 50,728 $ 475,452 $ 500,704 Travel: Third party 32,046 34,176 19,999 24,339 7,237 9,918 59,282 68,433 Total services 354,876 336,526 135,111 171,965 44,747 60,646 534,734 569,137 Goods: Third party 3,692 1,842 13,871 17,972 9,819 12,774 27,382 32,588 Direct 74,549 52,679 36,066 29,387 185 622 110,800 82,688 Total 78,241 54,521 49,937 47,359 10,004 13,396 138,182 115,276 Total gross profit $ 433,117 $ 391,047 $ 185,048 $ 219,324 $ 54,751 $ 74,042 $ 672,916 $ 684,413 (1) Includes gross profit from deals with local and national merchants and through local events. |
Description of Business and B22
Description of Business and Basis of Presentation Description of Business, Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's condensed consolidated financial statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenue and expenses of all wholly-owned subsidiaries and majority-owned subsidiaries over which the Company exercises control and variable interest entities for which the Company has determined that it is the primary beneficiary. Outside stockholders' interests in subsidiaries are shown on the condensed consolidated financial statements as "Noncontrolling interests." Equity investments in entities in which the Company does not have a controlling financial interest are accounted for under the equity method, the cost method, the fair value option or as available-for-sale securities, as appropriate. |
Reclassification | Reclassifications Certain reclassifications have been made to the condensed consolidated financial statements of prior periods and the accompanying notes to conform to the current period presentation. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts and classifications of assets and liabilities, revenue and expenses, and the related disclosures of contingent liabilities in the condensed consolidated financial statements and accompanying notes. Estimates are utilized for, but not limited to, stock-based compensation, income taxes, valuation of acquired goodwill and intangible assets, investments, customer refunds, contingent liabilities and the useful lives of property, equipment and software and intangible assets. Actual results could differ materially from those estimates. |
Discontinued Operations and O23
Discontinued Operations and Other Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | The following table summarizes the major classes of line items included in income (loss) from discontinued operations, net of tax, for the three and six months ended June 30, 2015 (in thousands): Three Months Ended (1) Six Months Ended (1) Third party and other revenue $ 10,262 $ 28,145 Direct revenue 14,242 39,065 Third party and other cost of revenue (4,434 ) (13,958 ) Direct cost of revenue (12,082 ) (38,031 ) Marketing expense (3,472 ) (8,495 ) Selling, general and administrative expense (15,339 ) (38,102 ) Other income, net 35 96 Loss from discontinued operations before gain on disposition and provision for income taxes (10,788 ) (31,280 ) Gain on disposition 202,158 202,158 Provision for income taxes (64,191 ) (37,415 ) Income (loss) from discontinued operations, net of tax $ 127,179 $ 133,463 (1) The income from discontinued operations, net of tax, for the three and six months ended June 30, 2015 includes the results of Ticket Monster through the disposition date of May 27, 2015. |
Goodwill and Other Intangible24
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The following table summarizes the Company's goodwill activity by segment for the six months ended June 30, 2016 (in thousands): North America EMEA Rest of World Consolidated Balance as of December 31, 2015 $ 178,746 $ 92,063 $ 16,523 $ 287,332 Goodwill related to acquisition 671 — — 671 Goodwill related to disposition (1,260 ) — — (1,260 ) Foreign currency translation — 1,822 724 2,546 Balance as of June 30, 2016 $ 178,157 $ 93,885 $ 17,247 $ 289,289 |
Schedule of Finite-Lived Intangible Assets by Major Class [Table Text Block] | The following tables summarize the Company's intangible assets (in thousands): June 30, 2016 Asset Category Gross Carrying Value Accumulated Amortization Net Carrying Value Subscriber relationships $ 53,130 $ 46,775 $ 6,355 Merchant relationships 9,737 8,412 1,325 Trade names 11,109 8,030 3,079 Developed technology 36,364 27,649 8,715 Brand relationships 7,960 3,869 4,091 Other intangible assets 22,794 16,810 5,984 Total $ 141,094 $ 111,545 $ 29,549 December 31, 2015 Asset Category Gross Carrying Value Accumulated Amortization Net Carrying Value Subscriber relationships $ 52,204 $ 43,725 $ 8,479 Merchant relationships 9,648 8,064 1,584 Trade names 11,013 7,396 3,617 Developed technology 37,103 25,436 11,667 Brand relationships 7,960 3,073 4,887 Other intangible assets 20,638 14,389 6,249 Total $ 138,566 $ 102,083 $ 36,483 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | As of June 30, 2016 , the Company's estimated future amortization expense related to intangible assets is as follows (in thousands): Remaining amounts in 2016 $ 8,110 2017 11,908 2018 8,000 2019 931 2020 555 Thereafter 45 Total $ 29,549 |
Investments (Tables)
Investments (Tables) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Investments, All Other Investments [Abstract] | ||
Equity Method Investments [Table Text Block] | The following table summarizes the condensed financial information for Monster LP as of June 30, 2015 and for the period from May 28, 2015 through June 30, 2015 (in thousands): Period from May 28, 2015 through June 30, 2015 (1) Revenue $ 14,110 Gross profit 4,338 Loss before income taxes (8,339 ) Net loss (8,339 ) June 30, 2015 Current assets $ 146,960 Non-current assets 512,766 Current liabilities 186,792 Non-current liabilities 7,277 (1) The summarized financial information is presented for the period beginning May 28, 2015, after completion of the Ticket Monster disposition transaction that resulted in the Company obtaining its minority limited partner interest in Monster LP. | |
Schedule of Cost and Equity Method Investments | The following table summarizes the Company's investments (dollars in thousands): June 30, 2016 Percent Ownership of Voting Stock December 31, 2015 Percent Ownership of Voting Stock Available-for-sale securities: Convertible debt securities $ 10,573 $ 10,116 Redeemable preferred shares 22,343 17% to 25% 22,834 17% to 25% Total available-for-sale securities 32,916 32,950 Cost method investments 23,117 2% to 13% 14,561 2% to 10% Fair value option investments 125,018 41% to 45% 130,725 43% to 45% Total investments $ 181,051 $ 178,236 | |
Schedule of Available-for-sale Securities Reconciliation | The following table summarizes the amortized cost, gross unrealized gain, gross unrealized loss and fair value of the Company's available-for-sale securities as of June 30, 2016 and December 31, 2015 , respectively (in thousands): June 30, 2016 December 31, 2015 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss (1) Fair Value Amortized Cost Gross Unrealized Gain Gross Unrealized Loss (1) Fair Value Available-for-sale securities: Convertible debt securities $ 9,471 $ 1,301 $ (199 ) $ 10,573 $ 9,234 $ 882 $ — $ 10,116 Redeemable preferred shares 22,973 96 (726 ) 22,343 22,973 — (139 ) 22,834 Total available-for-sale securities $ 32,444 $ 1,397 $ (925 ) $ 32,916 $ 32,207 $ 882 $ (139 ) $ 32,950 |
Supplemental Consolidated Bal26
Supplemental Consolidated Balance Sheet and Statement of Operations Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
SUPPLEMENTAL CONSOLIDATED BALANCE SHEET AND STATEMENT OF OPERATIONS INFORMATION [Abstract] | |
Schedule of Other Income (Expense) | The following table summarizes the Company's other income (expense), net for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Interest income $ 461 $ 330 $ 856 $ 557 Interest expense (5,132 ) (473 ) (5,981 ) (1,143 ) Gain (losses) on changes in fair value of investments (4,607 ) 450 (5,707 ) 450 Foreign currency gains (losses), net (1) (1,328 ) 2,532 5,128 (16,965 ) Other (155 ) 102 (1,571 ) 115 Other income (expense), net $ (10,761 ) $ 2,941 $ (7,275 ) $ (16,986 ) (1) Foreign currency gains (losses), net for the three and six months ended June 30, 2016 includes $1.8 million and $0.3 million , respectively, of net cumulative translation gains that were reclassified to earnings as a result of the Company's exit from certain countries as part of its restructuring plan. Refer to Note 9, " Restructuring ," for additional information. |
Schedule of Prepaid Expenses and Other Current Assets | The following table summarizes the Company's prepaid expenses and other current assets as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Finished goods inventories $ 35,812 $ 42,305 Prepaid expenses 51,554 49,134 Income taxes receivable 21,764 32,483 VAT receivable 15,623 14,305 Other (1) 65,300 15,478 Total prepaid expenses and other current assets $ 190,053 $ 153,705 |
Schedule of Accrued Merchant and Supplier Payables | The following table summarizes the Company's accrued merchant and supplier payables as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Accrued merchant payables $ 431,919 $ 471,607 Accrued supplier payables (1) 223,698 304,604 Total accrued merchant and supplier payables $ 655,617 $ 776,211 (1) Amounts include payables to suppliers of inventories and providers of shipping and fulfillment services. |
Schedule of Accrued Expenses | The following table summarizes the Company's accrued expenses and other current liabilities as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Refunds reserve $ 29,558 $ 35,297 Payroll and benefits 57,531 50,454 Customer credits 32,344 32,293 Restructuring-related liabilities 14,259 11,556 Income taxes payable 9,943 13,885 Deferred revenue 41,731 40,396 Current portion of capital lease obligations 27,888 26,776 Other (1) 190,678 192,067 Total accrued expenses and other current liabilities $ 403,932 $ 402,724 |
Schedule of Other Liabilities, Noncurrent | The following table summarizes the Company's other non-current liabilities as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 Long-term tax liabilities $ 53,174 $ 46,506 Capital lease obligations 25,441 30,943 Other 45,436 36,091 Total other non-current liabilities $ 124,051 $ 113,540 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the components of accumulated other comprehensive income (loss) as of June 30, 2016 and December 31, 2015 (in thousands): Foreign currency translation adjustments Unrealized gain (loss) on available-for-sale securities Pension adjustments Total Balance as of December 31, 2015 $ 52,261 $ 458 $ (1,513 ) $ 51,206 Other comprehensive income (loss) before reclassification adjustments (3,795 ) (168 ) 46 (3,917 ) Reclassification adjustments included in net income (loss) (7,997 ) — — (7,997 ) Other comprehensive income (loss) (11,792 ) (168 ) 46 (11,914 ) Balance as of June 30, 2016 $ 40,469 $ 290 $ (1,467 ) $ 39,292 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Instrument [Line Items] | |
Schedule of Convertible Debt Interest Expense [Table Text Block] | During the three and six months ended June 30, 2016 , the Company recognized interest expense on the Notes as follows (in thousands): Contractual interest expense based on 3.25% per annum $ 2,031 Amortization of debt discount 2,396 Total interest expense $ 4,427 |
Convertible Debt [Table Text Block] | The carrying amount of the Notes consisted of the following (in thousands): June 30, 2016 Liability component: Principal amount $ 250,000 Less: debt discount (75,985 ) Net carrying amount of liability component $ 174,015 Net carrying amount of equity component $ 68,658 |
Stockholders' Equity and Comp28
Stockholders' Equity and Compensation Arrangements Share - Based Compensation Activity (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The table below summarizes the stock option activity for the six months ended June 30, 2016 : Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2015 1,584,832 $ 0.95 3.96 $ 3,360 Exercised (356,211 ) 1.22 Forfeited (65,951 ) 0.82 Outstanding and exercisable at June 30, 2016 1,162,670 $ 0.85 3.38 $ 2,790 (1) The aggregate intrinsic value of options outstanding and exercisable represents the total pretax intrinsic value (the difference between the fair value of the Company's stock on the last day of each period and the exercise price, multiplied by the number of options where the fair value exceeds the exercise price) that would have been received by the option holders had all option holders exercised their options as of June 30, 2016 and December 31, 2015 , respectively. |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The table below summarizes activity regarding unvested restricted stock units granted under the Plans for the six months ended June 30, 2016 : Restricted Stock Units Weighted- Average Grant Date Fair Value (per share) Unvested at December 31, 2015 39,143,509 $ 6.53 Granted 14,962,149 $ 3.73 Vested (13,299,333 ) $ 6.16 Forfeited (7,950,954 ) $ 6.64 Unvested at June 30, 2016 32,855,371 $ 5.40 |
Schedule of Nonvested Restricted Stock Units Activity | The table below summarizes activity regarding unvested restricted stock for the six months ended June 30, 2016 : Restricted Stock Awards Weighted- Average Grant Date Fair Value (per share) Unvested at December 31, 2015 1,908,408 $ 5.72 Granted — $ — Vested (492,422 ) $ 7.42 Forfeited (196,968 ) $ 7.42 Unvested at June 30, 2016 1,219,018 $ 4.76 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Costs | The following table summarizes the costs incurred by segment related to the Company’s restructuring plan for the six months ended June 30, 2016 (in thousands): Six Months Ended June 30, 2016 Employee Severance and Benefit Costs (1) Asset Impairments Other Exit Costs Total Restructuring Charges North America $ 6,213 $ 45 $ 2,167 $ 8,425 EMEA 15,829 — 329 16,158 Rest of World 3,721 — 225 3,946 Consolidated $ 25,763 $ 45 $ 2,721 $ 28,529 (1) The employee severance and benefit costs for the six months ended June 30, 2016 relates to the termination of approximately 750 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. The following table summarizes the costs incurred by segment related to the Company’s restructuring plan for the three months ended June 30, 2016 (in thousands): Three Months Ended June 30, 2016 Employee Severance and Benefit Costs (1) Asset Impairments Other Exit Costs Total Restructuring Charges North America $ 1,488 $ — $ 1,318 $ 2,806 EMEA 12,562 — 121 12,683 Rest of World 394 — 202 596 Consolidated $ 14,444 $ — $ 1,641 $ 16,085 (1) The employee severance and benefit costs for the three months ended June 30, 2016 relates to the termination of approximately 250 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. |
Schedule of Restructuring Reserve by Type of Cost | e following table summarizes restructuring liability activity for the six months ended June 30, 2016 (in thousands): Employee Severance and Benefit Costs Other Exit Costs Total Balance as of December 31, 2015 $ 9,017 $ 2,539 $ 11,556 Charges payable in cash (1) 21,054 2,721 23,775 Cash payments (16,552 ) (4,722 ) (21,274 ) Foreign currency translation 188 14 202 Balance as of June 30, 2016 $ 13,707 $ 552 $ 14,259 (1) Excludes stock-based compensation of $4.7 million related to accelerated vesting of stock-based compensation awards for certain employees terminated as a result of the Company's restructuring activities for the six months ended June 30, 2016 . |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables summarize the Company's assets and liabilities that are measured at fair value on a recurring basis (in thousands): Fair Value Measurement at Reporting Date Using Description June 30, 2016 Quoted Prices in Active Markets for Significant Other Significant Assets: Cash equivalents $ 236,913 $ 236,913 $ — $ — Fair value option investments 125,018 — — 125,018 Available-for-sale securities: Convertible debt securities 10,573 — — 10,573 Redeemable preferred shares 22,343 — — 22,343 Liabilities: Contingent consideration 14,788 — — 14,788 Fair Value Measurement at Reporting Date Using Description December 31, 2015 Quoted Prices in Active Markets for Significant Other Significant Assets: Cash equivalents $ 305,179 $ 305,179 $ — $ — Fair value option investments 130,725 — — 130,725 Available-for-sale securities: Convertible debt securities 10,116 — — 10,116 Redeemable preferred shares 22,834 — — 22,834 Liabilities: Contingent consideration 10,781 — — 10,781 |
Fair Value, Assets and Liabilities, Reconciliation of Level 3 Inputs [Table Text Block] | The following table provides a roll-forward of the fair value of recurring Level 3 fair value measurements for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Assets Fair value option investments: Beginning Balance $ 129,625 $ — $ 130,725 $ — Acquisition of investments in Monster LP — 122,075 — 122,075 Total gains (losses) included in earnings (4,607 ) 450 (5,707 ) 450 Ending Balance $ 125,018 $ 122,525 $ 125,018 $ 122,525 Unrealized gains (losses) still held (1) $ (4,607 ) $ 450 $ (5,707 ) $ 450 Available-for-sale securities Convertible debt securities: Beginning Balance $ 10,173 $ 2,757 $ 10,116 $ 2,527 Purchase of convertible debt security — 5,000 — 5,000 Total gains (losses) included in other comprehensive income 201 82 220 312 Total gains (losses) included in other income (expense), net (2) 199 187 237 187 Ending Balance $ 10,573 $ 8,026 $ 10,573 $ 8,026 Unrealized gains (losses) still held (1) $ 400 $ 269 $ 457 $ 499 Redeemable preferred shares: Beginning Balance $ 22,699 $ 4,900 $ 22,834 $ 4,910 Total gains (losses) included in other comprehensive income (loss) (356 ) (19 ) (491 ) (29 ) Ending Balance $ 22,343 $ 4,881 $ 22,343 $ 4,881 Unrealized (losses) gains still held (1) $ (356 ) $ (19 ) $ (491 ) $ (29 ) Liabilities Contingent Consideration: Beginning Balance $ 13,938 $ 1,373 $ 10,781 $ 1,983 Settlements of contingent consideration liabilities — (716 ) — (716 ) Reclass to non-fair value liabilities when no longer contingent — — (285 ) (331 ) Total losses (gains) included in earnings (3) 850 (424 ) 4,292 (703 ) Ending Balance $ 14,788 $ 233 $ 14,788 $ 233 Unrealized losses (gains) still held (1) $ 850 $ (857 ) $ 4,166 $ (1,091 ) (1) Represents the unrealized losses or gains recorded in earnings and/or other comprehensive income (loss) during the period for assets and liabilities classified as Level 3 that are still held (or outstanding) at the end of the period. (2) Represents accretion of interest income and changes in the fair value of an embedded derivative. (3) Changes in the fair value of contingent consideration liabilities are classified within "Acquisition-related expense (benefit), net" on the condensed consolidated statements of operations. |
Fair Value of Financial Assets and Liabilities not Measured at Fair Value | The following table presents the carrying amounts and fair values of financial instruments that are not carried at fair value in the consolidated financial statements (in thousands): June 30, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Cost method investments $ 23,117 $ 24,910 $ 14,561 $ 15,922 |
Income (Loss) Per Share of Cl31
Income (Loss) Per Share of Class A and Class B Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net income (loss) per share of Class A and Class B common stock for the three and six months ended June 30, 2016 and 2015 (in thousands, except share amounts and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Class A Class B Class A Class B Class A Class B Class A Class B Basic net income (loss) per share: Numerator Allocation of net income (loss) - continuing operations $ (51,516 ) $ (215 ) $ (15,211 ) $ (56 ) $ (96,924 ) $ (403 ) $ (31,892 ) $ (114 ) Less: Allocation of net income (loss) attributable to noncontrolling interests 3,160 13 2,818 10 6,668 28 6,622 24 Allocation of net income (loss) attributable to common stockholders - continuing operations $ (54,676 ) $ (228 ) $ (18,029 ) $ (66 ) $ (103,592 ) $ (431 ) $ (38,514 ) $ (138 ) Allocation of net income (loss) attributable to common stockholders - discontinued operations — — 126,725 454 — — 132,986 477 Allocation of net income (loss) attributable to common stockholders $ (54,676 ) $ (228 ) $ 108,696 $ 388 $ (103,592 ) $ (431 ) $ 94,472 $ 339 Denominator Weighted-average common shares outstanding 574,503,028 2,399,976 669,230,193 2,399,976 577,427,365 2,399,976 671,606,577 2,399,976 Basic net income (loss) per share: Continuing operations $ (0.10 ) $ (0.10 ) $ (0.03 ) $ (0.03 ) $ (0.18 ) $ (0.18 ) $ (0.06 ) $ (0.06 ) Discontinued operations — — 0.19 0.19 — — 0.20 0.20 Basic net income (loss) per share $ (0.10 ) $ (0.10 ) $ 0.16 $ 0.16 $ (0.18 ) $ (0.18 ) $ 0.14 $ 0.14 Diluted net income (loss) per share: Numerator Allocation of net income (loss) attributable to common stockholders for basic computation - continuing operations $ (54,676 ) $ (228 ) $ (18,029 ) $ (66 ) $ (103,592 ) $ (431 ) $ (38,514 ) $ (138 ) Reallocation of net income (loss) attributable to common stockholders as a result of conversion of Class B (1) — — — — — — — — Plus: Interest expense on convertible senior notes, net of tax (1) — — — — — — — — Allocation of net income (loss) attributable to common stockholders - continuing operations $ (54,676 ) $ (228 ) $ (18,029 ) $ (66 ) $ (103,592 ) $ (431 ) $ (38,514 ) $ (138 ) Allocation of net income (loss) attributable to common stockholders for basic computation - discontinued operations $ — $ — $ 126,725 $ 454 $ — $ — $ 132,986 $ 477 Reallocation of net income (loss) attributable to common stockholders as a result of conversion of Class B (1) — — — — — — — — Allocation of net income (loss) attributable to common stockholders - discontinued operations — — 126,725 454 — — 132,986 477 Allocation of net income (loss) attributable to common stockholders $ (54,676 ) $ (228 ) $ 108,696 $ 388 $ (103,592 ) $ (431 ) $ 94,472 $ 339 Denominator Weighted-average common shares outstanding used in basic computation 574,503,028 2,399,976 669,230,193 2,399,976 577,427,365 2,399,976 671,606,577 2,399,976 Conversion of Class B (1) — — — — — — — — Employee stock options (1) — — — — — — — — Restricted shares and RSUs (1) — — — — — — — — Convertible senior notes (1) — — — — — — — — Warrants (1) — — — — — — — — Weighted-average diluted shares outstanding (1) 574,503,028 2,399,976 669,230,193 2,399,976 577,427,365 2,399,976 671,606,577 2,399,976 Diluted net income (loss) per share: Continuing operations $ (0.10 ) $ (0.10 ) $ (0.03 ) $ (0.03 ) $ (0.18 ) $ (0.18 ) $ (0.06 ) $ (0.06 ) Discontinued operations — — 0.19 0.19 — — 0.20 0.20 Diluted net income (loss) per share $ (0.10 ) $ (0.10 ) $ 0.16 $ 0.16 $ (0.18 ) $ (0.18 ) $ 0.14 $ 0.14 (1) The impact of the conversion of Class B common stock into Class A common stock, outstanding equity awards and outstanding convertible senior notes and warrants have not been reflected in the diluted income (loss) per share calculation for the three and six months ended June 30, 2016 and 2015 because the effect on net income (loss) per share from continuing operations would be antidilutive. |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following weighted-average outstanding equity awards are not included in the diluted net income (loss) per share calculations above because they would have had an antidilutive effect on the net income (loss) per share from continuing operations: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock options 1,241,917 1,986,295 1,353,100 2,060,915 Restricted stock units 35,796,752 43,168,136 36,992,033 40,612,765 Restricted stock 1,219,018 1,005,543 1,456,165 793,170 ESPP shares 1,219,133 837,123 1,315,666 729,180 Convertible senior notes 44,261,298 — 22,130,649 — Warrants 26,455,029 — 13,227,514 — Total 110,193,147 46,997,097 76,475,127 44,196,030 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Revenue and profit or loss information by reportable segment reconciled to consolidated net income (loss) for the three and six months ended June 30, 2016 and 2015 were as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 North America Revenue (1) $ 516,922 $ 481,282 $ 1,017,735 $ 961,164 Segment cost of revenue and operating expenses (3) (4) 515,434 454,413 1,027,695 909,629 Segment operating income (loss) (3) 1,488 26,869 (9,960 ) 51,535 EMEA Revenue (1) 198,305 204,047 387,275 420,267 Segment cost of revenue and operating expenses (3) (4) 194,548 194,378 377,602 390,946 Segment operating income (loss) (3) 3,757 9,669 9,673 29,321 Rest of World Revenue 40,803 53,066 82,991 107,320 Segment cost of revenue and operating expenses (3) (4) 50,989 59,858 100,963 118,260 Segment operating income (loss) (3) (10,186 ) (6,792 ) (17,972 ) (10,940 ) Consolidated Revenue 756,030 738,395 1,488,001 1,488,751 Segment cost of revenue and operating expenses (3) (4) 760,971 708,649 1,506,260 1,418,835 Segment operating income (loss) (3) (4,941 ) 29,746 (18,259 ) 69,916 Stock-based compensation (2) 37,378 38,467 67,929 73,611 Acquisition-related expense (benefit), net 850 505 4,314 236 Income (loss) from operations (43,169 ) (9,226 ) (90,502 ) (3,931 ) Other income (expense), net (10,761 ) 2,941 (7,275 ) (16,986 ) Income (loss) from continuing operations before provision (benefit) for income taxes (53,930 ) (6,285 ) (97,777 ) (20,917 ) Provision (benefit) for income taxes (2,199 ) 8,982 (450 ) 11,089 Income (loss) from continuing operations (51,731 ) (15,267 ) (97,327 ) (32,006 ) Income (loss) from discontinued operations, net of tax — 127,179 — 133,463 Net income (loss) $ (51,731 ) $ 111,912 $ (97,327 ) $ 101,457 (1) North America includes revenue from the United States of $508.8 million and $474.5 million for the three months ended June 30, 2016 and 2015 , respectively, and $1,001.4 million and $947.6 million for the six months ended June 30, 2016 and 2015 , respectively. EMEA includes revenue from Switzerland of $130.2 million and $113.7 million for the three months ended June 30, 2016 and 2015 , respectively, and $243.5 million and $231.2 million for the six months ended June 30, 2016 and 2015 , respectively. There were no other individual countries that represented more than 10% of consolidated total revenue for the three and six months ended June 30, 2016 and 2015 . (2) Includes stock-based compensation classified within cost of revenue, marketing expense, selling, general and administrative expense and restructuring charges. Other income (expense), net, includes $0.2 million and $0.4 million of additional stock-based compensation for the three and six months ended June 30, 2016 and $0.02 million for the three and six months ended June 30, 2015 . (3) Segment cost of revenue and operating expenses and segment operating income (loss) exclude stock-based compensation and acquisition-related (benefit) expense, net. This presentation corresponds to the measure of segment profit or loss that the Company's chief operating decision-maker uses in assessing segment performance and making resource allocation decisions. The following table summarizes the Company's stock-based compensation expense and acquisition-related expense (benefit), net by reportable segment for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related North America $ 31,920 $ 850 $ 34,031 $ 505 $ 58,943 $ 4,314 $ 65,283 $ 236 EMEA 3,735 — 2,793 — 5,855 — 5,440 — Rest of World 1,897 — 1,661 — 3,510 — 2,906 — Consolidated $ 37,552 $ 850 $ 38,485 $ 505 $ 68,308 $ 4,314 $ 73,629 $ 236 |
Stock Based Compensation and Acquisition Related by Segment | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related North America $ 31,920 $ 850 $ 34,031 $ 505 $ 58,943 $ 4,314 $ 65,283 $ 236 EMEA 3,735 — 2,793 — 5,855 — 5,440 — Rest of World 1,897 — 1,661 — 3,510 — 2,906 — Consolidated $ 37,552 $ 850 $ 38,485 $ 505 $ 68,308 $ 4,314 $ 73,629 $ 236 (4) Segment cost of revenue and operating expenses for the three months ended June 30, 2016 includes restructuring charges of $2.8 million in North America, $10.6 million in EMEA (which excludes $2.1 million of stock-based compensation) and $0.6 million in Rest of World (which excludes $0.02 million of stock-based compensation). Segment cost of revenue and operating expenses for the six months ended June 30, 2016 includes restructuring charges of $5.8 million in North America (which excludes $2.6 million of stock-based compensation), $14.0 million in EMEA (which excludes $2.1 million of stock-based compensation) and $3.9 million in Rest of World (which excludes $0.02 million of stock-based compensation). See Note 9, " Restructuring ," for additional information. |
Schedule of Segment Assets | The following table summarizes the Company's total assets by reportable segment as of June 30, 2016 and December 31, 2015 (in thousands): June 30, 2016 December 31, 2015 North America (1) $ 1,096,490 $ 1,063,595 EMEA 440,991 508,353 Rest of World 213,961 224,316 Consolidated total assets $ 1,751,442 $ 1,796,264 (1) North America contains assets from the United States of $1,088.9 million and $1,018.2 million as of June 30, 2016 and December 31, 2015 , respectively. There were no other individual countries that represented more than 10% of consolidated total assets as of June 30, 2016 and |
Third Party and Other and Direct Revenue | The following table summarizes the Company's third party and other and direct revenue from continuing operations by category for its three reportable segments for the six months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Six Months Ended Six Months Ended Six Months Ended Six Months Ended 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 376,292 $ 353,325 $ 122,502 $ 158,079 $ 44,543 $ 58,780 $ 543,337 $ 570,184 Travel: Third party 42,315 41,947 21,887 27,817 9,370 12,858 73,572 82,622 Total services 418,607 395,272 144,389 185,896 53,913 71,638 616,909 652,806 Goods: Third party 4,354 2,319 16,003 21,680 15,431 24,162 35,788 48,161 Direct 594,774 563,573 226,883 212,691 13,647 11,520 835,304 787,784 Total 599,128 565,892 242,886 234,371 29,078 35,682 871,092 835,945 Total revenue $ 1,017,735 $ 961,164 $ 387,275 $ 420,267 $ 82,991 $ 107,320 $ 1,488,001 $ 1,488,751 (1) Includes revenue from deals with local and national merchants and through local events. The following table summarizes the Company's third party and other and direct revenue from continuing operations by category for its three reportable segments for the three months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 184,139 $ 172,461 $ 60,616 $ 75,543 $ 22,461 $ 28,499 $ 267,216 $ 276,503 Travel: Third party 21,401 21,958 10,709 13,100 4,321 6,363 36,431 41,421 Total services 205,540 194,419 71,325 88,643 26,782 34,862 303,647 317,924 Goods: Third party 2,364 1,671 5,317 9,702 6,801 11,549 14,482 22,922 Direct 309,018 285,192 121,663 105,702 7,220 6,655 437,901 397,549 Total 311,382 286,863 126,980 115,404 14,021 18,204 452,383 420,471 Total revenue $ 516,922 $ 481,282 $ 198,305 $ 204,047 $ 40,803 $ 53,066 $ 756,030 $ 738,395 (1) Includes revenue from deals with local and national merchants and through local events. |
Gross Profit by Category | The following table summarizes the Company's gross profit from continuing operations by category for its three reportable segments for the three months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, Three Months Ended June 30, 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 158,812 $ 147,574 $ 56,849 $ 70,270 $ 18,739 $ 24,567 $ 234,400 $ 242,411 Travel: Third party 16,334 18,385 9,784 11,939 3,240 5,012 29,358 35,336 Total services 175,146 165,959 66,633 82,209 21,979 29,579 263,758 277,747 Goods: Third party 2,019 1,408 4,426 7,779 4,126 6,367 10,571 15,554 Direct 40,009 29,190 19,099 14,099 151 417 59,259 43,706 Total 42,028 30,598 23,525 21,878 4,277 6,784 69,830 59,260 Total gross profit $ 217,174 $ 196,557 $ 90,158 $ 104,087 $ 26,256 $ 36,363 $ 333,588 $ 337,007 (1) Includes gross profit from deals with local and national merchants and through local events. The following table summarizes the Company's gross profit from continuing operations by category for its three reportable segments for the six months ended June 30, 2016 and 2015 (in thousands): North America EMEA Rest of World Consolidated Six Months Ended Six Months Ended Six Months Ended Six Months Ended 2016 2015 2016 2015 2016 2015 2016 2015 Local (1) : Third party and other $ 322,830 $ 302,350 $ 115,112 $ 147,626 $ 37,510 $ 50,728 $ 475,452 $ 500,704 Travel: Third party 32,046 34,176 19,999 24,339 7,237 9,918 59,282 68,433 Total services 354,876 336,526 135,111 171,965 44,747 60,646 534,734 569,137 Goods: Third party 3,692 1,842 13,871 17,972 9,819 12,774 27,382 32,588 Direct 74,549 52,679 36,066 29,387 185 622 110,800 82,688 Total 78,241 54,521 49,937 47,359 10,004 13,396 138,182 115,276 Total gross profit $ 433,117 $ 391,047 $ 185,048 $ 219,324 $ 54,751 $ 74,042 $ 672,916 $ 684,413 (1) Includes gross profit from deals with local and national merchants and through local events. |
Description of Business and B33
Description of Business and Basis of Presentation Adjustments (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Prior Period Reclassification Adjustment | $ 6,200 |
Retained Earnings [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative Effect on Retained Earnings, Net of Tax | $ (3,131) |
Discontinued Operations and O34
Discontinued Operations and Other Dispositions (Details) - USD ($) $ in Thousands | May 09, 2016 | Apr. 12, 2016 | May 27, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | May 12, 2016 |
Disposal Group Income Statement [Abstract] | |||||||||
Third party and other revenue | $ 318,129 | $ 340,846 | $ 652,697 | $ 700,967 | |||||
Direct revenue | 437,901 | 397,549 | 835,304 | 787,784 | |||||
Third party and other cost of revenue | (43,800) | (47,545) | (90,581) | (99,242) | |||||
Direct cost of revenue | (378,642) | (353,843) | (724,504) | (705,096) | |||||
Marketing expense | (91,993) | (57,007) | (181,758) | (109,540) | |||||
Selling, general and administrative expense | (277,168) | (288,721) | (558,156) | (578,568) | |||||
Other income, net | 10,761 | (2,941) | 7,275 | 16,986 | |||||
Loss from discontinued operations before provision for income taxes | (10,788) | (31,280) | |||||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 202,158 | 202,158 | |||||||
Provision for income taxes | (64,191) | $ (26,800) | (37,415) | ||||||
Income (loss) from discontinued operations, net of tax | 127,179 | 133,463 | |||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 138,000 | ||||||||
Consideration received upon divestiture of a consolidated subsidiary | $ 398,800 | ||||||||
Proceeds from Divestiture of Interest in Consolidated Subsidiaries | 285,000 | ||||||||
Noncash or Part Noncash Acquisition, Investments Acquired | 0 | 122,075 | |||||||
Professional Fees | 8,300 | ||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | 1,800 | 300 | (4,400) | ||||||
Gain (Loss) on Disposition of Business | 9,339 | 0 | 9,339 | 0 | |||||
Discontinued Operations, Disposed of by Sale [Member] | |||||||||
Disposal Group Income Statement [Abstract] | |||||||||
Third party and other revenue | 10,262 | 28,145 | |||||||
Direct revenue | 14,242 | 39,065 | |||||||
Third party and other cost of revenue | (4,434) | (13,958) | |||||||
Direct cost of revenue | (12,082) | (38,031) | |||||||
Marketing expense | (3,472) | (8,495) | |||||||
Selling, general and administrative expense | (15,339) | (38,102) | |||||||
Other income, net | (35) | 96 | |||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | 0 | $ (12,313) | 0 | (12,313) | |||||
Ticket Monster [Member] | |||||||||
Disposal Group Income Statement [Abstract] | |||||||||
Net Book Value | $ 184,300 | ||||||||
Groupon Russia [Member] | |||||||||
Disposal Group Income Statement [Abstract] | |||||||||
Professional Fees | $ 400 | ||||||||
Net Book Value | (1,600) | ||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Net of Tax | $ 7,700 | ||||||||
Gain (Loss) on Disposition of Business | 8,900 | ||||||||
Breadcrumb [Member] | |||||||||
Disposal Group Income Statement [Abstract] | |||||||||
Noncash or Part Noncash Acquisition, Investments Acquired | $ 8,323 | 0 | |||||||
Professional Fees | $ 100 | ||||||||
Net Book Value | $ 7,800 | ||||||||
Gain (Loss) on Disposition of Business | $ 400 | ||||||||
Monster LP [Member] | |||||||||
Disposal Group Income Statement [Abstract] | |||||||||
Noncash or Part Noncash Acquisition, Investments Acquired | $ 122,100 |
Goodwill and Other Intangible35
Goodwill and Other Intangible Assets Goodwill Activity by Segment (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | $ 671 |
Goodwill, Written off Related to Sale of Business Unit | (1,260) |
Goodwill [Roll Forward] | |
Goodwill, beginning of period | 287,332 |
Foreign currency translation | 2,546 |
Goodwill, end of period | 289,289 |
North America [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 671 |
Goodwill, Written off Related to Sale of Business Unit | (1,260) |
Goodwill [Roll Forward] | |
Goodwill, beginning of period | 178,746 |
Foreign currency translation | 0 |
Goodwill, end of period | 178,157 |
EMEA [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill, Written off Related to Sale of Business Unit | 0 |
Goodwill [Roll Forward] | |
Goodwill, beginning of period | 92,063 |
Foreign currency translation | 1,822 |
Goodwill, end of period | 93,885 |
ROW [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill, Written off Related to Sale of Business Unit | 0 |
Goodwill [Roll Forward] | |
Goodwill, beginning of period | 16,523 |
Foreign currency translation | 724 |
Goodwill, end of period | $ 17,247 |
Goodwill and Other Intangible36
Goodwill and Other Intangible Assets Other Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | $ 141,094 | $ 138,566 |
Accumulated Amortization, Intangible Assets | 111,545 | 102,083 |
Net Carrying Value, Intangible Assets | 29,549 | 36,483 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | 53,130 | 52,204 |
Accumulated Amortization, Intangible Assets | 46,775 | 43,725 |
Net Carrying Value, Intangible Assets | 6,355 | 8,479 |
Merchant relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | 9,737 | 9,648 |
Accumulated Amortization, Intangible Assets | 8,412 | 8,064 |
Net Carrying Value, Intangible Assets | 1,325 | 1,584 |
Trade names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | 11,109 | 11,013 |
Accumulated Amortization, Intangible Assets | 8,030 | 7,396 |
Net Carrying Value, Intangible Assets | 3,079 | 3,617 |
Developed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | 36,364 | 37,103 |
Accumulated Amortization, Intangible Assets | 27,649 | 25,436 |
Net Carrying Value, Intangible Assets | 8,715 | 11,667 |
Brand Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | 7,960 | 7,960 |
Accumulated Amortization, Intangible Assets | 3,869 | 3,073 |
Net Carrying Value, Intangible Assets | 4,091 | 4,887 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value, Intangible Assets | 22,794 | 20,638 |
Accumulated Amortization, Intangible Assets | 16,810 | 14,389 |
Net Carrying Value, Intangible Assets | $ 5,984 | $ 6,249 |
Goodwill and Other Intangible37
Goodwill and Other Intangible Assets Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 4,500 | $ 3,900 | $ 9,235 | $ 9,806 |
Finite-Lived Intangible Assets, Net, Amortization Expense [Abstract] | ||||
Remaining amounts in 2016 | 8,110 | 8,110 | ||
2,017 | 11,908 | 11,908 | ||
2,018 | 8,000 | 8,000 | ||
2,019 | 931 | 931 | ||
2,020 | 555 | 555 | ||
Thereafter | 45 | 45 | ||
Total | $ 29,549 | $ 29,549 | ||
Minimum [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 1 year | |||
Maximum [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years |
Investments Investments Table (
Investments Investments Table (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | May 09, 2016 | Dec. 31, 2015 |
Fair Value Measurement [Domain] | |||
Schedule of Cost and Equity Method Investments [Line Items] | |||
Equity method investments | $ 125,018 | $ 130,725 | |
Available-for-sale securities | 32,916 | 32,950 | |
Cost method investments | 23,117 | 14,561 | |
Cost Method Investments, Ownership Percentage | 13.00% | ||
Total investments | $ 181,051 | $ 178,236 | |
Maximum [Member] | |||
Schedule of Cost and Equity Method Investments [Line Items] | |||
Available-for-Sale Securities, Ownership Percentage | 25.00% | 25.00% | |
Cost Method Investments, Ownership Percentage | 13.00% | 10.00% | |
Equity Method Investments, Ownership Percentage | 45.00% | 45.00% | |
Minimum [Member] | |||
Schedule of Cost and Equity Method Investments [Line Items] | |||
Available-for-Sale Securities, Ownership Percentage | 17.00% | 17.00% | |
Cost Method Investments, Ownership Percentage | 2.00% | 2.00% | |
Equity Method Investments, Ownership Percentage | 41.00% | 43.00% | |
Convertible debt securities [Member] | |||
Schedule of Cost and Equity Method Investments [Line Items] | |||
Available-for-sale securities | $ 10,573 | $ 10,116 | |
Redeemable preferred shares [Member] | |||
Schedule of Cost and Equity Method Investments [Line Items] | |||
Available-for-sale securities | $ 22,343 | $ 22,834 |
Investments Available-for-sale
Investments Available-for-sale Securities (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | ||
Schedule of Available-for-sale Securities [Line Items] | ||||
Available-for-sale Securities, Amortized Cost Basis | $ 32,444 | $ 32,207 | ||
Available-for-sale Debt Securities, Accumulated Gross Unrealized Gain, before Tax | 1,397 | 882 | ||
Available-for-sale Debt Securities, Accumulated Gross Unrealized Loss, before Tax | (925) | (139) | ||
Available-for-sale securities | 32,916 | 32,950 | ||
Convertible debt securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Available-for-sale Securities, Amortized Cost Basis | 9,471 | 9,234 | ||
Available-for-sale Debt Securities, Accumulated Gross Unrealized Gain, before Tax | 1,301 | 882 | ||
Available-for-sale Debt Securities, Accumulated Gross Unrealized Loss, before Tax | (199) | [1] | 0 | |
Available-for-sale securities | 10,573 | 10,116 | ||
Redeemable preferred shares [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Available-for-sale Securities, Amortized Cost Basis | 22,973 | 22,973 | ||
Available-for-sale Debt Securities, Accumulated Gross Unrealized Gain, before Tax | 96 | 0 | ||
Available-for-sale Debt Securities, Accumulated Gross Unrealized Loss, before Tax | [1] | (726) | (139) | |
Available-for-sale securities | $ 22,343 | $ 22,834 | ||
Minimum [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 41.00% | 43.00% | ||
AFS Debt Security, Ownership Percentage | 17.00% | 17.00% | ||
Maximum [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 45.00% | 45.00% | ||
AFS Debt Security, Ownership Percentage | 25.00% | 25.00% | ||
[1] | (1)Available-for-sale securities with an unrealized loss were in a loss position for less than 12 months. |
Investments Fair Value Option I
Investments Fair Value Option Investment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Gain (Loss) on Investments [Line Items] | |||||
Assets, Current | $ 1,039,159 | $ 1,039,159 | $ 1,075,242 | ||
Revenue | 756,030 | $ 738,395 | 1,488,001 | $ 1,488,751 | |
Fair Value, Option, Changes in Fair Value, Gain (Loss) | (4,607) | 450 | (5,707) | 450 | |
Gross Profit | 333,588 | 337,007 | 672,916 | 684,413 | |
Other Assets, Noncurrent | 23,433 | 23,433 | 16,620 | ||
Liabilities, Current | 1,077,122 | 1,077,122 | 1,203,525 | ||
Liabilities, Noncurrent | 124,051 | 124,051 | $ 113,540 | ||
Monster LP [Member] | |||||
Gain (Loss) on Investments [Line Items] | |||||
Assets, Current | 146,960 | 146,960 | |||
Revenue | 14,110 | ||||
Gross Profit | 4,338 | ||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest | (8,339) | ||||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | (8,339) | ||||
Other Assets, Noncurrent | 512,766 | 512,766 | |||
Liabilities, Current | 186,792 | 186,792 | |||
Liabilities, Noncurrent | 7,277 | $ 7,277 | |||
GroupMax [Member] | |||||
Gain (Loss) on Investments [Line Items] | |||||
Equity method investments | 16,400 | 16,400 | |||
Monster LP [Member] | |||||
Gain (Loss) on Investments [Line Items] | |||||
Equity method investments | 122,100 | 122,100 | |||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | 1,300 | $ 450 | $ 1,400 | ||
Fair Value Inputs, Discount Rate | 21.00% | ||||
GroupMax [Member] | |||||
Gain (Loss) on Investments [Line Items] | |||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | $ (3,300) | $ (4,300) | |||
Fair Value Inputs, Discount Rate | 20.00% |
Investments Other Investments (
Investments Other Investments (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | May 09, 2016 | |
Schedule of Cost-method Investments [Line Items] | |||
Cost Method Investments | 13.00% | ||
Noncash or Part Noncash Acquisition, Investments Acquired | $ 0 | $ 122,075 | |
Breadcrumb [Member] | |||
Schedule of Cost-method Investments [Line Items] | |||
Noncash or Part Noncash Acquisition, Investments Acquired | $ 8,323 | $ 0 |
Supplemental Consolidated Bal42
Supplemental Consolidated Balance Sheet and Statement of Operations Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2011 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | ||||
Interest and Other Income [Abstract] | |||||||||
Interest income | $ 461 | $ 330 | $ 856 | $ 557 | |||||
Interest expense | (5,132) | (473) | (5,981) | (1,143) | |||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | (4,607) | 450 | (5,707) | 450 | |||||
Foreign exchange losses, net | [1] | (1,328) | 2,532 | 5,128 | (16,965) | ||||
Other Expenses | (155) | (1,571) | |||||||
Other Income | 102 | ||||||||
Other Noncash Income (Expense) | 115 | ||||||||
Other expense, net | (10,761) | 2,941 | (7,275) | (16,986) | |||||
Reclassification of amount included in net income (loss) from continuing operations | (1,800) | (300) | 4,400 | ||||||
Prepaid Expense and Other Assets, Current [Abstract] | |||||||||
Finished goods inventories | 35,812 | 35,812 | $ 42,305 | ||||||
Prepaid expenses | 51,554 | 51,554 | 49,134 | ||||||
Income taxes receivable | 21,764 | 21,764 | 32,483 | ||||||
VAT receivable | 15,623 | 15,623 | 14,305 | ||||||
Other | 65,300 | [2] | 65,300 | [2] | 15,478 | ||||
Total prepaid expenses and other current assets | 190,053 | 190,053 | 153,705 | ||||||
Litigation Settlement, Expense | 45,000 | $ 8,500 | |||||||
Securities Litigation Deposit by the Company | 39,500 | 39,500 | |||||||
Merchant and Supplier Payables [Abstract] | |||||||||
Accrued merchant payables | 431,919 | 431,919 | 471,607 | ||||||
Accrued supplier payables | [3] | 223,698 | 223,698 | 304,604 | |||||
Total accrued merchant and supplier payables | 655,617 | 655,617 | 776,211 | ||||||
Accrued Expenses [Abstract] | |||||||||
Refunds reserve | 29,558 | 29,558 | 35,297 | ||||||
Payroll and benefits | 57,531 | 57,531 | 50,454 | ||||||
Customer credits | 32,344 | 32,344 | 32,293 | ||||||
Restructuring Reserve, Current | 14,259 | 14,259 | 11,556 | ||||||
Taxes Payable, Current | 9,943 | 9,943 | 13,885 | ||||||
Deferred revenue | 41,731 | 41,731 | 40,396 | ||||||
Capital lease obligations | 27,888 | 27,888 | 26,776 | ||||||
Other | [4] | 190,678 | 190,678 | 192,067 | |||||
Total accrued expenses | 403,932 | 403,932 | 402,724 | ||||||
Liabilities, Noncurrent [Abstract] | |||||||||
Long-term tax liabilities | 53,174 | 53,174 | 46,506 | ||||||
Capital lease obligations | 25,441 | 25,441 | 30,943 | ||||||
Other | 45,436 | 45,436 | 36,091 | ||||||
Total other non-current liabilities | 124,051 | 124,051 | $ 113,540 | ||||||
Estimated Litigation Liability, Noncurrent | 45,000 | 45,000 | |||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
Foreign currency translation adjustments, beginning of period | 52,261 | ||||||||
Unrealized loss on available-for-sale securities, net of tax, beginning of period | 458 | ||||||||
Accumulated other comprehensive income (loss), pension and other postretirement benefit plans, net of tax, beginning of period | (1,513) | ||||||||
Accumulated other comprehensive income, beginning of period | 51,206 | ||||||||
Other Comprehensive income, pension adjustments | 19 | 27 | 46 | 53 | |||||
Foreign currency translation adjustments, end of period | 40,469 | 40,469 | |||||||
Unrealized loss on available-for-sale securities, net of tax, end of period | 290 | 290 | |||||||
Accumulated other comprehensive income (loss), pension and other postretirement benefit plans, net of tax, end of period | (1,467) | (1,467) | |||||||
Accumulated other comprehensive income, end of period | 39,292 | 39,292 | |||||||
Reclassification of amount included in net income (loss) from continuing operations | (1,800) | (300) | 4,400 | ||||||
Securities Litigation Expense Covered by Insurance | 5,500 | 5,500 | |||||||
Accumulated Translation Adjustment [Member] | |||||||||
Interest and Other Income [Abstract] | |||||||||
Reclassification of amount included in net income (loss) from continuing operations | (7,997) | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | (3,795) | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
Other comprehensive income, unrealized gain (loss) on available-for-sale securities | (11,792) | ||||||||
Reclassification of amount included in net income (loss) from continuing operations | (7,997) | ||||||||
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, before Tax | (168) | ||||||||
Pension and Other Postretirement Plans Costs [Member] | |||||||||
Interest and Other Income [Abstract] | |||||||||
Reclassification of amount included in net income (loss) from continuing operations | 0 | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | 46 | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
Reclassification of amount included in net income (loss) from continuing operations | 0 | ||||||||
Accumulated Defined Benefit Plans Adjustment [Member] | |||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
Other comprehensive income, unrealized gain (loss) on available-for-sale securities | $ (52) | $ 39 | (168) | $ 176 | |||||
Parent [Member] | |||||||||
Interest and Other Income [Abstract] | |||||||||
Reclassification of amount included in net income (loss) from continuing operations | (7,997) | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, before Tax | (168) | ||||||||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | (3,917) | ||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
Other comprehensive income | (11,914) | ||||||||
Reclassification of amount included in net income (loss) from continuing operations | $ (7,997) | ||||||||
[1] | Foreign currency gains (losses), net for the three and six months ended June 30, 2016 includes $1.8 million and $0.3 million, respectively, of net cumulative translation gains that were reclassified to earnings as a result of the Company's exit from certain countries as part of its restructuring plan. Refer to Note 9, "Restructuring," for additional information. Foreign currency gains (losses), net for the three and six months ended June 30, 2015 includes a $4.4 million loss related to the cumulative translation adjustment from the Company's legacy business in the Republic of Korea that was reclassified to earnings as a result of the Ticket Monster disposition. | ||||||||
[2] | As of June 30, 2016, Other includes $45.0 million that was deposited in an escrow account by the Company ($39.5 million) and its insurance carrier ($5.5 million) in connection with the preliminary court approval of the settlement for the Company's securities litigation matter (see Note 7, "Commitments and Contingencies"). Final court approval of the settlement was granted on July 13, 2016. | ||||||||
[3] | Amounts include payables to suppliers of inventories and providers of shipping and fulfillment services. | ||||||||
[4] | As of June 30, 2016 and December 31, 2015, Other includes a $45.0 million liability for the Company's securities litigation matter (see Note 7, "Commitments and Contingencies"). Final court approval of the settlement for that matter was granted on July 13, 2016. |
Financing Arrangements (Details
Financing Arrangements (Details) - USD ($) | May 09, 2016 | Apr. 04, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 |
Debt Instrument [Line Items] | |||||
Interest Expense, Debt, Excluding Amortization | $ 2,031,000 | ||||
Convertible Debt, Fair Value Disclosures | $ 229,900,000 | $ 229,900,000 | |||
Debt Instrument, Convertible, Remaining Discount Amortization Period | 5 years 9 months | ||||
Share Price | $ 3.25 | $ 3.25 | |||
Payments for Derivative Instrument, Financing Activities | $ 59,163,000 | ||||
Hedging Activity, Shares Covered | 46,300,000 | ||||
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities | 46,300,000 | ||||
Convertible Note Hedge, Strike Price | $ 5.40 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 8.50 | $ 8.50 | |||
Debt Instrument, Face Amount | $ 250,000,000 | $ 250,000,000 | |||
Debt Instrument, Unamortized Discount | (75,985,000) | (75,985,000) | |||
Convertible Notes Payable, Noncurrent | 174,015,000 | 174,015,000 | |||
Proceeds from Debt, Net of Issuance Costs | $ 243,200,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | ||||
Debt Conversion, Converted Instrument, Amount | $ 1,000 | ||||
Debt Conversion, Converted Instrument, Shares Issued | 185.1852 | ||||
Debt Instrument, Convertible, Conversion Price | $ 5.40 | ||||
Proceeds from Issuance of Warrants | $ 35,495,000 | $ 0 | |||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 150.00% | ||||
Debt Instrument, Convertible, Threshold Trading Days | 20 | ||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 30 days | ||||
Debt Instrument, Interest Rate, Effective Percentage | 9.75% | 9.75% | |||
Debt Issuance Cost | $ 6,800,000 | ||||
Deferred Finance Costs, Net | 4,800,000 | $ 4,800,000 | |||
Amortization of Debt Discount (Premium) | 2,396,000 | 2,396,000 | $ 0 | ||
Interest Expense, Debt | 4,427,000 | ||||
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Convertible Debt | $ 250,000,000 | ||||
Additional Paid-in Capital [Member] | |||||
Debt Instrument [Line Items] | |||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 68,658,000 | ||||
Transaction Costs [Member] | |||||
Debt Instrument [Line Items] | |||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | $ 2,000,000 | ||||
Excluding Transaction Costs [Member] | |||||
Debt Instrument [Line Items] | |||||
Payments for Derivative Instrument, Financing Activities | $ 59,100,000 |
Financing Arrangements Revolvin
Financing Arrangements Revolving Credit Agreement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Line of Credit Facility [Line Items] | ||
Cash Institution Covenant | $ 200,000 | |
Line of Credit Facility, Maximum Borrowing Capacity | 250,000 | |
Unrestricted Cash Covenant | 400,000 | |
Letters of Credit Outstanding, Amount | 11,600 | $ 11,600 |
Previous Credit Agreement [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 250,000 | |
Letter of Credit [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 45,000 | |
Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Interest Rate Description | 0.005 | |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |
Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Interest Rate Description | 0.0225 | |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.40% | |
Geographic Distribution, Domestic [Member] | ||
Line of Credit Facility [Line Items] | ||
Securities Owned and Pledged as Collateral, Description | 1 | |
Geographic Distribution, Foreign [Member] | ||
Line of Credit Facility [Line Items] | ||
Securities Owned and Pledged as Collateral, Description | 0.65 |
Commitments and Contingencies L
Commitments and Contingencies Legal Matters (Details) - USD ($) $ in Millions | 3 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2011 | |
Loss Contingencies [Line Items] | ||
Litigation Settlement, Expense | $ 45 | $ 8.5 |
Stockholders' Equity and Comp46
Stockholders' Equity and Compensation Arrangements Initial Public Offering, Convertible Preferred Stock and Common Stock (Details) | 12 Months Ended |
Dec. 31, 2012NumberofClasses | |
Classes of common stock, number | 3 |
Stockholders' Equity and Comp47
Stockholders' Equity and Compensation Arrangements Repurchase Program (Details) - Common Class A [Member] - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2015 | |
Employee Stock Purchase Plan [Line Items] | |||
Stock Repurchase Program, Authorized Amount | $ 500 | ||
Stock Repurchased During Period, Shares | 6,796,170 | 25,616,170 | |
Stock Repurchased During Period, Value | $ 24.4 | $ 87.9 | |
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 269,300,000 | 269,300,000 |
Stockholders' Equity and Comp48
Stockholders' Equity and Compensation Arrangements Groupon, Inc. Stock Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 78,166,856 | 78,166,856 | ||||
Share-based Compensation | $ 37,552 | $ 38,485 | $ 68,308 | [1] | $ 73,629 | [1] |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs, Capitalized Amount | 2,800 | 3,300 | 5,000 | $ 6,400 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 154,900 | $ 154,900 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 25 days | |||||
Employee Stock Purchase Plan, shares authorized | 10,000,000 | 10,000,000 | ||||
Employee Stock Purchase Plan, issued shares | 618,319 | 328,644 | ||||
Continuing Operations [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | 38,500 | $ 73,600 | ||||
Discontinued Operations [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation | $ 4,200 | $ 5,300 | ||||
[1] | Includes stock-based compensation classified within cost of revenue, marketing expense, selling, general and administrative expense and restructuring charges. Other income (expense), net, includes $0.2 million and $0.4 million of additional stock-based compensation for the three and six months ended June 30, 2016 and $0.02 million for the three and six months ended June 30, 2015. |
Stockholders' Equity and Comp49
Stockholders' Equity and Compensation Arrangements Stock Option Activity (Details) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | ||
Options [Abstract] | |||
Outstanding stock options | 1,584,832 | ||
Exercise of stock options, shares | (356,211) | ||
Forfeited stock options | (65,951) | ||
Outstanding stock options | 1,162,670 | 1,584,832 | |
Weighted average number of shares outstanding | |||
Weighted Average Exercise Price Outstanding Stock Options | $ 0.95 | ||
Weighted Average Exercise Price, Exercised Options | 1.22 | ||
Weighted Average Exercise Price, Forfeited Options | 0.82 | ||
Weighted Average Exercise Price Outstanding Stock Options | $ 0.85 | $ 0.95 | |
Weighted Average Remaining Contractual Term [Abstract] | |||
Weighted Average Remaining Contractual Term | 3 years 4 months 17 days | 3 years 11 months 15 days | |
Weighted Average Remaining Contractual Term | 3 years 4 months 17 days | 3 years 11 months 15 days | |
Aggregate Intrinsic Value [Abstract] | |||
Average Intrinsic Value, Outstanding | [1] | $ 3,360 | |
Average Intrinsic Value, Outstanding | [1] | $ 2,790 | $ 3,360 |
[1] | The aggregate intrinsic value of options outstanding and exercisable represents the total pretax intrinsic value (the difference between the fair value of the Company's stock on the last day of each period and the exercise price, multiplied by the number of options where the fair value exceeds the exercise price) that would have been received by the option holders had all option holders exercised their options as of June 30, 2016 and December 31, 2015, respectively. |
Stockholders' Equity and Comp50
Stockholders' Equity and Compensation Arrangements Restricted Stock Units (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Restricted Stock Units [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 39,143,509 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 14,962,149 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (13,299,333) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (7,950,954) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 32,855,371 | 32,855,371 |
Weighted Average Grant Date Fair Value [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 6.53 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 3.73 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 6.16 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 6.64 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 5.40 | $ 5.40 |
Ticket Monster [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Adjustments to Additional Paid in Capital, Share-based Compensation, Restricted Stock Unit or Restricted Stock Award, Requisite Service Period Recognition | 575,744 | |
Restricted Stock Units [Abstract] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 247,917 | 247,917 |
Stockholders' Equity and Comp51
Stockholders' Equity and Compensation Arrangements Restricted Stock Awards (Details) - Restricted Stock [Member] | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Restricted Stock Award [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | shares | 1,908,408 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | shares | (492,422) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | shares | (196,968) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | shares | 1,219,018 |
Weighted Average Grant Date Fair Value [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ / shares | $ 5.72 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ / shares | 7.42 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ / shares | 7.42 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ / shares | $ 4.76 |
Stockholders' Equity and Comp52
Stockholders' Equity and Compensation Arrangements Performance Share Units (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016shares | Jun. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 78,166,856 | 78,166,856 |
Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock Granted, Value, Share-based Compensation, Gross | 260,709 | 389,046 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 4 |
Restructuring Restructuring Cos
Restructuring Restructuring Costs (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2016USD ($)numberofemployees | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)numberofemployees | Jun. 30, 2015USD ($) | Jan. 26, 2016 | ||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Revenue | $ 756,030 | $ 738,395 | $ 1,488,001 | $ 1,488,751 | ||||
Restructuring Revenue | 13,400 | 28,300 | ||||||
Restructuring Loss | 1,500 | 5,800 | ||||||
Restructuring charges | $ 16,085 | 0 | $ 28,529 | 0 | ||||
Number of employees terminated | numberofemployees | 250 | 750 | ||||||
North America [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Revenue | [1] | $ 516,922 | 481,282 | $ 1,017,735 | 961,164 | |||
Restructuring charges | 2,800 | 8,400 | ||||||
EMEA [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Revenue | [1] | 198,305 | 204,047 | 387,275 | 420,267 | |||
Restructuring charges | 12,700 | 16,200 | ||||||
ROW [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Revenue | 40,803 | $ 53,066 | 82,991 | $ 107,320 | ||||
Restructuring charges | 600 | 3,900 | ||||||
Employee Severance [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring Costs | 50,800 | |||||||
Restructuring charges | 14,444 | [2] | 25,763 | [3] | ||||
Employee Severance [Member] | North America [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 1,488 | 6,213 | ||||||
Employee Severance [Member] | EMEA [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 12,562 | 15,829 | ||||||
Employee Severance [Member] | ROW [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 394 | 3,721 | ||||||
Asset Impairments Related to Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring Costs | 7,300 | |||||||
Restructuring charges | 0 | 45 | ||||||
Asset Impairments Related to Restructuring [Member] | North America [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 45 | ||||||
Asset Impairments Related to Restructuring [Member] | EMEA [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 0 | ||||||
Asset Impairments Related to Restructuring [Member] | ROW [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 0 | ||||||
Other Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 1,641 | 2,721 | ||||||
Other Restructuring [Member] | North America [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 1,318 | 2,167 | ||||||
Other Restructuring [Member] | EMEA [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 121 | 329 | ||||||
Other Restructuring [Member] | ROW [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 202 | $ 225 | ||||||
Facility Closing [Member] | EMEA [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Number of Countries in which Entity Operates | 11 | 11 | 4 | |||||
Facility Closing [Member] | ROW [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Number of Countries in which Entity Operates | 6 | 6 | ||||||
[1] | North America includes revenue from the United States of $508.8 million and $474.5 million for the three months ended June 30, 2016 and 2015, respectively, and $1,001.4 million and $947.6 million for the six months ended June 30, 2016 and 2015, respectively. EMEA includes revenue from Switzerland of $130.2 million and $113.7 million for the three months ended June 30, 2016 and 2015, respectively, and $243.5 million and $231.2 million for the six months ended June 30, 2016 and 2015, respectively. There were no other individual countries that represented more than 10% of consolidated total revenue for the three and six months ended June 30, 2016 and 2015. | |||||||
[2] | The employee severance and benefit costs for the three months ended June 30, 2016 relates to the termination of approximately 250 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. | |||||||
[3] | The employee severance and benefit costs for the six months ended June 30, 2016 relates to the termination of approximately 750 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. |
Restructuring Restructuring Act
Restructuring Restructuring Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | ||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 16,085 | $ 0 | $ 28,529 | $ 0 | ||||
Restructuring Reserve | 14,259 | 14,259 | $ 11,556 | |||||
Restructuring charges | [1] | 23,775 | ||||||
Payments for Restructuring | 21,274 | |||||||
Restructuring Reserve, Translation Adjustment | 202 | |||||||
Employee Severance [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 14,444 | [2] | 25,763 | [3] | ||||
Restructuring Reserve | 13,707 | 13,707 | 9,017 | |||||
Restructuring charges | [1] | 21,054 | ||||||
Payments for Restructuring | 16,552 | |||||||
Restructuring Reserve, Translation Adjustment | 188 | |||||||
Asset Impairments Related to Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 45 | ||||||
Other Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 1,641 | 2,721 | ||||||
Restructuring Reserve | 552 | 552 | $ 2,539 | |||||
Restructuring charges | 2,721 | |||||||
Payments for Restructuring | 4,722 | |||||||
Restructuring Reserve, Translation Adjustment | 14 | |||||||
North America [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 2,800 | 8,400 | ||||||
North America [Member] | Employee Severance [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 1,488 | 6,213 | ||||||
North America [Member] | Asset Impairments Related to Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 45 | ||||||
North America [Member] | Other Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 1,318 | 2,167 | ||||||
EMEA [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 12,700 | 16,200 | ||||||
EMEA [Member] | Employee Severance [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 12,562 | 15,829 | ||||||
EMEA [Member] | Asset Impairments Related to Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 0 | ||||||
EMEA [Member] | Other Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 121 | 329 | ||||||
ROW [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 600 | 3,900 | ||||||
ROW [Member] | Employee Severance [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 394 | 3,721 | ||||||
ROW [Member] | Asset Impairments Related to Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | 0 | 0 | ||||||
ROW [Member] | Other Restructuring [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 202 | $ 225 | ||||||
[1] | Excludes stock-based compensation of $4.7 million related to accelerated vesting of stock-based compensation awards for certain employees terminated as a result of the Company's restructuring activities for the six months ended June 30, 2016. | |||||||
[2] | The employee severance and benefit costs for the three months ended June 30, 2016 relates to the termination of approximately 250 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. | |||||||
[3] | The employee severance and benefit costs for the six months ended June 30, 2016 relates to the termination of approximately 750 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. |
Restructuring Restructuring Det
Restructuring Restructuring Details (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016USD ($)numberofemployees | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)numberofemployees | Jun. 30, 2015USD ($) | Jan. 26, 2016 | |||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring Revenue | $ 13,400 | $ 28,300 | |||||
Restructuring charges | $ 16,085 | 0 | $ 28,529 | 0 | |||
Number of employees terminated | numberofemployees | 250 | 750 | |||||
Restructuring Loss | $ 1,500 | $ 5,800 | |||||
Employee Severance [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 14,444 | [1] | $ 25,763 | [2] | |||
Share Distribution [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 4,700 | ||||||
Asset Impairments Related to Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 0 | 45 | |||||
Other Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 1,641 | 2,721 | |||||
North America [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 2,800 | 8,400 | |||||
North America [Member] | Employee Severance [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 1,488 | 6,213 | |||||
North America [Member] | Share Distribution [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 2,600 | ||||||
North America [Member] | Asset Impairments Related to Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 0 | 45 | |||||
North America [Member] | Other Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 1,318 | 2,167 | |||||
ROW [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 600 | $ 3,900 | |||||
ROW [Member] | Facility Closing [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Number of Countries in which Entity Operates | 6 | 6 | |||||
ROW [Member] | Employee Severance [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 394 | $ 3,721 | |||||
ROW [Member] | Share Distribution [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 0 | 0 | |||||
ROW [Member] | Asset Impairments Related to Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 0 | 0 | |||||
ROW [Member] | Other Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 202 | 225 | |||||
EMEA [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 12,700 | $ 16,200 | |||||
EMEA [Member] | Facility Closing [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Number of Countries in which Entity Operates | 11 | 11 | 4 | ||||
EMEA [Member] | Employee Severance [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 12,562 | $ 15,829 | |||||
EMEA [Member] | Share Distribution [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 2,100 | 2,100 | |||||
EMEA [Member] | Asset Impairments Related to Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | 0 | 0 | |||||
EMEA [Member] | Other Restructuring [Member] | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring charges | $ 121 | $ 329 | |||||
[1] | The employee severance and benefit costs for the three months ended June 30, 2016 relates to the termination of approximately 250 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. | ||||||
[2] | The employee severance and benefit costs for the six months ended June 30, 2016 relates to the termination of approximately 750 employees. Substantially all of the remaining cash payments for those costs are expected to be disbursed through December 31, 2017. |
Income Taxes Text (Details)
Income Taxes Text (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Loss from continuing operations before provision for income taxes | $ (53,930) | $ (6,285) | $ (97,777) | $ (20,917) |
Provision for income taxes | (2,199) | $ 8,982 | $ (450) | $ 11,089 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |||
Potential Change in Unrecognized Tax Benefits | $ 24,300 | $ 24,300 |
Fair Value Measurements Conting
Fair Value Measurements Contingent Obligations (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Other Acquisitions [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Business Combination, Contingent Consideration Arrangements, Change in Range of Outcomes, Contingent Consideration, Liability, Value, High | $ 16 |
Income (Loss) Per Share of Cl58
Income (Loss) Per Share of Class A and Class B Common Stock Basic and Diluted Earnings Per Share (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Basic net income (loss) per share | |||||
Allocation of net loss - continuing operations | $ (51,731,000) | $ (15,267,000) | $ (97,327,000) | $ (32,006,000) | |
Less: Allocation of net income attributable to noncontrolling interests | 3,173,000 | 2,828,000 | 6,696,000 | 6,646,000 | |
Net loss from discontinued operations | 0 | 127,179,000 | 0 | 133,463,000 | |
Net loss attributable to Groupon, Inc. | $ (54,904,000) | $ 109,084,000 | $ (104,023,000) | $ 94,811,000 | |
Basic, weighted average number of shares outstanding | 576,903,004 | 671,630,169 | 579,827,341 | 674,006,553 | |
Continuing operations | $ (0.10) | $ (0.03) | $ (0.18) | $ (0.06) | |
Discontinued operations | 0 | 0.19 | 0 | 0.20 | |
Basic, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ (0.18) | $ 0.14 | |
Diluted net income (loss) per share | |||||
Basic, weighted average number of shares outstanding | 576,903,004 | 671,630,169 | 579,827,341 | 674,006,553 | |
Diluted, weighted average number of shares outstanding | 576,903,004 | 671,630,169 | 579,827,341 | 674,006,553 | |
Continuing operations | $ (0.10) | $ (0.03) | $ (0.18) | $ (0.06) | |
Discontinued operations | 0 | 0.19 | 0 | 0.20 | |
Diluted, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ (0.18) | $ 0.14 | |
Common Class A [Member] | |||||
Basic net income (loss) per share | |||||
Allocation of net loss - continuing operations | $ (51,516,000) | $ (15,211,000) | $ (96,924,000) | $ (31,892,000) | |
Less: Allocation of net income attributable to noncontrolling interests | 3,160,000 | 2,818,000 | 6,668,000 | 6,622,000 | |
Allocation of net loss attributable to common stockholders - continuing operations | (54,676,000) | (18,029,000) | (103,592,000) | (38,514,000) | |
Net loss from discontinued operations | 0 | 126,725,000 | 0 | 132,986,000 | |
Net loss attributable to Groupon, Inc. | $ (54,676,000) | $ 108,696,000 | $ (103,592,000) | $ 94,472,000 | |
Basic, weighted average number of shares outstanding | 574,503,028 | 669,230,193 | 577,427,365 | 671,606,577 | |
Continuing operations | $ (0.10) | $ (0.03) | $ (0.06) | ||
Discontinued operations | 0 | 0.19 | 0.20 | ||
Basic, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ 0.14 | ||
Diluted net income (loss) per share | |||||
Allocation of net income attributable to common stockholders | $ (54,676,000) | $ 108,696,000 | $ (103,592,000) | $ 94,472,000 | |
Basic, weighted average number of shares outstanding | 574,503,028 | 669,230,193 | 577,427,365 | 671,606,577 | |
Conversion of Class B | [1] | 0 | 0 | 0 | 0 |
Employee stock options | [1] | 0 | 0 | 0 | 0 |
Dilutive Securities, Effect on Basic Earnings Per Share, Options and Restrictive Stock Units | [1] | $ 0 | $ 0 | $ 0 | $ 0 |
Diluted, weighted average number of shares outstanding | [1] | 574,503,028 | 669,230,193 | 577,427,365 | 671,606,577 |
Continuing operations | $ (0.10) | $ (0.03) | $ (0.06) | ||
Discontinued operations | 0 | 0.19 | 0.20 | ||
Diluted, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ 0.14 | ||
Common Class B [Member] | |||||
Basic net income (loss) per share | |||||
Allocation of net loss - continuing operations | $ (215,000) | $ (56,000) | $ (403,000) | $ (114,000) | |
Less: Allocation of net income attributable to noncontrolling interests | 13,000 | 10,000 | 28,000 | 24,000 | |
Allocation of net loss attributable to common stockholders - continuing operations | (228,000) | (66,000) | (431,000) | (138,000) | |
Net loss from discontinued operations | 0 | 454,000 | 0 | 477,000 | |
Net loss attributable to Groupon, Inc. | $ (228,000) | $ 388,000 | $ (431,000) | $ 339,000 | |
Basic, weighted average number of shares outstanding | 2,399,976 | 2,399,976 | 2,399,976 | 2,399,976 | |
Continuing operations | $ (0.10) | $ (0.03) | $ (0.18) | $ (0.06) | |
Discontinued operations | 0 | 0.19 | 0 | 0.20 | |
Basic, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ (0.18) | $ 0.14 | |
Diluted net income (loss) per share | |||||
Allocation of net income attributable to common stockholders | $ (228,000) | $ 388,000 | $ (431,000) | $ 339,000 | |
Basic, weighted average number of shares outstanding | 2,399,976 | 2,399,976 | 2,399,976 | 2,399,976 | |
Conversion of Class B | [1] | 0 | 0 | 0 | 0 |
Employee stock options | [1] | 0 | 0 | 0 | 0 |
Dilutive Securities, Effect on Basic Earnings Per Share, Options and Restrictive Stock Units | [1] | $ 0 | $ 0 | $ 0 | $ 0 |
Diluted, weighted average number of shares outstanding | [1] | 2,399,976 | 2,399,976 | 2,399,976 | 2,399,976 |
Continuing operations | $ (0.10) | $ (0.03) | $ (0.18) | $ (0.06) | |
Discontinued operations | 0 | 0.19 | 0 | 0.20 | |
Diluted, net (loss) earnings per share | $ (0.10) | $ 0.16 | $ (0.18) | $ 0.14 | |
Continuing Operations [Member] | Common Class A [Member] | |||||
Diluted net income (loss) per share | |||||
Allocation of net loss attributable to common stockholders for basic computation | $ (54,676,000) | $ (18,029,000) | $ (103,592,000) | $ (38,514,000) | |
Reallocation of net income attributable to common stockholders as a result of conversion of Class B | [1] | 0 | 0 | 0 | 0 |
Interest on Convertible Debt, Net of Tax | 0 | 0 | |||
Allocation of net income attributable to common stockholders | (54,676,000) | (18,029,000) | (103,592,000) | (38,514,000) | |
Continuing Operations [Member] | Common Class B [Member] | |||||
Diluted net income (loss) per share | |||||
Allocation of net loss attributable to common stockholders for basic computation | (228,000) | (66,000) | (431,000) | (138,000) | |
Reallocation of net income attributable to common stockholders as a result of conversion of Class B | [1] | 0 | 0 | 0 | 0 |
Interest on Convertible Debt, Net of Tax | 0 | 0 | |||
Allocation of net income attributable to common stockholders | (228,000) | (66,000) | (431,000) | (138,000) | |
Discontinued Operations [Member] | Common Class A [Member] | |||||
Diluted net income (loss) per share | |||||
Allocation of net loss attributable to common stockholders for basic computation | 0 | 126,725,000 | 0 | 132,986,000 | |
Reallocation of net income attributable to common stockholders as a result of conversion of Class B | [1] | 0 | 0 | 0 | 0 |
Allocation of net income attributable to common stockholders | 0 | 126,725,000 | 0 | 132,986,000 | |
Discontinued Operations [Member] | Common Class B [Member] | |||||
Diluted net income (loss) per share | |||||
Allocation of net loss attributable to common stockholders for basic computation | 0 | 454,000 | 0 | 477,000 | |
Reallocation of net income attributable to common stockholders as a result of conversion of Class B | [1] | 0 | 0 | 0 | 0 |
Allocation of net income attributable to common stockholders | 0 | 454,000 | 0 | 477,000 | |
Convertible Debt [Member] | Common Class A [Member] | |||||
Diluted net income (loss) per share | |||||
Dilutive Securities, Effect on Basic Earnings Per Share | [1] | 0 | 0 | 0 | 0 |
Convertible Debt [Member] | Common Class B [Member] | |||||
Diluted net income (loss) per share | |||||
Dilutive Securities, Effect on Basic Earnings Per Share | [1] | 0 | 0 | 0 | 0 |
Warrant [Member] | Common Class A [Member] | |||||
Diluted net income (loss) per share | |||||
Dilutive Securities, Effect on Basic Earnings Per Share | [1] | 0 | 0 | 0 | 0 |
Warrant [Member] | Common Class B [Member] | |||||
Diluted net income (loss) per share | |||||
Dilutive Securities, Effect on Basic Earnings Per Share | [1] | $ 0 | $ 0 | $ 0 | $ 0 |
[1] | The impact of the conversion of Class B common stock into Class A common stock, outstanding equity awards and outstanding convertible senior notes and warrants have not been reflected in the diluted income (loss) per share calculation for the three and six months ended June 30, 2016 and 2015 because the effect on net income (loss) per share from continuing operations would be antidilutive. |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value, Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | $ 125,018 | $ 129,625 | $ 130,725 | $ 122,525 | $ 0 | $ 0 |
Available-for-sale securities | 32,916 | 32,950 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 14,788 | 13,938 | 10,781 | 233 | 1,373 | 1,983 |
Fair Value, Measurements, Recurring [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and Cash Equivalents, Fair Value Disclosure | 236,913 | 305,179 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 125,018 | 130,725 | ||||
Contingent Consideration, Fair Value Disclosure | 14,788 | 10,781 | ||||
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and Cash Equivalents, Fair Value Disclosure | 236,913 | 305,179 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 0 | 0 | ||||
Contingent Consideration, Fair Value Disclosure | 0 | 0 | ||||
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 0 | 0 | ||||
Contingent Consideration, Fair Value Disclosure | 0 | 0 | ||||
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 130,725 | |||||
Contingent Consideration, Fair Value Disclosure | 10,781 | |||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 14,788 | |||||
Convertible debt securities [Member] | Fair Value, Measurements, Recurring [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 10,573 | 10,116 | ||||
Convertible debt securities [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 0 | 0 | ||||
Convertible debt securities [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 0 | 0 | ||||
Convertible debt securities [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 10,116 | |||||
Redeemable preferred shares [Member] | Fair Value, Measurements, Recurring [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 22,343 | 22,834 | ||||
Redeemable preferred shares [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 0 | 0 | ||||
Redeemable preferred shares [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 0 | 0 | ||||
Redeemable preferred shares [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Available-for-sale securities | 22,834 | |||||
Redeemable preferred shares [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 22,343 | 22,699 | 22,834 | 4,881 | 4,900 | 4,910 |
Redeemable preferred shares [Member] | Redeemable preferred shares [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 22,343 | |||||
Convertible debt securities [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | 10,573 | $ 10,173 | $ 10,116 | $ 8,026 | $ 2,757 | $ 2,527 |
Convertible debt securities [Member] | Convertible debt securities [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | $ 10,573 |
Income (Loss) Per Share of Cl60
Income (Loss) Per Share of Class A and Class B Common Stock Schedule of Equity Antidilutive Securities (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 110,193,147 | 46,997,097 | 76,475,127 | 44,196,030 |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 1,241,917 | 1,986,295 | 1,353,100 | 2,060,915 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 35,796,752 | 43,168,136 | 36,992,033 | 40,612,765 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 1,219,018 | 1,005,543 | 1,456,165 | 793,170 |
Employee Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 1,219,133 | 837,123 | 1,315,666 | 729,180 |
Convertible Debt [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 44,261,298 | 0 | 22,130,649 | 0 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities, Amount | 26,455,029 | 0 | 13,227,514 | 0 |
Performance Shares [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Stock Granted, Value, Share-based Compensation, Gross | 260,709 | 389,046 |
Fair Value Measurements Fair 61
Fair Value Measurements Fair Value, Reconciliation of Level 3 - Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||||||||||
Purchases of Convertible Debt | $ 0 | $ 5,000 | $ 0 | $ 5,000 | ||||||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | (4,607) | 450 | (5,707) | 450 | ||||||||
AFS Securities, Beginning Asset Value | 129,625 | 0 | 130,725 | 0 | ||||||||
AFS Securities, Ending Asset Value | 125,018 | 122,525 | 125,018 | 122,525 | ||||||||
Unrealized Gains (Losses) Still Held - Assets | (4,607) | [1] | 450 | (5,707) | [1] | 450 | [1] | |||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | 14,788 | 233 | 14,788 | 233 | $ 13,938 | $ 10,781 | $ 1,373 | $ 1,983 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements | 0 | (716) | 0 | (716) | ||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Purchases, (Sales), Issuances, (Settlements) | 0 | 0 | (285) | (331) | ||||||||
Gain from changes in fair value of contingent consideration | [2] | 850 | (424) | 4,292 | (703) | |||||||
Fair Value, Measurement with Unobservable Inputs, Unrealized Gain Loss | [1] | 850 | (857) | 4,166 | (1,091) | |||||||
Convertible debt securities [Member] | ||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||||||||||
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings | [3] | 199 | 187 | 237 | 187 | |||||||
AFS Securities, Beginning Asset Value | 10,173 | 2,757 | 10,116 | 2,527 | ||||||||
AFS Debt Security, (losses) included in OCI | 201 | 82 | 220 | 312 | ||||||||
AFS Securities, Ending Asset Value | 10,573 | 8,026 | 10,573 | 8,026 | ||||||||
Unrealized Gains (Losses) Still Held - Assets | [1] | 400 | 269 | 457 | 499 | |||||||
Redeemable preferred shares [Member] | ||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||||||||||
AFS Securities, Beginning Asset Value | 22,699 | 4,900 | 22,834 | 4,910 | ||||||||
AFS Debt Security, (losses) included in OCI | (356) | (19) | (491) | (29) | ||||||||
AFS Securities, Ending Asset Value | 22,343 | 4,881 | 22,343 | 4,881 | ||||||||
Unrealized Gains (Losses) Still Held - Assets | [1] | (356) | (19) | (491) | (29) | |||||||
Monster LP [Member] | ||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||||||||||
Fair Value, Option, Changes in Fair Value, Gain (Loss) | 1,300 | 450 | 1,400 | |||||||||
2016 [Member] | Retained Investment in Business [Member] | ||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||||||||||
AFS Securities, Ending Asset Value | $ 0 | $ 0 | ||||||||||
2015 [Member] | Retained Investment in Business [Member] | ||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||||||||||
AFS Securities, Ending Asset Value | $ 122,075 | $ 122,075 | ||||||||||
[1] | Represents the unrealized losses or gains recorded in earnings and/or other comprehensive income (loss) during the period for assets and liabilities classified as Level 3 that are still held (or outstanding) at the end of the period. | |||||||||||
[2] | Changes in the fair value of contingent consideration liabilities are classified within "Acquisition-related expense (benefit), net" on the condensed consolidated statements of operations. | |||||||||||
[3] | Represents accretion of interest income and changes in the fair value of an embedded derivative. |
Fair Value Measurements Fair 62
Fair Value Measurements Fair Value, Reconciliation of Level 3 - Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | $ 125,018 | $ 122,525 | $ 125,018 | $ 122,525 | $ 129,625 | $ 130,725 | $ 0 | $ 0 | |
Contingent Consideration, Beginning Value | 13,938 | 1,373 | 10,781 | 1,983 | |||||
Contingent Consideration, Reclass | 0 | 0 | (285) | (331) | |||||
(Gain) loss, net from changes in fair value of contingent consideration | [1] | 850 | (424) | 4,292 | (703) | ||||
Contingent Consideration, Ending Value | 14,788 | 233 | 14,788 | 233 | |||||
Fair Value, Measurement with Unobservable Inputs, Unrealized Gain Loss | [2] | 850 | (857) | 4,166 | (1,091) | ||||
Convertible debt securities [Member] | |||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Value | $ 10,573 | $ 8,026 | $ 10,573 | $ 8,026 | $ 10,173 | $ 10,116 | $ 2,757 | $ 2,527 | |
[1] | Changes in the fair value of contingent consideration liabilities are classified within "Acquisition-related expense (benefit), net" on the condensed consolidated statements of operations. | ||||||||
[2] | Represents the unrealized losses or gains recorded in earnings and/or other comprehensive income (loss) during the period for assets and liabilities classified as Level 3 that are still held (or outstanding) at the end of the period. |
Fair Value Measurements Financi
Fair Value Measurements Financial Assets and Liabilities, Not Measured at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cost method investments | $ 23,117 | $ 14,561 |
Cost Method Investments, Fair Value Disclosure | $ 24,910 | $ 15,922 |
Segment Information Segment Inf
Segment Information Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |||||
Segment Reporting Information [Line Items] | ||||||||
Number of Reportable Segments | 3 | |||||||
Revenue | $ 756,030 | $ 738,395 | $ 1,488,001 | $ 1,488,751 | ||||
Segment cost of revenue and operating expenses | [1] | 760,971 | [2] | 708,649 | 1,506,260 | [2] | 1,418,835 | [2] |
Segment operating income (loss) | [1] | (4,941) | 29,746 | (18,259) | 69,916 | |||
Share-based Compensation | [3] | 37,378 | 38,467 | 67,929 | 73,611 | |||
Acquisition-related (benefit) expense, net | 850 | 505 | 4,314 | 236 | ||||
Income (loss) from operations | (43,169) | (9,226) | (90,502) | (3,931) | ||||
Other expense, net | (10,761) | 2,941 | (7,275) | (16,986) | ||||
Loss from continuing operations before provision for income taxes | (53,930) | (6,285) | (97,777) | (20,917) | ||||
Provision for income taxes | (2,199) | 8,982 | (450) | 11,089 | ||||
Net loss from continuing operations | (51,731) | (15,267) | (97,327) | (32,006) | ||||
Net loss from discontinued operations | 0 | 127,179 | 0 | 133,463 | ||||
Net loss | (51,731) | 111,912 | (97,327) | 101,457 | ||||
Restructuring charges | 16,085 | 0 | 28,529 | 0 | ||||
Share-based Compensation | 37,552 | 38,485 | 68,308 | [3] | 73,629 | [3] | ||
North America [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring Charges ex. SBC | 2,800 | 5,800 | ||||||
Revenue | [4] | 516,922 | 481,282 | 1,017,735 | 961,164 | |||
Segment cost of revenue and operating expenses | [1] | 515,434 | [2] | 454,413 | 1,027,695 | [2] | 909,629 | [2] |
Segment operating income (loss) | [1] | 1,488 | 26,869 | (9,960) | 51,535 | |||
Acquisition-related (benefit) expense, net | 850 | 505 | 4,314 | 236 | ||||
Restructuring charges | 2,800 | 8,400 | ||||||
Share-based Compensation | 31,920 | 34,031 | 58,943 | 65,283 | ||||
EMEA [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring Charges ex. SBC | 10,600 | 14,000 | ||||||
Revenue | [4] | 198,305 | 204,047 | 387,275 | 420,267 | |||
Segment cost of revenue and operating expenses | [1] | 194,548 | [2] | 194,378 | 377,602 | [2] | 390,946 | [2] |
Segment operating income (loss) | [1] | 3,757 | 9,669 | 9,673 | 29,321 | |||
Acquisition-related (benefit) expense, net | 0 | 0 | 0 | 0 | ||||
Restructuring charges | 12,700 | 16,200 | ||||||
Share-based Compensation | 3,735 | 2,793 | 5,855 | 5,440 | ||||
ROW [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring Charges ex. SBC | 600 | 3,900 | ||||||
Revenue | 40,803 | 53,066 | 82,991 | 107,320 | ||||
Segment cost of revenue and operating expenses | [1] | 50,989 | [2] | 59,858 | 100,963 | [2] | 118,260 | [2] |
Segment operating income (loss) | [1] | (10,186) | (6,792) | (17,972) | (10,940) | |||
Acquisition-related (benefit) expense, net | 0 | 0 | 0 | 0 | ||||
Restructuring charges | 600 | 3,900 | ||||||
Share-based Compensation | 1,897 | 1,661 | 3,510 | $ 2,906 | ||||
Other Income [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Share-based Compensation | 200 | $ 0 | $ 400 | |||||
Sales Revenue, Net [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Concentration of risk, percentage | 0.00% | 10.00% | 0.00% | |||||
Switzerland | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue | 130,200 | $ 113,700 | $ 243,500 | $ 231,200 | ||||
United States | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue | 508,800 | $ 474,500 | 1,001,400 | $ 947,600 | ||||
Acceleration of Share-Based Compensation [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | 4,700 | |||||||
Acceleration of Share-Based Compensation [Member] | North America [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | 2,600 | |||||||
Acceleration of Share-Based Compensation [Member] | EMEA [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | 2,100 | 2,100 | ||||||
Acceleration of Share-Based Compensation [Member] | ROW [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Restructuring charges | $ 0 | $ 0 | ||||||
[1] | Segment cost of revenue and operating expenses and segment operating income (loss) exclude stock-based compensation and acquisition-related (benefit) expense, net. This presentation corresponds to the measure of segment profit or loss that the Company's chief operating decision-maker uses in assessing segment performance and making resource allocation decisions. The following table summarizes the Company's stock-based compensation expense and acquisition-related expense (benefit), net by reportable segment for the three and six months ended June 30, 2016 and 2015 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-related Stock-based compensation Acquisition-relatedNorth America $31,920 $850 $34,031 $505 $58,943 $4,314 $65,283 $236EMEA 3,735 — 2,793 — 5,855 — 5,440 —Rest of World 1,897 — 1,661 — 3,510 — 2,906 —Consolidated $37,552 $850 $38,485 $505 $68,308 $4,314 $73,629 $236 | |||||||
[2] | Segment cost of revenue and operating expenses for the three months ended June 30, 2016 includes restructuring charges of $2.8 million in North America, $10.6 million in EMEA (which excludes $2.1 million of stock-based compensation) and $0.6 million in Rest of World (which excludes $0.02 million of stock-based compensation). Segment cost of revenue and operating expenses for the six months ended June 30, 2016 includes restructuring charges of $5.8 million in North America (which excludes $2.6 million of stock-based compensation), $14.0 million in EMEA (which excludes $2.1 million of stock-based compensation) and $3.9 million in Rest of World (which excludes $0.02 million of stock-based compensation). See Note 9, "Restructuring," for additional information. | |||||||
[3] | Includes stock-based compensation classified within cost of revenue, marketing expense, selling, general and administrative expense and restructuring charges. Other income (expense), net, includes $0.2 million and $0.4 million of additional stock-based compensation for the three and six months ended June 30, 2016 and $0.02 million for the three and six months ended June 30, 2015. | |||||||
[4] | North America includes revenue from the United States of $508.8 million and $474.5 million for the three months ended June 30, 2016 and 2015, respectively, and $1,001.4 million and $947.6 million for the six months ended June 30, 2016 and 2015, respectively. EMEA includes revenue from Switzerland of $130.2 million and $113.7 million for the three months ended June 30, 2016 and 2015, respectively, and $243.5 million and $231.2 million for the six months ended June 30, 2016 and 2015, respectively. There were no other individual countries that represented more than 10% of consolidated total revenue for the three and six months ended June 30, 2016 and 2015. |
Segment Information Total Asset
Segment Information Total Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | ||
Segment Reporting Information [Line Items] | |||
Assets, Continuing Operations | $ 1,751,442 | $ 1,796,264 | |
North America [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets, Continuing Operations | [1] | 1,096,490 | 1,063,595 |
EMEA [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets, Continuing Operations | 440,991 | 508,353 | |
ROW [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets, Continuing Operations | $ 213,961 | $ 224,316 | |
Assets, Total [Member] | |||
Segment Reporting Information [Line Items] | |||
Concentration of risk, percentage | 10.00% | 0.00% | |
United States | |||
Segment Reporting Information [Line Items] | |||
Assets, Continuing Operations | $ 1,088,900 | $ 1,018,200 | |
[1] | North America contains assets from the United States of $1,088.9 million and $1,018.2 million as of June 30, 2016 and December 31, 2015, respectively. There were no other individual countries that represented more than 10% of consolidated total assets as of June 30, 2016 and December 31, 2015 |
Segment Information Revenue by
Segment Information Revenue by Segment and Category (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | ||
Gross Profit | $ 333,588 | $ 337,007 | $ 672,916 | $ 684,413 | |
Gross Profit, Services | 263,758 | 277,747 | $ 534,734 | 569,137 | |
Primary Categories | 3 | ||||
Third party and other | 318,129 | 340,846 | $ 652,697 | 700,967 | |
Revenue, services | 303,647 | 317,924 | 616,909 | 652,806 | |
Direct | 437,901 | 397,549 | 835,304 | 787,784 | |
Total revenue | 756,030 | 738,395 | 1,488,001 | 1,488,751 | |
North America [Member] | |||||
Gross Profit | 217,174 | 196,557 | 433,117 | 391,047 | |
Gross Profit, Services | 175,146 | 165,959 | 354,876 | 336,526 | |
Revenue, services | 205,540 | 194,419 | 418,607 | 395,272 | |
Total revenue | [1] | 516,922 | 481,282 | 1,017,735 | 961,164 |
EMEA [Member] | |||||
Gross Profit | 90,158 | 104,087 | 185,048 | 219,324 | |
Gross Profit, Services | 66,633 | 82,209 | 135,111 | 171,965 | |
Revenue, services | 71,325 | 88,643 | 144,389 | 185,896 | |
Total revenue | [1] | 198,305 | 204,047 | 387,275 | 420,267 |
ROW [Member] | |||||
Gross Profit | 26,256 | 36,363 | 54,751 | 74,042 | |
Gross Profit, Services | 21,979 | 29,579 | 44,747 | 60,646 | |
Revenue, services | 26,782 | 34,862 | 53,913 | 71,638 | |
Total revenue | 40,803 | 53,066 | 82,991 | 107,320 | |
Local [Member] | |||||
Third party and other | [2] | 267,216 | 276,503 | 543,337 | 570,184 |
Local [Member] | North America [Member] | |||||
Third party and other | [2] | 184,139 | 172,461 | 376,292 | 353,325 |
Local [Member] | EMEA [Member] | |||||
Third party and other | [2] | 60,616 | 75,543 | 122,502 | 158,079 |
Local [Member] | ROW [Member] | |||||
Third party and other | [2] | 22,461 | 28,499 | 44,543 | 58,780 |
Travel [Member] | |||||
Third party and other | 36,431 | 41,421 | 73,572 | 82,622 | |
Travel [Member] | North America [Member] | |||||
Third party and other | 21,401 | 21,958 | 42,315 | 41,947 | |
Travel [Member] | EMEA [Member] | |||||
Third party and other | 10,709 | 13,100 | 21,887 | 27,817 | |
Travel [Member] | ROW [Member] | |||||
Third party and other | 4,321 | 6,363 | 9,370 | 12,858 | |
Goods [Member] | |||||
Gross Profit | 69,830 | 59,260 | 138,182 | 115,276 | |
Third party and other | 14,482 | 22,922 | 35,788 | 48,161 | |
Direct | 437,901 | 397,549 | 835,304 | 787,784 | |
Total revenue | 452,383 | 420,471 | 871,092 | 835,945 | |
Goods [Member] | North America [Member] | |||||
Gross Profit | 42,028 | 30,598 | 78,241 | 54,521 | |
Third party and other | 2,364 | 1,671 | 4,354 | 2,319 | |
Direct | 309,018 | 285,192 | 594,774 | 563,573 | |
Total revenue | 311,382 | 286,863 | 599,128 | 565,892 | |
Goods [Member] | EMEA [Member] | |||||
Gross Profit | 23,525 | 21,878 | 49,937 | 47,359 | |
Third party and other | 5,317 | 9,702 | 16,003 | 21,680 | |
Direct | 121,663 | 105,702 | 226,883 | 212,691 | |
Total revenue | 126,980 | 115,404 | 242,886 | 234,371 | |
Goods [Member] | ROW [Member] | |||||
Gross Profit | 4,277 | 6,784 | 10,004 | 13,396 | |
Third party and other | 6,801 | 11,549 | 15,431 | 24,162 | |
Direct | 7,220 | 6,655 | 13,647 | 11,520 | |
Total revenue | 14,021 | 18,204 | 29,078 | 35,682 | |
Third party and other [Member] | Local [Member] | |||||
Gross Profit | [3] | 234,400 | 242,411 | 475,452 | 500,704 |
Third party and other [Member] | Local [Member] | North America [Member] | |||||
Gross Profit | [3] | 158,812 | 147,574 | 322,830 | 302,350 |
Third party and other [Member] | Local [Member] | EMEA [Member] | |||||
Gross Profit | [3] | 56,849 | 70,270 | 115,112 | 147,626 |
Third party and other [Member] | Local [Member] | ROW [Member] | |||||
Gross Profit | [3] | 18,739 | 24,567 | 37,510 | 50,728 |
Third party and other [Member] | Travel [Member] | |||||
Gross Profit | 29,358 | 35,336 | 59,282 | 68,433 | |
Third party and other [Member] | Travel [Member] | North America [Member] | |||||
Gross Profit | 16,334 | 18,385 | 32,046 | 34,176 | |
Third party and other [Member] | Travel [Member] | EMEA [Member] | |||||
Gross Profit | 9,784 | 11,939 | 19,999 | 24,339 | |
Third party and other [Member] | Travel [Member] | ROW [Member] | |||||
Gross Profit | 3,240 | 5,012 | 7,237 | 9,918 | |
Third party and other [Member] | Goods [Member] | |||||
Gross Profit | 10,571 | 15,554 | 27,382 | 32,588 | |
Third party and other [Member] | Goods [Member] | North America [Member] | |||||
Gross Profit | 2,019 | 1,408 | 3,692 | 1,842 | |
Third party and other [Member] | Goods [Member] | EMEA [Member] | |||||
Gross Profit | 4,426 | 7,779 | 13,871 | 17,972 | |
Third party and other [Member] | Goods [Member] | ROW [Member] | |||||
Gross Profit | 4,126 | $ 6,367 | $ 9,819 | $ 12,774 | |
Sales Revenue, Net [Member] | |||||
Concentration of risk, percentage | 0.00% | 10.00% | 0.00% | ||
United States | |||||
Total revenue | 508,800 | $ 474,500 | $ 1,001,400 | $ 947,600 | |
SWITZERLAND | |||||
Total revenue | $ 130,200 | $ 113,700 | $ 243,500 | $ 231,200 | |
[1] | North America includes revenue from the United States of $508.8 million and $474.5 million for the three months ended June 30, 2016 and 2015, respectively, and $1,001.4 million and $947.6 million for the six months ended June 30, 2016 and 2015, respectively. EMEA includes revenue from Switzerland of $130.2 million and $113.7 million for the three months ended June 30, 2016 and 2015, respectively, and $243.5 million and $231.2 million for the six months ended June 30, 2016 and 2015, respectively. There were no other individual countries that represented more than 10% of consolidated total revenue for the three and six months ended June 30, 2016 and 2015. | ||||
[2] | Includes revenue from deals with local and national merchants and through local events. | ||||
[3] | Includes gross profit from deals with local and national merchants and through local events. |
Segment Information Gross Profi
Segment Information Gross Profit by Segment and Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Gross Profit by Category [Line Items] | |||||
Gross Profit, Services | $ 263,758 | $ 277,747 | $ 534,734 | $ 569,137 | |
Gross Profit | 333,588 | 337,007 | 672,916 | 684,413 | |
North America [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit, Services | 175,146 | 165,959 | 354,876 | 336,526 | |
Gross Profit | 217,174 | 196,557 | 433,117 | 391,047 | |
EMEA [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit, Services | 66,633 | 82,209 | 135,111 | 171,965 | |
Gross Profit | 90,158 | 104,087 | 185,048 | 219,324 | |
ROW [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit, Services | 21,979 | 29,579 | 44,747 | 60,646 | |
Gross Profit | 26,256 | 36,363 | 54,751 | 74,042 | |
Local [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | [1] | 234,400 | 242,411 | 475,452 | 500,704 |
Local [Member] | North America [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | [1] | 158,812 | 147,574 | 322,830 | 302,350 |
Local [Member] | EMEA [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | [1] | 56,849 | 70,270 | 115,112 | 147,626 |
Local [Member] | ROW [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | [1] | 18,739 | 24,567 | 37,510 | 50,728 |
Goods [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 69,830 | 59,260 | 138,182 | 115,276 | |
Goods [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 10,571 | 15,554 | 27,382 | 32,588 | |
Goods [Member] | Direct [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 59,259 | 43,706 | 110,800 | 82,688 | |
Goods [Member] | North America [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 42,028 | 30,598 | 78,241 | 54,521 | |
Goods [Member] | North America [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 2,019 | 1,408 | 3,692 | 1,842 | |
Goods [Member] | North America [Member] | Direct [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 40,009 | 29,190 | 74,549 | 52,679 | |
Goods [Member] | EMEA [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 23,525 | 21,878 | 49,937 | 47,359 | |
Goods [Member] | EMEA [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 4,426 | 7,779 | 13,871 | 17,972 | |
Goods [Member] | EMEA [Member] | Direct [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 19,099 | 14,099 | 36,066 | 29,387 | |
Goods [Member] | ROW [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 4,277 | 6,784 | 10,004 | 13,396 | |
Goods [Member] | ROW [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 4,126 | 6,367 | 9,819 | 12,774 | |
Goods [Member] | ROW [Member] | Direct [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 151 | 417 | 185 | 622 | |
Travel [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 29,358 | 35,336 | 59,282 | 68,433 | |
Travel [Member] | North America [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 16,334 | 18,385 | 32,046 | 34,176 | |
Travel [Member] | EMEA [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | 9,784 | 11,939 | 19,999 | 24,339 | |
Travel [Member] | ROW [Member] | Third party and other [Member] | |||||
Gross Profit by Category [Line Items] | |||||
Gross Profit | $ 3,240 | $ 5,012 | $ 7,237 | $ 9,918 | |
[1] | Includes gross profit from deals with local and national merchants and through local events. |