According to a law firm press release, the complaint charges Groupon and certain of its officers and directors with violations of the Securities Exchange Act of 1934. Groupon is a local e-commerce marketplace that connects merchants to consumers by offering goods and services at a discount.
The complaint alleges that during the Class Period, defendants issued materially false and misleading statements regarding the Company’s business and prospects. As a result of defendants’ false statements, Groupon stock traded at artificially inflated prices during the Class Period, reaching a high of $13.05 per share on May 16, 2012.
On November 8, 2012, Groupon issued a press release announcing its third quarter 2012 earnings results, reporting disappointing revenue results for the third quarter and lowered revenue guidance for the fourth quarter of 2012 below analysts’ expectations. In a conference call following the release of Groupon’s third quarter results, defendants acknowledged that the Company’s lower margin Groupon Goods business would be a more significant part of its revenues. As a result of this news, Groupon stock dropped $1.16 per share to close at $2.76 per share on November 9, 2012, a one-day decline of nearly 30% and a decline of 78% from the stock’s Class Period high.
According to the complaint, the true facts, which were known by the defendants but concealed from the investing public during the Class Period, were as follows: (a) much of Groupon’s revenue growth was being derived from its non-core, lower-margin Groupon Goods business; (b) Groupon’s business was not growing to the extent represented by defendants; and (c) Groupon’s revenue mix was shifting in a manner which would lead to lower margins.