“No ‘material adverse change’ clause-written into deals as an ‘in case the sky falls’ provision-could have offset that period of “uncertainty” for Groupon, write Chon and Das. If the deal got stuck in regulatory limbo, Groupon could slide in the face of strong competition and have trouble meeting Google’s revenue targets. Groupon operates in a market with no barriers to entry competitors abound. Groupon’s board members reportedly were confident they could meet these targets and receive their “earn-outs.”Ĭomplicating the matter, however, was the likelihood that, because of Google’s involvement, the deal would be tied up in an antitrust investigation for more than a year, insiders told the Wall Street Journal. The reasons for the deal’s collapse may have been slightly more complicated, Gina Chon and Anupreeta Das reported in the Wall Street Journal.įear of legal limbo Google may have bid $6 billion for Groupon, but about 40% of that amount-around $2.5 billion-would have been doled out over time, and only if the company hit predetermined revenue targets. Were Groupon investors taking a gamble that they’d get even richer if they took the company public at a later date? The news that Groupon’s board members had turned down the opportunity to become very, very rich triggered a flurry of speculation.ĭid company founder and chief executive Andrew Mason fear that Groupon’s quirky, laid-back corporate identity would be swallowed up by the much larger firm? In negotiations, many predicted that Groupon’s board of directors wouldn’t be able to refuse Google’s sky high bid. Claim your FREE copy: Win-Win or Hardballĭiscover how to handle complicated, high-level business negotiations in this free report, Win-Win or Hardball: Learn Top Strategies from Sports Contract Negotiations, from Harvard Law School.
0 Comments
Leave a Reply. |