Groupon, Inc. $163 Million Secondary Common Stock Offering

Davis Polk advised Morgan Stanley & Co. LLC as sole underwriter in connection with an SEC-registered secondary offering of 13,825,283 shares of Class A common stock of Groupon, Inc. by LivingSocial, Inc. Groupon’s Class A common stock is listed on the NASDAQ Global Select Market under the symbol “GRPN.”

Headquartered in Chicago, Illinois, Groupon is a local commerce marketplace that connects merchants to consumers by offering goods and services at a discount.

The Davis Polk corporate team included partner Alan F. Denenberg and associates Peter M. Lamb and Adam Gottesfeld. The tax team included partner Rachel D. Kleinberg and associate Catherine Paskoff Chang. Counsel Marcie A. Goldstein provided FINRA advice. Cassandra Aguirre and Katie Young were the legal assistants on the transaction. Members of the Davis Polk team are based in the Menlo Park and New York offices.

www.davispolk.com