Where are the non floated Groupon shares
The original investors and founders own them. Think about it this way - When you hear that an IPO priced at $10 opened at $50, is that 'good or 'bad'? Of course, it depends who you are. If you are the guy that got them at $10, you're happy. If you are the founder of the company, you are thinking the banker you paid to determine a market price for the IPO failed. Big. He blew it, basically as you just sold your company for 20% of the perceived value. But, instead of selling all the shares, just sell, say, 5%. Now, the IPO opening price is just a way to understand the true value of your company while keeping 95% of the upside once the market settles down to a regular trading pattern. You can slowly sell these shares into the market or you can use them as cash to take over other companies by buying with these shares instead of actual cash.  Either way, the publicly traded shares should trade based on the total value of the company and the fraction they represent. Many people have criticized the Groupon IPO model because it doesn't make sense as an investment, unless you are an insider with cheap shares. Basically, you have:
"A non-trading stock or non-marketable security or unlisted security is one that does not trade continually on an exchange. For tax purposes, this can mean a whole new ball of wax which I would prefer the experts address with an edit to this answer or a new answer. For financial accounting purposes, this is when, say, one owns shares in an unlisted corporation and should be treated very carefully less one delude oneself. For trading stock, the value can be known immediately by checking any valid data provider's price and marking to market.  For non-trading stock, the value has to be ""marked to model"".  This can get one into Enron sized trouble. In this case, it's best to either leave the value of the stock at the purchase price and recognize gains upon sale, use a price from another honest transaction by third parties which are most likely difficult to attain, or to use some shorthand measure like applying the market P/E. Be wary of strangely high figures for value from the purchase price by using a market average, and don't throw away the shares just yet if a strangely low one arises.  This method can lead to strange results." "There are a few other items that you should be aware of when getting options: The strike price is usually determined by an independent valuation of the common shares (called a 409a valuation). This should give you a sense on what the options are worth. Obviously you are hoping that the value becomes many multiple of that. There are two kinds in the US: Non-quals (NQO) and Incentive Stock Options (ISOs).  The big difference is that when you exercise Non-quals, you have to pay the tax on the difference between the ""fair"" market value on the shares and what you paid for them (the strike price).  This is important because if the company is private, you likely can not sell any shares until it is public. With ISOs, you don't pay any tax (except AMT tax) on the gain until you actually sell the shares.  You should know what kind your getting. Some plans allow for early exercise, essentially allowing you to buy the shares early (and given back if you leave before they vest) which helps you establish capital gains treatment earlier as well as avoid AMT if you have ISOs. This is really complicated direction and you would want to talk to a tax professional.  And always a good idea to know how many total shares outstanding in the Company. Very few people ask this question but it is helpful for you to understand the overall value of the options." Full disclosure: I’m an intern for EquityZen, so I’m familiar with this space but can speak with the most accuracy about EquityZen. Observations about other players in the space are my own. The employee liquidity landscape is evolving. EquityZen and Equidate help shareholders (employees, ex-employees, etc.) in private companies get liquidity for shares they already own. ESOFund and 137 Ventures help with option financing, and provide loans (and exotic structures on loans) to cover costs of exercising options and any associated tax hit. EquityZen is a private company marketplace that led the second wave of VC-backed secondary markets starting early 2013. The mission is to help achieve liquidity for employees and other private company shareholder, but in a company-approved way. EquityZen transacts with share transfers and also a proprietary derivative structure which transfers economics of a company's shares without changing voting and information rights. This structure typically makes the transfer process cheaper and faster as less paperwork is involved. Accredited investors find the process appealing because they get access to companies they usually cannot with small check sizes. To address the questions in Dzt's post: 1). EquityZen doesn't take a 'loan shark' approach meaning they don't front shareholders money so that they can purchase their stock. With EquityZen, you’re either selling your shares or selling all the economic risk—upside and downside—in exchange for today’s value. 2). EquityZen only allows company approved deals on the platform. As a result, companies are more friendly towards the process and they tend to allow these deals to take place. Non-company approved deals pose risks for buyers and sellers and are ultimately unsustainable. As a buyer, without company blessing, you’re taking on significant counterparty risk from the seller (will they make good on their promise to deliver shares in the future?) or the risk that the transfer is impermissible under relevant restrictions and your purchase is invalid. As a seller, you’re running the risk of violating your equity agreements, which can have severe penalties, like forfeiture of your stock. Your shares are also much less marketable when you’re looking to transact without the company’s knowledge or approval. 3). Terms don't change depending an a shareholder's situation. EquityZen is a professional company and values all of the shareholders that use the platform. It’s a marketplace so the market sets the price. In other situations, you may be at the mercy of just one large buyer. This can happen when you’re facing a big tax bill on exercise but don’t have the cash (because you have the stock). 4). EquityZen doesn't offer loans so this is a non issue. 5). Not EquityZen! EquityZen creates a clean break from the economics. It’s not uncommon for the loan structures to use an interest component as well as some other complications, like upside participation and and also a liquidation preference. EquityZen strives for a simple structure where you’re not on the hook for the downside and you’ve transferred all the upside as well. "As I understand it, a company raises money by sharing parts of it (""ownership"") to people who buy stocks from it.  It's not ""ownership"" in quotes, it's ownership in a non-ironic way.  You own part of the company.  If the company has 100 million shares outstanding you own 1/100,000,000th of it per share, it's small but you're an owner.  In most cases you also get to vote on company issues as a shareholder. (though non-voting shares are becoming a thing).  After the initial share offer, you're not buying your shares from the company, you're buying your shares from an owner of the company.  The company doesn't control the price of the shares or the shares themselves. I get that some stocks pay dividends, and that as these change the price of the stock may change accordingly. The company pays a dividend, not the stock.  The company is distributing earnings to it's owners your proportion of the earnings are equal to your proportion of ownership.  If you own a single share in the company referenced above you would get $1 in the case of a $100,000,000 dividend (1/100,000,000th of the dividend for your 1/100,000,000th ownership stake). I don't get why the price otherwise goes up or down (why demand changes) with earnings, and speculation on earnings.  Companies are generally valued based on what they will be worth in the future.   What do the prospects look like for this industry?  A company that only makes typewriters probably became less valuable as computers became more prolific.  Was a new law just passed that would hurt our ability to operate?  Did a new competitor enter the industry to force us to change prices in order to stay competitive?  If we have to charge less for our product, it stands to reason our earnings in the future will be similarly reduced.   So what if the company's making more money now than it did when I bought the share? Presumably the company would then be more valuable. None of that is filtered my way as a ""part owner"".  Yes it is, as a dividend; or in the case of a company not paying a dividend you're rewarded by an appreciating value. Why should the value of the shares change? A multitude of reasons generally revolving around the company's ability to profit in the future." "We're not in Bubble #2, There is another land rush in the web due to how easy it is to get in and how everywhere else is terrible to work at this moment.  Groupon is the big outlier b/c it's a sales company and not a tech company.  Facebook (which I personally hate but am forced to use it) is worth what someone is willing to pay for it, all companies with stock are the same way.  Will it have a market cap of $100B, you bet!  There are a few once in a decade companies that will do something uniqure very very well.   Think Google, Apple, Microsoft, Intel, Cisco.    Facebook IMO is a walled garden, where your information is free to enter but forbidden to leave.  Your data is their data, your web habits are known to them and are tracked by them.  They know more about your like's dislikes, web habits than you yourself do.  Damn! That's some powerful shit that people who want to peddle anything and everything to you will want.  You are actively being tracked by each ""like"" button you come across on the web.  Now for this whole Facebook IPO, Google has shown the power of the tech IPO post Bubble #1 in 2004.  Well guess what Wall Street/Private Equity/Hedge Funds/Global Captial wants in!  That's easy money to them, it doesn't want to be left out in another bubble, another hit, whatever you want to call it.  That drives up the initial offering price, more media, more exposure, more demand, etc.  So now Facebook has this hugely valuable database of individuals that it owns and doesn't share to anyone else and a huge demand for it." I have been careful here to cover both shares in companies and in ETFs (Exchange Traded Funds). Some information such as around corporate actions and AGMs is only applicable for company shares and not ETFs. The shares that you own are registered to you through the broker that you bought them via but are verified by independent fund administrators and brokerage reconciliation processes. This means that there is independent verification that the broker has those shares and that they are ring fenced as being yours. The important point in this is that the broker cannot sell them for their own profit or otherwise use them for their own benefit, such as for collateral against margin etc..  1) Since the broker is keeping the shares for you they are still acting as an intermediary. In order to prove that you own the shares and have the right to sell them you need to transfer the registration to another broker in order to sell them through that broker. This typically, but not always, involves some kind of fee and the broker that you transfer to will need to be able to hold and deal in those shares. Not all brokers have access to all markets. 2) You can sell your shares through a different broker to the one you bought them through but you will need to transfer your ownership to the other broker and that broker will need to have access to that market. 3) You will normally, depending on your broker, get an email or other message on settlement which can be around two days after your purchase. You should also be able to see them in your online account UI before settlement. You usually don't get any messages from the issuing entity for the instrument until AGM time when you may get invited to the AGM if you hold enough stock. All other corporate actions should be handled for you by your broker. It is rare that settlement does not go through on well regulated markets, such as European, Hong Kong, Japanese, and US markets but this is more common on other markets. In particular I have seen quite a lot of trades reversed on the Istanbul market (XIST) recently. That is not to say that XIST is unsafe its just that I happen to have seen a few trades reversed recently. In most cases , preferential sharesholders are paid dividends first before common shareholders are paid . In the event of a company bankruptcy , preferential shareholders have the right to be paid first before common shareholders. In exchange for these benefits , preferential shareholders do not have any voting rights. The issuing of preferential shares has no impact on share prices or issuing of bonuses , it is a mere coincidence that the stock price went up On closer look, it appears that Google Finance relies on the last released 10-k statement (filing date 10/30/2013), but outstanding shares as of last 10-Q statement. Using these forms, you get ($37,037M / 5.989B ) = $6.18 EPS. I think this is good to note, as you can manually calculate a more up to date EPS value than what the majority of investors out there are relying on.