The initial conversion rate of the 2027 Notes will be 33.333 shares of Groupon common stock, par value $0.0001 per share (the " Common Stock "), per $1,000 principal amount of 2027 Notes (equivalent to an initial conversion price of approximately $30 per share), subject to customary adjustments. The initial conversion price of the 2027 Notes represents a premium of approximately 184% over the Company's 20-day trailing volume-weighted average price ending on November 11, 2024. The 2027 Notes will be convertible into Common Stock or a combination of cash and Common Stock, at Groupon's election.