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Shutterfly Acquired Shark Tank-Backed GrooveBook: Why the Price Was Reported as $14.5 Million

Shutterfly announced a $14.5 million GrooveBook deal in 2014, while a later SEC filing recorded a $13.7 million purchase price for certain assets. The figures come from distinct accounts of the transaction.
From TheFinanceBase Team2 min to read
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Shutterfly announced on November 17, 2014, that it had acquired GrooveBook for $14.5 million, including an upfront purchase amount and a future performance-based earn-out. A later Shutterfly SEC filing reports a different figure: a $13.7 million aggregate purchase price for certain GrooveBook assets acquired on October 31, 2014. Those are distinct figures from different company records, not amounts the available sources reconcile into one.

How much did Shutterfly pay for GrooveBook?

Shutterfly’s November 17, 2014 announcement put the acquisition price at $14.5 million. It said the consideration included an upfront purchase amount and a future earn-out tied to performance, but did not break down the two components in the announcement. Shutterfly’s acquisition announcement is the source for that headline figure.

Shutterfly’s 2016 Form 10-K gives a separate accounting description. It says the company acquired certain assets of Dot Copy, Inc., doing business as GrooveBook, on October 31, 2014, for an aggregate purchase price of $13.7 million. The filing describes an upfront cash payment and a contingent earn-out subject to financial metrics. Shutterfly’s 2016 Form 10-K records that amount.

The announcement and filing should not be treated as interchangeable: one reports $14.5 million as the announced acquisition price, while the later filing reports $13.7 million for the asset acquisition. Neither source, as described here, explains the difference. The filing also does not say that $13.7 million was all paid upfront; it specifies an upfront amount plus an earn-out.

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When was the deal announced, and when did the acquisition occur?

Shutterfly publicly announced the transaction on November 17, 2014. Its SEC filing dates the acquisition of certain assets to October 31, 2014. The dates describe different events: the company announced the deal after the date it reported for the asset acquisition.

What was GrooveBook?

GrooveBook was a mobile app and subscription service for turning phone photos into a small printed book mailed to customers. In its 2014 announcement, Shutterfly described an iPhone and Android app that could print up to 100 mobile-phone photos in a 4.5-by-6.5-inch book and mail it monthly for $2.99. Those are historical product and price details from 2014, not a current offer.

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Shutterfly presented the acquisition as a way to add a different photo-book format to its brands and build on GrooveBook’s mobile, social and word-of-mouth appeal. CEO Jeffrey Housenbold said, “The acquisition of GrooveBook reflects Shutterfly Inc.’s continued commitment to offering customers dynamic mobile experiences.” GrooveBook founder Brian Whiteman welcomed the move, saying, “We are thrilled to bring GrooveBook to the Shutterfly Inc. family of brands.” Both statements appeared in Shutterfly’s announcement.

How did GrooveBook connect to Shark Tank?

Founders Brian and Julie Whiteman appeared on Season 5 of Shark Tank. ABC’s February 2, 2015 update says Kevin O’Leary invested in and mentored them, and reports the subsequent sale to Shutterfly at $14.5 million. ABC’s GrooveBook update provides the show context and its account of the sale.

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Is GrooveBook still available?

The historical acquisition records and 2014 product description do not establish whether GrooveBook remains available today. They also do not confirm a current subscription price or product catalog. The acquisition explains why Shutterfly was connected to the service; it is not evidence that the original GrooveBook offering continues.

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