Apple, which has spent the past day pulling older model iPhone and iPad inventory from the shelves of its online store in Germany, is now scrambling to restore it. This morning, a court temporarily suspended an injunction that prevented Apple from selling or distributing iOS devices believed to infringe certain Motorola Mobility patents.

In a statement given to AllThingsD, Apple confirmed that the iPhone 3G, iPhone 3GS, iPhone 4 and 3G/UMTS-based iPads should be returning to the shelves of its German online store in a matter of hours.

“All iPad and iPhone models will be back on sale through Apple’s online store in Germany shortly,” an Apple spokeswoman told AllThingsD. “Apple appealed this ruling because Motorola repeatedly refuses to license this patent to Apple on reasonable terms, despite having declared it an industry standard patent seven years ago.”

The injunction at issue here was granted last December, but wasn’t served until recently, sources say. Apple began making the appropriate adjustments to its German online store earlier this week, while continuing to appeal the injunction, which was subsequently suspended this morning.

So what happens next? Well, this is only a temporary suspension. So, at best, it’s a brief reprieve for Apple, until the legal issues surrounding it are resolved. Top among them: Apple’s argument that Motorola Mobility is not honoring the FRAND licensing obligations (fair, reasonable and non-discriminatory) it has on some standards-essential patents.

“In a best-case scenario for Apple, the suspension would now be in effect until the appeals court makes a decision on Apple’s appeal,” FOSS Patents’ Florian Mueller explains. “In that case, it would be in effect for well over a year.”

First, a German court handed the South Korean company a setback, rejecting one of the seven patent infringement claims it had brought against Apple. In the court’s view, Samsung’s claim that Apple violates this particular patent, which relates to 3G/UMTS wireless standard, isn’t valid, though the presiding judge hasn’t yet explained why that’s the case.

Far more interesting is this second bit of news coming out of the German courts today. Evidently, Apple has decided to assert its slide-to-unlock patent against Samsung’s Galaxy Nexus. This is the first time Apple has fingered the Nexus as an infringing device, and its decision to do so appears to be a significant escalation of the company’s campaign against Android. Not only is the Galaxy Nexus one of Samsung’s hero smartphones, it’s also Google’s Android 4.0 reference device.

In fact, it’s the only smartphone shipping with Android 4.0 right now. In other words, it’s the latest “pure Google” phone. Which is noteworthy.

“Judging by the first three weeks of 2012, Apple’s intellectual property assertions against Android continue to escalate,” patent analyst Florian Mueller told AllThingsD. “Samsung appears to be no less determined to fight. Apple’s supplemental infringement contentions targeting the Android 4.0 lead device are an unequivocal signal to Google that Apple doesn’t shy away from a frontal assault.”

Apple has filed suit against Samsung once again in Germany, looking to ban the sales of a number of smartphones and tablets. Filed in Dusseldorf Regional Court and based on a number of design patents, the suit targets Samsung’s Galaxy S II and its Galaxy S Plus, along with eight other smartphones.

Reached for comment, Apple reiterated the same line it has been using to upbraid Samsung throughout the pair’s legal spat:

“This kind of blatant copying is wrong, and we need to protect Apple’s intellectual property when companies steal our ideas.”

While the carrier gets valuable spectrum, a roaming agreement and $3 billion in cash, the future of the No. 4 U.S. carrier is cloudier than ever, now that AT&T has called off its planned purchase.

T-Mobile has been operating as something of a lame duck since AT&T first proposed its $39 billion acquisition in March. Consumers, employees and potential partners have all been writing the carrier off, assuming that it would soon be swallowed up by its far-larger rival.

The abrupt turn of events will send T-Mobile and its parent company back to the drawing board, which will include soliciting new buyers, figuring out a strategy for its next-generation network and coming up with some inducements to avoid losing even more customers.

The blow of the breakup is only softened by the fact that the Bellevue, Wash.-based carrier will be handed a huge chunk of spending money to ride out the near-term bumps.

As T-Mobile looks to come up with Plan B, here are some potential options:

Spectrum sharing: As part of the breakup, AT&T has entered a mutually beneficial roaming agreement with Deutsche Telekom. Terms of the agreement have not yet been shared, but there could be some pretty compelling outcomes.

In Europe, it is common for carriers to share spectrum and even the cost of maintaining the network and towers. From the consumer’s perspective, it’s two different networks and two different brands. The carriers only end up competing on handset offerings, price and features — not coverage.

Another merger: T-Mobile will entertain any and all offers. Most recently, Dish said it was interested in partnering with T-Mobile if its merger with AT&T fell apart. Other candidates could include Sprint, or other companies from the media industry that are always sniffing around wireless, such as cable operators.

A bid from a company like Google or Microsoft would definitely make things interesting. While both are less likely candidates, they could use the network to push their agenda, including handsets and applications.

A total overhaul: The $4 billion breakup fee could give Deutsche Telekom the confidence to take another shot at the U.S. market. Probably not, but there’s always a chance. The company’s roots have been entrepreneurial and scrappy, but it’s been awhile since it has been able to make an impact on the market.

Worst-case scenario: Deutsche Telekom passes out the cash as a dividend to stockholders. It has always leaned on the U.S. as a moneymaker, and this could be no exception.

The 4G conundrum: Regardless, T-Mobile still does not have enough spectrum to update its network to the next generation. It may gain access to AT&T’s 4G network as part of the roaming agreement with AT&T, but both companies will arguably need more spectrum to keep up with demand.

The only two options will be to partner with Clearwire or LightSquared, or to wait until the next government auction. Both Clearwire and LightSquared are always in need of more cash, and have their difficulties. A deal with Clearwire would be additionally complicated by the fact that Sprint owns nearly half of the company.

AllThingsD’s Ina Fried contributed to this report.

It’s a definite win for Motorola, particularly if Apple is unable to secure a stay of the injunction during appeal. That said, it may not be quite as bad for Cupertino as it seems. It’s certainly not going to keep the company’s iOS devices out of the single largest market in the EU over the holidays.

Why? Even if Motorola decides to bear the risk of enforcing a ruling that might be overturned later, the injunction applies to the importation of new iOS device shipments. It doesn’t apply to existing inventory. And sources say Apple has plenty of iPhones and iPads on hand in Germany already — enough that it’s not too concerned about losing out on the Christmas consumer binge there. The company even says as much in the brief statement it issued on the matter today.

“We’re going to appeal the court’s ruling right away,” an Apple spokesperson told AllThingsD. “Holiday shoppers in Germany should have no problem finding the iPad or iPhone they want.”

But what about after the holidays, when that inventory begins to run out?

Again, Apple’s fate largely depends on whether it’s able to stay the injunction pending appeal, assuming Motorola attempts to enforce it. Beyond that, there’s the validity of the two 3G patents at issue in the case, and whether or not they are standards-essential and subject to fair, reasonable and non-discriminatory licensing terms. More on that over at FOSS Patents.

Then Whitman hedged: “Let me put it that way. I would say these are going to be more acquisitions, in the sub-$500 million range would be my guess. We might get to $1 billion, but I doubt it.”

Now we know what she meant by that. Overnight, HP said it will acquire Hiflex Software, a German maker of printing management software. The deal is small enough that terms haven’t been disclosed, and that makes it hard to analyze.

Hiflex is based in Aachen and specializes in supplying print services to the commercial printing and graphics industry. Launched in 1991, it has completed some 300 customer projects, and its products are generally used to help different parts of a printing operation work together.

Vyomesh Joshi, HP’s executive vice president and the head of its Imaging and Printing group, described the deal like so: “HP wants to break the traditional barriers of how and where business customers print, making it easy for them to produce custom or personalized materials anywhere, anytime … Hiflex’s technology provides a powerful platform to deliver on this goal as part of our overall cloud printing strategy.”

Brian Marshall, an analyst with ISI Group, said in a note to clients this morning that he thinks it’s a “small deal,” but one that amounts to “an inexpensive way for HP to build exposure to cloud services that integrate with existing HP assets,” like printing.

If HP is going to be acquisitive at all during 2012, the deals are going to look like this. Now, at least, we know what to expect. And, as Whitman sets expectations, so far she’s sticking to what she says, which is a good sign.

In a statement issued last Friday, Samsung said it was “disappointed with this ruling and believes it severely limits consumer choice in Germany,” adding that it “also believes that by imposing an injunction based on this very generic design right, this ruling restricts design innovation and progress in the industry.”

Samung’s appeal of the Düsseldorf court’s ruling follows reports earlier today that the South Korean company has sued Apple for patent infringement in France.

“The court is of the opinion that Apple’s minimalistic design isn’t the only technical solution to make a tablet computer, other designs are possible,” Presiding Judge Johanna Brueckner-Hofmann said in her verdict. “For the informed customer there remains the predominant overall impression that the device looks [like the iPad].”

This is the second time the Düsseldorf Regional Court has upheld this particular injunction, and while it declined to extend the ban to the rest of the European Union as Apple had hoped, it’s still an important victory. Germany is Europe’s third-largest tablet market after Britain and France, according to Strategy Analytics. And as Florian Mueller notes over at FOSS Patents, there’s no quick and easy way for Samsung to have the ban lifted.

“The preliminary injunction stays in force until it is either overturned by the Higher Regional Court in a fast-track appeals proceeding or by the (lower) Regional Court at the end of the full-blown main proceeding, which would probably take about a year,” Mueller explains. “If the outcome of the full-blown main proceeding (including possible appeals of that one to one or two higher courts) is that the preliminary injunction was rightfully granted, it becomes a permanent injunction.”

Facing a barrage of negative press about its upcoming IPO, Groupon CEO and co-founder Andrew Mason took up a pen to counter critics of the social buying service.

Especially under scrutiny has been the Chicago-based Groupon’s accounting of its finances — along with worries that its torrid growth is slowing — both of which Mason addressed in detail in a pugnacious email memo to his thousands of employees.

Specifically referencing a recent article speculating that the daily deals site was running out of money, Mason said, in part:

“While we’ve bitten our tongues and allowed insane accusations (like in the article above) to go unchallenged publicly, it’s important to me that you have the context necessary to brush this stuff off.”

Mason also took on the controversial ACSOI — or adjusted consolidated segment operating income — metric that Groupon used in its initial filing and later stepped back from.

“The reason we didn’t realize everyone in the world would hate ACSOI (no, it’s not the same reason we didn’t realize everyone in the world would hate our Superbowl ad), is that we think it actually does a pretty good job at describing our marketing expenses in a steady state — we just didn’t realize there would be so many skeptics,” wrote Mason.

Mason also took some aim at competitors, such as LivingSocial and Yelp, in the email.

As for the public offering, which is expected next month:

“If there’s a silver lining, it’s that we’re almost on the other side, and the negativity leaves us well-positioned to exceed expectations with an IPO baby that, having seen the ultrasound, I can promise you is not one of those uglies.”

Then again, that is exactly what a dad-to-be would say about his baby, whatever it looked like.

Mason, when asked about the memo, declined to comment.

There is a lot more than that, so here’s Mason’s full email for all you pencil pushers to peruse:

Dear Groupon,

This weekend, I did a Google News search on our company — my first in awhile. The first story that popped up was called The Fall of Groupon: Is the Daily Deals Site Running Out of Cash? I laughed when I read the headline (in the car by myself, weirdly). First — with this article, the degree to which we’re getting the shit kicked out of us in the press had finally crossed the threshold from “annoying” to “hilarious.” Second, I was struck by the irony — I had just finished a board meeting last Wednesday saying this to myself: I’ve never been more confident and excited about the future of our business.

I realize that this sounds like the kind of thing that CEOs say when they’re trying to pep people up. First of all — I’m all about not pepping people up. If you don’t believe me, just ask my fiancée, Jenny “why don’t you ever say anything nice about me” Gillespie. Want another example? Look at the magazine covers in our lobby, which are there to make you sad by reminding you of the impermanence of success.

I’m going to spend the rest of this email explaining why I’m so excited. You need some ammo to argue back against your blog-reading “friends” (silently argue in your mind, that is — you can’t actually say any of this yet), and I’ve been told that the “what have you ever done with your life that’s so great?” rebuttal isn’t working as well for you guys as it has for me.

While we’ve bitten our tongues and allowed insane accusations (like in the article above) to go unchallenged publicly, it’s important to me that you have the context necessary to brush this stuff off.

I’ll summarize my excitement with four points: 1) Growth in our core business is strong 2) Our investments in the future — businesses like Getaways & NOW — look great, 3) We are pulling away from competition, and 4) We’ve built a great team that I would pit against anyone. In other words, all the stuff that one would want to look good? It looks good.

Many of the long-term unknowns of our business are becoming known, and we like the answers. I will now elaborate in a level of financial detail that will give Jason Child a stomach ulcer.

1. GROWTH IN THE CORE BUSINESS

Thanks to a tremendous effort by our sales team, August in the U.S. is shaping up to be a pivotal month. It appears that will revenues grow by about 12% over last month (which is a lot), while we cut our marketing expenses by 20% in the same period.

Beyond their obvious goodness, these numbers are important because they answer one of the main criticisms thrown at us in the past few months, relating to a metric we put in the S-1 called ACSOI (adjusted consolidated segment operating income) to help people understand how we think about marketing expenses. The reason everyone in the world seems to hate ACSOI is that it makes us look magically profitable by subtracting a bunch of our customer acquisition marketing costs from our expenses. The reason we didn’t realize everyone in the world would hate ACSOI (no, it’s not the same reason we didn’t realize everyone in the world would hate our Superbowl ad), is that we think it actually does a pretty good job at describing our marketing expenses in a steady state –we just didn’t realize there would be so many skeptics. I think it’s worth going deep on this one more time — brace yourself.

Our internal forecast shows two different types of marketing: what I’ll call “normal marketing” — which is NOT excluded from ACSOI — and “customer acquisition marketing,” which is. The way Groupon spends on marketing is unique in three ways:

1. We are currently spending more than just about any company ever on marketing — in Q2, we spent nearly 20% of our net revenue on marketing, while a typical company spends less than 5%. Why do we spend so much? The simple answer is “because it works.” But thats only part of what makes our situation special.

2. Our marketing — at least the customer acquisition marketing that we remove from ACSOI — is designed to add people to our own long-term marketing channel — our daily email list. Once we have a customer’s email, we can continually market to them at no additional cost. Compare this to Johnson and Johnson, McDonald’s, or most other companies. If I’m a Johnson, and I’m trying to sell you a box of Band Aids, I have to keep spending money on commercials and magazine ads and stuff to remind you about how sweet Band Aids are, even after you’ve bought your first box. With Groupon, we just spend money one time to get you on our email list, and then every day we email you a reminder of the sweetness of our metaphorical Band Aid. There is no cost of reacquisition — that’s unusual (and we created ACSOI to point that out). If Johnson wanted to follow the Groupon strategy, he would have to start a free daily newspaper about bandages and then run Band Aid ads in it every day.

3. Eventually, we’ll ramp down marketing just as fast as we ramped it up, reducing the customer acquisition part of our marketing expenses (the piece that we remove in ACSOI) to nominal levels. We are spending a ton now because we’re acquiring as many subscribers as we can as quickly as we can. We aren’t paying attention to marketing budget (just marketing ROI) in the way a normal company would, because we know that even if we wanted to continue to spend at these levels, we would eventually run out of new subscribers to acquire. So our customer acquisition spend drops severely to reflect the fact that eventually we’ll run out of people we can add to our email list. We view this internally as a very large one-time expense and then our job forever after will be to continually convert these subscribers into customers and to make sure our customers keep buying from us. Ongoing, the normal marketing dollars we spend are not something we would remove from our internal calculation of ACSOI.

I tried my best to explain this simply, but it’s not lost on me that if you actually understood this, you probably had to read it three times. It’s not easy stuff. It’s much easier to assume that we’re goons. So people can be forgiven for being suspicious. In fact, feel a little bad about how downhearted the critics will be when we don’t turn out to be a Ponzi scheme — those are good impulses for journalists to have, and I hope our non-evil ways don’t destroy their spirits.

Anyway, there’s a reason that I just went on about ACSOI. One of the questions that skeptics ask is, “when you ramp down marketing, won’t revenues stop growing as well? Aren’t you just buying growth?” Over the past several months we’ve been consistently reducing our marketing spend and yet revenues are still increasing at a significant pace. In Q1 of this year, marketing represented 32.3% of our net revenues. By the end of Q2 it had fallen to 19.4%. And it has continued to fall over the past several months all because we’ve been investing in our own long-term marketing channel — our email list.

Internationally we see the same trends — marketing is down, but revenues are up — every country is either losing less or making more. Even in young markets like Korea, where we’re still making massive investments, we’re seeing unprecedented growth. We started building our Korean team this January, despite the presence of two competitors that were larger than any we’d previously battled from behind. Thanks to the brilliant execution of the Korean team, we are set to be the market leader within months. We’ve never had a country grow as fast as Korea!

What about our joint-venture with Tencent in China? Did you read the article that Gaopeng’s CEO has kidnapped the first born children of all our employees and is putting them to work building a laser beam he’ll use to slice the moon in half? It turns out that that one isn’t true either. China is definitely a different market, but every month we inch closer to profitability. As has been our strategy in launching other countries — Germany, France, and the UK, included — our China growth strategy was to hire quickly and manage out the bottom performers. So far, that strategy has improved our competitive position in China from #3,000 to #8. Will we one day reach the dominant status we enjoy in most (come on, Switzerland!) other countries? It’s too soon to tell, but there’s no question in my mind that we’re building a business that will be around for the long haul.

2. NEW BUSINESS LINES ARE BOOMING

Travel and Product are enormous opportunities. After only a few months, they’re already making up 20% of revenue in some countries. We sold $2M worth of mattresses in the UK — in one day! Groupon Getaways will do $10M in its first calendar month — which you might think is awesome, but we’re actually disappointed with those results because we know how much better we’ll be doing soon.

While there’s still a ton of work to do, Groupon Now! continues to see weekly double digit growth. The model works and I believe it will play a major part in the future of our global business as more merchants and customers join the marketplace.

3. WE ARE PULLING AWAY FROM COMPETITION

If there’s a question I’ve received from Groupon skeptics more than any other, it’s, “how will you fend off the competition — especially massive companies like Google and Facebook?” I could give a dozen reasons to bet on Groupon, but it’s impossible to predict the future or the actions of others. Well, now the sleeping giants have woken up — and the numbers are showing that what was proven true with literally thousands of other competitors is just as true with the incumbents of the Internet: it’s kind of hard to build a Groupon. And since anyone with an Internet connection can track the performance of our competitors, I can be more specific:

Google Offers is small and not growing. In the three markets where we compete, we are 450% of their size.

Yelp is small and not growing. In the 15 markets where we compete, our daily deals are 500% of their size.

Living Social’s U.S. local business is about 1/3rd our size in revenue (and smaller in GP) and has shrunk relative to us in the last several months. This, in part, appears to be driving them toward short-sighted tactics to buy revenue, like buying gift certificates from national retailers at full price and then paying out of their own pocket to give the appearance of a 50% off deal. Our marketing team has tested this tactic enough to know that it’s generally a bad idea, and not a profitable form of customer acquisition.

Facebook sales are harder to track, but are even less significant at present.

My point is not that our competitors will fail — some may actually develop sustainable businesses, or even grow — after all, local commerce is an enormous market. The real point is that our business is a lot harder to build than people realize and our scale creates competitive advantages that even the largest technology companies are having trouble penetrating. And with the launch of NOW, I suspect our competition will have an even harder time in light of the natural barriers to entry that are needed to build a real-time local deals marketplace.

4. OUR TEAM

This is the fluffiest of the four points, but maybe the most important — we’ve built a global team of hungry entrepreneurial operators and seasoned executives that rivals any team I know of. Almost every day, I find myself in a scenario where I silently think, “I can’t believe I got this person to work for me — that failure of judgement is perhaps their single flaw.”

I point out the team because while today the business is strong and it appears we must endure success for awhile longer (despite its impermanence), we will inevitably be challenged with issues we didn’t predict — and when that happens, the quality of our team will be a deciding factor in our ultimate long-term success.

FINAL THOUGHTS

I wrote this email because when I read some of the press this weekend, I realized a rational person could read this stuff and wrongly conclude that we’re in trouble. The irony is hopefully clear: We’ve never been stronger.

And while we’ve refrained from defending ourselves publicly, you’ve continued to create our best defense, with every department innovating new practices that are taking our business to the next level. Thanks for staying tough, determined, and agile throughout this process. For now we must patiently and silently endure a bit more public criticism as we prepare to birth this IPO baby — a breed for which there are no epidurals. If there’s a silver lining, it’s that we’re almost on the other side, and the negativity leaves us well-positioned to exceed expectations with an IPO baby that, having seen the ultrasound, I can promise you is not one of those uglies.

I’ve been as candid as possible — hope this sheds some light on things. Reply with your questions if anything remains unclear. Amidst all this, I hope you remember what we’re doing here — we are making history together. I guess you don’t get to build something that reshapes the local commerce ecosytem without getting a few bruises. I’m so proud of the work we’re doing, and I feel extraordinarily lucky to work on what I think is the best thing that’s happened to small businesses since the telephone We’ve invented something that is catalyzing millions of dollars of local commerce every single day in 45 countries and fills the lives of millions of customers with unforgettable experiences — it’s pretty remarkable.

Looking forward to getting this behind us!

Andrew

P.S.: I almost forgot to address the nonsense about us running out of money in the article above. If you apply the same logic used in the article, you’d have concluded long ago that companies like Amazon and Wal-Mart were running out of cash too. Both have often had payables far in excess of their cash. Finance geeks call this a working capital deficit. It’s normal, manageable and a lot of folks actually believe it’s good thing and would kill to get paid from their customers long before they have to pay their suppliers. We are generating cash, not losing it — we generated $25M in cash last quarter alone, adding to the $200M we had before. In other words, we’re doing the opposite of running out of money.

Speaking of “it looks good,” here is Conan O’Brien with a Tourette’s version of Mason’s new catchphrase:

The German court that issued a preliminary injunction banning Samsung from selling its Galaxy Tab 10.1 tablet in most of the European Union partially lifted it Tuesday, allowing the South Korean company to continue selling the device in EU nations outside Germany.

Evidently Samsung questions whether the Dusseldorf District Court has the authority to prevent a foreign company from selling its products outside Germany. And until that issue is resolved, Samsung is free to peddle the 10.1 again, as long it’s not produced or distributed by its German unit, which is still governed by the original injunction.

The Dusseldorf District Court is scheduled to hear Samsung’s appeal on August 25, at which time it could reinstitute the injunction or lift it entirely.

SAP said that its closely watched software and software-related service revenue, which includes new licenses and maintenance, is now expected to be at the upper end of its forecast for growth of between 10% and 14% this year. It anticipates that to translate into increased profits and expects its operating profit to be at the top end of its €4.45 billion to €4.65 billion ($6.46 billion to $6.75 billion) guidance range.

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To get things going, I used that old trick of word association, channeling a technique perfected –aptly, for the location — by Sigmund Freud.

The panelists — who included Google’s Nikesh Arora, LinkedIn Chairman and investor Reid Hoffman and Accel Partner’s Jim Breyer — had to give lightning observations on Facebook, Google, Apple’s Steve Jobs, Nokia, New Corp.’s Rupert Murdoch and smartphones.

The results were very interesting and very different, as you will see here below in a chart of it, posted recently by DLD on its Facebook page (click on the image to make it larger):

And here is a digital version of its whole DLD book that the chart was in:

For decades, business software has been focused around specialized users tied to large computers. Now, SAP is attempting to stretch those boundaries, betting that a broader set of workers will want access to business information via their mobile devices.

The push is at the center of SAP’s new growth strategy. Bill McDermott and Jim Hagemann Snabe, who took over as co-chief executives in February 2010 following revenue and profit shortfalls, have sold investors on a plan to make SAP a growth company again in part by bringing the consumer mobile-app craze to the enterprise.

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Of all the many job openings in tech, perhaps the most interesting to watch will be who Groupon selects as its next COO.

The search has been on for a while for the critical hire for the Chicago-based social buying company, well before the recent announcement that it was parting ways with President and COO Rob Solomon.

Among those approached, said sources close to Groupon: Former Doubleclick and Google exec David Rosenblatt.

He’s not taking the job for a variety of reasons, sources said, but
finding someone to step up for the job will be tough, since it is likely to be one that will require a wide range of talents.

That includes: epic cat-wrangling of thousands of employees in far-flung locations; deep marketing and advertising prowess; high-level technology, product, mobile and e-commerce chops; and international experience.

The last is perhaps the most critical of all, since global growth–especially in Europe and Asia–is increasingly becoming Groupon’s main revenue driver, and the COO will have to pull together a crack team across the world.

That will become even more important after Groupon’s top international managers–Germany’s entrepreneurial Samwer brothers–move out of active management by the end of this year.

While company sources said this has been long planned, the Samwers (pictured here) have been fully involved in Groupon’s fast trajectory in Europe and elsewhere, since it bought their Citydeal discounting clone last May.

Thus, sources said, Groupon is looking at a range of candidates with experience abroad, as well as talent in scaling businesses quickly and to huge size.

And that means looking to companies such as Google and Amazon for an exec, where there are quite a few choices.

While BoomTown could not confirm whether Groupon has spoken to any of them, possible COO types are obvious.

At Amazon, some qualified execs include: Sebastian J. Gunningham, SVP of Seller Services; Diego Piacentini, SVP of International Retail; H. Brian Valentine, SVP of Ecommerce Platform; and Jeffrey A. Wilke, SVP of North America Retail.

At Google, there are tons of good candidates that Facebook has not yet raided, including: Stephanie Tilenius, VP of eCommerce; Henrique de Castro, VP of Media and Global Platforms; Dennis Woodside, VP of Americas Operations; and Margo Georgiadis, VP of Global Sales Operations (plus a Chicagoan!).

Other names being raised include Hulu’s Jason Kilar (unlikely, but I’d like it), various Microsoft execs and a spate of others.

(I say, let’s bring in Zynga’s Owen Van Natta, who was once COO of Facebook, since he’s missing a big pile of Groupon stock to add to his enviable collection of hot Web 2.0 company shares.)

While there are probably qualified execs outside the tech industry at retail and media outfits, sources said it is likely Groupon will select within the digital ranks.

Lastly, and perhaps most important, the Groupon COO candidate is going to have to accept that the role will not be a CEO-in-waiting, either before or after its inevitable IPO in the next year.

While I have received several tips that Co-founder and CEO Andrew Mason (pictured here) might not stay its principal exec, extensive checking with sources inside and outside the company indicate that such a move is highly unlikely.

“Andrew is beloved to the board, by investors and, most of all, by employees,” said one source. “He’s not going anywhere.”

Indeed, Mason has a close working relationship with Co-founder Brad Keywell, as well as Groupon Co-founder and Chairman Eric Lefkofsky.

In fact, despite other business interests, Lefkofsky has been very involved in all key decisions with Mason.

That job, presumably, would fall to the new COO, which Groupon should be hiring sooner rather than later.

“Groupon needs a world-class COO, who can manage hyper-growth, but also who knows that a No. 2 stays in the background while doing it,” said another source. “That’s a tall order.”

As we await the decision of which uneasy head gets the COO crown at Groupon, here is the opening from the Swisher boys fave Animal Planet cable television show, “Must Love Cats,” to get you in the mood:

To most observers, the deal will come as a surprise since earlier reports had pegged Sprint and T-Mobile in discussions.

The combination of T-Mobile and AT&T makes much more sense given that the two use the same GSM technology. However, the deal will likely face steep regulatory hurdles as it will mean that the country will go from having four major national wireless carriers to three (and from two major GSM providers to one).

T-Mobile, which is owned by the German telecom company, has been struggling to add customers over the past year. It also does not have a strategy for updating its network to true 4G technology (while it has claimed to have 4G for quite some time, truthfully it’s really only 3G on steroids).

The lack of airwaves–the equivalent of gold for the wireless carriers as consumers gobble up broadband by using their phones to surf the Web, watch movies and perform other data-intensive activities–was listed as the chief reason for the acquisition.

In a news release, AT&T said the acquisition of T-Mobile USA “provides an optimal combination of network assets to add capacity sooner than any alternative, and it provides an opportunity to improve network quality in the near term for both companies’ customers. In addition, it provides a fast, efficient and certain solution to the impending exhaustion of wireless spectrum in some markets, which limits both companies’ ability to meet the ongoing explosive demand for mobile broadband.”

Now, AT&T said, it will be able to ramp up the roll out of LTE and will be able to deploy LTE to 95 percent of the U.S. population, reaching an additional 46.5 million Americans beyond current plans (including rural communities and small towns). AT&T has struggled to keep pace with Verizon Wireless, which has already blanketed the country with LTE, also known as 4G.

By offering better service, it could convince antitrust regulators that the combination of the two companies is a necessity.

AT&T pointed out in a separate email to us that the U.S. is one of the few countries in the world where a large majority of consumers can choose from five or more wireless providers in their local market.

Deutsche Telekom, which always considered T-Mobile USA as its darling, will now own eight percent of AT&T. A Deutsche Telekom representative will join the AT&T board of directors.

The $39 billion purchase price will include a cash payment of $25 billion, with the balance to be paid using AT&T stock. AT&T has the right to increase the cash portion by up to $4.2 billion with a corresponding reduction in the stock component, so long as Deutsche Telekom still receives at least a five percent equity ownership interest.

The deal has an unspecified break-up fee and will take a year to close.

The acquisition, if it is approved, will put more pressure on Sprint, which is the third-largest carrier in the U.S. It owns a majority of Clearwire, on which it is relying on for its 4G network. Just recently, Clearwire went through a major management shake-up, signaling that changes could be occurring there as well.

Together, AT&T and T-Mobile will be the largest network in the U.S., with 129.2 million subscribers, just barely beating out Verizon Wireless, with 101.1 million.

Here’s the entire press release:

DALLAS & BONN, Germany–(BUSINESS WIRE)–AT&T Inc. (NYSE: T) and Deutsche Telekom AG (FWB: DTE) today announced that they have entered into a definitive agreement under which AT&T will acquire T-Mobile USA from Deutsche Telekom in a cash-and-stock transaction currently valued at approximately $39 billion. The agreement has been approved by the Boards of Directors of both companies.

“This transaction represents a major commitment to strengthen and expand critical infrastructure for our nation’s future”
AT&T’s acquisition of T-Mobile USA provides an optimal combination of network assets to add capacity sooner than any alternative, and it provides an opportunity to improve network quality in the near term for both companies’ customers. In addition, it provides a fast, efficient and certain solution to the impending exhaustion of wireless spectrum in some markets, which limits both companies’ ability to meet the ongoing explosive demand for mobile broadband.

With this transaction, AT&T commits to a significant expansion of robust 4G LTE (Long Term Evolution) deployment to 95 percent of the U.S. population to reach an additional 46.5 million Americans beyond current plans – including rural communities and small towns. This helps achieve the Federal Communications Commission (FCC) and President Obama’s goals to connect “every part of America to the digital age.” T-Mobile USA does not have a clear path to delivering LTE.

“This transaction represents a major commitment to strengthen and expand critical infrastructure for our nation’s future,” said Randall Stephenson, AT&T Chairman and CEO. “It will improve network quality, and it will bring advanced LTE capabilities to more than 294 million people. Mobile broadband networks drive economic opportunity everywhere, and they enable the expanding high-tech ecosystem that includes device makers, cloud and content providers, app developers, customers, and more. During the past few years, America’s high-tech industry has delivered innovation at unprecedented speed, and this combination will accelerate its continued growth.”

Stephenson continued, “This transaction delivers significant customer, shareowner and public benefits that are available at this level only from the combination of these two companies with complementary network technologies, spectrum positions and operations. We are confident in our ability to execute a seamless integration, and with additional spectrum and network capabilities, we can better meet our customers’ current demands, build for the future and help achieve the President’s goals for a high-speed, wirelessly connected America.”

Deutsche Telekom Chairman and CEO René Obermann said, “After evaluating strategic options for T-Mobile USA, I am confident that AT&T is the best partner for our customers, shareholders and the mobile broadband ecosystem. Our common network technology makes this a logical combination and provides an efficient path to gaining the spectrum and network assets needed to provide T-Mobile customers with 4G LTE and the best devices. Also, the transaction returns significant value to Deutsche Telekom shareholders and allows us to retain exposure to the U.S. market.”

As part of the transaction, Deutsche Telekom will receive an equity stake in AT&T that, based on the terms of the agreement, would give Deutsche Telekom an ownership interest in AT&T of approximately 8 percent. A Deutsche Telekom representative will join the AT&T Board of Directors.

Competition and Pricing

The U.S. wireless industry is one of the most fiercely competitive markets in the world and will remain so after this deal. The U.S. is one of the few countries in the world where a large majority of consumers can choose from five or more wireless providers in their local market. For example, in 18 of the top 20 U.S. local markets, there are five or more providers. Local market competition is escalating among larger carriers, low-cost carriers and several regional wireless players with nationwide service plans. This intense competition is only increasing with the build-out of new 4G networks and the emergence of new market entrants.

The competitiveness of the market has directly benefited consumers. A 2010 report from the U.S. General Accounting Office (GAO) states the overall average price (adjusted for inflation) for wireless services declined 50 percent from 1999 to 2009, during a period which saw five major wireless mergers.

Addresses wireless spectrum challenges facing AT&T, T-Mobile USA, their customers, and U.S. policymakers

This transaction quickly provides the spectrum and network efficiencies necessary for AT&T to address impending spectrum exhaust in key markets driven by the exponential growth in mobile broadband traffic on its network. AT&T’s mobile data traffic grew 8,000 percent over the past four years and by 2015 it is expected to be eight to 10 times what it was in 2010. Put another way, all of the mobile traffic volume AT&T carried during 2010 is estimated to be carried in just the first six to seven weeks of 2015. Because AT&T has led the U.S. in smartphones, tablets and e-readers – and as a result, mobile broadband – it requires additional spectrum before new spectrum will become available. In the long term, the entire industry will need additional spectrum to address the explosive growth in demand for mobile broadband.

Improves service quality for U.S. wireless customers

AT&T and T-Mobile USA customers will see service improvements – including improved voice quality – as a result of additional spectrum, increased cell tower density and broader network infrastructure. At closing, AT&T will immediately gain cell sites equivalent to what would have taken on average five years to build without the transaction, and double that in some markets. The combination will increase AT&T’s network density by approximately 30 percent in some of its most populated areas, while avoiding the need to construct additional cell towers. This transaction will increase spectrum efficiency to increase capacity and output, which not only improves service, but is also the best way to ensure competitive prices and services in a market where demand is extremely high and spectrum is in short supply.

Expands 4G LTE deployment to 95 percent of U.S. population – urban and rural areas

This transaction will directly benefit an additional 46.5 million Americans – equivalent to the combined populations of the states of New York and Texas – who will, as a result of this combination, have access to AT&T’s latest 4G LTE technology. In terms of area covered, the transaction enables 4G LTE deployment to an additional 1.2 million square miles, equivalent to 4.5 times the size of the state of Texas. Rural and smaller communities will substantially benefit from the expansion of 4G LTE deployment, increasing the competitiveness of the businesses and entrepreneurs in these areas.

Increases AT&T’s investment in the U.S.

The acquisition will increase AT&T’s infrastructure investment in the U.S. by more than $8 billion over seven years. Expansion of AT&T’s 4G LTE network is an important foundation for the next wave of innovation and growth in mobile broadband, ensuring the U.S. continues to lead the world in wireless technology and availability. It makes T-Mobile USA, currently a German-owned U.S. telecom network, part of a U.S.-based company.

An impressive, combined workforce

Bringing AT&T and T-Mobile USA together will create an impressive workforce that is best positioned to compete in today’s global economy. Post-closing, AT&T intends to tap into the significant knowledge and expertise held by employees of both AT&T and T-Mobile USA to succeed. AT&T is the only major U.S. wireless company with a union workforce, offering leading wages, benefits, training and development for employees. The combined company will continue to have a strong employee and operations base in the Seattle area.

Consistent with AT&T’s track record of value-enhancing acquisitions

AT&T has a strong track record of executing value-enhancing acquisitions and expects to create substantial value for shareholders through large, straightforward synergies with a run rate of more than $3 billion, three years after closing onward (excluding integration costs). The value of the synergies is expected to exceed the purchase price of $39 billion. Revenue synergies come from opportunities to increase smartphone penetration and data average revenue per user, with cost savings coming from network efficiencies, subscriber and support savings, reduced churn and avoided capital and spectrum expenditures.

The transaction will enhance margin potential and improve the company’s long-term revenue growth potential as it benefits from a more robust mobile broadband platform for new services.

Additional financial information

The $39 billion purchase price will include a cash payment of $25 billion with the balance to be paid using AT&T common stock, subject to adjustment. AT&T has the right to increase the cash portion of the purchase price by up to $4.2 billion with a corresponding reduction in the stock component, so long as Deutsche Telekom receives at least a 5 percent equity ownership interest in AT&T.

The number of AT&T shares issued will be based on the AT&T share price during the 30-day period prior to closing, subject to a 7.5 percent collar; there is a one-year lock-up period during which Deutsche Telekom cannot sell shares.

The cash portion of the purchase price will be financed with new debt and cash on AT&T’s balance sheet. AT&T has an 18-month commitment for a one-year unsecured bridge term facility underwritten by J.P. Morgan for $20 billion. AT&T assumes no debt from T-Mobile USA or Deutsche Telekom and continues to have a strong balance sheet.

The transaction is expected to be earnings (excluding non-cash amortization and integration costs) accretive in the third year after closing. Pro-forma for 2010, this transaction increases AT&T’s total wireless revenues from $58.5 billion to nearly $80 billion, and increases the percentage of AT&T’s total revenues from wireless, wireline data and managed services to approximately 80 percent.

This transaction will allow for sufficient cash flow to support AT&T’s dividend. AT&T has increased its dividend for 27 consecutive years, a matter decided by AT&T’s Board of Directors.

Conditions

The acquisition is subject to regulatory approvals, a reverse breakup fee in certain circumstances, and other customary regulatory and other closing conditions. The transaction is expected to close in approximately 12 months.

MORE COVERAGE

• AT&T’s President on Why T-Mobile Deal Should Pass Muster and Won’t be a Customer Nightmare
• Sprint: AT&T’s T-Mobile Buy Would “Dramatically Alter” Market
• T-Mobile’s Memo to Staff on the AT&T Deal
• T-Mobile: We Were Totally Kidding About AT&T’s Crappy Network!
• What AT&T Owes T-Mobile if Deal Doesn’t Go Through
• T-Mobile USA: No, We’re Not Getting the iPhone Yet
• First Casualty of AT&T Deal: T-Mobile Drops From CTIA Panel

Oh, to be misquoted!

Last week, a lot of folks on Twitter and elsewhere thought I had called Groupon co-founder and CEO Andrew Mason a “corporate douche bag” onstage in an interview gone badly awry.

While such a comment is not beyond me, the fact of the matter is that he called himself that.

At the DLD conference put on by Burda Media in Munich, Germany, I interviewed Mason, along with Foursquare co-founder and CEO Dennis Crowley, about local online markets that they both now dominate online.

During the session, I pressed Mason about his aborted acquisition negotiations with Google, as well as future IPO plans for the Chicago-based social buying service.

When he demurred, I let it go, but then the ever-voluable Mason decided to explain himself.

“I used to watch people doing like what I just did on TV and be like, ‘What a corporate douche bag, I’m never going to be like that.’ And here I’m doing it. You made me do it!”

I didn’t, but thanks for the credit, Andrew!

After I pressed him on the Google talks, he tried the kiss-and-not-tell excuse.

“It’s very personal between the companies. You’re exploring each other and then everybody wants us to do that out in the open. We don’t have all the answers yet. We’re figuring things out. “

Thus, putting words in his mouth, I concluded:

“Sorry to put words in your mouth, but you’re basically saying ‘We’re a fucked-up group of people behind the scenes, but please invest in our IPO.’”

Mason’s answer: “Yes!”

I’m glad I cleared that up!

In any case, here’s the full video of one of the more enjoyable interviews I have done in awhile:

The daily deal site is mulling a strategic relationship with Lashou, which has experienced astronomical growth on par with Groupon.

Sources close to Lashou tell us that since the company launched in March, it has hired 1,500 employees and operates in roughly 200 markets in China.

Most impressively, its revenues are now totaling $3 million per week for an annual run rate of  more than $150 million.

Sources say Groupon may participate in Lashou’s next round of funding, which is on track to give the company a $1 billion valuation. Groupon has already submitted a term sheet, we have heard. A Groupon spokeswoman declined to comment.

The deal could still fall apart.

Groupon has not appeared to have decided on one strategy for entering the market. Other options it is weighing include forming a strategic alliance with Chinese Internet giant Tencent, or even hiring its own staff and working alone.

The Chinese market is known for being difficult to enter, and Groupon is feeling the pressure to get a piece of the action. To be a serious international player without the economic powerhouse is less than ideal as it prepares for a public offering, (which CEO Andrew Mason admits he hasn’t made a decision about yet).

So far, Groupon’s efforts in China have been scattered.

Kai-Fu Lee, the former president of Google China, who has an influential blog, has written about Groupon’s approach, saying that it has been relying on a company it purchased in Germany last May to lead its expansion into China, Xinhua reports. The rumor mill is rife with other reports of Groupon’s aggressive attempts to hire employees from other group-buying sites. It also suffered a recent setback when Ren Xin, who reportedly was in charge of marketing in China, resigned to consider other job opportunities.

While not operating yet in China, Groupon does have a presence in Asia. Groupon is in Hong Kong, Singapore, the Philippines and Taiwan through the acquisitions of daily deal sites uBuyiBuy, Beeconomic and Atlaspost, respectively.

Much like the U.S., China has tons of group-buying companies fighting to be No. 1. Other successful brands there are Meituan and Nuomi. Lashou has raised tens of millions of dollars in venture capital from Norwest Venture Partners, GSR Ventures and Rebate Networks. Meituan has attracted capital from Sequoia Capital.