Groupon is adding two finance experts to its board as the daily deals company attempts a financial makeover to win back investor confidence.
Groupon's reputation has been plagued by a series of accounting missteps and criticisms from US regulators. However, the company hopes to improve relations with investors and the Securities and Exchange Commission by shaking up its board.
It named Daniel Henry, chief financial officer of American Express, and Robert Bass, vice-chairman of Deloitte, as its newest board members.
Howard Schultz, chief executive of Starbucks, resigned from the Groupon board last Thursday, while Kevin Efrusy of Accel Partners, one of the company's early venture capital backers, said he would not seek re-election when his term ends in June "There's an element of this that feels reactive, and I'm sure many in the market will judge this as reactive," said Jed Williams, an analyst with BIA/Kelsey.
Neither Mr Schultz nor Mr Efrusy's decision was "the result of any dispute or disagreement with the company or its board," Groupon said on Monday.
Mr Henry replaced Mr Schultz, while Mr Bass will stand for election at the annual shareholder meeting on June 19. He is due to retire from his position at Deloitte on June 2.
Both will also serve on Groupon's audit committee, bringing their "deep financial, accounting, and operational experience" to the review of the company's finances and risks, the company said.
Groupon has been in dire need of a financial revamp after it admitted in March to a "material weakness" in its internal financial controls, which forced the company to revise its fourth quarter financial results, turning what was previously stated as a $15m profit to a $15m loss.
This was on the heels of the SEC forcing the company to revise its accounting methods in the months leading up to its IPO, to give a more transparent representation of its marketing costs.
The events have led some investors to call for the resignation of Jason Child, Groupon's chief financial officer. One shareholder filed a lawsuit against the company in April for "misleading" investors.
Mr Williams said the shift in board representation made sense for Groupon. In its early days, "it made sense for a company to have a diverse board that could help them understand different growth strategies," he said. Now, while Groupon still needs help with marketing and diversifying beyond its initial business, "clearly, the greater area of need is building back brand equity and investor confidence".
Groupon's share closed down 10.6 per cent at $10.71. The shares are down 48 per cent from the company's initial public offering in November.