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Goldman Sachs Says No Facebook Shares For US Investors

theodp writes "In 2009, Robert Cringely speculated that the day might be coming when Goldman Sachs decides the United States isn't worth dealing with anymore. Crazy, eh? Maybe not. Blaming 'intense media attention,' Goldman Sachs has decided to exclude US investors from a $1.5 billion Facebook offering. In a nicely-timed all-investors-are-not-created-equal MLK Day statement, the US taxpayer bailout beneficiary said, 'Goldman Sachs decided to proceed only with the offer to investors outside the US....We regret the consequences of this decision, but Goldman Sachs believes this is the most prudent path to take.'"

37 of 529 comments (clear)

  1. USA a minefield? by toQDuj · · Score: 1, Insightful

    It seems to me from stories of colleagues and family (all outside the US), that dealing with entities in the US can be a great PITA as they tend to try to screw you in all kinds of unwanted positions. Could this have something to do with it?

    --
    Every experiment which ends in a big bang is a good experiment.
    1. Re:USA a minefield? by h4rr4r · · Score: 3, Insightful

      You are wondering?

      I would be willing to guarantee they are doing something like that.

  2. We should remember this next time by h4rr4r · · Score: 5, Insightful

    We should remember this next time these assholes want a bailout.

    1. Re:We should remember this next time by h4rr4r · · Score: 5, Insightful

      If they were too big to fail, clearly they were too big to be allowed to survive. At the very least each one should have been broken up.

  3. In my yard by alexsoko · · Score: 5, Insightful

    Should have let them fail. Then they wouldn't be lending to any investors. If you want our money be ready to play by our rules.

    1. Re:In my yard by siddesu · · Score: 3, Insightful

      Who is this "we" you're talking about? You seriously think you (or any random amalgamation of US citizens) have more influence with Uncle Sam than GS?

    2. Re:In my yard by Anonymous Coward · · Score: 3, Insightful

      Ironically, this is happening because they're playing by "your" rules.

      SEC regulations prohibit banks from advertising or marketting private stock vehicles like the one that was created here. With all of the press of this thing, GS is concerned the SEC would view that as advertising/marketting, which would put them at risk of breaking SEC regulations.

      The gotcha though, is that these regulations pertain ONLY to American Investors. So GS has decided that, in order to ensure that they're within "your rules", they can't sell these shares to Americans.

      Hoisted on your own petard methinks...

      -AC

    3. Re:In my yard by Dhalka226 · · Score: 5, Insightful

      Also, I'm pretty sure this offering is limited to a few high net worth individuals/hedge funds/etc, because Zuckerberg et al need to keep the number of public shareholders at or below 499 to avoid having to make a whole bunch of public disclosures and comply with other US regulatory nonsense designed to protect people from themselves.

      Yeah, but good news. Facebook found "one" investor willing to pay $1.5B. Of course that "one" investor is going to sell stakes in its "one" investment to hundreds or thousands of other people, but still. I mean, isn't that great? Facebook still has 498 slots open before they have to comply with "US regulatory nonsense" like, you know, informing would-be investors about how their company is actually doing. Fucking bunch of communists over at the SEC, man. Always stomping on small businesses like Goldman Sachs and companies valuated at $50 billion all on some ludicrous notion that investors should be informed as to what they might be investing in.

  4. oh really? by Libertarian001 · · Score: 4, Insightful

    We bail you out of from your greedy stupidity and this is your thank you? Looks like someone needs their corporate charter revoked.

  5. Re:So what GS is saying is.... by Anonymous Coward · · Score: 1, Insightful

    G-S are running the government. How long before someone puts out a list of their executives names and addresses with a "surveyor's mark"?

  6. I guess the very people who bailed them out... by geekmux · · Score: 3, Insightful

    ...are now too good for them?

    Man if that doesn't spell out the textbook definition of pretentious cocksucker, I don't know what does...

  7. Nice selective editing! by Bill,+Shooter+of+Bul · · Score: 5, Insightful
    The missing part of the statement as reported by the wallstreet journel

    Goldman Sachs concluded the level of media attention might not be consistent with the proper completion of a U.S. private placement under U.S. law.

    Basically they think that offering it to us based investors may break a securities law. While they might be lying, it should have at least been in the summary.

    --
    Well.. maybe. Or Maybe not. But Definitely not sort of.
  8. Like animals before an earthquake. by orphiuchus · · Score: 5, Insightful

    Is anyone else noticing that all of those subhuman corporate entities and economists have been freaking out a lot lately? Making weird decisions, hiding under the table, chasing their tail, moving investments out of the US? I think they sense some incoming disaster that we humans wont see until its too late.

  9. Good by dachshund · · Score: 5, Insightful

    What Goldman was doing was essentially illegal in the US. Facebook is a private company and without opening it's books such a company can't take on more than 499 investors. To skirt this requirement Goldman was acting as a single "investor" but actually just planned to sell shares of it's stake on to it's clients (with hefty commissions). This is a violation of the spirit and possibly the letter of the law, and the SEC stepped in. To take the heat off Goldman is now going to run their scam outside of the US where presumably it's legal.

    And yes, this probably is a scam. There are good reasons not to allow public investment in opaque ventures whose value can't be determined, and Goldman is clearly banking on charging oversized commissions because it's selling a product you can't get anywhere else (cause it's illegal, hmm). The first investors will make loads of cash just like in any pump and dump scheme, the suckers will get rolled. The Facebook guys get to cash out, turning some of those pretend billions into real dough before the company goes Myspace. Worthwhile tech ventures will go underfunded and even larger numbers of (dumb) investors will lose confidence in the markets.

    1. Re:Good by dachshund · · Score: 5, Insightful

      Goldman values Facebook at $50bn. That's not some tiny startup that can't afford regulatory compliance. It's more than some huge publicly traded firms.

      Now you might argue that this valuation is fantasy and I would not disagree. However, this high valuation exists because Goldman is running a scam. You can't simultaneously argue that Facebook is some poor startup getting squished by regulation and also that Goldman should be free to sell it to investors as a $50bn behemoth.

  10. Re:So what GS is saying is.... by siddesu · · Score: 5, Insightful

    No, they are saying that the US has too many laws that bar advanced scams with securities, hence it is not very profitable to run such scams in the US.

    But don't worry - it is very likely that whatever offer was going to be made would have excluded small investors outright; and that those US investors that would have been asked to consider buying into the fund have the offshore units that will allow them to do so now.

  11. Multiplicity of Standards by cosm · · Score: 3, Insightful

    Before everybody goes all gung-ho against G-S for this move, think of how many of you would also comment along the lines of "Who would invest in Facebook? It is just another bubble waiting to burst." I'm not qualifying anything there doing, I'm just sayin...

    --
    'We are trying to prove ourselves wrong as quickly as possible, because only in that way can we find progress.' RPF
  12. Re:A Way To Get Around Regulations by panda · · Score: 5, Insightful

    No. G-S are not "trying to be good guys." They are trying to make money in a scam investment in a way that is illegal in the U.S. They are obeying U.S. law to avoid being sued or whatever. This is purely a cover-your-ass move.

    --
    Just be sure to wear the gold uniform when you beam down -- you know what happens when you wear the red one.
  13. Yes GS is bad, but... by GatorSnake · · Score: 3, Insightful

    And of course the post is immediately accompanied by the normal GS-bashing. Hate GS all you want, but this is a tangible example of the US losing its competitiveness to other jurisdictions due to its complex and outdated regulatory regime. Investment opportunities that could have been had by US investors will now go to foreigners. And yes many people think FB is overvalued, but that should be a personal investment decision, not something the government decides for you. This trend will make it increasingly difficult for companies to raise capital in the US. Not a problem for FB as they can source from anywhere, but smaller shops should definitely be concerned by this. And now back to the GS Is Evil channel...

    1. Re:Yes GS is bad, but... by h4rr4r · · Score: 5, Insightful

      No, open books are required for public investment. Otherwise an informed investment cannot be made. Capitalism requires informed actors, this is clearly a method around that. This just means the rules need to be changed so it cannot happen again.

    2. Re:Yes GS is bad, but... by Cogneato · · Score: 3, Insightful

      Selling lead-laced consumer goods is bad, but...
      Child labor is bad, but...
      Dealing in sex slaves is bad, but...

      Just think of all of the other ways that the US is losing its competitive edge due to its complex and outdated regulatory regime. If only we could get rid of all of those pesky laws, we could finally make some real money... maybe even become the world's richest country.

    3. Re:Yes GS is bad, but... by fishexe · · Score: 5, Insightful

      Wow, a voice of reason in the middle of a mob

      Not really. It would be more appropriate to say that about all the people pointing out that GS is basically doing us a favor by not offering it here because it's almost certainly a scam. GP is basically saying "Oh Noes! We are losing investment competitiveness b/c our gov'mint won't allow scams!" but without admitting the scam part.

      --
      "I don't care about the Constitution!" --Bill O'Reilly, November 17, 2009
    4. Re:Yes GS is bad, but... by fishexe · · Score: 3, Insightful

      Yeah, small businesses in America will be really hurt by their inability to legally scam investors. Real lack of competitiveness on our part, right there. Shit! We're missing out on the investment scam market!

      There are a lot of legitimate reasons to say the US is losing competitiveness. This is not one.

      --
      "I don't care about the Constitution!" --Bill O'Reilly, November 17, 2009
    5. Re:Yes GS is bad, but... by jjohnson · · Score: 3, Insightful

      Are you serious? Are you for real?

      The deal is a minimum $2MM buy-in to get shares in a private company that doesn't have to tell you anything publicly (i.e., there's no independent verification of anything they're saying in the pitch) and that peaked a year ago, meaning its sole asset (i.e., users and credibility) is on the downslope. You're locked in for two years, while GS takes 10% off the top in fees and cash deposit, and they can walk at any time.

      GS decided to not offer the deal to American investors because it would have tripped a regulation that says that, if you have too many private investors, you're acting like a publically traded company and must disclose like one. That's the complex and outdated regulation that you think is holding back America?

      Looks to me like the SEC saved a bunch of American more-money-than-brains nouveau riche from getting held down and sodomized by a bunch of GS traders who are spilling their scotch on you because they're laughing so hard.

      Anyone who takes this deal is paying huge for a massive ass-reaming

      --
      Anyone who loves or hates any language, platform, or manufacturer, doesn't know what they're talking about.
    6. Re:Yes GS is bad, but... by jjohnson · · Score: 3, Insightful

      Why must open books be required for public investment?

      Because the government, in its wisdom, realized that people actually fall for con men's tricks, so they try to outlaw the more obvious ways of grifting people. In the case of the stock market, the people falling for the con have all the money in your parent's 401K in their pocket, so this is more than just protecting the trader.

      Why does it bother you that Person X might invest in Person Y's venture?

      It doesn't bother anyone for X to invest in Y's venture. It bothers (or should bother) everyone when a scam artist gets away with it.

      If you want to piss away your cash on three card monte, there's still plenty of opportunities around for you to get screwed.

      --
      Anyone who loves or hates any language, platform, or manufacturer, doesn't know what they're talking about.
  14. Re:So what GS is saying is.... by Anonymous Coward · · Score: 3, Insightful

    Goldman-Sachs is just trying to CIRCUMVENT them.

    There. Fixed that for you.

  15. Re:So what GS is saying is.... by jrumney · · Score: 5, Insightful

    The SEC regulations for offering shares to US investors are a lot stricter than for non-US. My guess is that they cannot meet the requirements, which I would take as a big red flag that Facebook is severely overvalued right now.

  16. Re:So what GS is saying is.... by SpecBear · · Score: 4, Insightful

    This is what I find really worrisome. As a regulatory body, the SEC is kind of a joke. The bankers can and do get away with almost anything. For GS to exclude the US from the Facebook offering, this has to be a screwjob of such magnitude that even the SEC would have to act.

  17. Re:Exodus, anyone? by Eil · · Score: 5, Insightful

    I know Facebook hating is en vogue around here, but c'mon.

    1) Assume you would rather "deactivate" your account (making it functionally identical to an active account AFAICT) and make you google for the actual "delete your account" link

    Click "Account" -> "Help Center". The top question is "How do I permanently delete my account?" The description clearly states the difference between deactivating vs deleting your account. (Deactivating makes your profile disappear from Facebook, but all of your data is held on to in case you want to reactivate.)

    2)Require a 2 week "pending deletion" period, during which if you log in you will cancel your request for account deletion.

    So... don't log in?

    No longer will you receive dozens of invites a day to banal "spam to click" games from people you barely knew in school,

    You can disable all of those, and you can also unfriend annoying people, just as you can in real life.

    no longer will you miss birthday drinking sessions because you were only ever informed via facebook (all e-mails from which going straight into your "failbook spam" folder)

    Step 1. Send all Facebook notification to spam folder
    Step 2. Complain about not receiving Facebook notifications

    Huh?

    no longer will you get hassle from the Mrs. when she finds out you accepted a friend request from a girl you used to date 15 years ago.

    If that actually happened, Facebook isn't the biggest problem in your relationship.

  18. Meaningless For "Qualified" Investors by cmholm · · Score: 3, Insightful

    I contend that for any of G-S' target US customers, moving the sale outside of the US is meaningless. The sale was aimed at high net-worth individuals, and just about any of these people (or their portfolio manager) will be able to participate via their off-shore accounts. The action in the usual off-shore banking establishments, or even through US citizens' above board overseas accounts, will probably prove heavy.

    This action is strictly to put off the day of reckoning with the SEC.

    --
    Luke, help me take this mask off ... Just for once, let me butterfly kiss you with my own eyes.
  19. Re:So what GS is saying is.... by PopeRatzo · · Score: 3, Insightful

    G-S are running the government. How long before someone puts out a list of their executives names and addresses with a "surveyor's mark"?

    How long before someone puts out a list of their executives names and addresses along with their offshore bank accounts that they use to hide money from the IRS?

    Oh wait...

    You might want to mention this story the next time someone tries to blow some "supply-side economics" smoke up your ass. "Trickle-down" indeed.

    --
    You are welcome on my lawn.
  20. Re:Your fancy US Dollars by fishexe · · Score: 5, Insightful

    I can't tell if you're trolling or not. The worth of all forms of money has always come from people being willing to trade goods and services for it. Do you think the Sumerian clay tokens representing sheep and cows had intrinsic value? No, they were worth the sheep or cow someone had agreed to trade for them.

    It's the difference between a fiat currency and a representative currency. The worth of the representative currency is determined by the amount of a real physical asset that is available.

    I understand perfectly well the difference between fiat currency and representative currency. That doesn't change the fact that all currencies derive their value primarily from their exchangeability rather than their intrinsic worth.

    The real difference is that there is a way fiat currency is commonly abused that doesn't happen with representative currency. There is a built-in unsustainability caused by the private companies that issue fiat currency, like the Federal Reserve. When they create fiat money out of nothing, they loan it to the US Government in exchange for what is basically an IOU from the US Government. But they attach interest to each dollar they create. That means there are not enough total dollars in the system to pay back all of the debt.

    There was never enough gold in the US gold reserves to pay back all of the debt represented by gold-backed dollars either.

    Therefore, the US Government cannot possibly pay back its debt.

    What else is new? The US Government had debt it could not pay off long before Nixon took us off gold.

    It can't ever do that, not even if the total federal budget were less than the tax revenues, because the money is loaned at interest the moment it's created. The US Government has to borrow more money from the Fed, at interest, to make payments on the existing interest. Therefore, not only can it never get out of debt, the debt must also continue to increase.

    The Fed, from whom we are borrowing money at interest, is principally owned by the government and remits its profits to the US treasury (after doling out the appropriate share to member banks). I wish we only had to borrow from them.

    Thus, fiat currency dollars don't represent wealth. They represent debt. If all debts were somehow paid off then there would be no money in circulation.

    I'm pretty sure that's true of all moneys, everywhere. A piece of currency in my pocket represents somebody else owing me a debt, and it always has. Sometimes this debt has been denominated in a specific amount of a specific metal.

    Even money backed by gold and silver, and gold and silver themselves, are valued more highly than their intrinsic worth: they are demanded as media of exchange far above the demand for them for use in jewelry, electronics, et cetera, and the market bears a price for them far higher than if they were only valued for their intrinsic properties, in exactly the same way the market bears a higher price for US dollars than for the paper and ink that dollar bills are printed with.

    The difference is that representative currency dollars directly represent a specified amount of a tangible asset. They can be redeemed for that amount of that asset at any time. Their value cannot be lower than the value of that tangible asset.

    It can if there's a crisis of confidence in the issuing agency's ability to cover their redemption.

    They represent wealth, not debt.

    All money represents debt. By definition money represents a promise to pay by somebody else; if it didn't, it wouldn't be money.

    --
    "I don't care about the Constitution!" --Bill O'Reilly, November 17, 2009
  21. Re:So what GS is saying is.... by Kreigaffe · · Score: 4, Insightful

    To be an effective trader, basically what you do is step in to a transaction between two people and shove them far enough apart that they can't communicate. Then you go to the seller, tell them that you and your buddies are their only market and you will pay them $XYZ for everything they have. A real low-ball figure. Do your best to put them in the fucking poor house.

    You then take whatever you bought to the person who was already interested in buying it, and tell them you and your buddies are the only source for whatever it is you bought, and if they want any of it they'll have to pay you $XXYYZZ. An absurdly overvalued figure. Do your best to put them in the fucking poor house.

    What's going on is that traders at no point are about facilitating exchanges between two parties. Every step of the way, their goal is to screw everybody who's still holding a single red cent so hard that their fillings fall out, and then collect those fillings -- gold, too, is an investment.

    --
    ... still waiting for this free-as-in-beer free beer I keep hearing about. :|
  22. I take this as a sign Facebook is about to go away by techsoldaten · · Score: 3, Insightful

    I bet 100% of the investors are going to short that stock big time. No way I am buying into the eventual public IPO.

    When Facebook goes public, it will the very definition of a bubble. The company's tangible physical assets are probably less than $500 million. In some objective sense, they are measuring value based on the actual number of Facebook users.

    This means they are dependent upon the interest of users to maintain that value. So was AOL, so was Compuserve, so were a lot of other things that lost a lot of value in a very short time.

    I get the same sense I did when I saw the AOL deal go through. WTF, this cannot be right. I can't tell you what kind of game changing, cataclysmic innovation is going to affect their value, but it's going to emerge.

  23. Do US people need protection from US gov't by roman_mir · · Score: 1, Insightful

    Every single thing that US gov't ends up trying to protect US citizens from backfires. It's the same thing with US government's foreign policy - all of it eventually backfires.

    FDIC and 1-0% interest and Freddie/Fannie and all capital destroying regulations backfired and created one bubble after another, the last one will bring down US bonds and US dollar.

    SEC is part of US government, creating regulations that should not exist. SEC should not exist.

    The FB deal (though I could not care less about FB) is about not disclosing their information publicly. But their information will go to the stock holders. The stock holders will have their prospectuses, but they are entering a partnership.

    There is NOTHING WRONG with a partnership - where company's stock is held by a number of individuals who agree to a number of rules, like in this case, one of the rules is that the individuals cannot trade the stock on secondary markets until 2013.

    Do you want to be protected from participating in a partnership by SEC? Well, you got it.

    Quite a huge number of people were 'protected' by SEC before the housing bubble blew from shorting and eventually they were protected from becoming wealthier. Good going, but that's what gov't is doing.

    All of the /. anger about this GS move is misplaced. Now, personally I wouldn't be buying the FB shares, it's just not something I believe in, maybe I am wrong, but I rather be wrong than sorry. But the reason GS is doing this is not to fuck with US somehow. No. The reason is because the US gov't is fucking with US citizens.

    US gov't does not consider you to be adults. They haven't for a long time. Since the moment the Fed was created and they started buying your votes with your money. Well, maybe you aren't adults. Or maybe the adults are running the show, and the eternal teens are running around, being herded. Well, you know what happens with a herd eventually? It's eaten.

    SEC wouldn't allow a partnership to be formed in US that wouldn't comply with public rules. Well, a partnership is only 'public' as far as the public that owns the stock. But it's not them, who won't be getting the information. It's SEC and the public who doesn't own the stock.

    If you are public who doesn't own the stock and you would buy the stock without any of that information, that's your business. But SEC won't let you. Hey, maybe you are gambling, but where in the US Constitution does it say that US gov't has the authority to prevent you from gambling? The US gov't is counterfeiting money - they have no authority to do that either.

    Anyway, US citizens are becoming prisoners of their own gov't - can't have Swiss bank accounts, can't own FB stock, can't have a sane country that's not in war every year, can't have capital to have real jobs. All because of gov't.

    They say that the people deserve their gov't. Look in the mirror - do you?

    1. Re:Do US people need protection from US gov't by Frangible · · Score: 4, Insightful

      I'm all for capitalism, but regulations exist for a reason... usually as a reactionary measure to massive abuse.

      In this case, they're right. The valuation is ridiculously excessive relative to their annual revenue, and I fail to see how being deprived of getting scammed is destroying America. Does anyone honestly think Madoff getting busted was a threat to liberty? It's a bit sad we let them take foreign investors like that, but hey, I guess that at least benefits the US economy, right?

      I also find it quite ironic that a company that has abused end-user privacy so casually expects a great deal of privacy for themselves.

  24. Re:Your fancy US Dollars by jwdb · · Score: 4, Insightful

    currency which is intrinsically backed (i.e. coins) are always worth something, especially after whomever was backing the paper versions has faded into obsolescence.

    Gold (or whatever you make your coins out of) has no intrinsic worth - the only reason we value it is because it is scarce and pretty. Given a world famine, try using gold to trade for something when all everyone wants is food. The value of that gold is determined by the demand for it, and if there is no demand...

    And if you think gold will always be in demand, I'd like to point out the example of using shells as money, or any other ancient form of commodity money.