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Mark Zuckerberg's Big Facebook Mistake

Hugh Pickens writes "Nathan Vardi writes in Forbes that in the last two months, Mark Zuckerberg has had a rude introduction to the capital markets. With Facebook's stock in free-fall, down more than 40% from its IPO price, Zuckerberg has a big problem. 'Zuckerberg did not want to deal with the pressures of being a public company. Like many entrepreneurs these days he viewed the capital markets with suspicion,' writes Vardi. 'So Zuckerberg made a fateful decision, he decided to keep Facebook a privately-held company for much longer than other success stories like Google or Amazon.' But waiting eight years to conduct an IPO has turned out to be an impossible problem to manage. The bankers at Morgan Stanley applied all the lessons of the last 15 years and priced the IPO at $38, which was very aggressive, in an attempt to avoid leaving any money on the table and the embarrassment that a huge IPO pop would represent. With such a big valuation at IPO time, Facebook had to show some results. But the numbers that Facebook announced in its first quarterly earnings report were underwhelming and the trading hordes drove Facebook's stock down by 15% in Friday morning trading. Now the early institutional investors are heading for the exits and it's hard to imagine morale at Facebook won't take a hit that correlates with the loss in value of the shares belonging to the employees. 'The lesson of the Facebook fiasco for Silicon Valley is clear. Start-up entrepreneurs cannot evade the discipline of the capital markets any more than can the prime ministers of Spain and Italy.'"

49 of 418 comments (clear)

  1. Reality bites by garyebickford · · Score: 4, Interesting

    Now the suits will start flying, and filing suits.

    Did I get FP? Golly.

    --
    It's easier to be a result of the past, but more fun to be a cause of the future! http://www.spacefinancegroup.com/
    1. Re:Reality bites by Anonymous Coward · · Score: 5, Funny

      Couldn't have happened to a nicer guy.

    2. Re:Reality bites by jhoegl · · Score: 4, Insightful

      It was obvious that the shares would be priced too high. They have been working on hyping Facebook for over a year, and the frenzy by idiots only added to the starting price.
      I think Zuckerberg was right to stay out of a public offering, and he should have.
      There are too many "yes" men and shills in the public offering arena, patting you on the back while drawing a blade.
      Stock markets... pppfftttt, more like legalized gambling.

    3. Re:Reality bites by JoeMerchant · · Score: 4, Informative

      There are always lawsuits in any big IPO.

      I fail to see how any of this is a problem for MZ, or even out of character for him... he effectively (intentionally or not) suckered the market for much more money up front than Facebook is turning out to be worth. If FB were "priced right" at IPO, it might "perform better" but I don't see how that has any positive benefits for the pre-IPO shareholders.

      TLDR: Not a problem for Zuckerberg, just a problem for anyone who bought FB shares.

    4. Re:Reality bites by Anne_Nonymous · · Score: 3, Funny

      TL;DR

    5. Re:Reality bites by jedidiah · · Score: 5, Insightful

      Quite.

      This is not Zuckerberg's fiasco. It's the underwritter's fiasco. Zuckerberg in fact made out like a bandit here.

      --
      A Pirate and a Puritan look the same on a balance sheet.
    6. Re:Reality bites by datavirtue · · Score: 4, Insightful

      They priced it too high. If it was offered at $25 a share (probably the true value) it would have popped to around $50 and drifted down to $40. This is what happen when you price something wrong on the market. It gets thrown off balance and the pricing pressure results in pain.

      --
      I object to power without constructive purpose. --Spock
    7. Re:Reality bites by jbolden · · Score: 4, Informative

      I don't know the numbers by the IPO. But here were the numbers in 2010. Stock plus estimated value of all holdings.

      Mark Zuckerberg: 24%, $5.3 billion
      Accel Partners: 10%, $2.2 billion
      Digital Sky Technologies: 10%, $2.2 billion
      Dustin Moskovitz: 6%, $1.3 billion
      Eduardo Saverin: 5%, $1.1 billion
      Sean Parker: 4%, $880 million
      Peter Thiel: 3%, $660 million
      Greylock Partners: ~1.5%, $330 million
      Meritech Capital Ventures: ~1.5%, $330 million
      Microsoft: 1.3%, $286 million
      Li Ka-Shing: 0.75%, $165 million
      Interpublic Group: 0.5%, $110 million
      Adam D'Angelo, Matt Cohler, Jeff Rothschild, Chris Hughes and Owen Van Natta: 1%

    8. Re:Reality bites by Red+Flayer · · Score: 5, Funny

      your post is a field day for the average slashdotian because there is too much room for interpretation

      Look, I'm no true oldtimer, but *everyone* knows the term is "slashdotter".

      Unless you're a Scandinavian daughter of the lead guitarist from Guns-N-Roses, in which case you're a Slashdottir, but that's kind of beside the point.

      --
      "Trolls they were, but filled with the evil will of their master: a fell race..." -- J.R.R. Tolkien on Olog-hai
    9. Re:Reality bites by 19thNervousBreakdown · · Score: 4, Funny

      Is there a fluid shit tone? I ate a garbage plate loaded up with Frank's the other day, and I definitely shit a tone. Musta been a Db, or if you play by feel it was a D#, but either way, it sure hertz.

      --
      <xml><I><am><so><damn>Web 2.0</damn></so></am></I></xml>
    10. Re:Reality bites by Red+Flayer · · Score: 3, Informative

      Meh. Google opened at $85, a PE of about 80. Yet at close on the day of their IPO, GOOG was trading just over $100, for a PE in the high 90s.

      Anyone who bought GOOG at $100/share seems to be sitting pretty happy right now...

      Not that Google's IPO is a good model for the Facebook IPO, but just so you're aware that there is at least one IPO with a ridiculous PE ratio that could be considered superficially similar.

      --
      "Trolls they were, but filled with the evil will of their master: a fell race..." -- J.R.R. Tolkien on Olog-hai
    11. Re:Reality bites by Sir_Sri · · Score: 4, Insightful

      I think Zuckerberg was right to stay out of a public offering, and he should have.

      Tell that to the hundreds perhaps small thousands of employees who had been receiving stock as part of their compensation packages. The reason you have to go public over something like 500 shareholders is that they are entitled to a say in the business, because it's their money, and their business at that point.

      Facebook needs something big to point to and say 'this is how we're going to make money', that, believe it or not, does not actually have to have anything to do with facebook the website and privacy invasion service. Now they are able to make money, 300 million dollars in profit in a quarter (minus stock compensation for employees which pushed them on paper into the negative), for a company with ~4000 employees is pretty good, but they aren't worth 100 billion dollars like that. So either they need something they can legally sell, or they need to expect to lose even more of their valuation.

    12. Re:Reality bites by Man+On+Pink+Corner · · Score: 5, Insightful

      If facebook.com were to vanish from the DNS tomorrow, my girlfriend would be mildly annoyed for about 10 minutes.

      If google.com were to vanish tomorrow, it would be a national emergency second only to an accidental nuclear attack.

      Google is a de facto public utility. Facebook is a toy.

    13. Re:Reality bites by Gilmoure · · Score: 5, Funny

      "discipline of the capital markets.."

      --
      I drank what? -- Socrates
    14. Re:Reality bites by rgbrenner · · Score: 3, Insightful

      bullshit. If google disappears, people will just type bing.com and go on with their day.

  2. Wait, what? by s.petry · · Score: 5, Insightful

    So the problem is Zuckerberg's alone to bear? How about the responsibility of the Banks in price fixing the IPO? How about the attempted over inflation of the stock by those same banks on opening day? How about the SEC and their lack of (either ability or willingness) enforcing their own rules and regulations?

    I'm not a fan of Facebook by any means. They have done numerous shitty things and continue to do shitty things. The Capitalist Economy has mechanisms for dealing with those practices. To blame the financial fiasco on one person is simply ludicrous!

    --

    -The wise argue that there are few absolutes, the fool argues that there are no probabilities.

    1. Re:Wait, what? by gbjbaanb · · Score: 5, Informative

      They sold all the stock didn't they - to greedy investors who thought it'd go shooting up the day after IPO and they could make a killing flogging their stock (which I think all the institutions did), or stupid investors who thought that FB is the new paradigm and would take over the world's communications.

      Either way, who cares? The only ones I see whining are those who bought the stock expecting to make easy money. The IPO price was obviously set at the right price as there was enough demand.

      As for FB itself, it's still a private company, old Zucker didn't want any pesky shareholders (ie company owners) voting on what to do so all that stock is (IIRC) non-voting. So apart from a huge pile of cash taken from the stupid and/or greedy, nothings changed.

    2. Re:Wait, what? by jeffmeden · · Score: 3, Interesting

      So the problem is Zuckerberg's alone to bear? How about the responsibility of the Banks in price fixing the IPO? How about the attempted over inflation of the stock by those same banks on opening day? How about the SEC and their lack of (either ability or willingness) enforcing their own rules and regulations?

      I'm not a fan of Facebook by any means. They have done numerous shitty things and continue to do shitty things. The Capitalist Economy has mechanisms for dealing with those practices. To blame the financial fiasco on one person is simply ludicrous!

      Well he is the captain of the ship... Unless you have reason to believe he was substantially mislead by one of his employees or paid advisors, then yes that company is his to make or break. And right now it is breaking under the weight of a valuation that was so untenable as to be obvious to anyone but the most over-optimistic of investment bankers. He should have known better and didnt. Just think of what else he should know about running a company but doesn't, and extrapolate the probability of his success out. He should have sold his idea to those Harvard dickwads and walked away, at least they have a degree in screwing up businesses, instead of just winging it.

    3. Re:Wait, what? by glebovitz · · Score: 4, Insightful

      I don't mean to sound condescending, but did you research the history of Facebook before you make uninformed comments? Zuckerberg was very savvy in how he structured the IPO. He kept much more control then would normally be given a public traded company. In essence, he negotiated a position where he was in charge of Facebook's fate. So yes, it is his problem and not those of the banks and investors.

      Everyone seems to be ignore the big Gorilla in the room. The issue isn't the management of the IPO and capital market expectation. It is the distrust that Zuckerberg built around Facebook. There are many users, but few who are interested in opening up their pocketbooks and spend via Facebook's various marketplaces. We buy from Amazon and EBay because then garnered our trust. Facebook scared us away with their missteps over their privacy policy. Whether or not it is warranted or fair, that is the current perception. To quote my ex and close friend, "perception IS reality."

      Zuckerberg has to navigate his way out of this mess. He is a smart and savvy and that will go a long way.

  3. Sorry, what? by Antipater · · Score: 4, Insightful
    "Facebook + stocks = shit. Therefore, Facebook should have joined the stock market earlier."

    Does anyone else find that logical jump a little odd?

    --
    Everything is better with chainsaws.
    1. Re:Sorry, what? by HeckRuler · · Score: 4, Insightful
      THIS!

      The lesson of the Facebook fiasco for Silicon Valley is clear. Start-up entrepreneurs cannot evade the discipline of the capital markets

      WTF? That is the biggest load of bullshit I've heard since... well, about a week. Facebook could simply choose not to go public. EASY AS THAT.
      Seriously, any time you hear "The lesson is clear", it's probably isn't. It's one of those terms that salesman use to pretend they not full of lies an villainy.

  4. "the discipline of the capital markets" by SolemnLord · · Score: 4, Funny

    Hahahahahahahahahaha oh. You were serious. Right after saying:

    The bankers at Morgan Stanley applied all the lessons of the last 15 years and priced the IPO at $38, which was very aggressive, in an attempt to avoid leaving any money on the table and the embarrassment that a huge IPO pop would represent.

    That sounds like a huge amount of discipline.

  5. Billionaire. by Hatta · · Score: 4, Insightful

    Zuckerberg is a billionaire. He has no problems worth worrying about. If he doesn't like what he's doing, he can quit and buy a tropical island.

    --
    Give me Classic Slashdot or give me death!
    1. Re:Billionaire. by Hatta · · Score: 4, Informative

      He's already sold over a billion dollars worth of Facebook stock. Zuckerberg is a billionaire in cash money.

      --
      Give me Classic Slashdot or give me death!
  6. The sad thing is... by wcrowe · · Score: 5, Interesting

    The sad part is that Facebook IS capable of making money, just not gazillions of dollars worth. I've been wondering all along HOW Facebook was going to justify valuation. I guess we have the answer now -- it can't.

    --
    Proverbs 21:19
    1. Re:The sad thing is... by i+kan+reed · · Score: 4, Informative

      Yes, but the ruinous part is that they will keep trying. A steady reasonable profit is functional for a privately held company, but a publicly held one will be under constant pressure to improve quarterly earnings, and in the medium run, will undermine the existing profit structure to suit outside investors with no actual understanding of the company.

      It's a culture of failure that large U.S. corporations have developed, and the only one immune seems to be Apple(who mostly seem to worry about increasing par value of stock).

  7. Lessons of the past 15 years by Kupfernigk · · Score: 5, Funny
    Lesson 1: Investors are stupid.
    Lesson 2: Investors are so stupid they still believe banks after the toxic mortgages fiasco in which they were lied to morning and night.
    Lesson 3: Investors are so stupid they believe a fashion business in a volatile industry is worth sackloads of money.
    Lesson 4: Nobody ever missed a bonus through screwing investors.

    Yup, looks like they applied all the lessons.

    --
    From scarped cliff or quarried stone she cries "A thousand types are gone, I care for nothing, no not one."
  8. Maybe i dont get the stock market. by NoisySplatter · · Score: 5, Interesting

    How does the share price falling hurt Facebook? They sold the shaes at the IPO price so they already got the money. If they want more money in the future they issue more shares... Basically Facebook just got shitloads of money in exchange for a marginal loss of control. How are they losing out?

    --
    In Soviet Russia meme tires of you!
    1. Re:Maybe i dont get the stock market. by Fastolfe · · Score: 3, Informative

      It doesn't directly impact the company. However:

      1. It affects employees of the company, because employees of a company tend to hold a disproportionate share of their long-term savings in company stock and options.

      2. A public company's board of directors is usually elected by the shareholders. If the shareholders view a falling share price as a sign that the company has problems, they may work through the board (or replace the board) to change the leadership of the company. This is less of a concern with companies like Google and Facebook since the founders own enough shares that they can withstand that sort of pressure.

  9. Re:Shame on Morgan Stanley by jeffmeden · · Score: 4, Informative

    Wall Street greed strikes again. I'm just glad that I wasn't stupid enough to invest. My off-the-cuff valuation would have been somewhere around $5/share.

    And just last year, we were on Slashdot ( http://yro.slashdot.org/story/11/01/18/004226/goldman-sachs-says-no-facebook-shares-for-us-investors ) debating the merits of Facebook allowing direct investment without being publicly traded, specifically how small investors in the US couldn't buy into facebook due to them being privately held. A number of "insightful" posters waxed theological about how "overprotective" the US investment system is for having a restriction like this. I hope those wise investors got the opportunity to throw their money in back when Facebook was a $100B company...

  10. "discipline" by argStyopa · · Score: 5, Interesting

    "....can't escape the discipline of the capital markets..."

    Discipline.
    That's a funny word to use with a market that:
    - turns trades of tens of millions of shares in literally seconds
    - acts like a flock of frightened sheep at the slightest whiff of trouble
    - punishes companies who accept short-term sacrifices in favor of long-term growth/gains.

    Our company "went public" and I am hard-pressed to understand who - other than the execs, who get fat options and big share-piles - benefits?

    The company CERTAINLY doesn't.

    Where previously you had a private firm whose only real measure was year-on-year viability as a company, now we have a giant firm whose sole strategic goal seems to be "hit the monthly numbers". Foolishness, chicanery, and outright lying seem to all be acceptable tactics, and the business now has a 30-day outlook, instead of the previous generation(s) of CEOs who looked at what it would take to develop markets and commercial potentials in decade-long or even (for a family company) generational-length timelines.

    --
    -Styopa
  11. Slashdot confirms: Facebook is dying by Anonymous Coward · · Score: 4, Funny

    Yet another crippling bombshell hit the already beleaguered Facebook community today when Slashdot (who heard it from Hugh Pickens, who heard it from Nathan Vardi, who heard it at Forbes, which is a sensational money magazine) announced that Facebook is dying. The rate on superpokes is plummeting, and as for Farmville cows, you can't even _give_ them away...

  12. Giving SHAREHOLDERS? by SuperKendall · · Score: 5, Insightful

    Why should the shareholders get any compensation?

    I don't have any Facebook stock because I AM NOT AN IDIOT.

    Anyone with a single brain cell, indeed even most amoebas stayed far away from the Facebook IPO.

    The problem was in initial setup conditions and if you were too stupid to figure out the initial price was wrong beyond belief you deserve the loss and pain that resulted.

    That is the stock market.

    People on Slashdot talk a big game about how they believe in survival of the fittest and evolution but then don't seem to want the game to apply to them...

    --
    "There is more worth loving than we have strength to love." - Brian Jay Stanley
    1. Re:Giving SHAREHOLDERS? by cpu6502 · · Score: 3, Insightful

      >>>People [in banks and megacorps] talk a big game about how they believe in survival of the fittest and evolution but then don't seem to want the game to apply to them...

      That's why they beg Congress for bailouts. "Private profits and socialized losses" to quote Peter Schiff.

      --
      My AC stalker: " I personally agree with your posts most of the time, but that won't keep me from modding you troll"
    2. Re:Giving SHAREHOLDERS? by bzipitidoo · · Score: 3, Insightful

      All that you say would be righteous except for one thing: cheating.

      Morgan Stanley used selective disclosure. "Privileged clients" were informed that Facebook's revenue would not meet expectations. The rest of us were kept in the dark.

      I didn't stay away from Facebook only because it was overvalued and overhyped. I stayed far, far away because I was sure there'd be fraud. These days, small investors maybe shouldn't be in the stock market at all. You do your homework, determine what stocks are good values based on the fundamentals, and then all that goes out the window when management swindles the investors through omission and with fat pay packages and consulting fees to buddies that come straight off the stock's value through options and the like. The markets have yet to earn back the credibility they lost over the subprime mortgage fiasco.

      --
      Intellectual Property is a monopolistic, selfish, and defective concept. It is "tyranny over the mind of man"
  13. Sure we can. by mosb1000 · · Score: 4, Insightful

    Start-up entrepreneurs cannot evade the discipline of the capital markets any more than can the prime ministers of Spain and Italy.

    Sure we can, all we have do to is continue to hold the company privately.

  14. IPO basics; the banks got screwed, not FB by mounthood · · Score: 4, Informative

    The bankers at Morgan Stanley applied all the lessons of the last 15 years and priced the IPO at $38, which was very aggressive, in an attempt to avoid leaving any money on the table and the embarrassment that a huge IPO pop would represent.

    That's not how it works: FB sold its stock at $38 to the underwriters (the banks), who assume the market risk and sell the stock on the market. It's in the underwriters interests to pay the company a low amount, and see the valuation rise in the market. Companies want a higher valuation, and a jump in the stock price does NOT profit them. When the valuation was raised to $38 at the last minute, it was good for FB and bad for the banks.

    I can only assume this fundamental aspect of IPOs is ignored because it doesn't make for a good story.

    http://en.wikipedia.org/wiki/Initial_public_offering#Pricing_of_IPO

    --
    tomorrow who's gonna fuss
  15. Article is completely misguided by dnaumov · · Score: 5, Insightful

    It was a failed IPO for speculators, it was an absolutely fantastic IPO for Facebook. The 2 parties are at odds with each other: the company that is having an IPO wants to sell it's share for a high price, to get as big of a cash infusion as possible, while the speculators want the IPO price to be as low as possible, so when there is a quick "pop" after the IPO, the speculators get rich quickly.

    Mark Zuckerberg and Facebook got about as good of a deal as they could've ever dreamed of and with Mark still retaining control over 50% of the shares, he doesn't have to give a damn about the rest of the shareholders even if every single one of them bunched up together to make demands.

  16. Translation by dkleinsc · · Score: 3, Interesting

    "We believed the hype and got suckered into thinking that Facebook was worth more than it actually was. That must be Mark Zuckerberg's problem, because it can't possibly be *my* problem."

    --
    I am officially gone from /. Long live http://www.soylentnews.com/
  17. Problem? What problem? by petes_PoV · · Score: 4, Insightful
    From FB's point of view the IPO was a success. They sold all the shares they put up for offer and got a very good price. If anyone made a mistake it was the people who bought them at the original $38, not the company that managed to sell them all.

    If the company hasn't lived up to the expectations of the suckers who bought it, well: tough - that's capitalism for you.

    --
    politicians are like babies' nappies: they should both be changed regularly and for the same reasons
  18. They Priced it Exactly Right by Chibi+Merrow · · Score: 5, Insightful

    They priced it too high.

    I disagree. The point of an IPO is to get money for the company doing the offering, not to make institutional investors rich. The stock was priced perfectly to extract the most money out of investors and give it to Facebook. Had they priced it at $25 and it had popped to $50, Facebook would have had less money at the end of the day.

    --
    Maxim: People cannot follow directions.
    Increases in truth directly with the length of time spent explaining them
  19. Not Too High by ranton · · Score: 4, Insightful

    They priced it too high.

    How can you possibly say it was priced too high? If all of the shares Facebook was selling were bought by someone at $38, then that was the correct price. If they set it at $25 then the price would still be exactly where it is today but Zuckerberg and his friends would have made a lot less money.

    The price the stock started at was set to make the current stakeholders the most money possible, not to help make early investors the most money possible.

    --
    -- All that is necessary for the triumph of evil is that good men do nothing. -- Edmund Burke
    1. Re:Not Too High by Stickerboy · · Score: 5, Insightful

      Remind me - how it is that early investors are not shareholders?

      Easy! There are 3 major groups of investors in the Facebook IPO fiasco.

      1) the actual employee shareholders - those that have a day-to-day stake in seeing Facebook succeed
      2) the gamblers / day traders who were betting on riding the initial pop of the Facebook IPO to a quick short-term turnaround profit (this group expanded quite a bit as a lot of casual investors got caught up in the hype)
      3) long-term investors who saw this coming but are betting on a positive outlook on Facebook's long-term financial health

      Five years from now, as long as Facebook doesn't tank or pull a Myspace, there will only be one group out of these three that will still be pissed off at the Facebook offering. Why are the #2 group (the early investors) not true shareholders? Because they're really nothing but speculating middlemen. They genuinely have no stake in how the company performs or any other metric for that matter, as long as the price per share on their holding goes up over the specified period of time that they want. "Facebook" just happens to be the name on the black box that they put up money for that they hoped would turn into a big payday.

      --
      Light a fire for a man and he'll be warm for a day. Light a man on fire and he'll be warm for the rest of his life.
    2. Re:Not Too High by rsborg · · Score: 3, Informative

      How can you possibly say it was priced too high? If all of the shares Facebook was selling were bought by someone at $38, then that was the correct price.

      You realize that initial covering of this price was required by their underwriter, Morgan Stanley [1]. They were basically sustaining the price at $38 all of opening day.

      [1] http://business.time.com/2012/05/22/facebook-ipo-fallout-four-lessons-from-a-troubling-public-debut/

      --
      Make sure everyone's vote counts: Verified Voting
    3. Re:Not Too High by ranton · · Score: 4, Informative

      So let me get this straight? According to you then the housing market was not overvalued 6 years ago? Pets.com and isellyoucrap.com were also valued fairly and accurately because the IPO for these companies were like $70 a share?

      I never said that Facebook was worth that amount. I don't remember using the words value or worth at all. I just said it was not priced too high. Pets.com or AnyNumberOfOtherOverpricedCompanies.com were not overpriced either if they found buyers, even if they were never worth what they were priced at.

      All of those houses that sold for $400k were not overpriced, even if they are worth $300k now. They were never worth $400k, but they were correctly priced at $400k if they found a buyer. Setting a price only has to do with how much money you can make selling something, not what the actual value of the product is.

      --
      -- All that is necessary for the triumph of evil is that good men do nothing. -- Edmund Burke
  20. "Discipline of the capital markets" by br00tus · · Score: 3, Interesting

    What is the discipline of the capital markets? At the end of 1999, Warren Buffett, who had been investing successfully for four decades, was being lambasted for not buying dot-coms and having as good a year as some other companies. Of course, this all went to nothing a few months later. He is known for being out-of-step with the markets, focusing on the long term, not going with the newest trend, not splitting his stock. As he has been so successful over four decades, he can get away with it.

    So what companies have been under market discipline? In 2001 the #5 company on the Fortune 500, Enron, was shown to be a complete fraud, top to bottom. Countrywide Financial and Washington Mutual made subprime loans to people who would never be able to pay them back, in a manner that encouraged this (no money down, monthly loan payment rockets up after a year or two).

    Other than the markets wanting to have gotten a piece of Facebook earlier, I don't really see any indication of what would have been differently if it was under "market discipline". If overeager suckers wanted to overpay for Facebook initially, it's a bonus for Facebook, and a loss for the market buyers undisciplined enough to know what a stock is worth.

    If you watch the documentary "Born Rich", you realize there these 1%ers who inherit there money, these heirs who control almost all of the capital - they need things to parasite off of. There's always a massive of shortage of viable businesses for them to glom off of. Facebook is private and they whine about how they can't stick their snouts in the trough, and suck off of the people actually working and building businesses. Microsoft, Google, Facebook - most of the successful founders know to put off the IPO, because it's only a way for the 1% parasites to grab a majority stake of the company, and be parasites off of those doing the work. That's why founders postpone it so long.

  21. Zuckerberg has full control of Facebook by Mean+Variance · · Score: 4, Informative

    Zuck cannot lose control of the company unless he chooses to. His interest is majority and fully controlling. The board is advisory at best, impotent otherwise.

    The following are crucial snips from the S-1 filing:

    Our CEO has control over key decision making as a result of his control of a majority of our voting stock.

    As a result of voting agreements with certain stockholders, together with the shares he holds, Mark Zuckerberg, our founder, Chairman, and CEO, will be able to exercise voting rights with respect to an aggregate of xxx shares of common stock, representing a majority of the voting power of our outstanding capital stock following our initial public offering. As a result, Mr.ÂZuckerberg has the ability to control the outcome of matters submitted to our stockholders for approval, including the election of directors and any merger, consolidation, or sale of all or substantially all of our assets. In addition, Mr.ÂZuckerberg has the ability to control the management and affairs of our company as a result of his position as our CEO and his ability to control the election of our directors. Additionally, in the event that Mr. Zuckerberg controls our company at the time of his death, control may be transferred to a person or entity that he designates as his successor. As a board member and officer, Mr.ÂZuckerberg owes a fiduciary duty to our stockholders and must act in good faith in a manner he reasonably believes to be in the best interests of our stockholders. As a stockholder, even a controlling stockholder, Mr.ÂZuckerberg is entitled to vote his shares, and shares over which he has voting control as a result of voting agreements, in his own interests, which may not always be in the interests of our stockholders generally. For a description of these voting agreements, see "Description of Capital Stock-Voting Agreements."

    Controlled Company

    Because Mr.ÂZuckerberg controls a majority of our outstanding voting power, we are a "controlled company" under the corporate governance rules for publicly-listed companies. Therefore, we are not required to have a majority of our board of directors be independent, nor are we required to have a compensation committee or an independent nominating function. In light of our status as a controlled company, our board of directors has determined not to have an independent nominating function and to have the full board of directors be directly responsible for nominating members of our board. Additionally, as described in the section entitled "Description of Capital Stock-Anti-Takeover Provisions-Restated Certificate of Incorporation and Bylaw Provisions," so long as the outstanding shares of our Class B common stock represent a majority of the combined voting power of our common stock, Mr.ÂZuckerberg will be able to effectively control all matters submitted to our stockholders for a vote, as well as the overall management and direction of our company.

  22. They're just sore losers by JDG1980 · · Score: 5, Insightful

    The Forbes bankster types are just sore because they got played. Worse, they got played by a geek – someone they underestimated because he wasn't wearing a $5,000 business suit, but who proved by his handling of the IPO that he was smarter than all of them put together.

    Zuckerberg already cashed out to the tune of a billion dollars. Why should he care that a bunch of arrogant bankers lost money on the stock? Not his problem. He still has a controlling interest in the company thanks to the Class B shares he retained, so the other shareholders can't even force him out.

    Zuckerberg beat Wall Street at their own game, and they can't stand it.

  23. Perhaps too high by DragonWriter · · Score: 4, Interesting

    How can you possibly say it was priced too high?

    Well, there are at least indications -- and several lawsuits stemming from those indications -- that the only reason they were able to sell shares to the first-in IPO buyers at the price the IPO was set at was because Facebook and the IPO underwriters illegally withheld material information (particularly, revenue projections that were substantially lower than those filed in earlier required disclosures) that they were required to disclose under federal securities laws.

    Those indication tend to support the conclusion that the price was too high.