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Facebook — Not a Disaster, Just a Tale of Old-Fashioned Greed

What were the motivations for Facebook’s owners and investment bank advisors taking the company public?

May 25, 2012

Credit: Lev Radin/

Mark Zuckerberg has finally done it. Facebook went public in an initial public offering (IPO) that valued the company at over one hundred times earnings at an initial offering price that was hiked in the last hours of the deal going live. This allowed Zuckerberg and other key shareholders of Facebook Inc. to squeeze a few more dollars out of an eager public thirsty for new issues in a dry market.

Only a few days after the stock traded for the first time, the party seems to be over. Instead of rising and allowing some lucky speculators to make a quick buck, Facebook lost a quarter of its value.

Everybody is up in arms. There are the scandalized who are crying fraud and the told-you-so’s basking in schadenfreude. Meanwhile, the media is labeling the Facebook IPO an epic failure — even a disaster.

Nobody can deny that the Facebook IPO is a bit of a failure. The stock was supposed to soar in the first few days of trading so that a lot of early investors could get paid for taking the risk. At least, that’s what the investment bankers’ playbook says.

However, the 25% pullback out of the gates is no disaster. To the contrary, it demonstrates that markets will see things for what they are. In the case of Facebook, markets were quick to recognize that the company was simply too expensive. And they did what markets are supposed to do — correct inefficient pricing.

The story of Facebook going to town is a tale of greed, nothing more and nothing less. Companies don’t go public with the objective of making those who buy their stock rich. IPOs happen for all sorts of reasons, none of which are altruistic. Let’s look at a few:

First off, there is Mark Zuckerberg, Facebook’s founder and its controlling force. Ever since he took Facebook outside of Harvard, his story has been an amazing success. He became one of the wealthiest twenty-somethings on the planet by transforming the way people use social media.

His problem, however, was that the lion’s share of the billions he created in personal wealth was tied up in the company. Zuckerberg’s motivation for the IPO was to create liquidity and take some money off the table. Selling shares to the public gives him a lot of cash and allows him to reduce the concentration of investment risk associated with his brainchild.

There is nothing wrong with this motivation per se. The problem is in setting the issuing price at an unreasonably high level, which hurt the buying public that paid Zuckerberg too much for his stock. Shareholders are watching the value of their investment drop, while Zuckerberg counts his coins like Scrooge.

Yes, we understand that Zuckerberg is still a shareholder in Facebook. As such, he too suffers from the decline in market value. The difference, however, is that he did not have to pay an arbitrarily high price for being part of the ride. Even if Facebook were to lose half its value, he would still be ahead.

Landing the elusive blockbuster deal

Second, we need to look at the investment banks. Morgan Stanley, Goldman Sachs and JPMorgan Chase led the syndicate that allowed Zuckerberg to transform his privately-held company into liquid money.

Their motivation was simple. Contrary to what Goldman CEO Lloyd Blankfein famously said in November 2009, investment banks are not doing God’s work. They exist to create profits for their firms and opportunities for their bankers to earn a living and get paid bonuses.

Adding value to the economy or making future Facebook shareholders happy did not drive the Facebook syndicate. The main driving force for them was to land the elusive blockbuster deal in a dried-up new issues environment and bring in millions in fees that could be generously shared with a few lucky investment bankers in the form of outsized bonuses. It really is that simple.

Again, there would be nothing intrinsically wrong with any of this, had the syndicate not enabled the IPO to be priced at an unsustainable level. Arguably, if the investment bankers had done their job properly, they would have recognized that the issuing price was beyond reason and advised Facebook to go public at a more modest valuation.

They should also have disclosed their earnings warnings in a much more timely manner, possibly delaying the IPO altogether, as they realized that their assumptions were not supported by the reality of Facebook’s latest numbers and forecasts.

The problem is that doing so would likely have meant lower revenues for the banks, or at least delayed gratification for those working on the deal. But moderation is not an area in which Wall Street bankers traditionally show too much strength. After all, Tom Wolfe refers to them as self-declared “masters of the universe” in his 1987 novel The Bonfire of the Vanities.

And let’s not forget the brokerage community. Investment advisors (or should we just call them stockbrokers?) have been waiting for a deal like this one for a long time. They always have a number of key clients that are hungry for an IPO in the hopes of doubling their money quickly.

The benefit for the brokers lies in the elevated commissions that are typically associated with initial offerings. Is it any wonder then that they try to sell Facebook to their clients even at an unreasonable price?

What this short analysis leaves us with is the realization that IPOs such as the one we have just witnessed here have one driver. They satisfy the greed of company owners, investment bankers and stockbrokers first and foremost. Whether or not they enable future growth of the company now owned by the public is, for the most part, just a side benefit.

The single most important thing that the investing public needs to recognize in all deals like this one is that their interests and expectations are not usually aligned with the interests of those involved in bringing the stock to market and selling the IPO. Which really just brings us back to the tried and tested principle of “buyers beware.”


Companies don't go public in order to make those who buy their stock rich. IPOs happen for a lot of reasons, none of which are altruistic.

Shareholders are watching the value of their investment drop, while Zuckerberg counts his coins like Scrooge.

Whether or not IPOs enable future growth of the company now owned by the public is, for the most part, just a side benefit.