Questions and answers on blockbuster Facebook IPO

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Q: Is this negotiated price the IPO price?

A: Yes. But that’s not what the underwriters paid the company and insiders. After settling on an IPO price, the underwriters subtracted a commission for their work. A document Facebook filed with regulators didn’t say how much it would pay. But with big IPOs like Facebook‘s, the commission is typically 3 percent. At $38, this means Morgan Stanley and the other underwriters would get $1.14 off for each share. They’d pay $36.86 a share. Underwriters have five days to transfer the money to the company and other sellers.

Q: What do underwriters do with their shares?

A: They sell them to big institutions, along with some favored individual investors, before public trading starts. In Facebook’s case, all the underwriters’ shares were sold by Friday morning before the stock exchanges opened at 9:30 a.m. in New York.

Q: Why didn’t Facebook begin trading then?

A: The new owners who want to sell their shares had to call their traders first. And the traders had to call “market makers” at the Nasdaq stock market, where Facebook’s shares are listed. Market makers are firms that agree to hold shares in a company so buyers and sellers can easily trade them. The market makers determine a price between what most buyers and sellers are demanding. That took two hours on Friday morning, after which the first Facebook shares began exchanging hands.

Q: So Facebook is now worth more than $100 billion. What’s that mean, exactly?

A: This is the company’s “market value.” It’s what investors think the whole company would be worth if all its shares were trading. The 421 million Facebook shares sold in the IPO at $38 works out to $16 billion. Applying the same price to the rest of the shares yields $88 billion. Add the two figures, and you get $104 billion.

Q: Who owns the 85 percent of shares not sold in the IPO?

A: Top executives and directors collectively own nearly half. Mark Zuckerberg, the founder and CEO, holds 504 million shares _ about one-fifth of the shares that weren’t sold in the IPO. At the IPO price, his unsold shares are worth $19 billion. Zuckerberg also controls special shares that give him 56 percent of voting rights on shareholder proposals.

Q: Did Zuckerberg sell in the IPO?

Yes, he sold 30 million shares, pocketing $1.15 billion. He said he sold to help pay taxes.

Q: How many shares do top executives and directors own?

A: Not counting Zuckerberg, they own 578 million shares, or nearly a quarter of the shares not sold in the IPO. David Ebersman, the chief financial officer, owns 2.4 million shares worth $91 million at the IPO price. Sheryl Sandberg, the chief operating officer, owns 1.9 million worth $72 million. Neither sold stock in the IPO. Among top executives, only Zuckerberg sold.

Q: What about other employees?

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