Facebook to Sell 70 Million Shares, 41 Million of Them from CEO

facebook stock offering
Steve Jennings/Getty Images for TechCrunchFacebook CEO Mark Zuckerberg.
MENLO PARK, Calif. -- Facebook plans to offer 70 million shares of its Class A stock in a sale that includes more than 41 million shares from chairman and CEO Mark Zuckerberg, who also will buy Class B shares that carry more voting weight.

The secondary offering of stock comes as the social media network prepares to join the Standard & Poor's 500 index. After a premarket stock drop of more than 4 percent, Facebook (FB) stock recovered somewhat and was down less than 2 percent in late morning trading Thursday.

The Menlo Park, Calif., company said Thursday that the Class A shares will be offered mainly to index funds whose portfolios are based on stocks included in the index. The S&P 500 (^GPSC) will add Facebook on Friday after markets close. The index is a list of companies that have a market capitalization over $4 billion and is meant to be a snapshot of the U.S. economy.

At Wednesday's closing price of $55.57 a share, that would put the total value of the offering, not counting expenses, at about $3.89 billion.
Zuckerberg's offering of 41.3 million shares would generate about $2.3 billion based on Wednesday's close, not counting expenses.

The company said Zuckerberg will use most of the proceeds from his sale of Class A shares to pay taxes he will incur in connection with exercising an option to buy 60 million shares of Class B stock. He's also using part of it for charitable contributions.

It's Zuckerberg's decision to sell shares that likely led to Facebook's stock price decline.

That said, Standard & Poor's equity analyst Scott Kessler noted that Zuckerberg's ownership has declined "only slightly" since Facebook's May 2012 initial public offering, and that the planned sale "would only minimally reduce his stake and voting power."

"We are not concerned by this news," Kessler said in a note to investors, reiterating a "Buy" rating on Facebook's stock.

Each Class B share gives the shareholder 10 votes, while each Class A share comes with one vote. The deal will give Zuckerberg control over nearly 63 percent of the voting power of the company's outstanding stock, according to a Securities and Exchange Commission filing.

Facebook Inc. will offer 27 million Class A shares, and the company expects to use any proceeds for working capital.

The company will have 2.54 billion Class A and Class B shares outstanding after the offering, or about 4 percent more than it had at the end of September.

Facebook's shares slid 98 cents, or 1.8 percent, to $54.59 in late morning trading Thursday. That's up about 44 percent from Facebook's $38 IPO price and down 2.3 percent from the all-time high of $55.89 that it hit on Wednesday.


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jimmy_branch

He has to sell the shares to pay taxes - who wants to buy those shares with the market at an all time high and his stock inflated like a balloon? Answer: Nobody in their right mind.

I predict FB stock will trading for $3.00 a share soon when he can't pay his taxes - fire sale ordered by the IRS...

December 19 2013 at 5:11 PM Report abuse +1 rate up rate down Reply
jdykbpl45

King Rat!

December 19 2013 at 12:24 PM Report abuse +1 rate up rate down Reply
jdykbpl45

King Rat leaves ship!

December 19 2013 at 12:24 PM Report abuse +1 rate up rate down Reply