It Is Finally Here… Facebook Formally Prices Its IPO! (FB)

Facebook, Inc. (NASDAQ: FB) has priced at $38.00 per share, at the top of the already-raised range of $34.00 to $38.00 per share.  The offering size is 421,233,615 shares of Class A common stock and the latest prospectus amendment noted that if the underwriters exercise the overallotment in full as we are currently expecting then the total share count would come to 484,418,657 shares in the offering.

Keep in mind that Facebook itself is offering 180,000,000 shares of its Class A common stock and the selling stockholders are offering 241,233,615 shares of Class A common stock. The overallotment option is said to be from the company and from holders.

As we have previously noted, here are the top 18 risks we see with chasing the Facebook IPO for investors to consider in the after-market.

As far as the share structure, remember that Class A common share buyers who are getting shares on Friday will have almost no real voting power.  The SEC filing noted that each share of Class B common stock is entitled to ten votes and is convertible at any time into one share of Class A common stock, and Class B common stock will hold approximately 95.9% of the voting power of the outstanding capital stock after the offering.  Founder, Chairman, and CEO, Mark Zuckerberg, will hold or have the ability to control about 55.8% of the total voting power of Facebook’s capital stock after this offering.

Facebook has a giant underwriting syndicate: Morgan Stanley; J.P. Morgan Securities; Goldman Sachs; Merrill Lynch; Barclays Capital; Allen & Company; Citigroup Global Markets; Credit Suisse Securities; Deutsche Bank Securities; RBC Capital Markets; Wells Fargo Securities; Blaylock Robert Van; BMO Capital Markets; C.L. King & Associates; Cabrera Capital Markets; CastleOak Securities; Cowen and Company; E*TRADE Securities; Itaú BBA USA Securities; Lazard Capital Markets; Lebenthal & Co.; Loop Capital Markets; M.R. Beal & Company; Macquarie Capital; Muriel Siebert & Co.; Oppenheimer & Co.; Pacific Crest Securities; Piper Jaffray & Co.; Raymond James & Associates; Samuel A. Ramirez & Company; Stifel Nicolaus; The Williams Capital Group; and William Blair.

Here are nine ways criminals are using Facebook.

Finally… Maybe the financial media can move on.  Facebook is the new ‘F-word’ on Wall Street. The time of the offering could change, but it looks as though the anticipated time is now going to be around 11:00 AM EST on Friday.

JON C. OGG