Facebook and NASDAQ have IPO lawsuits consolidated and will be heard in New York
Facebook and the NASDAQ stock exchange will not have to worry about sitting through dozens of individual court cases against them. Reuters reports that on Thursday, a panel of federal judges ordered that all the cases be transferred to U.S. District Judge Robert Sweet in Manhatten, which worked in Facebook’s favor since they requested the transfer.
The newest set of lawsuits against the social network giant involves the botched IPO offering that happened earlier this year which was partially attributed to a technical glitch in the brand new system that NASDAQ rolled out prior to the IPO. Right now, both companies are defendants in over 30 different class-action lawsuits seeking to recover their losses as a result.
Millions of dollars are at stake in these lawsuits as Facebook seeks to defend itself “vigorously” against all the claims. After the IPO, NASDAQ submitted a compensation plan to the Securities and Exchange Commission to help reimburse some trading companies who lost because of the technical glitches they encountered (at the time, no confirmation of stock purchases went through so traders didn’t know whether any action was done at the intended share price). However, lawsuits against the stock exchange are still moving forward as investors don’t believe in the compensation plan.
The case is Facebook Inc, IPO Securities and Derivative Litigation, U.S. Judicial Panel on Multidistrict Litigation, No. 12-md-2389.
Photo credit: EMMANUEL DUNAND/AFP/GettyImages
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Enterprise Cloud Security Firm Qualys Files For $100 Million IPO
The initial public offering fever that seemed to be sweeping over the tech industry has cooled noticeably in the weeks since Facebook’s much-buzzed-about (and potentially botched) stock market debut. But it’s not a deep freeze in IPO land quite yet. Qualys, a Silicon Valley company that specializes in cloud security software for the enterprise, has just filed its S-1 with the Securities and Exchange Commission announcing its intent to hold an IPO and sell up to $100 million worth of its stock.
Qualys isn’t exactly a trendy company, but it works in a valuable space: Web security. According to Qualys’ website, it makes a suite of software as a service products that “enables businesses to continuously identify security risks, automate compliance and protect their IT infrastructure from ever-evolving cyber attacks.” It was founded in 1999 and is headquartered in Redwood Shores, California.
Qualys made $1.9 million in profits on $76.2 million in revenue last year, according to the filing. That’s not the biggest profit margin, but top-line growth is on the rise: Qualys made $21 million in revenue during the first quarter of 2012, up nearly 20 percent from its first quarter 2011 revenues. During Q1 2012 Qualys dipped into the red on the bottom line with a net loss of $285,000, which the company attributed to spending more on sales and marketing. Before that, Qualys had been profitable for several years, and it has $30 million in cash on its books.
Qualys has 313 full-time staff, 237 of whom are based in the United States. According to its website, the company’s investors include ABS Ventures, GRP Partners, the Hewlett-Packard Company, Trident Capital and VeriSign. The filing shows that the company’s single biggest shareholder, however, is its longtime CEO Philippe Courtot, who owns 39 percent of the company’s shares; Trident Capital holds 27 percent.
Qualys plans to trade under the stock ticker “QLYS”; it hasn’t yet selected a stock exchange. J.P. Morgan Securities and Credit Suisse Securities are acting as joint bookrunning managers for the offering, and RBC Capital Markets, Pacific Crest Securities, Robert W. Baird, JMP Securities, Lazard Capital Markets, and First Analysis Securities Corporation are acting as co-managers.
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Want Facebook Shares? HK’s 8 Securities Offers $200 Of Them If You Join Its Trading Platform
With Facebook announcing its ballsy stock price of $38 yesterday and all eyes now on what will happen with the social network when it finally goes public today, a new trading platform in Hong Kong, 8 Securities, is seizing the moment to boost its own profile by offering customers US$200 of Facebook shares if they sign up to trade on 8 Securities’ trading platform in the next month.
The offer indirectly serves a couple of other purposes, too: it gives non-U.S. citizens a relatively easy crack at a bit of stock in the most valuable tech IPO ever, and it raises Facebook’s Asia profile even further as people continue to wonder how Facebook might finally address one of the biggest markets in the world, China.
Mikaal Abdulla, the CEO of 8 Securities (a TC Disrupt Beijing Finalist in October 2011), says it will work like this: An individual opens an investing account for 8 Securities’ trading platform, for a minimum of HK$10,000 ($1,290). His company will then purchase Facebook stock on the open market and deposit directly into that customer’s account. “Once a customer’s account is opened, we will purchase the stock on a rolling and daily basis. The customer need not worry as we will always purchase at least $200 USD of stock and round up for them.”
Making U.S. stocks more accessible to non-U.S. investors, specifically in Asia, is what 8 Securities is about: ”Until now, access to the US stock market has not been widely accessible to individual investors across Asia,” Abdulla said in the release announcing the offer. “Old technology, high pricing and poor local customer service has made US trading difficult for investors.” The company offers 15,000 U.S.- and Hong Kong-listed stocks from a single account and charges a US$8.88 flat fee per U.S. trade with no other fees.
Abdulla tells me that the most active stocks so far on its platform have been Apple, Google and Sina. “I am certain Facebook will take the top spot today,” he says. The company will be running the Facebook promotion for the next month, starting today.
8 Securities, founded by ex-E*TRADE employees, has only been live for the last three weeks, so this will be a profile-raising exercise for the company, which otherwise says it promotes itself exclusively via social and online in Asia. Before launch, 8 Securities had raised $8 million from VCs Velocity Capital in the Netherlands and Full Global in Hong Kong. On the back of “very strong” early results — Abdulla notes that Alexa data puts 8 Securities already as the most-visited brokerage in Hong Kong (there are over 150 there) — the pair of VCs have just invested an additional round of $1.5 million in the company, Abdulla tells me. He says the top geographies for account opening is Hong Kong, China, Taiwan and Singapore.
The funding will be used to expand the company’s operations further in Asia, specifically Mainland China and Japan, he says. Not a precursor, necessarily, to Facebook itself expanding in these markets, but definitely one way its profile will rise.
In its latest S-1, Facebook noted that it had 230 million monthly active users in Asia. It notes that in countries like Japan and South Korea it has less than 15 percent of the market.
Perhaps more significantly, it has no official market share in the biggest market of all, China, where it is banned from official use — although there have been workarounds created using private networks. Some speculate that when Facebook finally does something in China it might be via an acquisition rather than an organic operation. Among the local social networks, RenRen currently has a market valuation of $2.4 billion and Tencent has one of $54.3 billion, and some believe that could make RenRen a target.
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Confirmed: Facebook to go public at $38 per share in the largest Internet IPO ever
It has been confirmed: Facebook will go public at $38 per share, valuing the company at $104 billion, with the firm expected to raise $18.4 billion in its offering. News of the final pricing was broken by CNBC.
Exactly how much will be raised in the offering is somewhat flexible. According to MSNBC:
The offering will raise more than $16 billion for Facebook and selling shareholders, including CEO Mark Zuckerberg, and ultimately could raise up to $18.4 billion, assuming underwriters exercise their option for “overallotments” to meet strong demand.
Given strong demand, TNW anticipates that the full $18.4 billion will be raised.
Earlier today, the Wall Street Journal reported that the company was likely set to debut at $38 per share. It had been rumored that the company might add $1 to its share price, moving it to $39, but it appears that in final talks, the share price remained at the $38 level.
Facebook has, since its first filing, both raised the price of its offering, and the number of shares that it is releasing:
- Earlier this week, Facebook set a share price range of between $34 and $38, which was itself hiked up from a prior $28-$35 range.
- After boosting its IPO size by almost 25% just yesterday by offering 84 million extra shares, a total of 421,233,615 shares will be sold in the offering.
- Facebook’s IPO is set to release around 18% of the company to the public.
This will be the second largest US IPO of all time, behind Visa’s $19.65 billion flotation. Facebook has yet to refile its S-1, but will likely do so in the very near future.
What follows is a copy/paste of the press release from Facebook:
MENLO PARK, Calif., May 17, 2012 — Facebook (NASDAQ: FB) today announced the pricing of its initial public offering of 421,233,615 shares of its common stock at a price to the public of $38 per share. The shares are expected to begin trading on the NASDAQ Global Select Market on May 18, 2012, under the symbol “FB.” Facebook is offering 180,000,000 shares of Class A common stock and selling stockholders are offering 241,233,615 shares of Class A common stock. Closing of the offering is expected to occur on May 22, 2012, subject to customary closing conditions.
In addition, Facebook and the selling stockholders have granted the underwriters a 30-day option to purchase up to 63,185,042 additional shares of Class A common stock to cover over-allotments, if any.
Morgan Stanley, J.P. Morgan, Goldman, Sachs & Co., BofA Merrill Lynch, Barclays, Allen & Company LLC, Citigroup, Credit Suisse and Deutsche Bank Securities are serving as book runners for the offering. RBC Capital Markets and Wells Fargo Securities are serving as active co-managers.
The offering will be made only by means of a prospectus. Copies of the prospectus related to the offering may be obtained from: Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, New York 10014, Attention: Prospectus Department (Tel: +1 866 718 1649; e-mail: prospectus@morganstanley.com); J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, (Tel: +1 866 803 9204); or Goldman, Sachs & Co., 200 West Street, New York, NY 10282, Attention: Prospectus Department (Tel: +1 866 471 2526, e-mail:prospectus-ny@ny.email.gs.com).
A registration statement related to these securities has been filed with, and declared effective by, the U.S. Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
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