US investors excluded from sales of Facebook shares

facebook-rolling-in-cashGoldman Sachs recently struck an investment deal with Facebook to offer shares in the company to its clients for a whopping $200 million minimum. While this quickly made the company $500 million richer, it also got the attention of the Securities and Exchange Commission. According to SEC guidelines, companies with over $10 million in assets and more than 499 shareholders are required to register as IPOs.

There have been Facebook-IPO rumblings for awhile, but now clearly isn’t the time. Rumor had it that Goldman would try to present itself as one investor to keep the SEC happy and stay below the shareholder limit. Now, the investment firm has announced it will be withdrawing the sale of Facebook shares to US investors because of “intense media attention.”

In a statement to The Wall Street Journal, Goldman said that after meeting with the New York securities firm, it “concluded the level of media attention might not be consistent with the proper completion of a US private placement under US law.” While neither Facebook or Goldman has made any more specific announcements as to why the offering is now privy to overseas investors, there’s reason to believe it’s because such a monumental private offering was beginning to draw attention from regulators.

“According to a person familiar with the matter,” there have already been approximately $7 billion Facebook shares ordered, so stateside exclusion or not, Goldman and Facebook still stand to make a lot of money on the deal. Another insider claims that Chinese demand is particularly high.

Even though Goldman seems positioned to pull off the sale regardless of rescinding its offer to US investors, the blunder hasn’t gone unnoticed by Facebook. The New York Times reports that the media scrutiny over the deal has caused “accusations about the news leak.” Were Facebook required to go public, it would be forced to disclose its financial records.

Goldman is taking great lengths to reassure the public the move is being done on its own will, and not in response to the SEC. “The decision not to proceed in the US was based on the sole judgment of Goldman Sachs and was not required or requested by any other party. We regret the consequences of this decision, but Goldman Sachs believes this is the most prudent path to take.” Regardless of the reason, the firm is likely to have some extremely disappointed US investors.

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