miércoles, 23 de mayo de 2012

What Went Wrong With Facebook’s IPO?

Facebook's initial public offering is off to a less than spectacular start, to put it generously. The stock closed at $31 on its third day Tuesday, down 18% from its initial offer price of $38, which valued the company just above $100 billion.

After Facebook's stock closed flat its first day, investors and media began to speculate whether Facebook's initial offer price was too high. Others argued that momentum was damaged by Nasdaq's technical difficulties, which delayed buying by a half hour, as well as by a report that General Motors was planning to pull its Facebook ads just days before the IPO.

Facebook's revised IPO prospectus, and the relatively poor performance of other social media stocks in 2011, may have further dampened investors' enthusiasm for the stock.

Now, conjectures about the reasons for Facebook's spiraling stock performance are growing more sinister. In a report published Tuesday, Reuters suggested that Morgan Stanley, the lead underwriter on Facebook's public offering, told its top clients most likely to place large orders for Facebook stock that the bank's analysts were cutting their revenue forecasts for the company just days before the IPO. That may explain, in part, why demand for Facebook stock has been weaker than expected.

The problem, as Reuters points out, is that Morgan Stanley isn't allowed to publish earnings estimates until 40 days after the IPO. It's not illegal for Morgan Stanley to give major clients a verbal preview of those estimates per se, but it does seem, as Business Insider's Henry Blodget claims, "grossly unfair" to retail investors and the market as a whole.

But why reduce revenue forecasts in the first place? It's an unusual move, and additionally alarming because all three of Facebook's underwriters — Morgan Stanley, JP Morgan and Goldman Sachs — did so after Facebook released a small and vague revision to its IPO prospectus May 9, cautioning investors about its lack of monetization strategy for mobile. The disclosure reads:

"Based upon our experience in the second quarter of 2012 to date, the trend we saw in the first quarter of DAUs increasing more rapidly than the increase in number of ads delivered has continued. We believe this trend is driven in part by increased usage of Facebook on mobile devices where we have only recently begun showing an immaterial number of sponsored stories in News Feed, and in part due to certain pages having fewer ads per page as a result of product decisions."

As Blodget points out, it seems "inconceivable that all three analysts could have read the language above and concluded independently that Facebook's Q2 was weak and therefore decided to take the highly unusual step of cutting estimates in the middle of a company's IPO roadshow."

So what happened? Citing "a source," Blodget says analysts cut their estimates "because a Facebook executive told them to." Finra regulations forbid Morgan Stanley from sharing its revenue projections with Facebook, but there's nothing that forbids Facebook from telling Morgan Stanley that their projections may be too high, or from Morgan Stanley passing that information on to their clients.

A spokesperson would only tell CNBC that the bank was "in compliance with all applicable regulations" regarding Facebook's IPO.

Morgan Stanley may not have done anything illegal, but the rocky IPO does cast doubts on Facebook's second-quarter revenue expectations, and it's likely that doubt will be further reflected in Facebook's stock price in the coming days. Should analysts' estimates, which will be made public in 36 days, prove less bearish than the signs above indicate, the stock could reverse its downward trend. But the going promises to be uncertain until then.


Bonus: Facebook's Road to IPO


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