Goldman bars US clients from Facebook offer

GOLDMAN SACHS said it will limit its private placement of shares of social networking site Facebook to investors outside the …

GOLDMAN SACHS said it will limit its private placement of shares of social networking site Facebook to investors outside the United States, citing “intense media coverage”.

Goldman expects to raise $1.5 billion (€1.12 billion) for Facebook.

The chance to buy a slice of Facebook ahead of any future public listing attracted widespread commentary and news coverage, which potentially could bring it under regulatory scrutiny.

“In light of this intense media coverage, Goldman Sachs has decided to proceed only with the offer to investors outside the US,” the company said in a statement.

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Goldman began notifying clients of its decision on Sunday.

“We regret the consequences of this decision, but Goldman Sachs believes this is the most prudent path to take,” the bank said.

Goldman said the decision not to conduct a private placement of the shares of Facebook in the US was solely its own and was not required or requested by any other party. That would include the US Securities and Exchange Commission (SEC), which is scrutinising secondary-market trading in Facebook shares.

“Once this event received widespread publicity, it conceivably could be argued that Goldman was benefiting from a general solicitation, via news reports of its efforts on behalf of Facebook,” former SEC chairman Harvey Pitt said.

“My impression is that Goldman is using that as an excuse to save face, given the SEC investigation that has been publicised in the press, as a result of this proposed transaction,” said Mr Pitt, who is chief executive of consultants Kalorama Partners.

While general solicitation and advertising is still prohibited overseas, if the publicity has not been as widespread in other countries, the issuer and the underwriter could be comfortable proceeding with the offering, said an industry lawyer who has advised companies with similar issues.

Goldman said it had originally planned to conduct a private placement in the US and offshore.

Facebook already has received a $450 million investment from Goldman and $50 million from Russian investment firm Digital Sky Technologies, in a deal that valued the company at $50 billion.

Several weeks ago, Goldman approached its best private wealth clients with an offer to take part in a special fund that will own shares in the world’s biggest social networking site.

The deal would allow Goldman to offer clients a hot investment opportunity, while allowing Facebook to remain a private company. – (Reuters)