0000769993-12-000344.txt : 20120517
0000769993-12-000344.hdr.sgml : 20120517
20120517214218
ACCESSION NUMBER: 0000769993-12-000344
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120517
FILED AS OF DATE: 20120517
DATE AS OF CHANGE: 20120517
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Facebook Inc
CENTRAL INDEX KEY: 0001326801
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 201665019
BUSINESS ADDRESS:
STREET 1: 1601 WILLOW ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-618-7714
MAIL ADDRESS:
STREET 1: 1601 WILLOW ROAD
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS INVESTMENT PARTNERS GP, LLC
CENTRAL INDEX KEY: 0001420390
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853757
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: Goldman Sachs Investment Partners GP, LLC
DATE OF NAME CHANGE: 20071206
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GS INVESTMENT STRATEGIES, LLC
CENTRAL INDEX KEY: 0001420392
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853759
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GS Investment Strategies, LLC
DATE OF NAME CHANGE: 20071206
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P.
CENTRAL INDEX KEY: 0001420393
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853758
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: Goldman Sachs Investment Parners Master Fund, L.P.
DATE OF NAME CHANGE: 20071206
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FBDC INVESTORS OFFSHORE HOLDINGS, L.P.
CENTRAL INDEX KEY: 0001550044
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853754
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FBDC ADVISORS OFFSHORE, INC.
CENTRAL INDEX KEY: 0001550047
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853753
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS INVESTMENT PARTNERS PRIVATE OPPORTUNITIES HOLDINGS, L.P.
CENTRAL INDEX KEY: 0001550048
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853756
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS INVESTMENT PARTNERS PRIVATE OPPORTUNITIES HOLDINGS ADVISORS, INC.
CENTRAL INDEX KEY: 0001550049
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35551
FILM NUMBER: 12853755
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 212-902-1000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
4
1
fb420120517gsis_ex.xml
X0305
4
2012-05-17
1
0001326801
Facebook Inc
FB
0001420392
GS INVESTMENT STRATEGIES, LLC
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001420393
GOLDMAN SACHS INVESTMENT PARTNERS MASTER FUND, L.P.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001420390
GOLDMAN SACHS INVESTMENT PARTNERS GP, LLC
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001550048
GOLDMAN SACHS INVESTMENT PARTNERS PRIVATE OPPORTUNITIES HOLDINGS, L.P.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001550049
GOLDMAN SACHS INVESTMENT PARTNERS PRIVATE OPPORTUNITIES HOLDINGS ADVISORS, INC.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001550044
FBDC INVESTORS OFFSHORE HOLDINGS, L.P.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
0001550047
FBDC ADVISORS OFFSHORE, INC.
200 WEST STREET
NEW YORK
NY
10282
0
0
1
0
Class A Common Stock
2012-05-17
4
S
0
19081701
37.582
D
32650733
I
See footnotes
In accordance with the Securities and Exchange Commission Release No. 34-39538 (January 12, 1998) (the "Release"), this
filing reflects the securities beneficially owned by certain operating units (collectively, the "Goldman Sachs Reporting
Units") of The Goldman Sachs Group, Inc. and its subsidiaries and affiliates (collectively, "GSG"). This filing does not
reflect securities, if any, beneficially owned by any operating units of GSG whose ownership of securities is disaggregated
from that of the Goldman Sachs Reporting Units in accordance with the Release.
The Goldman Sachs Reporting Units disclaim beneficial ownership of the securities beneficially owned by (i) any client
accounts with respect to which the Goldman Sachs Reporting Units or their employees have voting or investment discretion or
both, or with respect to which there are limits on their voting or investment authority or both and (ii) certain investment
entities of which the Goldman Sachs Reporting Units act as the general partners, managing general partner or other manager,
to the extent interests in such entities are held by persons other than the Goldman Sachs Reporting Units.
This statement is being filed by GS Investment Strategies, LLC ("GSIS"), FBDC Investors Offshore Holdings, L.P. ("FBDC"),
FBDC Advisors Offshore, Inc. ("FBDC Advisors"), Goldman Sachs Investment Partners Master Fund, L.P. ("GSIP Master"),
Goldman Sachs Investment Partners GP, LLC ("GSIP GP"), Goldman Sachs Investment Partners Private Opportunities Holdings,
L.P. ("GSIP Private Opportunities") and Goldman Sachs Investment Partners Private Opportunities Holdings Advisors, Inc.
("GSIP Advisors" and together with GSIS, FBDC, FBDC Advisors, GSIP Master, GSIP GP and GSIP Private Opportunities, the
"Reporting Persons").
Pursuant to an underwriting agreement, dated May 17, 2012 (the "Underwriting Agreement"), and in connection with the
registered public offering (the "Offering") of shares of Class A common stock, par value $0.000006 (the "Common Stock"), of
Facebook, Inc. (the "Company"), FBDC sold 17,750,421 shares of Common Stock. The public offering price in the Offering was
$38.00 per share of Common Stock and the underwriting discount was $0.418 per share of Common Stock. Accordingly, FBDC sold
an aggregate of 17,750,421 shares of Common Stock and received a price per share of $37.582 (which is net of the
underwriting discount) for an aggregate amount of $667,096,322.022. Following such sale, FBDC beneficially owns directly
30,372,774 shares of Common Stock, which may be deemed to be beneficially owned indirectly by FBDC's general partner, FBDC
Advisors.
Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Master sold 958,522 shares of Common Stock.
The public offering price in the offering of Common Stock by the Company was $38.00 per share of Common Stock and the
underwriting discount was $0.418 per share of Common Stock. Accordingly, GSIP Master sold an aggregate of 958,522 shares of
Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate amount
of $36,023,173.804. Following such sale, GSIP Master beneficially owns directly 1,640,130 shares of Common Stock, which may
be deemed to be beneficially owned indirectly by GSIP Master's general partner, GSIP GP.
Pursuant to the Underwriting Agreement, and in connection with the Offering, GSIP Private Opportunities sold 372,758 shares
of Common Stock. The public offering price in the Offering was $38.00 per share of Common Stock and the underwriting
discount was $0.418 per share of Common Stock. Accordingly, GSIP Private Opportunities sold an aggregate of 372,758 shares
of Common Stock and received a price per share of $37.582 (which is net of the underwriting discount) for an aggregate
amount of $14,008,991.156. Following such sale, GSIP Private Opportunities beneficially owns directly 637,829 shares of
Common Stock, which may be deemed to be beneficially owned indirectly by GSIP Private Opportunities' general partner, GSIP
Advisors.
GSIS may be deemed to beneficially own, indirectly, in the aggregate, all of the Common Stock owned directly by FBDC, GSIP
Master and GSIP Private Opportunities because GSIS is the investment manager of each of FBDC, GSIP Master and GSIP Private
Opportunities. In addition, affiliates of GSIS may be deemed to have an indirect pecuniary interest in the shares of Common
Stock held by FBDC and GSIP Private Opportunities by virtue of a profits interest based on the investment performance of
such shares.
The Reporting Persons disclaim beneficial ownership of all shares of Common Stock in excess of their pecuniary interest, if
any, and this report shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any
pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for
any other purpose.
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17
/s/ Yvette Kosic, Attorney-in-fact
2012-05-17