Friday, May 18th, 2012

A photograph of the grand opening of a new glass-fronted pavilion on a bright late-morning in May, decked entirely in one shade of medium blue: clusters of blue balloons at the doorposts, blue bunting swagged across the facade, a wide blue ribbon stretched uncut across the double glass doors, oversized ceremonial scissors waiting on a small table. The crowd is far larger than anyone planned — pressed close, phones raised, kids on shoulders. At the doors, two staff in matching blue polos crouch at the lock, one working a ring of keys, the other peering in; the doors are not opening. The glass gives back the waiting crowd's own reflection over an interior that is lit, ready, and completely empty. In the middle of the waiting crowd, seen from behind, stands a man in full clown makeup and a grey suit a half size too big — tidy lavender side-parted hair — perfectly still, facing the ribboned doors, his hands clasped behind his back holding a small brown paper bag. Not one person looks at him.

The frozen open

Facebook 38.23 · +0.23 · +0.61%

The most anticipated listing of the era opened half an hour late, into the dark. By afternoon the only bid that mattered was a wall parked at exactly thirty-eight dollars.

The photograph Retail at the Grand Opening

The day's protagonist

Facebook FB

Move: 421 million shares at $38 — $16 billion raised, and an exchange broken on the way in

The largest technology IPO ever priced met the exchange that couldn't open it. Nasdaq's opening cross failed under the order load; the open slid from 11:05 to 11:30, and confirmations went dark for hours — thousands of investors did not know whether they owned the stock, at what price, or twice. The pop lasted minutes: 42.05, briefly 45, then a long slide toward the one bid that mattered, the underwriters' wall at exactly thirty-eight dollars, defended like a border. It held — the tape's low is 38.00 to the penny. The close, 38.23, was a technicality. On Monday the wall was gone and the stock fell through it; it did not see thirty-eight dollars again for fifteen months.

The deeper account

The house convention: the protagonist's series headlines when it IS the day — this page belongs to FB the way the Netscape page belongs to NSCP. The wing's other example is Knight, two pages on.

The exchange took the blame it earned: the SEC fined Nasdaq ten million dollars, then the largest penalty ever levied on an exchange. UBS alone lost roughly $356 million to orders it re-sent into the silence.

The flattest tape in the wing sits between its most violent neighbors — the record books say nothing happened on this page. Everyone watching knew better.

Monday answered the question the wall had deferred: down eleven percent. Fifteen months passed before the offer price printed again; three years later the stock had tripled. The IPO was a failure and the company wasn't.

Between this page and the next, an era's infrastructure introduced itself: the decade's markets would run on platforms that break in public, at scale, on schedule.

The artifact

THE PAVILION · FRIDAY, MAY 18 OPENING DAY · DOOR SHEET doors due 11:05. slid to 11:30. cause: the lock. receipts dark for hours. nobody knew what they held — or twice. afternoon one bid at exactly 38.00, held to the penny. the close 38.23. a technicality. ATTENDANCE 580.6 million — a record, still. HELD · FRIDAY ONLY MONDAY THE WALL WAS GONE FIFTEEN MONTHS TO SEE THIRTY-EIGHT AGAIN
The doorman's opening-day sheet — left on the ribbon table, scissors still on it

The sheet keeps the era's most public stall in four lines: the doors that slid half an hour, the receipts that went dark, the one bid that was the whole afternoon, and a close that even the doorman marks as a technicality. The stamp's second word is the honest one — the wall held for exactly as long as its builders were paid to hold it.

Read the door sheet

Printed text is shown plain; handwritten entries are shown in script.

THE PAVILION · FRIDAY, MAY 18 · OPENING DAY · DOOR SHEET

  • doors due — 11:05. slid to 11:30. cause: the lock.
  • receipts — dark for hours. nobody knew what they held — or twice.
  • afternoon — one bid at exactly 38.00, held to the penny.
  • the close — 38.23. a technicality.
  • ATTENDANCE: 580.6 million — a record, still.
  • HELD · FRIDAY ONLY  MONDAY THE WALL WAS GONE · FIFTEEN MONTHS TO SEE THIRTY-EIGHT AGAIN

Nasdaq's opening cross failed under the order load; the open slid from 11:05 to 11:30 and trade confirmations went dark for hours. FB opened at 42.05, touched 45, and sank to the underwriters' bid at exactly $38.00 — the tape's low, to the penny — closing at 38.23 on 580.6 million shares, the heaviest IPO day in history. The SEC later fined Nasdaq $10 million, then the largest exchange penalty ever; Monday fell eleven percent, and the offer price did not print again for fifteen months.

The ledger — what actually happened

Measure Close Change Marginalia
Facebook 38.23 +0.23 · +0.61% against the $38 offer; opened 42.05 at 11:30, touched 45, and sank to the wall
The low $38.00 exactly the underwriters' line, held to the penny all afternoon — the feed remembers no print below it
Volume 580.6M shares the heaviest IPO day in history — unsurpassed since
The raise $16 billion 421 million shares; a $104 billion company at the largest tech listing yet priced
S&P 500 1,295.22 −9.64 · −0.74% a bad week's Friday, thoroughly upstaged

Sources

  1. CNNMoney — Facebook IPO: What went wrong? — https://money.cnn.com/2012/05/23/technology/facebook-ipo-what-went-wrong/index.htm
  2. Traders Magazine — Market Structure Lessons from Facebook's 2012 IPO — https://www.tradersmagazine.com/flashback/flash-friday-what-facebooks-ipo-taught-us-about-market-structure/
  3. CNBC — Facebook Shares Fall Below IPO Offering Price, May 21, 2012 — https://www.cnbc.com/2012/05/21/facebook-shares-fall-below-ipo-offering-price.html
  4. Public record — SEC $10M Nasdaq fine (2013); UBS ~$356M loss; feed day bar: O 42.05 (delayed open print), H 45.00, L 38.00, C 38.2318, V 580,587,742