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The Bureau of Historic Losses · Fortunes Signed Away

File № 002 · Eduardo Saverin

The Dilution

How Much Did Eduardo Saverin Get From Facebook in the End?

DILUTED

his stake the day Facebook went public, 2012

US$2B

Diluted from about 34% to under 1% in 2005. He sued. He settled. He renounced his citizenship first.

Case summary

Eduardo Saverin co-founded Facebook and held roughly a third of it before a 2005 financing diluted his stake to under 1%. He sued for wrongful dilution and settled in 2009 for about 5% of the company — worth roughly US$2 billion when Facebook went public in 2012. He had renounced his US citizenship by then.

Every founding myth needs a man who put the money in early, and Facebook's was Eduardo Saverin. He was Mark Zuckerberg's Harvard classmate, the one with the business head and, crucially, the one with a few thousand dollars to seed the thing while it was still a dorm-room curiosity. He became chief financial officer and held something like a third of the company. On paper, in 2004, he was a co-owner of the most important start-up of the century. That is the high-water mark, and the Bureau marks it carefully, because the tide went out fast.

In 2005 Facebook reincorporated and raised a new round, and through a series of share issuances Saverin's stake was diluted — not gently, but down to a fraction of a percent, while the other founders' holdings were protected. The movie version makes this a single dramatic betrayal at a signing table; the real version is quieter and, if anything, worse: it was paperwork, executed precisely, that turned a third of the company into almost nothing. Saverin signed some of it himself, not understanding what he was signing. That is the regret at the centre of this file — not that he was robbed at gunpoint, but that he was diluted with his own pen.

So he did the thing the McDonald brothers couldn't. In April 2005 he sued — for breach of contract, breach of fiduciary duty, wrongful dilution. And because Facebook was now far too valuable to risk a co-founder's claim hanging over its head, it settled. The terms are sealed, but the reporting is consistent: Saverin came out the other side holding roughly five percent of Facebook. Not the third he started with. But five percent of Facebook is not a consolation prize.

When the company went public in 2012, that stake was worth on the order of two billion dollars. This is the twist the “betrayed co-founder” story tends to bury: the man who got screwed out of Facebook is a multi-billionaire. He had, by then, also done his arithmetic on tax — renouncing his US citizenship in 2011 and settling in Singapore, a move that drew a great deal of outrage and saved him, by most estimates, a great deal of money. The Bureau offers no opinion on the citizenship question except to note that it was, characteristically, well-timed.

The Bureau's finding: a cautionary tale that refuses to stay cautionary. Saverin lost most of what he had and still ended up with more than almost anyone alive. File him not under tragedy but under the asterisk every dilution story needs: sometimes the diluted founder sues, and sometimes the settlement is a yacht. Status — diluted, and somehow fine.

Sources on file

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