Swedish Pension Fund Thwarts Zuckerberg

AP7 calls Facebook abandoning C shares plan an ‘important success for minority owners.’

Swedish state pension fund Sjunde AP-Fonden (AP7) said it has successfully thwarted Facebook CEO Mark Zuckerberg’s attempt to create a new class of shares for the social media company.

Zuckerberg had hoped to create a new C class of Facebook shares to allow him to sell off a significant chunk of his shares to fund his philanthropy efforts, without losing control of the company.

AP7, along with Amalgamated Bank and other minority shareholders, sued Facebook over the move, claiming it would degrade the value of their holdings in the company. They estimated that their total loss would have been $10 billion if the plans were carried out. But Zuckerberg abandoned the plan just days before he would have been required to appear in court for the lawsuit.

“It is a total victory,” Richard Gröttheim, CEO of AP7, told Swedish financial newspaper Dagens Industri. “It is a total retreat. It is very gratifying, actually.”

Facebook is the third-largest holding in AP7’s Equity Fund with a market value of SEK3 billion ($370 million).

“For us, the decision to overwrite the new share class is a success for several reasons. To begin with, it had directly damaged AP7’s savers financially when the holding had lost value,” said AP7 in a statement. “In the long run, it had also seriously damaged the opportunity to safeguard the savers’ interests because Mark Zuckerberg had been able to retain a majority of the votes by a few percent of the shares. In other words, it is an important success for minority owners to protect their rights.”

However, Zuckerberg didn’t say his decision to abandon the C shares plan was related to the lawsuit. Instead, he said in a Facebook post that reclassifying the stock was not necessary because the shares had risen so high.

“Over the past year and a half, Facebook’s business has performed well and the value of our stock has grown to the point that I can fully fund our philanthropy and retain voting control of Facebook for 20 years or more,” Zuckerberg wrote. “As a result, I’ve asked our board to withdraw the proposal to reclassify our stock—and the board has agreed.”

The social media company’s founder had said that over the next 18 months, he wanted to sell 35 million to 75 million shares, and then donate the proceeds to charity. Based on Facebook’s Sept. 28 closing price, those shares would be worth $5.9 billion to $12.7 billion. Zuckerberg, who owns more than 400 million shares of Facebook, and his wife Priscilla have pledged to eventually sell off 99% of their Facebook shares for charity.

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