Rentea v. Facebook, Inc. et al

Filing 1

PETITION to Perpetuate Testimony of Facebook, Inc., Mark Zuckerberg, David A. Ebersman, David M. Spillane, Morgan Stanley & Co., LLC, J.P. Morgan Securities, LLC and Goldman Sachs & Co.( Filing fee $ 46 receipt number 100014104), filed by Bogdan Rentea. (Attachments: # 1 Exhibit A, # 2 Exhibit B, # 3 Civil Cover Sheet /Receipt)(klw, )

IN THE UNITED STATES DISTRICT COURT
FOR THE WESTERN DISTRICT OF TEXAS
AUSTIN DIVISION

2OI2JUN-6
CLE

BOGDAN RENTEA,

U

r

CURT

WESTEiU DISTRICT Of TEXAS
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Petitioner,

PM:53

DFPur\

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vs.

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CIVIL ACTION NO.

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FACEBOOK, INC., MARK
ZUCKERBERG, DAVID A. EBERSMAN
DAVID M. SPILLANE, MORGAN
STANLEY & CO., LLC, J.P. MORGAN
SECURITIES, LLC, GOLDMAN SACHS

&CO.
Respondents

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Al2l(.O492

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VERIFIED PETITION TO PERPETUATE TESTIMONY
NOW COMES Bogdan Rentea, and files this, his Verified Petition to Perpetuate
Testimony and would respectfully show this Honorable Court as follows:
1.

This Petition is filed under the provisions of Rule 27 of the F.R. C.P.

2.

The Petitioner expects to be a Plaintiff in a claim against Respondents in

this Court and assert claims for violation of Section 11, 1 2(a)(2), and 15 of
the Securities Exchange Act of 1933 in connection with the spectacular
failure and reported fraud in connection with the Facebook IPO.
3.

The Petitioner bought shares in Facebook on the IPO on May 18, 2012.
He actually placed his order on May 17, 2012, it was filled the next day at
$42.00, and at the filing of this Petition trades below $27.00. The cause

appears to be far from just trading misfortune, if one believes what is
reported in the press.

Petition to Perpetuate Testimony
Page 1 of5

LY

4.

To date, several class action lawsuits have been filed, mostly in the

Southern District of New York (None in this District). The Petitioner does

not intend to join in any of them and hereby opts out if such decision is
important herein. Almost all are based upon newspaper accounts and
reports from Reuters, the Motley Fool and others, detailing alleged serious
improprieties in the days leading up to the IPO. If true, the allegations are
a clear basis for claims of serious security laws violations.
5.

The problem with the reports is that they are that just that, reports and not
facts. The Petitioner desires to conduct actual formal discovery through

oral depositions and requests for documents to determine the following
facts:
a.

Did Facebook indeed report any negative information to the
underwriters during the IPO's road show which was material to an

investment decision, but which did not make its way into required

public documents.
b. Did any of the underwriters disclose this information to just some, but

not the whole investing public.
c.

Did any of the Respondents take any action to artificially increase the

price of the offering before the shares were made available to the
public, in order to personally benefit before the truth came out.
d. Other than to "make history" as the highest IPO ever, why was the IPO

priced at $38.00 given the alleged road show disclosures.

Petition to Perpetuate Testimony
Page 2 of4

e.

The identity of the persons responsible for any of the above

enumerated actions at Facebook and at the various underwriters.
6.

The Petitioner attaches hereto a sampling of the class action complaints

filed to date as Exhibits A and B.
7.

The Petitioner seeks to depose the following persons or designated

representatives of the corporate Respondents with the most knowledge on
the matters designated above, to wit:
a.

Mark Zuckerberg ("Zuckerberg") who has served as Facebook's Chief
Executive Officer ("CEO") and a member of the Facebook boards
since July 2004 and has been Chairman of the board since January
2012. Zuckerberg signed the registration statement for the IPO, filed

with the SEC on May 16, 2012 (the "Registration Statement")

Zuckerberg was also a selling shareholder on the IPO selling
125,995,713 shares on the IPO.
b. David A. Ebersman ("Ebersman") who has served as Facebook's

Chief Financial Officer ("Officer") since September 2009. Ebersman
signed the Registration Statement.
c.

David M. Spillane ("Spillane") who has served as Facebook's Chief
Accounting Officer since prior to the IPO.

Spillane signed the

Registration Statement.
d. Designated representative(s) of Morgan Stanley & Co., LLC ("Morgan

Stanley") who was a co-lead underwriter for the IPO and also served
as representative of all of the other underwriters of the IPO.

Petition to Perpetuate Testimony
Page 3 of4

e.

Designated representative(s) of J.P. Morgan Securities, LLC ("J.P.
Morgan") who was a co-lead underwriter for the IPO.

f.

Designated representative(s) of Goldman Sachs & Co. ("Goldman
Sachs") who was a co-lead underwriter for the IPO.

All Respondents do business and are otherwise found in this District and
specifically Travis County, Texas.
8.

The Petitioner requests that the Court, after notice and hearing, issue an

order allowing for the requested discovery to take place.
9.

The Petitioner request that he be granted such other and further relief to

which he may show himselfjustly entitled.

Respectfully Submitted,
& ASSOC JATES

OGDAN RENTEA

Jttorney in Charge
State Bar No. 16781000
1002 Rio Grande
Austin, Texas 78701
Tel:
[phone]
Fax:
[phone]
Pro Se

Petition to Perpetuate Testimony
Page 4 of4

VERIFICATION
The undersigned, under penalty of perjury, hereby states that all factual matters stated
herein are true and correct and either based upon his own knowledge or upon reasonable
and diligent investigation.

ogdan Rentea

Petition to Perpetuate Testimony
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