WASHINGTON -- Nasdaq has agreed to pay $10 million, the largest penalty ever levied against a stock exchange, to settle civil charges stemming from mistakes made during Facebook's initial public offering last year, the U.S. Securities and Exchange Commission said.
The SEC said Wednesday that a series of "ill-fated decisions" by Nasdaq on the day of the IPO led to regulatory violations.
As a result, more than 30,000 Facebook (FB) orders remained stuck in Nasdaq's system for more than two hours when they should have been either executed or canceled, leaving investors in the lurch and causing market makers to lose an estimated $500 million.
"This action against Nasdaq tells the tale of how poorly designed systems and hasty decision-making not only disrupted one of the largest IPOs in history, but produced serious and pervasive violations of fundamental rules governing our markets," said George Canellos, co-director of the SEC's enforcement division.
The exchange operator agreed to settle the charges without admitting or denying the allegations. Separately, it also agreed to pay as much as $62 million to compensate market makers for losses in a plan approved by the SEC earlier this year.
In an open letter issued Wednesday, Nasdaq OMX (NDAQ) CEO Robert Greifeld said the challenges that the exchange faced when the Facebook stock debuted "were unprecedented."
"In the last year, we have carefully reviewed these events," Greifeld wrote. "As market leaders, we view our experiences as opportunities to learn and improve."
Facebook's initial public offering, the largest ever in terms of volume, was a much anticipated event last year. But on May 18, 2012, the hype surrounding the IPO was soon replaced with panic after a software error at Nasdaq led to a 30-minute delay.
The SEC said that Nasdaq's senior management thought they had fixed the systems problem after removing a few lines of computer code and decided not to delay the start of secondary market trading.
However, the exchange didn't truly understand the extent of the problems, the SEC said. As a result, more than 30,000 orders became stuck in the system, with many brokers waiting to hear about the status of their orders for more than two hours.
In addition to charges stemming from poor decision-making, the SEC also said it was charging Nasdaq with a series of technical rule violations.
Nasdaq assumed a short position of more than 3 million shares of Facebook in an unauthorized error account and covered that short position for a $10.8 million profit, two violations of exchange rules, the SEC said.
Moreover, the SEC said it found other problems unrelated to Facebook, based on a failure by the exchange to monitor and enforce compliance with price-test restrictions in October 2011 and August 2012.
Additional reporting by John McCrank in New York.
The 20 Most Valuable Brands In The World
Nasdaq Fined $10 Million for Facebook IPO Snafu
Brand Value: $27.8 billion
Percent Change v. 2012: 34%
What Happened: MasterCard's rank flew up nine spots this year to the 20th most valuable brand in the world, and Millward Brown VP Oscar Yuan attributes that ascent to "the growth of mobile technology." As consumers up their online shopping habits, brands like Mastercard and Visa reap the rewards for offering noncash payment methods.
Brand Value: $34.36 billion
Percent Change v. 2012: 34%
What Happened: "They're really into the big data," Yuan explained of the German tech brand, "So [the increase in value] is reflective of a consistent storyline: The growth of mobile shopping." SAP has the big data solutions enterprise companies need.
Brand Value: $36.2 billion
Percent Change v. 2012: 5%
What Happened: Walmart, however, has mastered the art of brick and mortar shopping. "You can't buy milk online," Yuan said. The retail giant has a large and loyal consumer base that is constantly growing - even internationally.
Brand Value: $39.7
Percent Change v. 2012: -8%
What Happened: Vodafone's 8% drop in value can be attributed to O2 and Orange's recent success. But at almost $40 billion, it is still one of the largest mobile carriers in the UK.
Brand Value: $41.1 billion
Percent Change v. 2012: -1%
What Happened: While Americans might have never heard of the Industrial & Commercial Bank of China, Yuan explains that in its home country, "the logo is ubiquitous." ICBC is the first of two Chinese brands in the top 20, a number which is largely due to the countries growing middle class.
Brand Value: $42.7 billion
Percent Change v. 2012: 15%
What Happened: "I think a lot of the growth is really tied to several consumer trends - and I'm talking about the need for consumers to shop online mobile devices," Yuan told BI. Consumers need to get the products they bought on the internet somehow, and that's where UPS comes in.
Brand Value: $45.7 billion
Percent Change v. 2012: 34%
What Happened: It's almost impossible for brick and mortar shops to compete with Amazon's wide selection, low prices, and mastery of the mobile marketplace - easily allowing consumers to buy anything from anywhere on their phone or tablet. Recent acquisitions of Audible.com and Goodreads also show the company's determination to dominate all aspects of mobile book consumption and sharing.
"There's no stopping amazon as they go international," Yuan said."
Brand Value: $47.7 billion
Percent Change v. 2012: 20%
What Happened: After acquiring Wachovia in 2008, Wells Fargo successfully expanded from a California-based bank to a national name. Coming from California also helped Well's Fargo's image with consumers considering that it was one of the few banks to remain unscathed during the financial crisis. "It also started a major rebranding strategy expansion," Yuan said.
Brand Value: $53 billion
Percent Change v. 2012: 8%
What Happened: Verizon got a boost after Apple opened its services to carriers other than just AT&T. While Verizon and AT&T's rivalry heats up, Yuan predicts that the competition will up both brands' game. "As data devices continues to proliferate, we will continue to see Verizon do well," he said.
Brand Value: $55.3 billion
Percent Change v. 2012: 21%
What Happened: "GE ... continued to be one of the most well respected consumer and industrial brands in the world," Yuan said. And the public is starting to see that it makes more than just light bulbs. General Electric has dedicated major marketing dollars to making sure that consumers know it produces everything from airplane engines to wind turbines to medical equipment. Hammering in its dedication to innovation, a recent ad campaign even enlisted the help of famous robots.
"In terms of B2B, GE is one of the most well respected brands," Yuan continued, citing that it was often used in business school case studies.
Brand Value: $55.4 billion
Percent Change v. 2012: 18%
What Happened: China Mobile is the largest mobile carrier and brand in China, so it's a no-brainer that it's one of the most valuable brands in the world. "There are more mobile phone subscribers in China than in the U.S.," Yuan said.
Brand Value: $56 billion
Percent Change v. 2012: 46%
What Happened: A key way to bolster global presence is to sponsor the Olympics. But that's not the only thing that upped Visa's brand value so drastically. As one of the most trusted names in non-cash payments, Visa has gained clout in the world of online shopping and mobile payments.
Brand Value: $69.4 billion
Percent Change v. 2012: -6%
What Happened: Marlboro is a top 10 regular, which goes to show that even though smoking is restricted in the U.S. doesn't mean that the rest of the world has laid off the habit. "Marlboro has consistently invested in the brand ever since its inception," Yuan said. "The rugged cowboy is very strong and consistent globally."
To put it another way, "about 25% of world's population are smokers, and they use it 5 to 10 times a day. I don't drink 10 bottles of water a day." That's getting your brand out there.
Brand Value: $69.8 billion
Percent Change v. 2012: -9%
What Happened: As a $70 billion brand, Microsoft is in great shape even in spite of a 9% value decrease. Microsoft is a powerhouse and has a reputation as one of the strongest tech brands in the business. But, Yuan notes, "with consumers, there's confusion as to where Microsoft fits." The company's fortune is largely tied with the PC business, but it has emerged on the mobile scene with the Surface and other devices. The company went through a major rebranding in the summer of 2012 to stay relevant.
Brand Value: $75.5 billion
Percent Change v. 2012: 10%
What Happened: AT&T is another company to gain value due to the increasing U.S. consumption of mobile products. For a long time, the service provider had an exclusive deal with the iPhone, so it became synonymous with the new technology. What's really interesting, however, is that even when Apple opened the iPhone up to Samsung and T-Mobile, AT&T's value didn't go down.
Brand Value: $78.4
Percent Change v. 2012: 6%
What Happened: "What's consistently impressive about Coca-Cola is its ability to innovate," Yuan said. "People think that soda consumption is declining, but Coke is turning the business on its head." For example, this year Coca-Cola released a series of freestyle machines which allows consumers and retailers to mix their own flavors of the soda syrup to make their own individual Coca-Cola. The company is constantly innovating and staying fresh.
Brand Value: $90.3 billion
Percent Change v. 2012: -5%
What Happened: Yuan noted that one of McDonald's gifts was the ability to listen to consumers' sentiments and adapt, particularly to growing health concerns. "It has come out with a much healthier menu with apple slices, oatmeal, and a Chicken McWrap which has done well," he said.
McDonald's is also gaining a stronghold in the coffee space, which should be an interesting new endeavor to follow.
Brand Value: $112.5 billion
Percent Change v. 2012: -3%
What Happened: At $112.5 billion, IBM's three percent value decrease is not a substantial figure. IBM is known as a company that consistently delivers year after year, Yuan told BI. And it is particularly hailed in the B2B sphere.
Yuan also noted that its Ogilvy-made "Smarter Planet" campaign, in which the company explained its plans to help clients innovate and make the world a better place, inspired consumers to believe in the brand.
Brand Value: $113.7 billion
Percent Change v. 2012: 5%
What Happened: Google has effectively taught consumers that it is more than just a search-based company. With maps, mail, shopping, and more, Google is integrated into everyone's lives. The company also made recent headlines about its new contribution to the hardware world in the form of Google Glass. "It will be interesting to see how Google Glass will contribute to the brand value, but now it's too soon to tell," Yuan said.
Brand Value: $185 billion
Percent Change v. 2012: 1%
What Happened: In spite of harsh Wall Street analysis and media speculation regarding Tim Cook's leadership capabilities, Apple continues to be a strong brand in the eyes of consumers - a major value measurement for Millward Brown. "Despite what the press says and stock market says," Yuan noted, "Apple in the eyes of the consumers is the gold standard."
In the last eight years, Apple's value has increased 1,045% - only topped by Subway's meteoric 5,145% rise. (Although Subway still hasn't broken the top 20.)
Those companies are constantly innovating to stay on the top.[Those companies are constantly innovating to stay on the top.]The gay pride Oreo, from Kraft's Facebook page.