Facebook may use Goldman investment to buy back shares

Details continue to leak out about Goldman Sachs’ $450 million investment in Facebook (even though neither company has actually confirmed the deal). I think the most interesting tidbit comes from Dan Primack at Fortune: While some writers and analysts have suggested that the Goldman investment is a prelude to Facebook’s initial public offering, Primack (citing a “source who manages money for high-net-worth clients … including Goldman clients who have been solicited to invest in Facebook”) says it’s actually a way for the company to stay private.

Facebook plans to use some of the money to buy back its shares from employees, he says. Goldman wants to raise $1.5 billion from its clients (on top of the $450 million investment) to invest in Facebook, but the amount that Facebook accepts will be determined by employee interest in the buyback, Primack says. The idea is that as interest grows in purchasing shares through services like SecondMarket, Facebook wants to stay under the Securities and Exchange Commission’s 500-shareholder limit. If Facebook crosses that limit, it would have to disclose the same financial information as a publicly-traded company.

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(The SEC is reportedly investigating those secondary markets, particularly the disclosure rules for the companies and investors. The Facebook-Goldman deal is reportedly increasing the SEC’s interest.)

Goldman clients definitely want to buy into Facebook, according to Primack and a report in the Wall Street Journal, who both say that Goldman has decided to stop accepting new investors on the deal tomorrow. Primack says the firm has already received $3 billion worth of investment requests.

The other details reported are more on the fun side. Goldman is telling its clients that Facebook has more than 600 million registered users, according to Business Insider. (The last publicly disclosed number was 500 million.) And if you want to see Goldman’s hush-hush note to investors about Facebook, you can read it here.