July 3, 2012

While Zynga Trades Down, Pincus Trades Up

2950 Pacific

Having sold his Cole Valley home earlier this year, and a Presidio Heights property into which he never moved (but Zynga spent $1,169,896 to purchase, install and maintain a home security system), according to a plugged-in tipster, Mark Pincus is in contract to purchase the 8,850 square foot Albert Farr designed mansion at 2950 Pacific Avenue.

Perched on the south side of the 2800 block of Broadway up on San Francisco’s Gold Coast, but "set back from Pacific Avenue for privacy," the seven bedroom Pacific Heights property was listed for sale at $16,000,000 in May. According to our tipster, however, the sale will close "in the 12 million range" with confidentiality agreements in place.

While Zynga is currently trading at $5.57 per share, 44 percent under its IPO price of $10 per share, a few insiders including CEO Mark Pincus managed to dump over $500 million worth of Zynga stock at $12 per share in a secondary offering, the proceeds of which went into the insiders' pockets rather than the coffers of the company.

Ba-Zynga! [SocketSite]
PincusVille [SocketSite]

First Published: July 3, 2012 6:30 AM

Comments from "Plugged In" Readers

This is awesome and I'm so happy to hear that someone with massive resources will tend to this property and renovate it. This is one of the premiere lots / homes but it needed serious attention. The little carriage house / garage that fronts Pacific (2974) is also another of my favorite little Pacific Heights gems. The neighbors are going to have a year + of a nightmare here though. Maybe MP will grant them some RSUs as compensation.

Posted by: eddy at July 3, 2012 7:03 AM

Also, do you have more information on this little comment:

"but Zynga spent $1,169,896 to purchase, install and maintain a home security system

Posted by: eddy at July 3, 2012 7:55 AM

Pincus has been upgraded to the never ending cycle of "buy, redo, get bored, sell" cycle of the freshly minted billionaire.

Maybe the Sperlings will give him an advice or 2 on how to throw 10s of millions into a giant pit of molten magma.

Or maybe, maybe we'll actually witness a rare event: a young billionaire actually moving to Billionaire Row.

Posted by: lol at July 3, 2012 8:32 AM

Eddy - re: security systems.

Pincus has a stalker - restraining order etc. As an executive perk / business necessity, Zynga is picking up costs associated with his personal security. I recall a WSJ story on this suggesting that his costs are very high compared to other CEO's.

I quick net search will yield some entertaining reading

Posted by: simpr at July 3, 2012 9:23 AM

If the company is paying for two guys in black suits, ties and white shirts to follow Pincus around 24 hours a day and drive him to and fro in an armored SUV; well that's one thing I can understand being quite expensive. But a home security system for $1.16M? Really?

What'd they do, carve out a panic room?

Posted by: Brahma (incensed renter) at July 3, 2012 10:38 AM

He might need a very elaborate security system because lots of people don't like him - to put it mildly.


Posted by: jlasf at July 3, 2012 11:07 AM

I said it a while ago, but what do expect from a company that makes its money on game addiction, sometimes digging into children's allowances (or daddy's credit card)?

Billionaire Row, where Robber Barons come to hide.

Posted by: lol at July 3, 2012 11:22 AM

"CEO Mark Pincus managed to dump over $500 million worth of Zynga stock at $12 per share in a secondary offering,"

I bet CA FTB is eagerly awaiting his tax filing.

Posted by: Toady at July 3, 2012 12:53 PM

A quick google search yielded a more complete and accurate depiction of the costs that are misleadingly associated with a simple security system. From the footnote in the S1 filing that details MPs compensation:

“Includes payments made in connection with security provided to Mr. Pincus and his family in 2011. This amount reflects the cost to the Company for business and travel related security protection, as well as costs associated with the purchase, installation and maintenance of home security systems in the amount of $1,169,896, and legal and temporary housing costs incurred in connection with specific security threats. We believe these costs are appropriate business expenses.”

So it's also a stretch to say that Zynga paid for these costs as well as this is clearly marked as part of his compensation per the S1 page 101 in the table labeled 2011 Summary Compensation table. Seems he would have tax liability on the compensation component.

Now you know.

Posted by: eddy at July 3, 2012 1:14 PM

For completeness, the total amount in the column / row for "All Other Compensation" related to MP is 1,374,764, which includes payments for life insurance premiums.

Posted by: eddy at July 3, 2012 1:21 PM

Eddy is more thorough than I am as I only looked at the WSJ story. I like the bit about roughly 50% of the amount going to a company owned by him - see below.

Zynga's spending last year included nearly $1.2 million for "the purchase, installation and maintenance of home-security systems," the filing stated. The spending also included more than $596,000 paid "to a company owned by Mr. Pincus which helps facilitate his security."

The payout represented most of Mr. Pincus's compensation for the year. He also made a $300,000 salary and a $3,750 bonus, although he does now own a roughly 13% stake. He also has nearly 36% of the company's total voting power.

Posted by: simpr at July 3, 2012 1:40 PM

I'm trying to understand the last part of this statement:

"...a few insiders including CEO Mark Pincus managed to dump over $500 million worth of Zynga stock at $12 per share in a secondary offering, the proceeds of which went into the insiders' pockets rather than the coffers of the company..."

If insiders happen to sell stock they own during a secondary offering, then it is their personal stock that they are selling, so of course the proceeds of the sale of such stock would go to them, not the company.

Any time an insider sells shares of stock he owns, of course the proceeds go to him, and not to the "coffers of the company". When the insider originally bought those shares, the money he paid for them back then is what went into the "coffers of the company".

Or are you implying that it was a sham and the company issued stock to them during or shortly before the secondary offering, which they then turned around and sold immediately in the secondary offering?

Or is this just a general all-around comment that there was something slimy about the secondary offering?

Posted by: p3p at July 3, 2012 5:17 PM

Zynga is hype. Their games suck. A direct connection to Facebook, doth not a nine figure valuation make.

1.1m for a psycho ex stripper and some RSU clawbacks? Lol.

Posted by: BillyBalls at July 3, 2012 9:41 PM

Oh, and he should gone a little more baller and purchased the property next door.

Posted by: BillyBalls at July 3, 2012 9:42 PM

Usually companies raise more money for themselves during their secondary offering, not more for the CEO. There is something slimy about it, and about just about everything that Pincus does.

Posted by: NoeValleyJim at July 3, 2012 11:55 PM

It is not true that secondary offerings are usually or necessarily to raise money for the company itself. Secondary offerings can be either by the company itself (usually more commonly called a "follow on" offering) or by existing shareholders, such as insiders.

Here is a concise definition of "secondary offering" from Wikipedia:

"A secondary market offering, according to the U.S. Financial Industry Regulatory Authority (FINRA), is a registered offering of a large block of a security that has been previously issued to the public. The blocks being offered may have been held by large investors or institutions, and proceeds of the sale go to those holders, not the issuing company. Also called secondary distribution."

See also this definition from Investopedia:

2. A sale of securities in which one or more major stockholders in a company sell all or a large portion of their holdings. The proceeds of this sale are paid to the stockholders that sell their shares. Often, the company that issued the shares holds a large percentage of the stocks it issues.

2. Typically, such an offering occurs when the founders of a business (and perhaps some of the original financial backers) determine that they would like to decrease their positions in the company. This kind of secondary offering is common in the years following an IPO, after the termination of the lock-up period.

Whether or not Zynga or the CEO are slimy is a separate issue, but simply having a secondary offering for insiders is in itself not necessarily slimy or even unusual.

Posted by: p3p at July 4, 2012 9:13 AM

zynga and ceo 'slimy' for doing secondary??

no, not necessarily, more like the buyers of the secondary being moronic.

znga is a pig that has caused 'slaughter' to many and there will be more to come

it has been fully cooked; it's done and irrelevant

Posted by: johnny at July 4, 2012 10:19 AM

Clearly, Johnny and I share adjacent tables (and probably both ordered the porkchops) at the famed Chez Marché Baissier.

Posted by: BillyBalls at July 4, 2012 12:01 PM

Clearly, Johnny and I share adjacent tables (and probably both ordered the porkchops) at the famed Chez Marché Baissier.

Posted by: BillyBalls at July 4, 2012 12:02 PM

I guess you are technically correct at least according to investorpedia and wikipedia, but the term "secondary offering" is frequently used in the financial press for both situations: where the company raises more money for itself *and* where it doesn't and instead the money goes to investors and early employees. Google for the phrase if you don't believe me, most uses of the terms are from the former case.

In any case, doing this before your employee lock-up expires is slimy as you are effectively taking money from the pocket of your employees. He has done stuff like this before, too.

Posted by: NoeValleyJim at July 4, 2012 12:44 PM

Yes, most secondaries are typically used for the company to raise capital. And in this case the money-losing ZNGA should strengthen its balance sheet ahead of insiders getting even more liquid. But then they've been selling stock since before the IPO.

How much would you like to bet the money paid to a company controlled by MP for "security" is used to fund his jet?

Surprising that mutual fund investors (Janus, MS, etc.) NEVER learn.

Posted by: Joshua at July 4, 2012 2:24 PM

He made money because the massess (not all of us) wanted what he created.

Well, it's certainly cheaper and safer than crystal meth.

Posted by: futurist at July 4, 2012 3:28 PM

Getting back to the original comment that seemed oddly worded:

...a few insiders including CEO Mark Pincus managed to dump over $500 million worth of Zynga stock at $12 per share in a secondary offering, the proceeds of which went into the insiders' pockets rather than the coffers of the company.

Again, since it was insiders selling their own stock, of course it didn't go to "the coffers of the company". If when insiders sold their own stock the proceeds went to the company instead of the insiders that owned the stock, why would an insider ever want stock and why would anyone ever want to found or invest in any company? The portion of the statement about where the proceeds went doesn't really make sense, no matter how slimy Zynga or the CEO may be.

Posted by: p3p at July 4, 2012 6:09 PM

By definition a "secondary offering" is an offering of stock by stockholders; in contrast a "primary offering" is a the sale of stock by the company.

What we are are really talking about here a "follow-on offering", that is, an offering after the Initial Public Offering. The shares sold in follow on offerings can be from either the company or existing stockholders.

It is quite common for existing stockholders to sell shares in follow-on offerings. If the company doesn't need additional capital (and Zynga doesn't), then the company doesn't mind its stockholders selling. Indeed, having large stockholders sell in an underwritten public offering is usually considered a good idea, because the alternative -- having them sell large blocks of stock directly into the public market -- can depress the stock price.

This is all pretty simple and straightforward and there is nothing slimy or unusual about it. Sure the people who bought at $12 may be unhappy now, but they are largely sophisticated institutional investors. Unless it turns out that Zynga was hiding important information from them, they have nothing to complain about.

Posted by: NoeNeighbor at July 4, 2012 10:34 PM

Secondary Offering is a bit misleading but it is the appropriate term in this case. The most accurate and least confusing way to state the pre-IPO sale of MPs stock would be to state that it was a private sale of stock on a secondary market.

I'm the first to admit that Zynga was anything but a monster IPO; but I still think the company will do OK in the long run. I'd be curious to know what the buyers of MPs pre-IPO stock are doing with it. My guess is they are holding. It would be hard to take that kind of a loss when you believed so strongly just a few months earlier. It could be a long ride back to b/e though.

Posted by: eddy at July 5, 2012 7:38 AM

Zynga probably will never even generate a dollar of positive earnings. Net income for last twelve months ended March 31 equals negative $506 million or in other words a loss of $1.22 per share.

Unbelievable that institutions buy into these stories - sad that the institutions are probably managing public pension money. It's a tragicomedy.

But Pincus is living in a $12+ million house and where am I living? So who is the fool?

Posted by: One-eye at July 5, 2012 9:03 AM

As Balzac wrote, behind every great fortune is a great crime.

Posted by: anon at July 5, 2012 9:06 AM

^^^ Not necessarily. Sometimes all it takes is being incredibly smart, opportunistic, enterprising and lucky at the same time. It can happen, and when it does it's a thing of beauty. The SV has a few of these stories.

Posted by: lol at July 5, 2012 9:21 AM

I bought 15K of ZNGA at $6 as a pure gamble play, no pun intended.

The company is lobbying for the legalization of gaming within their apps and online offerings.

We shall see...

Posted by: bossmillion at July 5, 2012 11:36 AM


everything about this site is about anonymity, except for the Editor who has reference to 'true identity'

bottom line, you must be inexperienced, 'boss', but you will learn. ZNGA is a pig and the risk/reward for even $15,000 contributed to ZNGA is just dumb. ZNGA is a pig run by pig 'slaughteres'

you'd be better off betting on the dollar v euro w/$15,000

what a waste, but maybe you're 'young'

Posted by: johnny at July 5, 2012 6:37 PM

Totally, johnny has been spot on with the price of so many houses on here he must know what he is talking about.

Posted by: sparky-b at July 5, 2012 8:17 PM

A lot of irony in the above post by johnny.

Posted by: Big Brother at July 5, 2012 8:36 PM

I think I'll wander down to Walmart and buy a new Zynga or get a tune-up on my Facebook. Oops, I forgot these are just matrix-like dream zones that don't do anything. Meanwhile, back in China.....

Posted by: NIMBY at July 30, 2012 9:05 PM

Agreed it is very hard to value dematerialized goods. For instance video tapes were replaced with DVDs then with streaming. It's the same product with a different packaging. Pricing is therefore easy.

There are many cases where dematerialized goods have value. It appears that virtual tractors do not...

Posted by: lol at July 31, 2012 8:07 AM

Zynga just got hit with a securities fraud class action today (name link).

Posted by: shza at July 31, 2012 3:57 PM

hey shza, I'm stunned by the news

Posted by: johnny at July 31, 2012 4:23 PM

This is the Robber Barons 2.0.

Another one is hitting Pincus' neighbor at 2845 Broadway:


APOL (University of Phoenix Online) seems to be part of the controversy.

Posted by: lol at July 31, 2012 4:38 PM

Off-topic (but following the University of Phoenix comment), it astounds me how Republicans stick up for the for-profit colleges, from the ideological point of view that the private sector is always better than the government sector at providing services. But 100% of the income of these for-profit "universities" comes from federally insured student loans, and most of them are simply diploma (or even worse..no diploma) mills. It's a scandal that Harkin is very correct to be trying to deal with, but it doesn't fit the world view of the GOP.

Posted by: curmudgeon at July 31, 2012 4:53 PM

the reason for all of this mayhem, fraud, etc. is because the United States is in decline ... it is going down ... really, what is the difference between B Obama and M Romney?? ... nothing really ... they both get "$38,500 per plate" dinners at rich people's houses in San Francisco (and elsewhere) and ultimately, if they get voted into office, they feel only accountable to those who paid for the "$38,500" dinners ... it's a joke ... people in the US are clueless ... the most powerful person is Ben Bernanke, not the "President of the United States" ... Ben Bernanke can literally print money out of thin air w/out any accountability to anyone ... the Fed balance sheet has gone from $800 billion to $3 trillion in less than 4 years ... people that pay "$38,500" for a dinner plate w/Obama or Romney don't care because when the Fed bubble ultimately pops (and it will!!) they will not be impacted ... but people like "shza" will and they will not even know what hit them ... until it is too late ... it is called government of people and for people who pay you to govern for them ... sad, but the current truth in the US of A. ... too bad Jefferson failed to include "no government borrowing" in the articles ... I know he was thinking about it ... probably hanging out w/Sally too much for it to really resonate though!!... lol ... you think FB and ZNGA were bubbles???...wait til the US pops ... big time problems .. will make FB and ZNGA seem like pennies, if that

Posted by: johnny at July 31, 2012 6:18 PM

Well if the US pops we take the rest of the world down with us so there is a whole world of interested parties that can help prop us up.

As for the difference between Obama and Romney, to me it comes down to social issues. I'd rather the government that corporate america has bought and paid for screw me equally rather then screw me double.

Posted by: Rillion at August 1, 2012 9:04 AM

thanks Rillion for the somewhat positive twist. At some point I thought I had stumbled upon a Yahoo MB full of depressed old guys ;)

Posted by: lol at August 1, 2012 9:12 AM

Johnny, I'm not sure what i did to earn myself a place in your rant. I pointed out the Zynga fraud suit not out of naivety, surprise, or awe but as confirmation that what most of us saw coming from miles away had happened. (I'm a lawyer at a big firm that will most likely be pitching the defense work to Zynga.) And I'll be just fine if/when the economy pops -- litigation tends to be countercyclical (I had zero slowdown in 2008) and I'm sitting pretty renting despite being "in the 1%," with only 5% of our HHI going to housing -- and less than a few 100k tied up in equities (all well-hedged, thanks).

What's naive is your theory that presidential candidates will be beholden to measly $38,500 donors in the Citizens United/Sheldon Adelson era.

Other than that, I'm generally bearish, just like you (just not so unhinged).

Posted by: shza at August 1, 2012 9:38 AM

Obama wasnt Pimping Zynga
Guys like Eddy were
Mass Stupidity Aint Conspiracy

Posted by: ReadingForRealtors at August 1, 2012 10:23 AM

bossmillion wrote:

I bought 15K of ZNGA at $6 as a pure gamble play, no pun intended.

The company is lobbying for the legalization of gaming within their apps and online offerings.

They might get beat to the punch by the "platform" hosting their most popular games.

From the Los Angeles Times today, Facebook gets into gambling in the U.K.:

The 955 million-member social network began allowing users in the U.K. to play a new bingo game using real money.

The game…lets users 18 and older ditch Facebook Credits and play with their real money while Facebook takes in 30% of the money collected by the app, as it does with all other apps.

…The decision to allow this type of gaming in the U.K., where gambling is more accepted than in the U.S., is seen as a test by Facebook to determine if it may want to bring the practice stateside.

Perhaps if Zynga wants to develop gambling apps with greater revenue potential that what Fb already has in the pipeline, they'll go straight for Texas Hold-Em or something like that.

Posted by: Brahma (incensed renter) at August 7, 2012 10:01 AM

Facebook adding gambling into its own interface will be the next "how did we ever allow this to happen?" moment.

Gambling and other addictions are already widespread. A common factor of some of these addictions is that people need to go out there to satisfy them. Move it to a computer and suddenly a lot of disastrous behavior is hidden from all.

Online gambling is already a plague. Do we also want to make it even easier and more acceptable with a "friendly" social platform?

Some will say people are responsible for their actions, but I wish it were that easy.

Posted by: lol at August 7, 2012 10:52 AM

"lol just won a pile of bonus chips at LikeCasino and wants to share them with you. Click here to join in on the online excitement".

..... many months later ...

"lol has joined the online Gambler's Anonymous. Click here to join him on his path to recovery."

...And I think I'm going to open a pair of brick and mortar shops myself. First a tattoo parlor specializing in belly stars and later a laser tattoo removal parlor.

Posted by: The Milkshake of Despair at August 7, 2012 12:31 PM

Even better yet: FB's ad paltform allows you to target ads for "LikeCasino" to everyone who liked or Friended Gambler's Anonymous.

A bit like the Catro steps buyer who wants to sell beer and wine from a sausage place in the garage ;)

Posted by: lol at August 7, 2012 1:00 PM

Gambling and other addictions are already widespread. A common factor of some of these addictions is that people need to go out there to satisfy them. Move it to a computer and suddenly a lot of disastrous behavior is hidden from all.
Yep. I agree.

My mother was an incorrigible gambler all through my teenage years, but she was at least slowed down by having to travel to Nevada to get her fix. Then the Indian casinos started opening up, I forget exactly what year, but her habit escalated dramatically due to ease of placing herself in a casino, to the point where to this day whenever I hear the phrase "cache creek" I can feel my blood pressure go up a few points. Of course, I left for college and her habit stopped affecting me directly.

She still hasn't given it up or even advanced to the step where she can admit she has a problem. A court appointed my older sister conservator, and that's the only thing that slowed down the gambling: she doesn't get her hands on enough cash to do much of it. I can just imagine the financial damage that could have occurred if she had the internet and online gambling at the time.

The moral of the story is that FB or ZNGA‎ is probably going to make money hand over fist doing this whenever they get around to doing it in the U.S, and then I fully expect another handful of start ups to appear, enabling other addictive behaviors online as their business model.

Posted by: Brahma (incensed renter) at August 7, 2012 1:49 PM

If the regulators are asleep at the wheel, that's very likely to happen.

Then fast forward 5 years, 1000s of horror stories of people losing the house, plundering the kids' college funds, go on Oprah or something, then they'll shut it down in a week.

Can we just go to the logical conclusion first and prevent this idiocy?

Posted by: lol at August 7, 2012 1:55 PM

Online gambling is far from new..

Posted by: R at August 7, 2012 2:46 PM


The debate is not so much how new this is, but how a popular wide-reaching platform would make it even more socially acceptable to gamble.

To sign up to online gambling you have to pinch your nose at the web site that does that. Is it legit? Does it comply to US law? What guarantees that one day they won't fold, take the money and run? You know shady businesses are behind them, but heck, nobody's looking at how Vegas' Casinos made their fortunes neither. Plus, to go to online gambling, you either have to go there voluntarily or be reckless enough to have clicked on a spam email.

But gambling through Facebook would be a different animal. It's reaching ~1B people, many of which do not know they can have an addictive personality. As many people organize their social life with FB, it has the "my life outside work" feel and people will be more likely to let their guard down.

Just look at how Zynga going after kids has fleeced dad's and mom's credit cards...

Posted by: lol at August 7, 2012 3:15 PM

whats w/the obssession over znga, fb, pincus, etc.

the companies are crap

get over it

it would be interesting to read about real property transactions not stuff that belongs on yahoo message boards

Posted by: johnny at August 7, 2012 4:00 PM

johnny, the relevancy (if not the obsession) is due to the potential for city revenue increase from high-end home sales. From The Chronicle's On The Block, Zynga’s CEO buys $16M Pac Heights mansion, final 'graph:

Good news for the city of SF is that with the sale of this Gold Coast home, it’ll bank a lot more in property taxes. Since 1907, the home has been in the Newhall family with philanthropist Jane Newhall having lived there until her recent passing at the age of 97. Redfin shows the 2011 property taxes paid were a mere $5,975. With a price tag of $16 million, property taxes will now be a minimum of $160,000 annually.

Emphasis mine. So that's what's "interesting". An increase in nominal property taxes assessed of 2,578%.

The Newhall family really took full advantage of Prop. 13. Congrats to them for keeping an asset like this in the family for 100+ years.

ZNGA closed yesterday at $2.93, down 81.6% from it's 52-week high in March of this year.

Posted by: Brahma (incensed renter) at August 14, 2012 10:58 AM

And the hits keep on coming! From The Chronicle on Friday, Free-falling Zynga needs fast turnaround:

It seems the offering underwriters released the executives and early investors from the normal lockup obligation in exchange for committing to hold remaining shares for longer periods. Zynga has said it did the secondary offering to facilitate an orderly transfer of stock, by allowing the shares to hit the market in waves instead of all at once.

But many shareholders saw things differently and responded with lawsuits accusing the company of insider trading.

"While Zynga insiders were able to sell their holdings at $12 per share before Zynga's second quarter financial results were announced, Zynga's non-executive employees and other public shareholders suffered colossal losses on their investments," reads a suit filed by the San Francisco office of Kessler Topaz Meltzer & Check, in the U.S. District Court of Northern California.

"Zynga misrepresented or failed to disclose material adverse facts about its business, operations, and growth prospects," the suit alleges.

A handful of other firms have filed suits or announced investigations in the matter…

Emphasis added to highlight the portion relevant to the socketsite editor's final paragraph in the post above.

johnny, this 'graph is for you:

At least one poster blasted Pincus for selling shares in the secondary offering.

"This was in my opinion the event that broke Zynga's back," the person wrote. "Anybody that knows how traders think knows that this was a signal to every single hedge fund in the world to short Zynga into oblivion."
David Einhorn, call your office.

Posted by: Brahma (incensed renter) at August 19, 2012 11:30 PM

I am not holding my breath on seeing ZNGA insiders doing the walk of shame anytime soon.

The latest Standard Chartered Bank debacle has shown that regulators have been essentially neutered either through a funding deficit (starve them) or by branding them as overreaching and anti-business (shout them down). There's lots of noise to quiet masses, followed by a slap on the wrist. And once in a while they sacrifice one of their own for the rest to go on.

The end result is an investment landscape where the individual player knows he can be fleeced at some point by modern era robber barons. Not the best of investing environments.

Posted by: lol at August 20, 2012 8:23 AM

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