The Disgrace of a Stock Lifetime

NEW YORK ( TheStreet) -- Facebook's ( FB) moving in on that key 13-and-under demo! Business must be really rocking there to reach down to that cohort, right?

I don't know about yours, but I have to tell you that the sour taste of the Facebook deal hasn't left my mouth yet.

If you go back just a couple of weeks, we were at a crucial moment in time. The individual investor has been crushed for so long now that it was almost impossible to think about what could bring him back to stocks.

The lies, the disasters, the promises broken, the unreliability of the system, the inability to prosecute the so-called bad guys who almost brought down the house all made it so the retail investor would be as nuts to stay in the stock market as a depositor would be to stay with a Spanish bank.

It was just not rational for many to take a beating like this, particularly because the ETF craze and indexing, considered to be the only real ways to make money (false, but what can I say?) had done so poorly for people.

But the whole industry of financial services and its regulators really hasn't shown an ounce of remorse whatsoever. The industry caters to the big bill payers, not the small ones, even as the small ones together constitute the backbone of the markets and are needed to keep them deep and liquid.

The industry itself has very little self-examination. You almost never hear anyone say "We have to worry about the regular investor," because the regular investor as an individual doesn't pay the bills, even though in an aggregate they can be huge for the market's depth and its lifeblood, volume.

Indeed, most of the trading, and almost all of the attempted trading, comes from machine to machine where very little is made, or from giant mutual funds who are catered to for their every whim.

But the buyer of 100 shares of this or 50 shares of that is a waste of time and too expensive to help. Financial services has become like any other business. Many firms believe you can't make money servicing smaller clients with humans, just like banks want smaller clients to use ATM machines and not tellers. It's just a fact of life to these giant financial outfits.

And then along comes Facebook. Here's a big visible offering where, if there were any rationality or tradition of fairness on Wall Street, everyone should have been allowed to win.

Think about it. The insiders have a very low basis. They win even if the deal is priced at $20. The individuals who know it would love to get in there and feel like it is worth buying stocks again, It was up to the bankers and the execs at Facebook to figure out a price where everyone won, because believe me, it doesn't do any good for the deal to flop the way it did anyway.

And what do the bankers do? They succumb to greed and they favor the firm over the clients, and then at the last minute they favor the big clients over the smaller buyers by telling the bigger clients that, as the documents say, things aren't as good as we thought at Facebook.

Believe me, although you aren't supposed to differ from anything written about how the business is, you can certainly tell prospective buyers how the deal is shaping up. And from everything I am hearing, the word was, at the last minute, that it wasn't shaping up well at all, but too much ink had been spilled and too much pride had been shown to start walking the deal back.

The result was the disgrace of a stock lifetime, then compounded by Morgan Stanley basically saying shame on the buyers if they thought they could make a quick buck.

Shame on Morgan Stanley for saying that. Everybody in this business knows the game: Everyone is supposed to win on a deal, especially a popular deal where there can be winners, and Facebook was the apotheosis of this kind of deal.

Forget how horrid the Nasdaq was as it, too. It had gone too far to pull back at the last minute when it knew it had no control of the opening whatsoever, and its systems were way too backward to handle this influx, as amazing as that is, given how they paraded around like peacocks telling us how well it would go.

The essence of what really went wrong was that Morgan Stanley favored the sellers more than it should. Why that was, we don't know. Was it because at the last minute things had gotten so bad at Facebook that it just had to put on a big show and tell only some how bad things really were, but rely on moronic over-the-transom retail to keep the deal in the high $30s?

Was it because the Facebook execs demanded this pricing? Was it because the syndicate desk actually thought it had demand at these prices even as many retail execs indicate that they were overwhelmed at the last minute with stock? I find it hard to believe that syndicate didn't know how bad the deal would fare, given that some branches were given allocations well in excess of what demand was, a sure sign that syndicate knew things had gotten out of hand.

Remember how the process works. In a putative hot deal you should only get a fraction of what you put in for. If you put in for 10,000 shares you are hopeful to get 1,000. If you get 2,500, that's a huge win. But if you get 5,000 you begin to get nervous because it means there may not be as much oversubscription -- meaning demand -- as you thought. If you put in for 10,000 and you got 10,000, you know you're sunk.

But in this deal, I know brokers who got well in excess of their 10,000, to the tune of a factor of twice or even three times what was requested, with the idea that somehow you could give your clients a real break by getting in.

Allocations like that show pure greed, typically on the part of the issuer, because Morgan Stanley makes the same amount of money either way. But it also could be because Morgan Stanley totally botched the deal as it knew that the fundamentals had gotten much worse than they thought, and they winked and nodded to their biggest clients in a legal but horribly unfair way.

Either way, greed on the part of the issuer or failure to gauge real demand on top of faltering fundamentals by Morgan Stanley, the individual investor was the huge loser.

And he has stayed the biggest loser. Maybe the 13-year-old-and-under crowd will help ameliorate the downturn in the fundamentals that the deal is certainly signaling.

But it is a little too late to help the individual who was the mainstay of our deep markets. Just a shameful exercise all the way around, including the admonishing of the buyers who believed that the bankers had it right when they most certainly had it wrong.
Action Alerts PLUS, which Cramer co-manages as a charitable trust, has no positions in the stocks mentioned.

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