Facebook Completes WhatsApp Acquisition

(RTTNews) - Social networking giant Facebook, Inc. (FB) said Monday that it has completed its acquisition of mobile messaging start-up WhatsApp Inc.

Facebook in mid-February agreed to buy WhatsApp in a cash and stock deal valued at about $19 billion, including $3 billion in restricted stock units to be granted to WhatsApp's founders and employees over four years. WhatsApp is Facebook's biggest acquisition by far.

At the closing, all outstanding shares of WhatsApp capital stock and options to purchase WhatsApp capital stock were cancelled in exchange for an aggregate of about 177.8 million shares of Facebook Class A common stock and about $4.59 billion in cash to existing WhatsApp securityholders. A portion of the aggregate consideration is being held in escrow to secure the indemnification obligations of the WhatsApp securityholders.

In addition, Facebook awarded about 45.9 million restricted stock units to WhatsApp employees. On the closing date, Jan Koum, WhatsApp's co-founder and CEO, became a member of the Facebook Board of Directors.

Facebook also said that in connection with the acquisition of WhatsApp and the employment of Jan Koum as WhatsApp's Chief Executive Officer and Brian Acton as WhatsApp's Co-Founder and Vice President, Facebook's board of directors, including a majority of its independent directors, awarded employment inducement grants to Koum and Acton of 24,853,468 and 12,621,803 restricted stock units covering shares of Facebook's Class A common stock.