sharks.jpgThere's blood in the water. WashPost (reg required) rounds up the scathing headlines and commentary here. The Merc, NYT, WSJ, the Post, the FT....the list goes on and on. The journos are piling on. And Google is in a quiet period, so it can't defend itself. But there are plenty of folks willing to say nasty things, especially those on Wall St. who felt snubbed by Google's middle finger of an S-1. As I wrote in April when the S-1 was first filed:

They've set themselves a very high long-term bar, claiming they will best the system, in essence. I think it will be very interesting to see how Wall Street responds. There is a chance, in the end, that the Street will feel slighted, and turn its back on the company.”

I've heard that the buzz on Wall St. is that there are not enough orders yet from institutional investors. I think this is hard to validate - sure, anyone can get two or three or four traders to tell you they do not plan to bid, but on the other hand, most who do plan to bid have no intention of telling anyone about it - by nature these traders are a secretive lot, and they don't want anyone asking the price they plan to bid. I asked a roomful of them the same question back in March, and not one hand went up. But I think that was because they don't want to tip thier hand...

However, if there were to be a draught of orders from big investors, who tend to buy and hold for a while, that would be a problem - Google could probably make it up with smaller investors, but the retail investors tend to be skittish and bolt at the first sign of trouble. Were that to happen, the stock would not be supported and could fall dramactically after its opening. That would be quite damaging to the company.

And if I recall correctly, all this hullabaloo about registering securities was reported by Google in the first S-1 way back in April. (I'm not saying it's not an issue, it certainly is.) Indeed, here is the text from the first version of the filing:

Shares issued, and option grants made, under our stock plans exceeded limitations in the federal and state securities laws.

Shares issued and options granted under our 1998 Stock Plan and our 2003 Stock Plan were not exempt from registration or qualification under federal and state securities laws and we did not obtain the required registrations or qualifications. Shares issued and options granted under our 2003 Stock Plan (No. 2) and our 2003 Stock Plan (No. 3) were not exempt from registration or qualification under federal securities laws and we did not obtain the required registrations or qualifications. As a result, we intend to make a rescission offer to the holders of these shares and options beginning approximately 30 days after the effective date of this registration statement. If this rescission is accepted, we could be required to make aggregate payments to the holders of these shares and options of up to $34 million plus statutory interest. Federal securities laws do not expressly provide that a rescission offer will terminate a purchaser’s right to rescind a sale of stock that was not registered as required. If any or all of the offerees reject the rescission offer, we may continue to be liable under federal and state securities laws for up to an aggregate amount of approximately $34 million plus statutory interest. See “Rescission Offer.”

I am not sure why this became a story late last week - though they did add another filing about the issue then, but it was not a new snag by then. Screwups like this are fairly common, from my limited experience. But there you have it.

Not to mention, it's a terrible time to be coming out, both seasonally - in the dog days of August - and given the state of the world: oil spikes, net stocks getting hammered, terrorism fears.

So the question now hangs in the air: might this thing be delayed, or even cancelled? Given the factors lined up against it, from the ones of their own creation to those external to the company, I certainly could see a delay in the cards. But a cancellation? Not likely in the long run.

UPDATE: Today the company filed the full rescission offer. In this document Google also notes that it mentioned this issue in its first filing, in April, and that this is not a new development.