Archive for February 2014
Breaking news: Facebook buys WhatsApp for $19 billion
An SEC filing discovered on Facebook says that the social network is buying WhatsApp for $19 billion, which includes retention bonuses.
Facebook’s press release is here.
WhatsApp has built a leading and rapidly growing real-time mobile messaging service, with:
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Over 450 million people using the service each month;
70 percent of those people active on a given day;
Messaging volume approaching the entire global telecom SMS volume; and
Continued strong growth, currently adding more than 1 million new registered users per day.
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This acquisition shows the lengths that Facebook will go to preserve their market share as the platform for the social web.
“WhatsApp is on a path to connect 1 billion people. The services that reach that milestone are all incredibly valuable,” said Mark Zuckerberg, Facebook founder and CEO. “I’ve known Jan for a long time and I’m excited to partner with him and his team to make the world more open and connected.”
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Upon closing of the deal, all outstanding shares of WhatsApp capital stock and options to purchase WhatsApp capital stock will be cancelled in exchange for $4 billion in cash and 183,865,778 shares of Facebook Class A common stock (worth $12 billion based on the average closing price of the six trading days preceding February 18, 2014 of $65.2650 per share). In addition, upon closing, Facebook will grant 45,966,444 restricted stock units to WhatsApp employees (worth $3 billion based on the average closing price of the six trading days preceding February 18, 2014 of $65.2650 per share).
As of February 17, 2014, Facebook had 2,551,654,996 Class A and B shares outstanding plus approximately 139 million dilutive securities primarily consisting of unvested RSUs. The Class A common stock and RSUs issued to WhatsApp shareholders and employees upon closing will represent 7.9 percent of Facebook shares based on current shares and RSUs outstanding.
In the event of termination of the Merger Agreement under certain circumstances principally related to a failure to obtain required regulatory approvals, the Merger Agreement provides for Facebook to pay WhatsApp a fee of $1 billion in cash and to issue to WhatsApp a number of shares of Facebook’s Class A common stock equal to $1 billion based on the average closing price of the ten trading days preceding such termination date.
Below is the SEC Filing:
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On February 19, 2014, Facebook, Inc. (“Parent”) entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with Rhodium Acquisition Sub II, Inc., a Delaware corporation and wholly owned (in part directly and in part indirectly) subsidiary of Parent (“Acquirer”), Rhodium Merger Sub, Inc., a Delaware corporation, a direct wholly owned subsidiary of Acquirer (“Merger Sub”), WhatsApp Inc., a Delaware corporation (“WhatsApp”), and Fortis Advisors LLC, as the stockholders’ agent.
Pursuant to the terms of the Merger Agreement, Merger Sub will merge with and into WhatsApp (the “First Merger”), and upon consummation of the First Merger, Merger Sub will cease to exist and WhatsApp will become a wholly owned subsidiary of Acquirer. The surviving corporation of the First Merger will then merge with and into Acquirer, which will continue to exist as a wholly owned (in part directly and in part indirectly) subsidiary of Parent. Upon consummation (the “Closing”) of the transactions contemplated by the Merger Agreement (the “Merger”), all outstanding shares of WhatsApp capital stock and options to purchase WhatsApp capital stock will be cancelled in exchange for an aggregate of 183,865,778 shares of Parent’s Class A common stock (valued at $12 billion based on the average closing price of the six trading days preceding February 18, 2014 of $65.2650 per share (“Specified Price”)) and $4 billion in cash to existing WhatsApp securityholders, subject to certain adjustments such that the cash paid will comprise at least 25 percent of the aggregate transaction consideration. In addition, upon Closing, Parent will grant 45,966,444 restricted stock units to WhatsApp employees (valued at $3 billion based on the Specified Price).
The Merger Agreement contains customary representations, warranties and covenants by Parent and WhatsApp. A portion of the aggregate consideration will be held in escrow to secure the indemnification obligations of the WhatsApp securityholders. The Closing of the Merger is subject to customary closing conditions, including regulatory approvals. The Merger is anticipated to close later in 2014. Upon Closing, Jan Koum, WhatsApp’s co-founder and CEO, will become a member of Parent’s board of directors. In addition, Parent has agreed to file a Registration Statement on Form S-3 covering the resale of the shares of the Company’s Class A common stock to be issued to the stockholders of WhatsApp.
Either Acquirer or WhatsApp may terminate the Merger Agreement if the Closing has not occurred on or before August 19, 2014 (or August 19, 2015 if, as of August 19, 2014, all closing conditions have been completed except for the receipt of certain regulatory approvals). In the event of termination of the Merger Agreement, under certain circumstances principally related to a failure to obtain required regulatory approvals, the Merger Agreement provides for Acquirer to pay or cause to be paid to WhatsApp a fee of $1.0 billion in cash and to issue to WhatsApp a number of shares of Parent’s Class A common stock equal to $1.0 billion (based on the average closing price of the ten trading days preceding such termination date).
Parent intends to issue the shares of Class A common stock described herein in reliance upon the exemptions from registration afforded by Section 4(2) and Rule 506 promulgated under the Securities Act of 1933, as amended.
The foregoing summary of the Merger Agreement and the transactions contemplated thereby do not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement, which will be filed as an exhibit to Parent’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2014.
Facebook Cookie Stealing And Session Hijacking
Defination:
The cookie which facebook uses to authenticate it's users is called "Datr", If an attacker can get hold of your authentication cookies, All he needs to do is to inject those cookies in his browser and he will gain access to your account. This is how a facebook authentication cookie looks like:
The cookie which facebook uses to authenticate it's users is called "Datr", If an attacker can get hold of your authentication cookies, All he needs to do is to inject those cookies in his browser and he will gain access to your account. This is how a facebook authentication cookie looks like:
Cookie: datr=1276721606-b7f94f977295759399293c5b0767618dc02111ede159a827030fc;
How To Steal Facebook Session Cookies
And Hijack An Account?
An attacker can use variety of methods in order to steal your facebook authentication cookies depending upon the network he is on, If an attacker is on a hub based network he would just sniff traffic with any packet sniffer and gain access to victims account.
If an attacker is on a Switch based network he would use an ARP Poisoning request to capture authentication cookies, If an attacker is on a wireless network he just needs to use a simple tool called firesheep in order to capture authentication cookie and gain access to victims account.
In the example below I will be explaining how an attacker can capture your authentication cookies and hack your facebook account with wireshark.
- 1- First of all download wireshark from the official website and install it.
- 2-Next open up wireshark click on analyze and then click on interfaces.
- 3-Next choose the appropriate interface and click on start.
- 4 - After 10minutes stop the packet sniffing by going to the capture menu and clicking on Stop.
- 5- Next set the filter to http.cookie contains “datr” at top left, This filter will search for all the httpcookies with the name datr, And datr as we know is the name of the facebook authentication cookie.
- 6- Next right click on it and goto Copy - Bytes - Printable Text only.
- 7- Next you’ll want to open up firefox. You’ll need both Greasemonkey and thecookieinjector script. Now open up Facebook.com and make sure that you are not logged in.
- 8- Press Alt C to bring up the cookie injector, Simply paste in the cookie value into it.
- 4 - After 10minutes stop the packet sniffing by going to the capture menu and clicking on Stop.
- 5- Next set the filter to http.cookie contains “datr” at top left, This filter will search for all the httpcookies with the name datr, And datr as we know is the name of the facebook authentication cookie.
- 6- Next right click on it and goto Copy - Bytes - Printable Text only.
- 7- Next you’ll want to open up firefox. You’ll need both Greasemonkey and thecookieinjector script. Now open up Facebook.com and make sure that you are not logged in.
- 8- Press Alt C to bring up the cookie injector, Simply paste in the cookie value into it.
