Facebook filed to raise $5 billion in the largest Internet IPO on record. The planned IPO dwarfs Google's 2004 offering and tests whether social-networking providers deserve market values that rival such established companies as McDonald's and Caterpillar.
The Menlo Park, Calif.-based company is considering a valuation of $75 billion to $100 billion, people with knowledge of the matter said.
Morgan Stanley was named as the lead underwriter on the IPO, while Facebook reported a 24-fold increase in sales over the past four years to $3.71 billion in 2011.
Facebook didn't specify the number or price of shares it will offer, and the $5 billion amount is a placeholder used to calculate fees and might change.
The SEC's public website suffered a slowdown Wednesday as traffic surged, forcing the agency to bring on additional capacity, according to spokesman John Nester.
A $100 billion market capitalization would value Facebook at 26.9 times trailing 12-month sales, more than double Google's valuation when the search engine operator went public in 2004. Facebook recruited COO Sheryl Sandberg, a former Google executive, in 2008 to help expand the company globally.
The stock would trade under the symbol FB on either the Nasdaq or the New York Stock Exchange. The company plans to use the proceeds for working capital and other general corporate purposes.
In addition to Morgan Stanley, Facebook hired J.P. Morgan Chase, Goldman Sachs Group, Bank of America, Barclays and Allen & Co. to manage the IPO.
Co-founded in 2004 by Mark Zuckerberg, now 27, Facebook has grown into the world's dominant social-networking site, squelching competitors such as MySpace with its more than 800 million users.
Mr. Zuckerberg is the company's top holder with 28.4% of the shares, the filing shows. At the $100 billion market value, his stake would be worth $28.4 billion, making him richer than Google's co-founders and almost on par with Oracle Corp. founder Larry Ellison.