This article originally appeared in the Feb. 2011 issue of INTERNET TELEPHONY Magazine.

Facebook (News - Alert) has done a deal with Goldman Sachs to set up a special purpose vehicle, or SPV, which will allow the company to get around the limitation on the number of investors it can have. Currently limited to 499, Goldman Sachs will work with the world’s leading social network to get around this limitation and allow Goldman’s high net worth investors to get a piece of the company before it is publicly traded.

It is rumored that 2012 is the year Facebook is considering going public and at its ever-expanding valuation it seems virtually impossible that any company would be big enough to acquire it. Some reports indicate that the latest Goldman Sachs deal could put added pressure on Facebook to have an IPO, though top executives at Facebook appear reluctant to take the company public.

As reported by Ed Silverstein, a TMCnet contributor, Goldman Sachs – which is leading a new round with a $450 million investment in Facebook –  may be raising the eyebrows of regulators and other concerned parties related to the above-mentioned SPV that The Huffington Post (News - Alert) says could bring Goldman Sachs as much as $1.5 billion from investors.

Silverstein’s piece goes on to note that under U.S. Securities and Exchange Commission requirements, companies with 499 investors or more have to disclose their financial results, yet it appears Goldman Sachs will be claiming it is just one investor for this vehicle, even though thousands of its clients may try to take part in the arrangement.

Indeed, as a result the commission may not look favorably on this deal. Moreover, the SEC (News - Alert) already is looking at the secondary investment market for a slew of web companies – coincidently, many in the social media space.

As also noted in the TMCnet story, James Angel, a Georgetown University business professor, has been quoted saying that the deal could be scrutinized by regulators and they will likely try to pinpoint its purpose. The same story indicated Goldman Sach clients need to have a net worth of at least $10 million to participate and also will have to pay fees as part of the investment.

The deal now values Facebook at $50 billion, and this transaction means an earlier investment from Russian investment firm Digital Sky Technologies (which along with Goldman invested in this round) has gone up five-fold in value. One wonders if indeed we are witnessing a new bubble in tech valuations as I discussed a while back, or whether, as some think, the entry of Wall Street into the game signals we are much earlier in the valuation curve.

One thing is for sure – with the challenges at MySpace (News - Alert) including rumored layoffs, now seems like the best time for Facebook to do a deal like this.

The company will use the money it has raised to keep hiring top talent and for acquisitions. I also believe it is logical for the company to start an app store and try to generate revenue from paid apps and service sales. This seems like a no brainer considering Apple may see $2 billion in gross revenue from app sales in 2011.

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One wonders if indeed we are witnessing a new bubble in tech valuations as I discussed a while back, or whether, as some think, the entry of Wall Street into the game signals we are much earlier in the valuation curve.