Messages to Kevin Systrom on Instagram

Mark Zuckerberg

On the thread about Instagram joining Facebook, I'm really excited about what we can do to grow Instagram as an independent brand and product¹ (Fact note 1)Fact · 1With hindsightIn Facebook’s announcement of 9 April 2012, Zuckerberg wrote: “That’s why we’re committed to building and growing Instagram independently.” In November 2025 the court that heard the FTC’s case found that “Instagram today looks a lot like Facebook”, with a Feed, Stories, Reels and private messages. Instagram stayed a separate app and brand; the product converged.SourcesMeta NewsroomFacebook to Acquire Instagram9 Apr 2012US District Court for DC (CourtListener)FTC v. Meta Platforms, Memorandum Opinion18 Nov 2025 while also having you take on a major leadership role within Facebook that spans all of our photos products, including mobile photos, desktop photos, private photo sharing and photo searching and browsing. This would be a role where we'd be working closely together and you'd have a lot of space to shape the way that the vast majority of the workd's photos are shared and accessed.

We have ~300m photos added daily with tens of billions already in the system. We have almost 100m mobile photos a day as well and it's growing really quickly² (Fact note 2)Fact · 2Known at the timeThe messages claim Facebook had about 300 million photos added a day and almost 100 million mobile photos a day. We have not found an independent source for either figure. They are Zuckerberg’s own numbers, offered to show Systrom what Facebook’s infrastructure could do for him.Sourcesriramk.com (copy of the House Judiciary production)Facebook_Redactions.pdfJul 2020 -- and that's without us releasing and promoting our mobile photos product yet. We also have a lot of our infrastructure built p around storing and serving photos, querying them, etc which we can do some amazing things with. Overall I'm really excited about what you'd be able to do with this and what we could do together.

[ … ] Not shown: A suggested meeting, then Open Graph and Wikipedia as a model.

I actually think you guys are in a similar position with us. By pushing a lot of data into OG, you get distribution but you remain the engine that produces Instagram photos, which will become more powerful over time. From this perspective you may wonder why Facebook is happy with the arrangement, and the answer is that we're playing a meta-game. Rather than being the engine that produces photos or any specific kind of content, our goal is to be the engine (or platform) that helps produce other engines (or apps) that produce content.³ (Editorial note 3)Editorial · 3Known at the timeThe pitch casts Facebook as a platform that wants other apps to thrive, so sending photos to Facebook should cost Instagram nothing. Systrom accepted the logic and named its weak point in his reply: a platform that builds its own app in the same category is not neutral. Zuckerberg’s next message confirms that Facebook was “developing our own photos strategy”.Sourcesriramk.com (copy of the House Judiciary production)Facebook_Redactions.pdfJul 2020 That's the only way we'll ever scale to helping people share every kind of thing they want.

[ … ] Not shown: Systrom replies on 19 and 20 March: Instagram wants independence for now.

Kevin Systrom20 March

At the same time, I think your point around being the meta-engine makes total sense. I agree that FB should be really happy when engines like us come along and plug in. I guess I wouldn't feel nearly as strongly if independently you weren't building a mobile photos app that makes people choose which engine to use.⁴ (Fact note 4)Fact · 4With hindsightThe House majority staff report quotes Systrom as saying he “wouldn’t feel nearly as strongly [about the acquisition] if independently you weren’t building a mobile photos app that makes people choose which engine to use.” The bracketed words are the report’s. In the production the sentence comes after the “***” break in Systrom’s note, in the part about Open Graph and how many Instagram photos to send to Facebook.SourcesHouse Judiciary Committee (GovInfo)Investigation of Competition in Digital Markets: Majority Staff Report and RecommendationsJul 2022sriramk.com (copy of the House Judiciary production)Facebook_Redactions.pdfJul 2020

[ … ] Not shown: The rest of Systrom's note; Zuckerberg replies on 20 March.

Mark Zuckerberg20 March

On acquisition, everything you're saying seems reasonable, but it's a pretty unfulfilling conclusion for me since it doesn't feel like you've explored it fully. The process began with you asking if we'd do this at $500m, but then you didn't want to end up doing it at that valuation. I am curious to know at what valuation you would do this, and then I can just let you know whether we'd do that.⁵ (Editorial note 5)Editorial · 5Known at the timeZuckerberg will not bid against himself. Systrom had asked whether Facebook would pay $500m and then backed away, so Zuckerberg asks Systrom to name a price and promises only a yes or no. On 22 March he repeats it: “it doesn't make sense for me to put another offer on the table before you provide more guidance on what you'd accept.”Sourcesriramk.com (copy of the House Judiciary production)Facebook_Redactions.pdfJul 2020 I get that you're not primarily doing this for money, but there usually is some continuum here and given the time we've put into this so far I do think it would be worth it to be honest about where that is.

Related, you reference flexibility and things you'd like to do independently that you couldn't do at Facebook. I'm curious what you think you couldn't do at Facebook, given that what I offered was for you to keep building out Instagram as a separate product and brand. I actually think you'll be able to do all the same things with Instagram at Facebook plus you'll have more distribution firepower behind you, so there will be a bigger chance anything you do takes off.⁶ (Fact note 6)Fact · 6With hindsightThe House majority staff report says Instagram had 30.2 million users by 31 March 2012 and 100 million by the time the deal closed in August 2012, and that its own projections showed its growth “would not be significantly affected by the transaction”. The report calls Facebook’s support of Instagram’s growth after the deal “overstated”. At a 2020 House hearing Zuckerberg said Facebook had “invested heavily in building up the infrastructure and promoting it”.SourceHouse Judiciary Committee (GovInfo)Investigation of Competition in Digital Markets: Majority Staff Report and RecommendationsJul 2022 So I'm curious to hear what your concerns are here.

A final sub-point on this is that if you choose to stay independent, it's really important to me that this doesn't become a public story about how you guys turned us down to go do something independently. That just isn't a positive story. I know it won't leak from my team so I'd ask that you make sure it doesn't leak from yours either.

[ … ] Not shown: How Open Graph syncing would work, and the 15% figure.

At some point soon, you'll need to figure out how you actually want to work with us. This can be an acquisition, through a close relationship with Open Graph, through an arms length relationship using our traditional APIs, or perhaps not at all. I'm willing to put effort into whichever approach you'd like to take, but you should be clear and honest with me about what you'd like to do so I don't waste time working on things you're not interested in. Of course, at the same time we're developing our own photos strategy⁷ (Fact note 7)Fact · 7With hindsightOn 24 May 2012 Facebook introduced Camera, “a new mobile app that makes using Facebook photos faster and easier”, with tools to “crop, rotate and add filters to any picture in your camera roll”.SourceMeta NewsroomIntroducing Facebook Camera24 May 2012, so how we engage now will also determine how much we're partners vs competitors down the line⁸ (Fact note 8)Fact · 8With hindsightThe House majority staff report quoted this sentence, as “will determine” without “also”, when it said Zuckerberg “suggested that refusing to enter into a partnership with Facebook, including an acquisition, would have consequences for Instagram”. The FTC’s 2020 complaint alleged that Facebook chose to buy Instagram rather than compete with it. On 18 November 2025 the court ruled for Meta on a different question: “Whether or not Meta enjoyed monopoly power in the past, though, the agency must show that it continues to hold such power now”, and it found the FTC had not done so.SourcesHouse Judiciary Committee (GovInfo)Investigation of Competition in Digital Markets: Majority Staff Report and RecommendationsJul 2022Federal Trade Commission (Internet Archive copy)FTC Sues Facebook for Illegal Monopolization9 Dec 2020US District Court for DC (CourtListener)FTC v. Meta Platforms, Memorandum Opinion18 Nov 2025 -- and I'd like to make sure we decide that thoughtfully as well.

[ … ] Not shown: A leak, calls, and meetings at Zuckerberg's home, 20 March to 5 April.

Mark Zuckerberg5 April

Also, just to be clear so I don't waste your time here, I can't get to $2 billion.⁹ (Fact note 9)Fact · 9With hindsightSystrom replied that “2 was my yes absolutely number”. On 9 April 2012 Facebook announced a total consideration of “approximately $1 billion in a combination of cash and shares of Facebook”. The House majority staff report puts the value at signing at about $300 million in cash and roughly $700 million in shares, and, after Facebook’s value changed following its IPO, the final value at about $300 million in cash and $460 million in stock.Sourcessriramk.com (copy of the House Judiciary production)Facebook_Redactions.pdfJul 2020Meta NewsroomFacebook to Acquire Instagram9 Apr 2012House Judiciary Committee (GovInfo)Investigation of Competition in Digital Markets: Majority Staff Report and RecommendationsJul 2022 But if you're open to doing something in the range and structure we discussed last night, with an earn-out, valuing Facebook aggressively, etc, then I'm optimistic we can do something -- especially since we both seem to want to work together. If that's not worth discussing for you, then I totally understand though.

[ … ] Not shown: Systrom replies and comes over; he joins a call with his side.

Mark Zuckerberg5 April

Okay, let me know when you're done.

This doesn't have to be so long. Just tell them you want to do this and they'll let you!

[ … ] Not shown: Vesting terms, a term sheet and final talks, 6 to 9 April.

Mark Zuckerberg9 April

Posted. Congrats!