Axios Pro Rata

September 23, 2020
🕒 Situational awareness: Oracle chairman Larry Ellison was scheduled to sit for a Fox Business interview this morning with Maria Bartiromo, ostensibly to bend President Trump's ear on the TikTok deal. Then he canceled.
- China Daily, a state newspaper of the Chinese Communist Party, today said in an editorial that the current TikTok deal is "a dirty and underhanded trick."
🎧 Axios Re:Cap digs into the business of immigrant detention facilities. Listen via Apple, Spotify, or Axios.
Top of the Morning
Illustration: Annelise Capossela/Axios
The blank-check boom of 2020 is sapping the 2021 IPO market of prospective issuers.
Driving the news: SPAC godfather Alec Gores this morning announced the market's largest-ever deal, with Gores Holdings IV (Nasdaq: GHIV) agreeing to buy wholesale mortgage lender UWM at an enterprise value of approximately $16.1 billon.
What they're saying: Mat Ishbia, president and CEO of UWM, tells Axios that his company began preparing to go public about a year ago, and over time began to find the SPAC process "more efficient" than the IPO process.
- "We first met with Alec and [Gores Group's] Mark Stone in March or April, and they made the decision easy," he says. "You only go public once and [we] want to ride shotgun with someone who's done it before."
- Gores Group was formed as a buyout firm in 1987, but took Hostess Brands public via a SPAC in 2016. Since then it's raised several more, including the one buying UWM and another that last month raised $474 million.
The big picture: Several other companies that have agreed to SPAC deals this year would have otherwise attempted IPOs in 2021. Examples include DraftKings, Desktop Metal, and Opendoor.
- One SPAC banker estimates that around half of the year's 42 announced deals are for 2021 IPO candidates.
- There are currently 138 SPACs actively seeking targets, and another 49 that have filed to go public, per SPAC Research.
- "SPACs are seductive, because they offer the benefits of going public without all the hassles of IPOs," explains an IPO adviser. "You basically trade off more dilution for speed, price certainty, and not having to interface much with Wall Street bankers."
One big question is at what point might new SPAC formation outpace attractive targets, particularly as IPOs themselves are becoming more flexible (direct listings, hybrid listings, etc.).
- Some sources also speculate that the SPAC formation boom is driven, at least in part, by pandemic-driven difficulties in traditional fundraising. Unclear on what happens if business travel were to return to normal, or if this is a "toothpaste out of the tube" situation.
🎧 Coming attractions: Reid Hoffman and Mark Pincus, who recently raised $600 million for a SPAC called Reinvent Technology Partners, will join today's "Axios Re:Cap" podcast.
The BFD
Illustration: Sarah Grillo/Axios
GoodRx, a price comparison app for prescription drugs at local pharmacies, raised $1.14 billion in its IPO. The Santa Monica, Calif.-based company priced at $33 per share (above $24-$28 range), for an initial market cap of nearly $12.7 billion.
- Why it's the BFD: Tech IPOs have been coming fast and furious, but this the rare case in which the issuer isn't losing money. GoodRx has reported annual profits since at least 2016, plus around $55 million of net income on $257 million in revenue for the first half of 2020.
- Details: GoodRx will list on the Nasdaq (GDRX), used Morgan Stanley as lead underwriter. Shareholders include Silver Lake (which is buying an extra $100 million concurrent to the IPO), Francisco Partners, and Spectrum Equity. Two company co-founders, Douglas Hirsch and Trevor Bezdek, owned less than 2% of GoodRx heading into the IPO, but recently received an equity grant valued at upwards of $812 million (at the IPO price).
- The bottom line: "GoodRx is a stark reminder that our health care system is so pitifully dysfunctional, there’s money to be made in doing what our elected officials are unwilling, or unable, to accomplish... helping consumers not get fleeced by the drug industry." — David Lazarus, LA Times
Venture Capital Deals
• Mirakl, a French marketplace platform for e-commerce sites, raised $300 million at a $1.5 billion valuation. Permira led, and was joined by return backers 83North, Bain Capital Ventures, Elaia Partners, and Felix Capital. http://axios.link/sIaH
• Salsify, a Boston-based commerce experience platform for brands, raised $155 million in Series E funding led by Warburg Pincus. http://axios.link/PuHB
• Beyond Limits, a Los Angeles-based industrial AI company, raised $113 million in Series C funding (total round expected to be $133m). Group 42 led, and was joined by BP Ventures. http://axios.link/Hgeo
🚑 Willow, a Mountain View, Calif.-based maker of wearable breast pumps, raised $55 million in Series C funding. NEA and Meritech Capital Partners co-led, and were joined by Lightstone Ventures and Perceptive Advisors. http://axios.link/sEE4
• Uncapped, a provider of “revenue-based” financing to European startups, raised $26 million. Mouro Capital led, and was joined by Iron Ventures and return backers Global Founders Capital, Seedcamp, and White Star Capital. http://axios.link/lEH9
• Freeletics, a Germany-based fitness coaching app, raised $25 million in Series B funding. Jazz Venture Partners and Causeway Media Partners co-led, and were joined by KKCG. http://axios.link/radY
• Servify, an Indian device lifecycle management startup, raised $23 million in Series C funding. Iron Pillar led, and was joined by return backers Blume Ventures, Beenext, and Tetrao SPF. http://axios.link/kbBH
• SigmaSense, an Austin, Texas-based developer of touch screen performance tech, raised $22 million in Series A funding. Foxconn led, and was joined by Corning, E Ink, GIS, and MRI. www.sigmasense.com
• IRL, a San Francisco-based event discovery startup, raised $16 million in Series B funding. Goodwater Capital led, and was joined by Founders Fund, Floodgate, and Raine Ventures. http://axios.link/uL0G
• Quanto, a Brazilian startup that helps retailers access financial information and services, raised $15 million from Bradesco and Itaú Unibanco. http://axios.link/I9ho
• EasySend, an Israeli no-code platform for regulated industries like insurance, raised $11 million in Series A funding. Hanaco led, and was joined by Intel Capital. http://axios.link/G8pQ
• RoadRunner Recycling, a Pittsburgh-based provider of waste management and recycling solutions, raised $10 million in Series C funding from Avery Dennison and Valo Ventures. www.roadrunnerwm.com
🧻 Cloud Paper, a Seattle-based developer of tree-free toilet paper, raised $3 million in seed funding from backers like Greycroft, Sound Ventures, Robert Downey Jr., Mark Cuban, and Gwyneth Paltrow. http://axios.link/fl9n
• Point Predictive, a San Diego-based provider of machine learning solutions to lenders, raised an undisclosed amount of Series B funding. Napier Park Financial Partners led, and was joined by return backer Mosaik Partners. www.pointpredictive.com
Private Equity Deals
🚑 The Blackstone Group is nearing an agreement to buy Precision Medicine Group, a Bethesda, Md.-based provider of clinical trial and commercialization services, for around $2.3 billion, per Bloomberg. Sellers would include Berkshire Partners, TPG Growth, J.H. Whitney, Vida Ventures, and Oak Investment Partners. http://axios.link/BhdX
• Elliott Management and Veritas Capital made a joint buyout bid for Cubic Corp. (NYSE: CUB) at a premium to Tuesday’s closing market cap of $1.7 billion, per Reuters. Cubic, a San Diego-based company that develops payment system for subways and defense industry tech, recently adopted a poison pill after Elliott disclosed a 15% equity stake. http://axios.link/b3WQ
• Gridiron Capital acquired AML RightSource, a Cleveland-based outsourced provider of anti-money laundering and financial crime compliance software, from Clarion Capital for $426.5 million. http://axios.link/XzGj
• KKR agreed to buy 1-800 Contacts, a Draper, Utah-based contact lens retailer, from AEA Investors. No financial terms were disclosed, but a source confirms to Axios that the price-tag was north of $3 billion. http://axios.link/LcmM
• KKR agreed to invest $754 million for a 1.28% stake in Indian retail group Reliance Retail. http://axios.link/Rgn9
🚑 Odyssey Investment Partners agreed to buy ProPharma, an Overland Park, Kan.-based provider of compliance-related pharma services, from Linden Capital Partners. PE Hub puts the price north of $500 million. http://axios.link/TGWn
• Platinum Equity and Centerbridge Partners each said they’ve pulled out of the buyout process for British roadside recovery company AA (LSE: AAAA). It’s unclear if a third early suitor, Warburg Pincus, remains involved. http://axios.link/974v
🚑 Thomas H. Lee Partners and Frazier Healthcare Partners acquired Adare Pharma, a Lawrence Township, N.J.-based specialty contract development and manufacturing organization, from TPG Capital. www.adarepharma.com
Public Offerings
☀️ Array Technologies, an Albuquerque, N.M.-based maker of ground-mounting systems for solar energy projects, filed for a $100 million IPO. It plans to list on the Nasdaq (ARRY) with Goldman Sachs as lead underwriter, and reports $76 million of net income on $553 million in revenue for the first half of 2020. Backers include Oaktree Capital. http://axios.link/tBJn
• Bentley Systems, an Exton, Penn.-based provider of construction and infrastructure project software, raised $237 million in its IPO. The company priced 10.8 million shares at $22 (above upwardly revised range), for an initial market cap of $5.75 billion. It will list on the Nasdaq (BSY) with Goldman Sachs as lead underwriter and reports $69 million of net income on $679 million in revenue for the first half of 2020. Shareholders include Siemens. http://axios.link/D7Ux
• Boqii, a Chinese online pet supplies retailer, set IPO terms to 7 million shares at $10-$12. It would have a fully diluted market value of nearly $1 billion, were it to price in the middle, and plans to list on the NYSE (BQ) with Roth Capital as lead underwriter. The company reports a $220 million net loss on $804 million in revenue for the year ending March 31, 2020. Shareholders include China Merchants Bank and Goldman Sachs. http://axios.link/f8iZ
• Corsair Gaming, a Fremont, Calif.-based gaming hardware maker owned by EagleTree Capital, raised $238 million in its IPO. It priced 14 million shares at $17 (middle of range), for a fully-diluted market value of $1.7 billion. Corsair will list on the Nasdaq (CRSR) with Goldman Sachs as lead underwriter, and reports $24 million of net income on $684 million in revenue for the first half of 2020. http://axios.link/WHik
• Laird Superfood, a Sisters, Ore.-based maker of plant-based “superfoods,” raised $58 million in its IPO. The company priced 2.7 million shares at $22 (high end of upwardly revised range), for a fully diluted market value of $192 million. It will list on the NYSE American (LSF) with Canaccord Genuity and Craig-Hallum Capital Group as lead underwriters, and recently raised $10 million from Danone Manifesto Ventures. http://axios.link/z5x3
SPAC Stuff
⛽ ArcLight Clean Transition Corp., a renewable energy-focused SPAC formed by ArcLight Capital Partners, raised $250 million in a downsized IPO. http://axios.link/vCsh
• Aspirational Consumer Lifestyle Corp., a lifestyle business-focused SPAC formed by executives at LVMH and L Catterton, raised $225 million in its IPO. http://axios.link/NW1T
• Churchill Capital Corp V, the latest SPAC led by Michael Klein, filed for a $300 million IPO. One of Klein’s earlier efforts agreed to buy Multiplan, which at the time was the largest-ever SPAC deal. http://axios.link/RLf5
Liquidity Events
• Aaptiv, a New York-based digital fitness content company, is seeking a buyer, per Bloomberg. It’s raised around $75 million from firms like Insight Partners, Disney, Warner Music Group, Bose, Amazon Alexa Fund, NWS Holdings, and 14W. http://axios.link/ep65
• Flexpoint Ford hired Jefferies to find a buyer for Dash Financial, a New York-based provider of analytics tools for options and equities trading, per Barron’s. The company could fetch between $700 million and $1 billion. http://axios.link/kESw
• RedBird Capital Partners agreed to sell N3, an Atlanta-based sales and demand generation firm, to Accenture (NYSE: ACN). http://axios.link/ZMpL
• Snyk, a London-based provider of cybersecurity analysis tools, acquired DeepCode, a Swiss provider of real-time semantic code analysis. Snyk recently raised $200 million in new funding led by Addition at a valuation north of $2.6 billion, while DeepCode had been seeded by firms like Earlybird VC. www.snyk.io
More M&A
• 3M (NYSE: MMM) is seeking a buyer for its food safety business, which could fetch $3.5 billion, per Bloomberg. http://axios.link/PG7k
• Cellnex (Milan: CLNX) is nearing a deal to buy Metrocall, a provider of mobile telecom services in the Madrid subway system, per Expansion. http://axios.link/uLuP
• Unicredit (Milan: CRDI) is seeking buyers for its German leasing and local real estate investment units, per Reuters. http://axios.link/IsO8
• Yandex (Nasdaq: YNDX) is in talks to buy online bank Tinkoff from Russia’s TCS Group for around $5.5 billion, per Reuters. http://axios.link/X9Oa
Fundraising
🚑 Longitude Capital, a health care-focused VC firm, raised $585 million for its fourth fund. www.longitudecapital.com
🚑 Pureos Bioventures, a Swiss biotech VC firm, raised $170 million for its debut fund. http://axios.link/PdwF
• Shine Capital, a new VC firm led by Mo Koyfman (ex-Spark Capital) and Josh Mohrer (ex-Uber, Tusk Ventures), is raising $118 million for its debut fund, per SEC filings.
It's Personnel
• Morgan Beller, co-creator of the Libra digital currency, joined VC firm NFX as a general partner. http://axios.link/V3CA
🚑 Richard Eglen, former head of Corning’s life sciences unit, joined Arsenal Capital Partners as a senior advisor to its health care team. www.arsenalcapital.com
• Pete Speranza joined food-focused venture firm Unovis as a venture partner. He previously was at 301 INC. www.unovis.vc
• David Spitz, CEO of ChannelAdvisor, joined Susquehanna Growth Equity as a senior advisor. www.sgep.com
• Thomas H. Lee Partners promoted Jesse Searby to managing director, per his LinkedIn page. www.thl.com
• Anthony Walker joined Austin, Texas-based Next Coast Ventures as a principal. He previously was a VP of global investment research at Goldman Sachs. www.nextcoastventures.com
Final Numbers


- Go deeper: Why high-wage jobs aren't returning
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