Oct 29, 2018

Axios Pro Rata

Bleary-eyed greetings from just outside the City of Champions, where we're raising a generation of spoiled, parade-glazed children. Big thanks to Kia for filling in last Friday. Here we go...

Top of the Morning

Synthetic genetics company Twist Bioscience expects to go public this week, after raising around $280 million in venture capital funding. But biotech giant Agilent, which previously employed Twist co-founder and CEO Emily Leproust, is seeking to make the IPO more difficult.

  • The two companies have been locked in litigation since early 2016, with Agilent claiming that Leproust stole trade secrets and improperly poached Agilent employees.
  • Twist has vigorously defended itself, insisting that its technology includes a key difference (namely the inclusion of silicone), and calling Agilent's lawsuit a baseless effort to β€œstifle innovation and competition."

Axios has learned that Agilent today plans to send a letter to the SEC, accusing Twist of making several false and misleading statements in its IPO filing documents. It also will ask the SEC to require Twist to make revisions.

  • Twist did file an amended S-1 document early this morning, but it did not seem to address any of Agilent's pending claims. For example, Twist says that Leproust co-founded and became CEO of the company in April 2013, but Agilent says that she acknowledged under oath to doing both more than a year earlier, while still employed at Agilent.

Bottom line: Twist has argued that Agilent is trying to disrupt its business. Agilent, by sending this letter just days before a scheduled IPO, is doing nothing to disabuse that notion β€” and holds more cards, given that there is no way for Twist to prove its case prior to pricing.

β€’ Grab this morning announced a $200 million strategic investment from Booking Holdings, which most people still know as Priceline. Some quick notes, based on my Money 20/20 interview last week of Grab Financial execs Reuben Lai and Jason Thompson:

  • For those who don't know, Grab is much more than just Southeast Asia's dominant ride-hail company. It's also become a non-bank financial powerhouse, particularly via a payment platform (Grab Pay) that works with thousands of third-party merchants (and now even more, based on a partnership it just announced with Mastercard). It also has gotten into the small business loan business.
  • Lai argues that finance is a bigger potential market for Grab than is ride-hail, given the large number of unbanked and underbanked people in Southeast Asia. But there are not currently any plans to spin off the unit. Also no plans to expand into other geographic markets, such as China.
  • He also said that Alibaba never invested in Grab, contrary to many media reports from earlier this year.
  • Thompson was poached in late 2016 from Euronet to lead GrabPay, but now is officially CEO of an Indonesia-based digital wallet company called OVO. There is a strategic relationship between Grab and OVO, but both Lai and Thompson got a bit cagey when pressed for specifics.
  • Speaking of Indonesia: Grab rival Go-Jek has secured around $1.2 billion at a valuation north of $9 billion, from existing backers like Google, Tencent and JD.com, per The Information. The round is not yet closed.

πŸ₯— Fast-casual restaurant chain Sweetgreen is raising around $200 million in a new, Fidelity-led funding round that would value it above $1 billion, per CNBC.

  • SoftBank at one point had been in talks to lead the round, according to multiple sources.
  • But SoftBank may still get into Sweetgreen, albeit indirectly. The final round may include an investment from WeWork, which would deepen an existing strategic partnership.

Source: Giphy

IBM (NYSE: IBM) agreed to buy Linux specialist Red Hat (NYSE: RHT) for around $34 billion in cash, not including debt, or $190 per share (63% premium over Friday's closing price).

  • Why it's the BFD: Because it's the largest acquisition ever of a software company. Plus, it's part of a 2018 trend of paying up for open-source, as free is the new expensive. Prior examples include Microsoft/GitHub, Salesforce/MuleSoft and the Cloudera/HortonWorks merger.
  • Bottom line: "IBM has been shifting away from mainframes and servers to selling software and services that bring recurring revenue. Red Hat, which charges corporate clients for custom-built Linux offerings, fits into that strategy." β€” Kim Hart, Axios
Venture Capital Deals

πŸš‘ XtalPi, a U.S.-China biotech startup that leverages AI for drug development, raised $46 million in new Series B funding. China Life Healthcare Fund led, and was joined by SIG and Yael Capital. http://axios.link/XKs1

β€’ Waterline Data, a Mountain View-based data cataloging company, raised $14.5 million in Series C funding. Menlo Ventures led, and was joined by Jackson Square Ventures, Partech Ventures and Infosys. www.waterlinedata.com

β€’ AnyMind, a Singapore-based AI platform for online marketing and HR, raised $13.4 million in Series B funding. Line led, and was joined by Mirai Creation Fund and return backers JAFCO and Dream Incubator. http://axios.link/MkRq

β€’ Zentail, a Columbia, Md.-based provider of e-commerce automation software, raised $5 million in Series A funding led by Initialized Capital. www.zentail.com

Private Equity Deals

β€’ Altas Partners agreed to buy Tecta America, a Rosemont, Ill.-based provider of commercial roofing services, from ONCAP. www.tectaamerica.com

β€’ Artemis Capital Partners bought Superior Technical Ceramics, a St. Albans, Vt.-based maker of technical ceramics. www.ceramics.net

β€’ Covercraft Industries, a Pauls Valley, Okla.-based portfolio company of Century Park Capital Partners, acquired Carver Industries, a Landrum S.C.-based maker of protective covers for the marine industry. www.carvercovers.com

β€’ Driven Performance Brands, an acquisition platform backed by Sentinel Capital Partners, has acquired Holley Performance Products, a Bowling Green, Ky.-based maker of branded performance products for automotive enthusiasts, from Lincolnshire Management. www.holley.com

πŸš‘ EQT Partners offered to buy Swedish drugmaker Karo Pharma (Oslo: KARO) for around $654 million (25.3% premium to Friday’s closing value). http://axios.link/iX2O

β€’ Navitas (ASX: NVT), an Australian adult education company, rejected a A$1.97 billion takeover offer from BGH Capital and company founder Rod Jones. http://axios.link/DgIK

β€’ Permira completed its acquisition of Cisco’s (Nasdaq: CSCO) service provider video software solutions group, which it renamed Synamedia.

πŸ’˜ ProSiebenSat.1 Media agreed to buy eHarmony, the Santa Monica, Calif.-based online dating company, in the first deal of its e-commerce joint venture with General Atlantic. Sellers include Sequoia Capital, which last invested in 2004. A source says there was not a formal sale process (i.e., eHarmony wasn't officially on the block), and that the joint venture had initially identified dating as a target market. http://axios.link/hf5f

β€’ Wheel Pros, a Lakewood, Colo.-based portfolio company of Clearlake Capital, acquired ReadyLift, a Henderson, Nev.-based maker of suspension, lift, and leveling kits. www.readylift.com

Public Offerings

β€’ Eight companies expect to price IPOs on U.S. exchanges this week: Alzheon, Axonics Modulation, BankFlorida, Eton Pharma, Orchard Therapeutics, Tiziana Life Sciences, Twist Bioscience and YayYo. http://axios.link/Mpwt

β€’ Joe & the Juice, a Copenhagen-based juice bar chain owned by General Atlantic and Valedo Partners, is working toward a 2019 U.S. IPO, per Bloomberg. http://axios.link/vTuH

β€’ Roark Capital has spoken with banks about a first-half 2019 IPO for Focus Brands, the franchisor of such food chains as Carvel, Auntie Anne’s and Cinnabon, per Bloomberg. http://axios.link/xSJs

β€’ Zoom, a San Jose, Calif.-based video conferencing company, picked Morgan Stanley to lead an IPO that could come next year, per Reuters. The company has raised around $160 million in VC funding, most recently at a $1 billion post-money valuation, from firms like Sequoia Capital, AME Cloud Ventures, Emergence Capital Partners and Qualcomm Ventures. http://axios.link/a3NE

Liquidity Events

β€’ Aquiline Capital Partners agreed to sell ENGS, an Itasca, N.Y.-based commercial finance company, to Mitsubishi UFJ Lease & Finance Co. www.engsfinance.com

πŸš‘ NeoGenomics (Nasdaq: NEO) agreed to buy Genoptix, a Carlsbad, Calif.-based provider of oncology diagnostics and informatics, for around $139 million in cash and stock from an investor group that includes Ampersand Capital Partners and 1315 Capital. http://axios.link/Aftv

β€’ Providence Equity Partners agreed to sell credit arm Benefit Street Partners to Franklin Resources (NYSE: BEN) for $683 million in cash. http://axios.link/RqAy

More M&A

β€’ ArcelorMittal (Amsterdam: MT) and Nippon Steel (Tokyo: 5401) have been named as preferred joint bidders for the assets of bankrupt Essar Steel India. http://axios.link/nbbV

β€’ Atlantia (Milan: ATL) and ACS (Madrid: ACS) completed their €16.5 billion takeover of Spanish toll road operator Abertis. http://axios.link/jeNh

β€’ Deutsche Bank terminated an agreement to sell its Mexico assets to local bank Accendo Banco. http://axios.link/EtLh

πŸ›΄ Grin, a Mexican e-scooter share startup that just raised $45 million in new VC funding, agreed to merge with Brazilian peer Ride. http://axios.link/1PGr

πŸš‘ Eli Lilly (NYSE: LLY) is investing $100 million into Dicerna Pharmaceuticals (Nasdaq: DRNA), as part of a licensing deal focused on gene-silencing technology. http://axios.link/o6cr

β€’ Wanda Group is seeking a partial sale of Legendary Pictures, the Hollywood film studio it bought in early 2016 for $3.5 billion, per Reuters. http://axios.link/lR0N


πŸš‘ ARCH Venture Partners is raising $600 million for its tenth fund, per an SEC filing. www.archventure.com

β€’ L Catterton is raising $625 million for its fourth growth equity fund, per an SEC filing. www.lcatterton.com

β€’ Insight Capital, a Chinese VC firm focused on healthcare, raised $72 million for its third fund. http://axios.link/sMXO

It's Personnel

β€’ Johnna Lesch is joining DFJ as chief financial officer. She previously was VP of finance at Lightspeed Venture Partners, and succeeds Mark Greenstein, who is retiring after nearly 20 years in the role. www.dfj.com

Final Numbers
Expand chart
Data: FactSet; Chart: Chris Canipe/Axios

Axios' Felix Salmon on Puerto Rico's bond bounceback:

Very few people are happy about this development, beyond the distressed-debt specialists who own the bonds.
The back-of-the-envelope math is simple: If Puerto Rico has $70 billion in debt, and it gets paid off at (say) 71 cents on the dollar, that's $50 billion being sent off the island at precisely the moment that the Puerto Rican economy needs all the financial help it can get.

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