Mar 15, 2017

Axios Pro Rata

By Dan Primack
Dan Primack

Slightly different newsletter structure this morning. Hope you don't mind. Also, remember that you can drop me tips by replying to this email or, if you want to be anonymous, by using Plus, I'm on Confide, Signal, etc. (857-472-3072).

The return of Parker Conrad

Yesterday's most notable VC deal news came from Rippling, a SaaS startup focused on employee on-boarding and off-boarding (the "ripples" of an employee lifecycle).

The hubbub wasn't over deal size (around $7m), the company's product (it's intuitive and addresses a real corporate pain point), its competitive positioning (IPO candidate Okta can't be pleased), nor even the speed with which the money was raised (two weeks). Instead, it was that Rippling is led by Parker Conrad, the serial entrepreneur who was last seen being kicked to the curb by "unicorn" company Zenefits, over accusations that he had overseen a deliberate scheme to sidestep state insurance regulations.

Deal details: 90% of the Rippling round comes from investors in the seed round for Zenefits, although Zenefits seed leads Venrock and Maverick Capital did not participate. There was a mistaken report that Khosla Ventures had invested, but it was actually just partner Ben Ling out of his own bank account (that said, a source tells me that KV did submit a term sheet, but got beaten out by eventual deal lead Initialized Capital). Other Rippling investors include SV Angel and Y Combinator.

The case for Conrad: The pro-Parker argument is essentially that he has learned from his mistakes, and that the mistakes actually weren't as awful as they were made out to be. On that latter point, one sympathetic source says that the so-called "macro" software, which let brokers-to-be basically sleep through some of their required licensing "hours," did not allow such individuals to skip or cheat on the actual quizzes or examinations. It would be like taking/passing the driving test, but sleeping through driver's ed. Moreover, they point out that plenty of startup CEOs ― including those at Uber, Lyft, Airbnb, etc. ― have openly violated local laws without losing their jobs.

The case against Conrad: As those other examples show, VCs are loathe to dump founding CEOs, even in cases of legal impropriety (or for creating an obnoxious culture, which was another knock on Zenefits). But they did get rid of Conrad, and indirectly slammed him afterwards (despite supposedly having first offered him a senior advisor role, which he declined). In other words, there was something particularly offensive about Conrad to this group of folks who otherwise ignore (or don't see) a lot of offense.

Big question: If successful, Rippling will need to raise larger rounds of capital from larger institutional investors. That may not be a problem, given the interest in this round, but a lot of VCs may think twice. It's one thing to invest in a founder who later does something problematic. But imagine LP reaction if you invest in someone like Conrad, and he again abuses that trust? How do LPs not demand that you take the full hit?

Top of the Morning

• LB-uh-oh: The Carlyle Group expressed concern in a recent 10-K filing over proposed European Central Bank guidance that largely mirrors U.S. Fed guidance on acceptable leveraged financing multiples (i.e., try to avoid anything over 6x). The stateside guidance hasn't seemed to actually prevent deals >6X, but Carlyle still warns on Europe:" If the guidance is adopted substantially in its current form, credit institutions in the euro zone could in the future limit, delay or restrict the availability of credit and/or increase the cost of credit for funds or portfolio companies involved in leveraged transactions."

• Detroit-to-SV: Social Capital partner Chamath Palihapitiya recently said at an industry conference that his firm had invested in a stealth self-driving software startup alongside Ford Motor Co., but would not identify the issuer. So Kia sniffed it out: Autonomic, whose co-founders previously were at Pivotal, a software development consulting firm in which Ford invested last year. Per an SEC filing, Autonomic has raised around $11 million. No comment from Social Capital, Ford or Autonomic.

• Back on: Google Ventures founder Bill Maris is raising a venture capital fund. Again.

You might recall that Maris had secured $230 million for something called Section 32 shortly after leaving GV last spring, only to kill it off before the final close. In short: He decided that he didn't want to again lead a large-scale VC firm, nor did the San Diego resident want to spend most days in Silicon Valley. Now he's resurrected the Section 32 brand (he never gave up the Star Trek-themed URL), as a $100 million-targeted fund that will be at least half allocated to biotech and life sciences investments. Single-GP fund for now. More here

.• Blizzard debrief: Yup, there's a VC-backed startup for on-demand snowplowing. It's called Plowz & Mowz, and I've got more info here.

• Unconventional wisdom: Pride has quickly given way to consternation in some parts of Israel's tech community, following Intel's agreement to purchase hometown hero Mobileye for $15.3 billion. In short, there accusations that Mobileye sold out to Silicon Valley. But Israeli venture capitalist Mike Eisenberg isn't going with the local crowd, arguing in a blog post that the deal will increase global attention on Israel's machine learning sector and, more importantly, inspire new entrepreneurs:

"Given Israel's competitive nature (and abounding Chutzpa), people want to beat their icons. Now, they know it is possible to build a global $15 billion company in 10+ years. They will aspire to build a $25 billion company and keep it independent or sell it."

• Pro/con: The Business Roundtable yesterday released a CEO survey showing increased biz confidence, particularly tied to expected tax reform promised by President Trump. On the other hand, a vast majority of participants in a new CNBC Global CFO Council Survey are concerned that Trump will spark a U.S.-China trade war.

The BFD: Neiman Marcus hits the block

Neiman Marcus, a luxury retailer owned by Ares Management and Canada Pension Plan Investment Board, yesterday said that it is exploring "strategic alternatives" that could include a sale of the entire business. One reported bidder is Hudson's Bay Co. ― owner of Lord & Taylor and Saks Fifth Avenue ― which had previously discussed a Neiman Macus takeover, and also has been recently linked to a deal for Macy's. All of this comes two months after the company pulled an IPO registration that had been on file since August 2015.

Why it's the BFD: The struggles of Neiman Marcus are reflective of: (1) What happens when LBO firms pile on too much debt; (2) Broader physical retail sector struggles, particularly for shopping mall-based retailers. There are reports that Hudson's Bay would not assume the existing debt in a purchase, which sounds like the PE backers might be prepping for a massive washout. But even without the debt, it's unclear how Hudson's Bay would overcome the broader secular issues.

Bottom line: "The problem is that the department store business has become a questionable business model in its traditional form. Putting together businesses with doubtful futures isn't a good use of capital. It just puts off the inevitable crushing of the business to a later time." Richard Kestenbaum, Forbes

Venture Capital Deals

• ServiceTitan, a Glendale, Calif.-based provider of business management software for home service businesses, has raised $80 million in Series B funding led by Iconiq Capital.

• Peloton Therapeutics, a Dallas-based developer of small molecule cancer therapies, has raised $22.2 million in new Series D funding (via the exercising of an optional tranche, which brings the round total to $74.6m). Shareholders include Foresite Capital Management, Remeditex Ventures, Topspin Partners, Nextech Invest, The Column Group and Tichenor Ventures.

• Evolv Technology, a Waltham, Mass.-based developer of small-scale body scanners for physical security, has raised $18 million in Series B funding. Backers include Lux Capital, General Catalyst, Data Collective and Bill Gates.

• Unifi Software, a San Mateo, Calif.-based self-service data integration platform, has raised $17.5 million in Series B funding. Scale Venture Partners led the round, and was joined by return backers Canaan Partners and Pelion Partners.

• Infoworks, a San Jose, Calif.-based provider of enterprise data warehousing on Hadoop, has raised $15 million in Series B funding. Centerview Capital Technology led the round, and was joined by return backer Nexus Venture Partners.

• TravelCar, a French "traveler-to-traveler" car rental service has raised €15 million in VC funding from MAIF Avenir (the VC arm of insurer MAIF) and auto manufacturer PSA Group.

• RedShift BioAnalytics, a Burlington, Mass.-based developer of bioanalytical tools for the life sciences markets, has raised $11 million in Series C funding co-led by Waters Corp. and Technology Venture Partners.

• Bringg, an Chicago-based platform for managing last-mile and on-demand deliveries, has raised $10 million in Series B funding. Aleph VC led the round, and was joined by Coca-Cola and return backer Pereg Ventures.

• Goodlord, a British platform for handling home rental paperwork, has raised £7.2 million in Series A funding. Global Founders Capital led the round, and was joined by Ribbit Capital and return backer LocalGlobe.

• ProducePay, a Los Angeles-based financing platform for farmers, has raised $7 million in new equity funding. CoVenture led the round, and was joined by Menlo Ventures, Arena Ventures, CoVenture, Red Bear Angels and Social Leverage. The company also secured a new $70 million debt facility.

• StreetBees, a London-based real-time mobile consumer research platform, has raised $5.1 million in seed funding. BGF Ventures led the round, and was joined by LocalGlobes and Octopus Ventures.

• Hound Labs, an Oakland-based maker of a breathalyzer that measures marijuana, has raised $2.4 million in VC funding, per an SEC filing. Board members include Rami Karjian of Intersection Ventures and Naozer Dadachanji of CamberView Partners.

• Baker, a Denver-based provider of customer engagement software for marijuana dispensaries, has raised $1.6 million in new seed funding led by Poseidon Asset Management.

• Sift, a startup that wants to held credit card holders "unlock" benefits, has raised $1.5 million from Liquid 2 Ventures, Plug and Play Ventures, Lodestar Ventures, Band of Angels and Sophia Collier.

• RealVision, a Minneapolis-based provider of content marketing solutions for real estate professionals, has raised $1.3 million in seed funding. Dundee Venture Capital led the round, and was joined by Brightstone Venture Capital, Loup Ventures, Sandalphon Capital, Bridge Investment Group and 701 Angel Fund.

Private Equity Deals

• American Securities has agreed to acquire Colorado-based medical helicopter operator Air Methods (Nasdaq: AIRM) for around $2.5 billion, or $43 per share (20.4% premium to where Air Methods traded before a January WSJ story saying it was in play).

• Stada, the listed German generic drugmaker, today is expected to consider a pair of €3.7 billion takeover bids, according to the FT. One of the €58 per share offers came from Advent International and Permira, while the other came from Bain Capital and Cinven.

Public Offerings

• Ardagh Group, an Irish packaging conglomerate, raised $308 million in its IPO. The company priced 16.2 million shares at $19 per share ($17-$20 range), and will trade on the NYSE under ticker symbol ARD.

• ING Life, a South Korean insurer backed by MBK Partners, has received Korean regulatory approval for an IPO that is expected to raise more than $1 billion.

Liquidity Events

• Adaptus Health (NYSE: ADPT), an operator of free-standing emergency rooms in Texas and Colorado, has retained Houlihan Lokey to explore a sale. The company, which is backed by Sterling Partners, has seen its market cap fall below $35 million.

• Informa (LSE: INF) has acquired Yachting Promotions (d.b.a. Show Management), operator of Florida boat shows, from Active Interest Media, a portfolio company of Wind Point Partners. No financial terms were disclosed.


• Biomatics Capital Partners has closed its debut fund with $200 million in capital commitments. The Seattle-based VC firm is led by Boris Nikolic, science advisor to Bill Gates, and Julie Sutherland, who previously was director of program-related investments at the Bill & Melinda Gates Foundation.

It's Personnel

• Dele Babade has joined The Carlyle Group as an advisor focused on the firm's sub-Saharan Africa private equity fund, according to PE International. He previously was CEO of Ecobank Capital.

• Genstar Capital, a middle-market private equity firm, has promoted Katie Solomon to managing director of talent management, Melissa Dickerson to managing director and CFO and Ben Marshall to principal.

Final Numbers
Dan Primack