Jun 12, 2017

Axios Pro Rata

By Dan Primack
Dan Primack
Top of the Morning

Uber's board of directors met for over six hours yesterday, is what appeared to be an act of corporate masochism. In the end, they agreed to accept every recommendation made by Eric Holder, following his investigation into workplace culture issues (borne of Susan Fowler's allegations of sexual harassment and gender discrimination). What exactly that means, however, is still unclear. Full details will be shared during tomorrow's all-hands, but expect it to leak earlier.

  • Should I stay or should I go? Most talk yesterday centered around the future of Emil Michael, Uber's de facto #2 and guy who seemed bulletproof just a few weeks ago. Now he could be on his way out. If Michael does go, expect that to clear the way for the long-awaited hire of an official #2 to CEO Travis Kalanick.
  • Speaking of Emil: Arguably his greatest accomplishment at Uber revolved around mega-fundraising, and it's unclear who would assume those duties. The company's finance chief announced his departure recently, with Kia scooping on Friday that he's headed to real estate startup Opendoor as COO.
  • Big Bossman: There also have been several reports that Kalanick himself could take a leave of absence. I'm hearing that anything prolonged is unlikely, particularly given how barren the remaining C-suite is right now (the only idea sillier than Bill Gurley being named interim CEO is the idea of Arianna Huffington doing it). A big wildcard is that Kalanick has spent most (if not all) of the past two weeks in the LA area, caring for his injured father ― in the aftermath of the boating accident that tragically killed his mother.
  • Sound of silence: Hearing nothing yet on the fate of CTO Thuan Pham, who was actually accused of negligence in Fowler's original post.
  • Newbie: Uber will add Wan Ling Martello, a Nestle executive and Alibaba director, to its board, according to Bloomberg.
  • Fiduciaries: There has been a lot of Twitter posturing and schadenfreude over this mess, but the job of Uber's investor board members this past weekend was to preserve value ― not appease the critics or the apologists. For many VC and private equity firms, Uber is their single most lucrative investment (on paper) and LPs are counting on eventual liquidity.
  • Bottom line: Short-term, almost nothing that happens here will impact Uber's business. Most "normals" don't care about the palace intrigue, they just want a ride. Long-term, however, what Uber does or doesn't do this week could impact hiring and, in turn, whether Uber remains the go-to for most future rides.

• Nelson > Jeff: GE chairman and CEO Jeff Immelt this morning announced that he will step down at the end of July, to be replaced by GE Healthcare head John Flannery. Consider this one a win for activist investor Nelson Peltz, with whom Immelt has been feuding for months. In March came the first reports that Peltz's pressure could cause the 61 year-old Immelt to retire early, although he seemed to counter such suggestions recently by shelling out $2.8 million for new GE shares.

  • M&A history: During Immelt's tenure, GE completed around $47 billion worth of acquisitions, led by the $16.9 billion purchase of Alstom's power and grid business in 2014, per S&P Global Market Intelligence.

• Recommended reading: My colleague Bob Herman reports that Zoom, an Oregon-based healthcare insurance startup backed by Endeavor Captial, is under FBI investigation for allegedly having "retroactively falsified medical claims to avoid paying into an Affordable Care Act program called risk adjustment — in which health plans with healthy customers pay to help support insurers with sicker ones." Here it is.

• Trumpland: The White House apparently has invited a bunch of tech founders and VCs to a June 22 meeting organized by Michael Kratsios, deputy U.S. CTO and former chief of staff to Peter Thiel. So far, however, I've been unable to find a single VC who is committed to attend. Around a dozen firms yesterday told me that they never even got an invite, while Kleiner Perkins said it received one but isn't going to show. I'll print a full list tomorrow, once everyone has had a workday to reply.

The BFD

The Carlyle Group is in talks to cede control of nursing home chain HCR ManorCare to landlord/creditor Quality Care Properties, as first reported by the NY Post and confirmed by Axios. Carlyle, which first bought the Toledo, Ohio-based company in 2007, may retain a tiny piece going forward, but all eyes right now are on avoiding bankruptcy. A variety of things have gone wrong here, including reimbursement headwinds and Carlyle pulling some cash out via a dividend that followed the 2010 sale/leaseback of ManorCare's real estate to QCR for $6.1 billion.

  • Why its the BFD: For Carlyle, ManorCare has been a migraine almost from the start. Private equity vets might recall numerous labor union protests to the original deal, including one that interrupted Carlyle's David Rubenstein during a Wharton conference keynote. Plus, this was a mega-buyout completed just before the financial crisis. But all of that pales in comparison to the panic that some ManorCare residents and their families must be feeling right now, based on the NY Post suggestion that QCP "will likely ask regulators in Ohio, Pennsylvania, Florida and other states where it operates for permission to close some locations."
Venture Capital Deals

• AvidXchange, a Charlotte, N.C.-based provider of accounts payable and payment automation for midsize companies, has raised $300 million in new funding from Caisse de dépôt et placement du Québec, Mastercard, Temasek and Peter Thiel. http://bit.ly/2s0Sv1i

• Tantan, a Chinese mobile dating app, reportedly has raised $70 million in Series D funding led by YY Inc. (Nasdaq: YY). http://bit.ly/2sitkIA

🚑 Vertos Medical, an Aliso Viejo, Calif.-based developer of minimally invasive treatment of lumbar spinal stenosis, has raised $28 million in new VC funding. MVM Life Science Partners led the round, and was joined by return backers Leerink Revelation Partners, Pitango Venture Capital, ONSET Ventures, and Aweida Venture Partners. www.vertosmed.com

• Lyft disclosed that Jaguar Land Rover made a $25 million investment into the company, as part of a previously-announced April round. The two companies also will work on and test various transportation services, including self-driving cars. http://bit.ly/2rahY5t

• Drone Racing League, a company whose name pretty much spells it out, has raised $20 million in Series B funding. Sky, Liberty Media and Lux Capital co-led the round, and were joined by Allianz, World Wrestling Entertainment, CRCM Ventures and return backers Hearst Ventures, RSE Ventures, Lerer Hippeau Ventures and Courtside Capital. http://bit.ly/2seJ0Mp

• HelloSign, a San Francisco-based e-signature platform, has raised $16 million in new VC funding. Foundry Group and Zach Coelius co-led the round, and were joined by Greylock Partners, USVP and Tien Zhou. http://tcrn.ch/2rmDweo

• CloudCare, a Shanghai-based provider of enterprise cloud computing solutions, has raised $14 million in Series C funding. Fosun Group led the round, and was joined by return backers Sequoia Capital China. http://bit.ly/2siBBwg

• Packagd, a San Francisco-based "Home Shopping Network" for millennials, has raised $6 million in Series A funding co-led by Forerunner Ventures and GV. https://yhoo.it/2rQW2xr

• SoftWear Automation, an Atlanta-based robotic sewing company, has raised $4.5 million in new VC funding from return backer CTW Venture Partners. http://bit.ly/2ssa0IH

• Spektral, a Danish visual effects startup that leverages machine learning, has raised $2.8 million in VC funding from Litecap and Amp Ventures. http://tcrn.ch/2rR5bpx

Private Equity Deals

• Advent International has agreed to acquire European industrial supplies distributor IPH, which it then will merge with existing portfolio company Brammer, from PAI Partners. No financial terms were disclosed, except that IPH generated around €1.3 billion in 2016 revenue. www.brammer.biz

• The Carlyle Group has agreed to acquire a majority stake in IRCA Group, an Italian provider of semi-finished products for the pastry, bakery and ice cream markets, from Ardian. No financial terms were disclosed. http://bit.ly/2sS4k8b

🚑 Charterhouse Capital Partners has acquired a majority stake in Brussels-based specialty pharma company SERB from its founder. No financial terms were disclosed, except that SERB generated €65 million in 2016 revenue. http://bit.ly/2rmmLQh

🚑 J.W. Childs Associates has acquired Ascent Medical Group, a Boynton Beach, Fla.-based physician group practice, via a new acquisition platform called Siromed. No financial terms were disclosed. www.jwchilds.com

Public Offerings

• Three companies are expected to price IPOs this week on U.S. exchanges: Avenue Therapeutics, Athenex and Boston Omaha Corp. http://bit.ly/2rasCco

• PQ Group Holdings, a Pennsylvania producer of silica-based inorganic chemicals that is owned by CCMP Capital Advisors, has filed for a $100 million IPO. It plans to trade on the NYSE under ticker symbol PQG, with Morgan Stanley listed as left lead underwriter. It reports a $2.3 million net loss on $333 million in revenue for the first quarter of 2017. http://reut.rs/2rls02O

Liquidity Events

• Atairos Group has agreed to acquire Virginia-based bowling center operator Bowlmor AMF for more than $1 billion from owners like Cerberus Capital Management and Credit Suisse, nearly four years after the company existed bankruptcy protection. http://fxn.ws/2sTnWsE

• The Blackstone Group is seeking to sell San Francisco's Ferry Building for more than $300 million, plus is seeking buyers for the only other two properties it still owns from its $39 billion purchase of Equity Office in 2007, per Bloomberg. Many of the initial Equity Office assets were sold shortly after the original purchase. https://bloom.bg/2rVMAsw

• Golden Entertainment (Nasdaq: GDEN) has agreed to acquire American Casino & Entertainment Properties, which owns Las Vegas properties Stratosphere Casino, Hotel & Tower, Arizona Charlie's Decatur and Arizona Charlie's Boulder. The deal is valued at $850 million (including $28m in assumed working cash), while the seller is a Goldman Sachs real estate private equity fund (Whitehall Street Real Estate Partners 2007). http://on.mktw.net/2rahFr6

• Orbcomm (Nasdaq: ORBC) has acquired the assets of Inthinc, a Salt Lake City-based provider of fleet management and driver safety solutions to industrial clients. No financial terms were disclosed. Inthinc backers included Partners for Growth, InnoVentures and Southfield Mezzanine Capital. www.inthinc.com

Fundraising

• Centana Growth Partners, a growth equity firm focused on the financial services sector, has closed its debut fund with $250 million in capital commitments. www.centanagrowth.com

• River Associates, a Tennessee-based lower middle market private equity firm, has closed its seventh fund with $285 million in capital commitments. www.riverassociatesllc.com

• Sway Ventures, a San Francisco-based VC firm focused on early-to-mid stage startups, is raising up to $165 million for its second fund, per an SEC filing. www.swayvc.com

• THL Credit Advisors, the credit affiliate of Thomas H. Lee Partners, has closed its third direct lending fund with $511 million in capital commitments. http://reut.rs/2s2nzMb

• Wonder Ventures of Malibu, Calif. is raising up to $15 million for its second fund, per an SEC filing. www.wondervc.com

It's Personnel

• Jyrki Lee-Korhonen has agreed to join London-based DH Private Equity Partners (f.k.a. Doughty Hanson) as a partner, effective in November, according to PE News. He previously was a managing director with Terra Firma Capital Partners. http://bit.ly/2sth1Jp

• Brad Olson has resigned as chief financial officer of Guggenheim Partners, in order to join cloud-based enterprise software company Mezocliq as its first-ever president, Axios reported on Friday. http://bit.ly/2s2FJxj

Dan Primack