Jan 28, 2021

Axios Pro Rata

🖥️ Please join me today at 12:30pm ET for a virtual event on global financial inclusion, featuring conversations with Sen. Tina Smith (D-Minn.) and Institute for Women's Policy Research CEO C. Nicole Mason. Register here.

Top of the Morning

Illustration: Sarah Grillo/Axios

The National Basketball Association is opening the door a little wider for private equity funds, which to date have been largely excluded from investing in its franchises.

Driving the news: The league's board of governors has approved a framework whereby a PE fund could own up to 20% in a single franchise, and stakes in up to five franchises, as first reported by Sportico and confirmed by Axios.

Background: In 2019, the NBA began thinking about creating an investment fund that would buy small equity stakes in a portfolio of teams. Part of the goal was to provide liquidity options for minority owners, while part was to help finance new team purchases (as skyrocketing prices had limited the buyer universe).

  • Then it changed course, essentially giving exclusive purchasing power to Dyal Capital Partners, which set out to raise a $2 billion fund specifically focused on NBA franchise stakes.
  • Dyal hasn't yet held a fund close, although a source says it plans to do so at the end of Q1.

Now the NBA is expanding the universe of potential buyers beyond just Dyal. But there are some caveats. The most significant is that participating funds must be long-dated, or have at least 10 years of investment cycle runway in from of them.

  • That knocks out most active PE funds, but there are several that would qualify. And, of course, new ones could get raised with this in mind.

An NBA spokesman declined to comment.

The bottom line: Rules of the game are changing.

Also...

Photo illustration: Aïda Amer/Axios. Steve Granitz/WireImage via Getty Images

Actor Robert Downey Jr. is raising two VC funds focused on startups in the sustainability sector, via AngelList's "rolling funds" platform.

  • Between the lines: It's a bit of life imitating art, as Downey spent 11 films portraying a character who sought to save the planet (or, in some cases, the universe).

Details: This is the latest evolution of a two year-old effort called Footprint Coalition, which to date has invested Downey's money in startups like Aspiration, Cloud Paper and Ÿnsect.

  • It plans to raise two funds, one focused on early-stage startups and one on later-stage startups, with AngelList allowing up to 2,000 "qualified" investors per fund.
  • If fully subscribed, that could work out to $160 million raised over two years.

🎧 Go deeper: Downey and his Footprint partners join the Axios Re:Cap podcast. Listen via Apple, Spotify or Axios.

The BFD

Qualtrics CEO, and new Utah Jazz owner, Ryan Smith. Photo: Clodagh Kilcoyne/Getty Images

Qualtrics, the Utah-based experience management company being spun out of SAP (NYSE: SAP), raised $1.55 billion in its IPO.

  • Why it's the BFD: SAP's bet on Qualtrics paid off big, even if the corporate structure is different than originally anticipated. The German tech giant paid $8 billion in cash for Qualtrics just two years ago, and it retains majority control with a stake now valued at $12.7 billion. Plus, it's the largest IPO ever for a Utah company.
  • Details: Qualtrics priced at $30 per share, above its upwardly-revised range of $27-$29, for a $15.1 billion market cap. Its original range was $22–$26. Qualtrics is using IPO proceeds, including a concurrent investment from Silver Lake, to repay debt to SAP.
  • Bottom line: "The enclave of Silicon Slopes tech firms clustered around the Interstate 15 corridor linking Salt Lake and Utah counties is not only a rising force in Utah's economy but has also gained in world reputation in recent years, partly due to Qualtrics’ heightened visibility." — Tony Semerad, Salt Lake Tribune
Venture Capital Deals

Nubank, a Brazilian challenger bank, raised $400 million in Series G funding at a $25 billion valuation from GIC, Whale Rock, Invesco and return backers Tencent, Dragoneer, Ribbit Capital and Sequoia Capital. http://axios.link/8565

🚑 Lyra Health, a Burlingame, Calif.-based provider of mental health care benefits for employers, raised $187 million in Series E funding at a $2.3 billion post-money valuation. Addition led, and was joined by Durable Capital Partners, Fidelity and Baillie Gifford. www.lyrahealth.com

OwnBackup, an Englewood Cliffs, N.J.-based cloud data protection platform, raised $168 million in Series D funding. Insight Partners, Salesforce Ventures and Sapphire Ventures co-led, and were joined by Innovation Endeavors, Vertex Ventures and Oryzn Capital. www.ownbackup.com

🚑 Encodia, a San Diego-based proteomics startup, raised $75 million in Series C funding. Northpond Ventures and Deerfield Management co-led, and were joined by GV, Alexandria Venture Investments and insiders Arch Venture Partners, Biomatics Capital, Decheng Capital, Tao Capital Partners and Nan Fung Life Sciences. http://axios.link/046e

Check, a New York-based payroll infrastructure startup, raised $35 million in Series B funding from Stripe and Thrive Capital. http://axios.link/masd

🚑 Enthera Pharma, an Italian biotech focused on auto-immune disorders, raised €35 million in Series A funding. Roche and seed backer Sofinnova Partners co-led, and were joined by AddVie Ventures and the JDRF-T1D Fund. www.entherapharmaceuticals.com

ClassDojo, a San Francisco-based pre-K–8 communications app, raised $30 million led by Josh Buckley. http://axios.link/R4VZ

LoveCrafts, a London-based online crafting marketplace, raised $22 million in equity and debt funding from Scottish Equity Partners, Highland Europe, Balderton Capital and TriplePoint Capital. It also acquired WEBS, a U.S. online yarn retailer. http://axios.link/G0js

Mediafly, a Chicago-based sales enablement and content management firm, raised $25 million in equity and debt funding from Boathouse Capital and Sterling National Bank. www.mediafly.com

Lynk, a Hong Kong-based "knowledge-as-a-service" platform, raised $24 million. Brewer Lane Ventures and MassMutual Ventures co-led, and were joined by Alibaba Entrepreneurs Fund. http://axios.link/KGFF

Ula, an Indonesian e-commerce marketplace for small retailers, raised $20 million in Series A funding. Quona Capital and B Capital Group co-led, and were joined by Sequoia Capital India and Lightspeed Venture Partners. http://axios.link/JEj4

Starship Technologies, a San Francisco-based developer of delivery bots, raised $17 million from TDK Ventures and Goodyear Ventures. http://axios.link/Iit6

Flowhaven, a Finnish licensing management startup, raised $16 million in Series A funding. Sapphire Sport led, and was joined by return backers Global Founders Capital and Icebreaker.vc. http://axios.link/30PC

Pinecone, an Austin, Texas-based vector database for building machine learning apps, raised $10 million in seed funding led by Wing VC. http://axios.link/Sw7w

LottieFiles, an animation platform startup with offices in San Francisco and Kuala Lumpur, raised $9 million in Series A funding. M12 led, and was joined by 500Startups. http://axios.link/c6Ik

Sturish, a Menlo Park-based e-commerce growth platform, raised $3.2 million in seed funding. Neo led, and was joined by Act One Ventures and Fika Ventures. http://axios.link/ulbw

Cowrywise, a Nigerian digital wealth management and financial planning startup, raised $3 million led by Quona Capital. http://axios.link/rGFB

Doorvest, a San Francisco-based real estate investing platform, raised $2.5 million in seed funding led by Mucker Capital. http://axios.link/VKCy

Private Equity Deals

AE Industrial Partners acquired UAV Factory, a Latvian maker of tactical drones. www.uavfactory.com

Apollo Global Management agreed to buy the aluminum unit of Japan's Showa Denko for around $480 million. http://axios.link/7vnp

🚑 EQT increased its takeover offer for Swedish contract drug manufacturer Recipharm (SWX: RECI) by 5.5% to nearly $3 billion. http://axios.link/dib0

Gryphon Investors acquired Meazure, a Birmingham, Ala.-based exam delivery and online proctoring solution provider. www.proctoru.com

ION Group, a London-based portfolio company of The Carlyle Group, is in talks to buy Italian banking software provider Cedacri for about €1.5 billion, per Reuters. Cedacri backers include FSI Funds. http://axios.link/CBvF

OneDigital, an Atlanta-based portfolio company of Onex, acquired Fulcrum Partners, an executive benefits advisory. www.onedigital.com

SparkPost, a Columbia, Md.-based email optimization company, raised $180 million from LLR Partners, NewSpring Capital and PNC Bank. http://axios.link/Thsg

Public Offerings

Agrify, a Burlington, Mass.-based provider of indoor faring software, raised $54 million in its IPO. It priced at $10 per share (high end of range) and will list on the Nasdaq (AGFY). Last year it raised $4.5 million from LDA Capital, Phyto Partners and Arcadian Capital. www.agrify.com

🚑 Ortho Clinical Diagnostics, a Raritan, N.J.-based maker of in vitro diagnostic products owned by The Carlyle Group, raised $1.3 billion in its IPO. The company priced at $17 (below $20-$23 range), for an initial market cap of $3.68 billion, will list on the Nasdaq (OCDX) and reports a $171 million net loss on $1.25 billion in revenue for the first nine months of 2020. http://axios.link/9OpD

Squarespace, as New York-based website creation and hosting service, said it's filed confidential IPO papers. Backers include Accel, Index Ventures and General Atlantic. http://axios.link/6SEk

SPAC Stuff

Illustration: Sarah Grillo/Axios

Faraday Future, a Los Angeles-based electric vehicle company, agreed to go public via reverse merger with Property Solutions Acquisition (Nasdaq: PSAC), which had been pitched as a real estate SPAC. The deal values Faraday at $3.4 billion. http://axios.link/xKPe

🚑 23andMe, a Sunnyvale, Calif.-based consumer genomics company, is in talks to go public via a Richard Branson-led SPAC at around a $4 billion valuation, per FT. Its last known private market valuation was $2.5 billion in 2018, while backers include Sequoia Capital and NEA. http://axios.link/swGL

Nerdy, the parent company of online learning platform Varsity Tutors, is in talks to be acquired by a SPAC affiliated with private equity giant TPG, per Axios. Nerdy has raised over $100 million from TCV, Learn Capital and the Chan Zuckerberg Initiative. http://axios.link/99KD

Stryve Foods, a Plano, Texas-based healthy snackmaker , agreed to go public via a reverse merger with Andina Acquisition Corp. III (Nasdaq: ANDA) at an initial value of $170 million. Stryve had raised VC funding from firms like Murano Group, Meaningful Partners and Pendyne Capital. http://axios.link/PEVa

Gores Holdings VIII, the eighth SPAC formed by The Gores Group, filed for a $300 million IPO. http://axios.link/eK5X

ITHAX Acquisition, a leisure industry SPAC formed by Ithaca Capital Partners and AXIA Ventures Group, raised $210 million in an upsized IPO. http://axios.link/nn0U

Rosecliff Acquisition I, a tech SPAC formed by Rosecliff Venture Management, filed for a $200 million IPO. http://axios.link/Y72W

TLG Acquisition One, a SPAC formed by The Lawrie Group, raised $350 million in an upsized IPO. http://axios.link/KXkY

Tuatara Capital Acquisition, a cannabis-focused SPAC formed by Tuatara Capital, filed for a $150 million IPO. http://axios.link/ODnK

(Fun fact: This section didn't even exist at this time last year)

Liquidity Events

American Industrial Partners is seeking a buyer for Cabinetworks Group, an Ann Arbor, Mich.-based building products company that could be valued at $3.5 billion, per Bloomberg. http://axios.link/FSWa

🚑 Charterhouse Capital Partners is seeking a buyer for century-old French pharma company Cooper, which could fetch around €2 billion, per Reuters. http://axios.link/XapR

IAC (Nasdaq: IAC) acquired Confide, a New York-based encrypted mobile messaging app that had seed seeded by firms like WGI Group, GV and Lerer Hippeau. http://axios.link/0XWe

🚑 Quadrant Private Equity is seeking a buyer for Australian in-home senior care company Enrich Living Services, which could fetch A$400 million, per The Australian. www.myhomecare.com.au

SAP (NYSE: SAP) agreed to buy Signavio, a Berlin-based business process automation company. No financial terms were reported, although Bloomberg put the price-tag at around $1.2 billion. Signavio raised over $230 million from firms like Apax Partners, Summit Partners and DTCP. http://axios.link/NqTm

TopBuild (NYSE: BLD) acquired LCR Contractors, a Mesquite, Texas-based fireproofing and spray foam insulation company, from MFG Partners. www.lcrcontractors.com

Fundraising

Bond Capital, the growth equity spinout from Kleiner Perkins, is raising $1.5 billion for its second fund, per the WSJ. http://axios.link/xm3R

GGV Capital raised $2.52 billion for a family of new VC funds, including $1.46 billion for its eighth flagship vehicle. www.ggvc.com

Verdane raised €540 million for its second growth equity fund focused on Northern Europe. www.verdane.com

It's Personnel

Louis Choy and Marianne Parker are leaving CPPIB to join the secondaries team at AlpInvest, per PE International. www.alpinvest.com

Goldman Sachs named Ben Frost and Andre Kelleners global co-heads of consumer retail investment banking, per Bloomberg. http://axios.link/D5nO

Debbie Habib joined Levine Leichtman Capital Partners as a director of U.S. originations. She previously was with Lindsay Goldberg. www.llcp.com

Michael Small joined KKR as a partner on its European credit and markets team. He previously was with Park Square Capital. www.kkr.com

Final Numbers
Source: FRED; Chart: Axios Visuals

The U.S. economy grew at a 4% annualized pace in the last quarter of 2020, meaning the economy shrank by 3.5% for the full year, the government said on Thursday. Go deeper.

Thanks for reading Axios Pro Rata! Please ask your friends, colleagues and MCU fans to sign up.