Axios Pro Rata

December 12, 2025
Top of the Morning
Congress yesterday took a break from doing nothing, in order to push forward a package of bills that could increase capital formation in the private markets.
- The INVEST Act was passed by on a bipartisan basis in the House, 302-123, now moving to the Senate.
The big picture: This could be the first part of a one-two punch for private markets, followed by more politically fraught efforts to allow 401(k) plans to invest in alternative assets.
Zoom in: The INVEST Act contains 22 different pieces of legislation.
- The most consequential might be the DEAL Act, which raises the limit on how many secondary and fund-of-funds investments a VC fund can make while maintaining its exemption.
- It raises the cap from 20% of a fund's AUM to 49%, while keeping the original limit for other nonqualifying assets like tokens.
- The upshot could be a deeper capital pool for emerging fund managers, plus fewer VC firms becoming registered investment advisors.
- Sens. Mike Rounds (R-N.D.) and Raphael Warnock (D-Ga.) have introduced DEAL in the Senate.
Behind the scenes: The venture industry originally wanted a higher nonqualifying threshold, but House Democrats insisted that at least 51% of a venture capital fund be used for ... well, venture capital.
Other provisions include:
- Allowing individuals to take a test to verify accredited investor status, rather than relying solely on wealth.
- HALO Act, which would revise Reg D to allow startups to present at events sponsored by entities like universities and accelerators, without being deemed general solicitation.
- ICAN Act, which doubles the beneficial owner limit for qualifying VC funds to 500 from 250, and quintuples the capital limit to $50 million from $10 million.
Look ahead: Diem-Mi Lu, the National Venture Capital Association's vice president of government affairs, believes the Senate could follow the House's lead and vote on INVEST Act as a standalone bill.
- "This isn't JOBS Act 3.0 or some other sort of messaging bill," she says. "None of the individual bills got less than 10 Democrat votes in committee, so this was intended to get broad support."
- That said, a majority of House Democrats did vote against the bill — in part due to retirement plan provisions unrelated to VC — and some senators like Elizabeth Warren (D-Mass.) already have signaled their opposition.
Editor's note: This story has been corrected to state that Sens. Rounds and Warnock introduced the DEAL Act portion of the INVEST Act (rather than the entire INVEST Act).
The BFD
President Trump last night signed an executive order to override state AI laws.
Why it's the BFD: Trillions of dollars are being invested into a nascent industry whose regulations haven't yet been written.
The bottom line: Trump and AI czar David Sacks favor federal preemption, as do most AI company CEOs, arguing that America's lead on China would get lost in a maze of 50 different regulatory frameworks.
- But there could be pushback, including from state AGs and Republicans who helped prevent this policy from being included in the Big Beautiful Bill.
Venture Capital Deals
🚑 BlossomHill Therapeutics, a San Diego-based cancer biotech, raised $84m in Series B funding. Janus Henderson Investors, Brahma Capital and BioTrack Capital led, joined by Cormorant Asset Management, OrbiMed, Plaisance Capital Management, and Vivo Capital. axios.link/3KM89Zo
• Serval, an SF-based IT service management platform, raised $75m in Series B funding at a $1b valuation. Sequoia Capital led, joined by Meritech, First Round, General Catalyst, and Evantic. axios.link/4oKsRXr
• Steelhead Technologies, a provider of ERP software for metal finishers and fabricators, raised $84m from Mainsail Partners. axios.link/4qnZtYv
• Esusu, a NYC-based credit building startup, raised $50m in Series C funding at a $1.2b valuation. Westbound Equity Partners led, joined by Geraldine R. Dodge Foundation and Blue Meridian Partners. axios.link/3Ksfxcp
🚑 PsiThera, a Watertown, Mass.-based developer of oral medicines for immunology and inflammation, raised $47.5m in Series A funding from Samsara BioCapital, Lightstone Ventures, and Roivant. axios.link/4pGgKw4
🚑 Cellular Origins, a U.K.-based cell therapy manufacturer, raised $40m in Series A funding. Johnson & Johnson led, joined by TTP, Highland Europe, BGF, and NYBC Ventures. axios.link/3XMi9EX
• Ritten, a Philadelphia-based developer of EHR and clinic management software for behavioral health providers, raised $35m in Series B funding. Five Elms Capital led, joined by Threshold Ventures, 8VC, and Bienville Capital. axios.link/48AmtNP
• LI.FI, a Berlin-based crypto infrastructure platform, raised $29m led by Multicoin and CoinFund. axios.link/48PDSRi
🚑 Hello Vet, a U.K. veterinary clinic chain, raised £15m in Series A funding from Addition and Future Positive. axios.link/4pr9sfk
• Neosapience (dba Typecast), a synthetic voice and video platform, raised $11.5m. Intervest led, joined by HB Investment, K2 Investment, and Bokwang Investment. axios.link/4iQiLTw
• Skydo, an Indian payments platform for global exporters, raised $10m in Series A funding. Susquehanna Asia Venture Capital led, joined by Elevation Capital. axios.link/44pdgFz
• Double, a close management and practice management platform for accounting and bookkeeping firms, raised $6.5m in Series A funding led by Album Ventures. axios.link/3Mp2itD
• On Me, an SF-based digital gift card startup, raised $6m in seed funding led by NFX. axios.link/4pYGdAh
• Keeper, an NYC-based AI matchmaker, raised $4m in pre-seed funding. Lightbank and Lakehouse Ventures led, joined by Champion Hill Ventures and Goodwater Capital. axios.link/48Jw0Rj
• Cyphlens, an enterprise visual encryption startup, raised $3.8m in seed funding from Salesforce Ventures, Motivate Ventures, DCG, ex/ante, and Cambrian Ventures. axios.link/4pVIpbK
Private Equity Deals
• Advent International and Corvex Private Equity completed their $1.3b take-private buyout of executive search firm Heidrick & Struggles. axios.link/42suzoh
• Kohlberg agreed to acquire a majority stake in Loenbro, a provider of services to the data center and critical infrastructure markets, from Braemont Capital (which retains a minority stake). axios.link/495mHN0
• Longshore Capital Partners invested in Enavate, a Tampa, Fla.-based provider of Microsoft implementation and managed services. axios.link/4a7tVkF
⚡Tailwater Capital acquired a majority stake in Houston-based Central Midstream Partners. axios.link/3MyEoM8
Public Offerings
• Bluerock Acquisition, a SPAC led by Bluerock execs, raised $150m in its IPO. axios.link/3KLMbFK
• Horizon Industrial Parks, an Indian logistics parks operator backed by Blackstone, is preparing for file for a $500m IPO in Mumbai, India, per Bloomberg. axios.link/48zBHTd
• ITHAX Acquisition III, a SPAC formed by Ithaca Capital Partners, raised $200m in its IPO. axios.link/3JRq5RZ
⚡ Karbon Capital Partners, an energy and infrastructure SPAC led by EQT chairman Thomas Karam, raised $300m in its IPO. axios.link/3IvyIRz
• Wealthfront, a Palo Alto, Calif.-based robo-adviser, raised $485m in its IPO. It priced at the high end of its $12-$14 range, for a $2.6b fully diluted valuation, and will list on the Nasdaq (WLTH). The company raised around $300m from firms like Tiger Global (19.7% pre-IPO stake), DAG Ventures (12.3%), Index Ventures (11.5%), and Ribbit Capital (8.8%). Three years ago it terminated an agreement to be acquired for $1.4b by UBS. axios.link/3XU4bkm
Liquidity Events
⚡ Carnelian Energy Capital of Houston is seeking to sell six oil and gas production investments, or around 40% of its portfolio, per Reuters. axios.link/4a8nJc4
• Mollie, a Dutch payments firm that's raised nearly $1b from firms like Blackstone and TCV, will pay €1.05b to buy GoCardless, a London-based account-to-account payments firm once valued at $2.1b by firms like Permira and Blackrock. axios.link/4aJuSzF
• Wynnchurch Capital Partners sold Stampede Culinary Partners, a Bridgeview, Ill.-based maker of prepared protein products, to Premium Brands Holdings (TSX: PBH) for US$664m. axios.link/4iSWGUt
More M&A
• Aberdeen (LSE: ABDN) agreed to acquire the assets of nine closed-end U.S. funds, totaling around $2b, from Boston's MFS. axios.link/4oLVJPf
• BNP Paribas (Paris: BNP) is in talks to sell its 67% stake in Moroccan subsidiary BMCI to Mococco's Holmarcom, per the WSJ. axios.link/3KSwmxb
🎵 Crayhill Capital Management invested $150m in independent music label Rostrum Pacific. axios.link/3Kp06le
• Generali (Milan: G) and French bank BPCE terminated plans to merge their asset management businesses. axios.link/4oMQ2jK
• Jiangxi Copper Co. of China sweetened its bid for Swiss copper miner SolGold (LSE: SOL) for $1.13b, after two prior offers were rejected. axios.link/4rOKJ6t
• PNC Financial (NYSE: PNC) received Federal Reserve approval for its $4.1b acquisition of Lakewood, Colo.-based FirstBank. axios.link/3MtYXcJ
Fundraising
• Factorial Capital, an early-stage VC firm, raised $25m for its second fund. factorialcap.com
It's Personnel
• Alan Feld is retiring as managing partner of Vintage Venture Partners, which he cofounded 23 years ago. axios.link/4oP0eZ6
• Hunter McCrossin joined Willoughby Capital, Daniel Och's family office, as chief investment officer. He previously worked in the endowment offices of Columbia University, Vanderbilt, and Duke. axios.link/4pHQfGn
• Levy Family Partners promoted Mike Wallach to managing director of alternatives. axios.link/4jbsNix
Final Numbers: U.S. IPO proceeds

It was a billion dollar-plus week for U.S. IPOs, capped off by Wealthfront's $485 million raise.
- And next week is expected to be much bigger, as Medline plans to raise over $5 billion in the largest U.S. listing since 2021.
- All of this, though, remains well shy of expectations heading into 2025. Let alone ZIRP-fueled years like 2020 and 2021.
📬 Thanks for reading Axios Pro Rata, and to copy editor Bryan McBournie! Please ask your friends, colleagues, and emerging fund managers to sign up.
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