Aug 15, 2018

Axios Pro Rata

By Dan Primack
Dan Primack

Situational awareness: Constellation Brands said it's investing $4 billion into Canadian cannabis company Canopy Growth, which is the industry's largest-ever investment. By far.

Axios awareness: We're boosting our finance coverage by hiring Felix Salmon and Courtenay Brown. Read more in Vanity Fair.

Top of the Morning
Source: Giphy

Sinclair Broadcasting’s failed effort to buy Tribune Media may soon become more than just a costly embarrassment. It could result in the company ultimately losing its broadcast licenses.

That’s an argument being made by Cowen media analyst Paul Gallant, who calls this scenario “underappreciated” and notes that Sinclair’s first batch of licenses comes up for renewal in June 2020. And we’re hearing the same thing from other sources in the broadcast world, who describe Sinclair as a “hard headed” company that rarely engages with D.C. and which recently lost its top lobbyist.

  • At issue is Sinclair’s alleged misrepresentations to the FCC during the Tribune Media review process.
  • Those allegations can be reviewed by an administrative law judge during a license renewal hearing, were the FCC to recommend such a hearing (which may be likely, given FCC’s concerns and Sinclair’s many outside critics).
  • The judge could revoke Sinclair’s licenses outright, if the company is found to have knowingly made false statements to the FCC.
  • A more likely scenario, according to a telecom lawyer, is that the FCC would reach a settlement whereby Sinclair is required to divest stations.

Sinclair also is going to have troubles finding another merger partner. Not only because of its potential license renewal issues, but also because Tribune has filed a breach of contract lawsuit in which it accused the company of being "belligerent."

On the docket: Several co-founders of dating app Tinder yesterday sued Tinder owner Match Group for allegedly "undermining Tinder's valuation and unlawfully stripping away their Tinder stock options." We also learned yesterday that Nigel Eccles, founder and former CEO of fantasy sports site FanDuel, has filed legal papers that allege FanDuel was undervalued when it recently sold to Paddy Power Betfair — a deal that didn't result in any payout for Eccles, his co-founders or many employees.

Middle market: Lincoln International today will release a new report on middle-market enterprise values, and gave Axios a sneak peek:

  • Mid-market enterprise values grew 5.5% over the first half of 2018, including 2.5% in the second quarter. Overall, the enterprise values are at the highest level since Lincoln began tracking in Q1 2014.
  • Tech leads on growth, more than doubling second-best performer industrials. Energy is the biggest loser.
  • Lincoln managing director Ron Kahn says that trade jitters have caused lenders, and some buyers, to put deals on hold.
  • Lincoln's methodology is to begin with around 1,400 companies with EBITDA of $100 million or less, and then choose 400 to include in the index. All of the included companies are based in the U.S.

🍎 Trend Watch: We're starting to see a mini-boom in startups focused on reducing food waste. A couple of weeks ago we discussed Apeel, which aims to keep produce fresher for longer, and today there are two more:

  • Karma, a Stockholm-based startup focused on helping restaurants and grocery stores sell unsold food, raised $12 million from Bessemer Venture Partners, Electrolux and
  • Full Harvest, a San Francisco-based B2B marketplace for excess produce, which raised $8.5 million led by Spark Capital.

• Today in Tesla: Not only was Silver Lake not a financial advisor to Elon Musk when he tweeted it was, but the same goes for Goldman Sachs. And some directors are apparently becoming concerned about Musk's lack of discipline, which is a bit like wondering where your kids are a couple of days after they went outside to play.

🎧 Listen up: Yesterday's Pro Rata podcast focused on the persistent problem of healthcare interoperability. I'm joined by CMS Administrator Seema Verma, who just led a conference on the issue that was attended by such companies as Google, Oracle and Amazon (yes, I do ask if it's tough to work with Amazon when her boss keeps insulting it). Listen via Apple or stream via Axios.

Source: Giphy

Oscar, the health insurer co-founded by Joshua Kushner and Mario Schlosser, raised $375 million from Alphabet, which already had a stake in the company via its CapitalG and Verily units. The valuation was basically flat from the $3.2 billion it received via a $165 million infusion earlier this year.

  • Why it's the BFD: Because this reflects how big tech is deepening its investments in healthcare, both internal and external.
  • Bonus: We've also got some of Oscar's first half financials, including a $5 million profit on $363 million in net revenue. But expect losses to return in the back half of 2018, as patients burn through their deductibles. More here.
  • Bottom line: "There’s a lot around payments at the point of care that will get much easier... And this is one of those things where we can finally get to it with more staff and more money with Alphabet backing us." — Oscar CEO Mario Schlosser, via Wired
Venture Capital Deals

AuditBoard, a Los Angeles-based provider of risk and compliance software for large businesses, raised $40 million in new funding led by Battery Ventures.

Twistlock, a startup focused on securing cloud-native environments, raised $33 million in Series C funding. Iconiq Capital led, and was joined by YL Ventures, TenEleven, Rally Ventures, Polaris Partners and Dell Technologies Capital.

MoneyLion, a New York-based online consumer lending and savings app aimed at the middle class, has raised $29 million in Series B-1 funding (round total could be $40m), per an SEC filing. Last year the company raised a $42 million Series B round led by Edison Partners.

🚑 AxiaMed, a Santa Barbara, Calif.-based provider of electronic payment solutions for healthcare, raised $12.4 million led by Health Enterprise Partners.

Owl Cameras, a Palo Alto-based maker of in-car security cameras, raised $10 million in new funding led by Canvas Ventures.

🚑 Bugworks Research, an Indian antibiotics developer, raised $9 million in Series A funding. UTEC Japan led, and was joined by Acquipharma Holdings and 3ONE4 Capital.

Visor, a San Francisco-based gaming analytics startup, raised $4.7 million in Series A funding. Accel led, and was joined by YC, Afore Capital and NextGen Venture Partners.

🚑 BioBeats, a London-based provider of corporate and personal wellness solutions, raised £2.4 million from Oxford Sciences Innovation, White Cloud and IQ Capital.

Private Equity Deals

✈ Blackstone is in talks to buy a stake in the frequent flier loyalty program of Jet Airways (India), per Bloomberg.

Educate 360, a West Lafayette, Ind.-based portfolio company of Leeds Equity Partners, has acquired select assets from the IT Management and Leadership Institute, including a curriculum of business skills and team building for project managers. www.educate360.coim

Pátria Investimentos is weighing a bid for Brazilian power generation company Cesp, which will soon be the subject of a privatization auction.

Pexco, an Alpharetta, Ga.-based plastics extruder owned by AEA Investors, has acquired Custom Extrusion, which has facilities in Sheffield, Mass. and Asheboro, N.C.

Softvision, an Oakland-based portfolio company of Tower Arch Capital, acquired Arrow Digital, a West Palm Beach-based digital consultant that has a particular focus on robotic process automation.

VTG, a listed German rail logistics company, is asking Morgan Stanley Infrastructure to sweeten its €53 per share takeover bid, but so far it’s getting the cold shoulder.

More M&A

🚑 Blackstone invested $400 million into Chinese drugmaker HEC Pharm (HK: 1558) via convertible note transaction.

BuildingConnected, a San Francisco-based provider of contractor-selection software for construction projects, has acquired TradeTapp, a Brooklyn-based subcontractor risk analysis platform. BuildingConnected has raised around $50 million from firms like Lightspeed Venture Partners, Homebrew and Brookfield Ventures.

Carl Icahn said he'll stop soliciting proxies to vote against the $67 billion merger between health insurer Cigna and pharmacy benefit giant Express Scripts, after the deal was blessed by proxy advisory firms ISS and Glass Lewis.

⛽ Diamondback Energy (Nasdaq: FANG) agreed to buy rival U.S. oil and gas producer Energen (NYSE: EGN) for $8.2 billion in stock.

ESL Investments, the hedge fund run by Eddie Lampert, has offered to buy the Kenmore appliance brand from Sears (where Lampert is chairman and CEO) for $400 million in cash. ESL also offered to buy the retailer’s home improvement unit for upwards of $80 million.

Mercer, a unit of Marsh & McLennan (NYSE: MMC) agreed to buy the investment consulting, alternatives consulting and wealth management operations of Canada’s Pavilion Financial.

New York Media, owner of New York Magazine, is exploring a possible sale, per the WSJ.


Illustration: Sarah Grillo/Axios

Silicon Valley startup accelerator Y Combinator is expanding into China, with a new effort led by former Baidu COO Qi Lu.

  • Why it matters: Chinese tech startups have long been accused of copying American peers, but Y Combinator's Sam Altman tells Axios that the paradigm has begun to reverse. Read more.

• Foundation Capital is raising $350 million for its ninth flagship VC fund, per an SEC filing.

• OpenSpace Ventures of Singapore raised $135 million for its second fund.

It's Personnel

Jeffrey Gould joined Wellspring Capital Management as head of marketing and IR. He previously was with CrossBay Capital Partners.

Robert Kalutkiewicz, former head of M&A for Tronc (Nasdaq: TRNC), has joined E.W. Scripps (Nasdaq: SSP) as VP of strategy, new business and corp dev.

Final Numbers
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Adapted from Quorum; Note: Mentions include press releases, floor statements, email newsletters and social media; Chart: Axios Visuals
Dan Primack

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