Axios Pro Rata

December 02, 2021
Top of the Morning
Illustration: Aïda Amer/Axios
Grab today hopes to become the king of SPACs, no matter how uneasy have been some heads to wear that crown.
Driving the news: Grab, a Singapore-based "super app" maker, today will list on the Nasdaq, via a reverse merger with a SPAC formed by Altimeter Capital. It gives Grab a pro forma equity value of $39.6 billion, the richest price ever afforded in such a transaction.
- Grab, which launched in 2012 as a ride-hail service before expanding into everything from delivery to investing, raised over $11 billion of private funding, including at a $15 billion valuation in late 2020.
- It's also raised dedicated capital for its financial services arm, but Grab president Ming Maa downplayed the possibility of a carveout, during a conversation earlier this morning.
Big picture: Many big SPACs mergers have struggled in 2021.
- Grab holds the top spot just ahead of the pending acquisition of MSP Recovery by Lionheart Acquisition Corporation II, which is trading below $10 per share.
- United Wholesale Mortgages, which was the largest-ever SPAC deal when first struck, is valued below its $16.1 billion merger price.
- UMW supplanted MultiPlan, whose post-merger travails we recently detailed.
- And then there was Bill Ackman raising the largest-ever SPAC, but then failing to buy a stake in Universal Music and getting sued.
- The shining exception is Lucid, the electric car company whose market cap closed yesterday in excess of $84 billion.
The bull case is that Grab is the sort of high-growth tech company that makes public markets swoon, as evidenced by SPAC unitholder redemptions of just 0.02%. Plus, super-apps are super sticky in places like Southeast Asia, in part because slower mobile broadband speeds discourage people from downloading multiple apps (or running them simultaneously).
- This SPAC also has key structural differences from others, in that sponsor Altimeter has locked up its shares for three years.
- "We wanted to align our lockup with the length of projections the company was putting forth," explains Altimeter partner Chris Conforti. "I hope that becomes a standard in the industry, and helps dampen some of the more unscrupulous parts of SPACs, where it's about getting quick cash."
- Altimeter also led the $4 billion PIPE with a $750 million commitment.
The bear case includes unprofitability, mega-SPAC track records and North American unfamiliarity with super apps. Plus, Grab is diving into a public pool roiled by Omicron.
The bottom line: The 10 largest SPAC mergers have all occurred since the beginning of 2020, so Grab may not be the record-holder for long.
The BFD

Rumble, a user-generated video platform, agreed to go public at an implied $2.1 billion valuation via CF Acquisition Corp VI (Nasdaq: CFVI), a SPAC sponsored by Cantor Fitzgerald.
- Why it's the BFD: Rumble has become the favored YouTube alternative for Trump-type Republicans, claiming 36 million average monthly users in Q3 2021.
- Details: The deal includes a $100 million PIPE and the ability for existing Rumble shareholders to earn additional stock based on price hurdles of $15 and $17.50. Toronto-based Rumble's VC backers include Peter Thiel, J.D. Vance's Narya and Colt Ventures.
- Bonus: Trump's own social media SPAC deal is seeking up to $1 billion in PIPE financing, although it's been tough sledding, per Reuters.
- The bottom line: Wall Street is cashing in on so-called "cancel culture."
Venture Capital Deals
• JOKR, a New York-based grocery instant delivery startup, raised $260 million in Series B funding at a $1.2 billion valuation from Balderton, GGV Capital, Tiger Global, Activant Capital, Greycroft, G-Squared, HV Capital, Kaszek, Mirae Asset, Monashees and Moving Capital. http://axios.link/X0lQ
• Smartling, a New York-based provider of enterprise translation software, raised $160 million from Battery Ventures. http://axios.link/03pW
• Kueski, a Mexico City-based BNPL startup, raised $102 million in equity funding. StepStone Group led, and was joined by One Prime Capital, Glisco, Altos Ventures, Cathay Innovation, Richmond Global Ventures, Rise Capital, Tuesday Capital, Angel Ventures and Cometa. The company also secured $100 million in debt financing led by Victory Park Capital. http://axios.link/7vil
• Shiftsmart, a New York-based workforce management software startup, raised $95 million in Series B funding. D1 Capital led, and was joined by Imaginary Ventures, Spieker Partners, Oakridge Management Group and S12F. http://axios.link/9Mmk
• Reibus, an Atlanta-based metals marketplace, raised $75 million in Series B funding. SoftBank led, and was joined by Canaan Partners, Nosara Capital, Battery Ventures, Bowery Capital, Initialized Capital and FJ Labs. http://axios.link/CBCR
• Hotel Engine, a Denver-based business travel hotel booking and management platform, raised $65 million in Series B funding at a $1.3 billion valuation. Telescope Partners led, and was joined by Blackstone. http://axios.link/nbOp
• Life House, a New York-based provider of boutique hotel management software, raised $60 million in Series C funding co-led by Kayak and Inovia Capital. http://axios.link/tip8
🙏 Glorify, a mobile prayer app for Christians, raised $40 million in Series A funding. Andreessen Horowitz led, and was joined by SoftBank, K5 Global, Kris Jenner, Corey Gamble, Michael Ovitz, Michael Bublé, Jason Derulo and the Candy Crush founders. www.glorify-app.com
🚑 Tune Therapeutics, a Seattle-based developer of epi-therapeutic medicines, raised $40 million. NEA and Emerson Collective co-led, and were joined by Hatteras Venture Partners and Mission BioCapital. http://axios.link/FA5w
• Frontegg, an Israeli provider of SaaS core user management tools, raised $25 million in Series A funding. Insight Partners led, and was joined by insiders Pitango and GFC. http://axios.link/UWPd
🚑 Hygieia, a Livonia, Mich.-based insulin management startup, raised $17 million in Series B funding led by Firstime Ventures. www.hygieia.com
• Goalsetter, a children's financial literacy app, raised $15 million in Series A funding. Seae Ventures led, and was joined by Fiserv, Mass Mutual, Citizens Financial Group, Astia Fund, Kevin Durant, Carmelo Anthony, Anthony Anderson and Lance Gross. http://axios.link/v2Xr
• Karamba Security, an Israeli IoT and auto security startup, raised $10 million in new Series B funding led by VinFast. http://axios.link/prz6
• Procurated, a Washington, D.C.-based supplier ratings and review platform for the government and education markets, raised $10 million in Series A funding. Greycroft led, and was joined by insiders Tribeca Venture Partners, TDF Ventures and Limerick Hill. http://axios.link/Gk3M
• Gozem, a super app focused on French-speaking Africa, raised $5 million in Series A funding from AAIC, Thunes, Momentum Ventures, Innoport Ventures, CMC Ventures and Liil Ventures. http://axios.link/MU8R
• Markai, an e-commerce aggregator focused on Chinese brands seeking global customers, raised $4 million in seed funding led by Pear VC. http://axios.link/XPhV
• MARZ, a Toronto-based visual effects startup, raised $5.3 million in Series A funding. Round13 Capital led, and was joined by Rhino Ventures and Harlo Equity Partners. http://axios.link/LKjt
🚑 CareAlign, a Swarthmore, Pa.-based task management system for healthcare providers, raised $2.3 million from Hofmann Associates, Gaingels, Harvard Angels, Tech Council Ventures, Boston Millennia Partners’ Founders Fund, Front Row Round and DreamIt. www.carealign.ai
Private Equity Deals
• American Safety Council, an Orlando-based portfolio company of Ridgemont Equity Partners, acquired TPC Training, a Buffalo Grove, Ill.-based provider of industrial skills and workplace safety training. www.americansafetycouncil.com
• Apollo Global Management agreed to buy the U.S. wealth distribution and asset management businesses of Griffin Capital. http://axios.link/Agka
🚑 The Carlyle Group agreed to buy CNSI, a Virginia-based manager of IT systems for state and federal agencies, from Alvarez & Marsal Capital Partners, Axios' Sarah Pringle reports. http://axios.link/Jtq9
• CVC Capital Partners is sponsoring a management buyout offer for Razer Inc. (HK: 01337), a maker of gaming chairs and related products. http://axios.link/2WZK
• I Squared Capital completed its buyout of Mexican data center operator KIO Networks. www.kionetworks.com
• Lee Equity Partners acquired a majority stake in Unlimited Technology, a Chester Springs, Pa.-based security systems integrator. www.utiglobal.com
• New Mountain Capital bought Cumming Group, a Seattle-based provider of project and cost management consulting, from Tailwind Capital. www.cumming-group.com
• Prometheus Group, a Raleigh, N.C.-based portfolio company of Genstar Capital, acquired Ventureforth, an Atlanta-based Oracle partner focused on mobile apps. www.prometheusgroup.com
• SDS Rx, a Clark, N.J.-based portfolio company of HCI Equity Partners, acquired Mission Critical Delivery Solutions, a Bangor, Maine-based provider of last-mile healthcare supply chain solutions. www.sds-rx.com
🚑 Triton has approached Clinigen (LSE: CLINC), a British pharma services company in which Elliott Management recently upped its stake, about a buyout. http://axios.link/P42l
Public Offerings
• Ascend Performance Materials, a Houston-based chemicals maker owned by SK Capital Partners, is prepping a first-half 2022 IPO that could value the company at around $5 billion, per Bloomberg. http://axios.link/YLiD
• Nubank, a Brazilian challenger bank, put its proposed IPO range from $10-$11 to $8-$9, cutting its top market cap from $50.6 billion to $41.5 billion. It plans to list on the NYSE (NU) and in São Paulo. http://axios.link/jh1w
• Spark Education, a Chinese K-12 online tutoring platform, withdrew IPO registration it had filed in July. The company had planned to list on the Nasdaq and reported a $145 million net loss on $179 million of revenue for 2020. It raised over $550 million, most recently at a $1.5 billion valuation, from firms like Sequoia Capital China (10.5% pre-IPO stake), GGV Capital (8.9%), IDG (8.7%) and Lightspeed China Partners (5.7%). http://axios.link/Uwu0
SPAC Stuff
⚡ Opal Fuels, a U.S. renewable energy production and distribution company, agreed to go public at an implied $1.75 billion valuation (including debt), via ArcLight Clean Transition Corp. II (Nasdaq: ACTD). http://axios.link/Hngx
• Selina, a London-based hotel platform, agreed to go public at an implied $1.2 billion valuation via Boa Acquisition Corp. (NYSE: BOAS), a real estate tech SPAC led by Scott Seligman. Selina raised over $200 million from backers like Abraaj Group (yup, that one), Colony Capital, Access Industries, DD3 Capital Partners and Ronald Cohen. http://axios.link/uxyL
• Stacey Abrams announced her candidacy for Georgia governor, just days after she agreed to join the board of solar energy company Heliogen, following its acquisition by a SPAC at a $2 billion implied valuation. She also is on the board of another SPAC called ShoulderUp Tech, which has yet to sign a merger agreement.
- Heliogen CEO Bill Gross tells me that while Abrams would obviously resign were she to be elected, he's not yet sure about her viability as a director while campaigning. An Abrams spokesperson didn't return requests for comment.
Liquidity Events
• Abrdn (LSE: ABDN) agreed to buy Interactive Investor, a British online investment platform, from J.C. Flowers for £1.49 billion. http://axios.link/SUal
• Clayton, Dubilier & Rice sold Sirius Computer Solutions, a San Antonio-based corporate IT provider, for $2.5 billion to CDW (Nasdaq: CDW). www.siriuscom.com
• Dymon Asia PE is seeking to sell its stake Meiban Corp., a Singaporean injection molding company, for upwards of $500 million, per Bloomberg. http://axios.link/pYyb
⚡ Lone Star Funds is seeking a buyer for Chinese gas company Sino Gas & Energy, which could fetch around $1 billion, per Bloomberg. http://axios.link/WsoB
• Niantic, an S.F.-based maker of augmented reality games like "Pokémon Go," bought Lowkey, an app to capture and share gameplay moments (the public product will be mothballed). Niantic recently raised new funding at a $9 billion valuation, while Lowkey raised over $8 million from firms like Andreessen Horowitz and Spark Capital. http://axios.link/zcEQ
More M&A
• Bharti Airtel, a listed India telco, is in talks to buy a majority stake in Dish TV India from sellers like Yes Bank, per Mint. http://axios.link/Wu89
• Republic, a New York-based equity crowdfunding platform, bought U.K. peer Seedrs for $100 million. http://axios.link/JyYb
Fundraising
• Lightspeed China Partners raised $460 million for its fifth flagship VC fund and $460 million for its second growth fund. http://axios.link/NhYn
It's Personnel
• Mukul Chawla joined KKR as head of Asia Pacific growth equity. He previously was with Temasek. KKR also said that Lucian Schönefelder, partner and head of Asia tech investing, will transition into an advisory role. http://axios.link/7i7S
Final Numbers

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