Jul 22, 2019

Axios Pro Rata

By Dan Primack
Dan Primack
Top of the Morning

Illustration: Rebecca Zisser/Axios

Political attacks on private equity, including last week's broadside from Sen. Elizabeth Warren, have mostly focused on investments in the retail sector.

  • It makes sense, given the extraordinary number of PE-backed retail bankruptcies — almost all of which are household names.
  • For example: Toys R Us, Brookstone, Nine West, Linens n' Things, Sports Authority, Payless, Claire's, and Gymboree.
  • Whew. Just need a minute here to catch my breath. Okay...
  • The Limited, Charlotte Russe, Mattress Firm, Shopko, David's Bridal, Things Remembered, Rockport, Wet Seal, and FullBeauty Brands. Plus Sears, depending on your definition of private equity.
  • Retail Dive found that over 15% of PE-backed deals for retailers between 2003 and 2018 resulted in Chapter 11 bankruptcy.

But before buyout titans begin cutting contribution/contrition checks to Warren 2020, some mitigating information:

Sun Capital Partners is taking steps to (indirectly) pay severance to former workers at discount retailer Shopko, per new filings with the bankruptcy court.

  • We first discussed the situation last month, in a piece Warren linked to in the roll-out of her proposed PE regulations.
  • Sun, which made money on Shopko despite its bankruptcy, had already pledged $15.5 million to Shopko's estate per the Chapter 11 plan. On Friday it asked the court to finalize its part of the settlement, despite pending objections to the broader arrangement by Shopko creditor McKesson Corp.
  • It also is suggesting that approximately $3 million be earmarked for "badly-needed" severance, which would be distributed by the estate. Sun adds that the total severance claims were $5 million, but it understands that the first $2 million has already been accounted for.
  • Sun could have theoretically gone around the bankruptcy process by creating a stand-alone worker fund, as Bain Capital and KKR did with Toys R Us. It's possible Sun felt working through the estate would be more cost-effective, given the smaller dollars in play and the administrative costs of the Toys fund.
  • None of this absolves Sun of the actions that helped cause Shopko to go bust, but it's at least a move to do right by displaced workers.

British buyout firm BlueGem Capital paid £32 million in 2010 for a 40% stake in High Street department store Liberty, putting the enterprise value at around £80 million. Today, the FT reports that BlueGem is selling Liberty to Glendower Capital at a £300 million enterprise value. In other words, retail buyouts needn't necessarily go belly-up. More from the FT:

The store has been transformed from a lossmaking operation to a growing and profitable one under BlueGem’s ownership. Its performance has benefited from the recently revamped offering of its fabrics business, which has quadrupled in size under BlueGem’s ownership. It has also bolstered best-selling and growing categories, including its beauty division, and focused on niche segments, including jeans in the men’s department.

J.C. Penney hired restructuring advisors ahead of a possible bankruptcy filing, per CNBC. The 117 year-old retailer has never been owned by private equity, reflecting how it's reductive to blame most retail struggles on leveraged buyouts.

While J.C. Penney has more than $1.5 billion available under a revolving credit line, investors have continued to sell off the retailer’s shares in response to financial losses. Its credit rating is deep in junk territory, increasing its borrowing costs.

The bottom line: Private equity has a lousy track record when it comes to some of America's best-known companies. But not all the stories end with pink slips, and much of the retail industry's troubles are more secular than structural.

🕒 It's Day 9 of Leon Black, CEO of Apollo Global Management, refusing to confirm or deny that his family foundation was the source of a $10 million donation to Jeffrey Epstein's charity in 2015. Apollo shares were down again, very slightly, on Friday.

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Illustration: Axios/Rebecca Zisser

iFlix, a Malaysia-based streaming video subscription service focused on Southeast Asia and the Middle East, raised over $50 million in what it refers to as pre-IPO funding. Fidelity International led, and was joined by return backers Catcha Group, Hearst, Sky and EMC.

  • Why it's the BFD: Netflix needs to expand in emerging markets, as its recent subscriber numbers suggest saturation in its core geographies. iFlix, which claims to have nearly doubled active users to 17 million in the past six months, presents one of several homegrown hurdles.
  • Bottom line: "iFlix is setting the stage for a listing, set to take place either on the Australian Securities Exchange or the NYSE, which could value the company at more than $1 billion." — Ardi Wirdana, DealStreetAsia
Venture Capital Deals

Sennder, a German digital freight forwarding startup, raised $70 million in Series C funding at around a $300 million valuation. Lakestar led, and was joined by Accel, Next47, H14, HV Holtzbrinck Ventures, Project A and Scania Growth Capital. http://axios.link/hpRa

UVeye, an Israeli developer of vision-based, drive-through vehicle inspection software, raised $31 million from Toyota Tsusho, Volvo and return backers W. R. Berkley and F.I.T. Ventures. http://axios.link/K1Mk

aCommerce, a Thai e-commerce enablement startup for brands selling into Southeast Asia, raised over $10 million from return backers KKR, Emerald Media, Blue Sky, DKSH Holding and Sinar Mas. http://axios.link/46yv

Secfi, a San Francisco-based provider of loans against employee shares in startups, raised $6 million in Series A funding led by Rucker Park Capital. http://axios.link/efiN

SteamaCo, a UK-based provider of off-grid energy monitoring software for utilities, raised $5 million in Series B funding co-led by Praetura Ventures and Shell. http://axios.link/mYll

Lexion, a Seattle-based provider of contract management software, raised $4.2 million in seed funding from Madrona Venture Group and WSGR Ventures. http://axios.link/hoIw

🚑 Cell Vault, a San Francisco-based T-cell cryopreservation bank, raised $1 million from Bling Capital and Charlie Cheever. www.cellvault.com

PayMate, a Mumbai-based payment automation platform for enterprises, is raising $25 million in Series D funding, per Techcrunch. It already has secured commitments from Recruit Strategic Partners, Visa, Brand Capital and return backer Mayfair 101. http://axios.link/ti5u

Private Equity Deals

3i Group agreed to buy French IT maintenance company Evernex from The Carlyle Group. http://axios.link/06ZW

Altice Europe received several first-round bids for its Teads ad-tech unit, which could be valued at upwards of €1.6 billion, per Bloomberg. Suitors include Bridgepoint, Cinven and Permira. http://axios.link/0qrB

CVC Capital Partners and GIC are among those considering bids for Euroclear, a Brussels-based settlements company that could be valued at around $6.4 billion if it goes forward with a sale process, per Bloomberg. http://axios.link/sX7e

Glendower Capital agreed to buy London department store Liberty for around £300 million from BlueGem Capital. http://axios.link/UbIc

Ocorian, a fund administrator owned by Inflexion, agreed to buy rival Estera from Bridgepoint. http://axios.link/flh2

Onecom, a UK-based business telecom company, secured £100 million in equity and debt funding from LDC and Ares Management. http://axios.link/iGo2

Natixis said it is not in talks to sell its 42% stake in credit insurance company Coface (Paris: COFA), following a Reuters report that it was discussing such a deal with Apollo Global Management. http://axios.link/kBXn

🚑 Radiology Partners, an El Segundo, Calif.-based network of on-site physician-led radiology practices, secured $700 million in “long-term capital” commitments from Starr Investment Holdings. It previously raised $200 million co-led by Future Fund and NEA.

Ted Baker (LSE: TED), a British fashion retailer, saw shares rise on reports that it could receive a private equity-backed takeover offer from founder Ray Kelvin, who resigned earlier this year over allegations of inappropriate behavior toward staff. http://axios.link/wvcf

Trident Energy, backed by Warburg Pincus, was picked by Petrobras to buy two Brazilian oilfields that were expected to fetch around $1 billion, via a “re-bid” process. http://axios.link/dNlT

Public Offerings

Seven companies plan to price IPOs this week on U.S. exchanges: Livongo Health, Health Catalyst, Phreesia, Castle BioSciences, ProSight Global, Vista Oil & Gas, and Wanda Sports. http://axios.link/RDrx

Dynatrace, a Waltham, Mass.-based application monitor software maker owned by Thoma Bravo, set IPO terms to nearly 36 million shares at $11-$13. It would have an initial market cap of $3.47 billion, were it to price in the middle, and plans to trade on the NYSE (DT) with Goldman Sachs as lead underwriter. The company reports a $116 million net loss on $431 million in revenue for the year ending March 31. http://axios.link/4o5I

• GFL Environmental, North America’s fourth largest waste hauler, filed for an IPO that Bloomberg reports could raise around $1.5 billion at a $15 billion valuation. The Canada-based company plans to trade in both Toronto and the U.S., and reports a $519 million net loss on $2.24 billion in revenue for the year ending March 31. Shareholders include BC Partners, Ontario Teachers, GIC and Dovigi Group. http://axios.link/WBql

Interswitch, an Africa-focused integrated digital payments and commerce company majority owned by Helios Investment Partners, hired JPM, Citi and Standard Bank to lead a float in London and Lagos later this year, per Bloomberg. The company could be valued at upwards of $1.5 billion, while other shareholders include TA Associates. http://axios.link/8Jsc

🚑 Livongo, a Mountain View, Calif.-based digital health startup focused on managing chronic conditions like diabetes and hypertension, increased its IPO range from $20-$23 to $24-$26. It would have an initial market cap of $2.22 billion, were it to price in the middle, and plans to trade on the Nasdaq (LVGO) with Morgan Stanley as lead underwriter. The company reports a $30 million net loss on around $71 million in revenue for the six months ending June 30, 2019, and raised $237 million from firms like General Catalyst (25.4%), Kinnevik (12%), Kleiner Perkins (8.9%), Merck (7.6%) and 7WireVentures (7.1%). http://axios.link/hRfR

🚑 RAPT Therapeutics, a South San Francisco-based biotech startup focused on cancer and inflammatory diseases, set IPO terms to 5 million shares at $14-$16. It would have an initial market cap of $341 million, were it to price in the middle, and plans to list on the Nasdaq (RAPT) with BAML as lead underwriter. The pre-revenue company raised $176 million in VC funding from firms like The Column Group (34.7% pre-IPO stake), Kleiner Perkins (20%), Topspin Ventures (12.2%) and UC Regents (7.6%). http://axios.link/NGR4

Liquidity Events

Kohlberg & Co. may seek buyers for Interstate Hotels & Resorts, an Arlington, Va.-based hotel operator that could fetch around $1 billion, per Bloomberg. http://axios.link/oe1V

More M&A

Amerisur Resources (LSE: AMER), a Latin America-focused oil exploration company valued at £200 million, turned down a takeover approach from French rival Maurel & Prom (Paris: MAUP), saying the possible £210 million bid was insufficient. http://axios.link/Wijx

🍸 Campari (Milan: CPRi) said it is in exclusive talks to buy Rhumantilles, the French maker of Caribbean Rhum Agricole brands, from Compagnie Financière Chevrillon. http://axios.link/RFpC

Casino (Paris: CASP), a French supermarket operator, agreed to sell Vindemia, a subsidiary operating in the Indian Ocean region, for €219 million to Groupe Bernard Hayot. http://axios.link/ZZJr

Cummins (NYSE: CMI) made an indicative offer to buy Volkswagen’s large engines business, MAN Energy Solutions, which is expected to fetch around 3 billion, per Reuters. http://axios.link/HQxz

Jervois Mining (ASX: JRV), an Australian cobalt miner, agreed to acquire Canada’s eCobalt Solution (TSX: ECS) for around US$44 million. http://axios.link/mwbW

Nigeria’s government plans to sell 10 electricity generation companies, as part of a privatization effort aimed at increasing the country’s power supply, per The Guardian. http://axios.link/Y0wW


Partners for Growth, a venture debt firm, is raising $300 million for its sixth fund, per an SEC filing. www.pfgrowth.com

SoftBank Ventures Asia, a Seoul-based early-stage VC group, raised $270 million for a new fund. http://axios.link/QUFg

It's Personnel

Sundip Murthy joined Norwest Equity Partners as a partner. He previously was a partner with Snow Phipps, where he led the consumer sector group. www.nep.com

Jerry Wiant is joining Credit Suisse as a managing director and head of Americas banks, per Bloomberg. He previously was with Lazard http://axios.link/tdOy

David Yeh joined VC firm 3x5 Partners as a managing director, per his LinkedIn page. He’s a former Obama White House advisor who’s been leading a wealth management firm called Capitol Hill. www.3x5partners.com

Final Numbers
Source: PitchBook survey of 101 institutional limited partners and public equity investment managers.
Dan Primack

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