Mar 6, 2017

Axios Pro Rata

Greetings from the home office. Just a quick reminder that Generate, our daily download on the energy sector, began publishing this morning. You can subscribe to Generate, and all the other Axios newsletters, by going here. Okay, on to the business of business...

Top of the Morning

• Pen to paper: Time Inc. is expecting to receive takeover bids this week, for either all or part of its magazine publishing empire. In preparation of a possible sale, the company recently approved a new compensation plan that basically guarantees bonuses and extends severance to top executives if they get fired after a change of control. Such guarantees are not extended to editors of the company's nearly two dozen titles, nor to any of their reporters, researchers or assistants. Also out of luck are salespeople, designers, technologists, back-office administrators, security guards or anyone else who could well receive a pink slip in the event of a sale.

Time Inc. is certainly not the only company to make such changes to exec comp in the midst of an auction, but that doesn't make it any less greedy or inconsistent. And since I have a personal interest in this one (Dan Primack: senior editor at Fortune 2010-2016), I've written an open letter to the company's board. Read it here.

• Debt data: American companies have issued nearly twice as much high-yield debt (i.e., junk bonds) so far in 2017 than they had at the same point in 2016, according to Thomson Reuters. But the 96% U.S. boost is actually well below the 195% increase in worldwide high-yield issuance, driven by whopping bumps in non-Japan Asia (+627%) and Europe (+433%).

High-yield issuance actually declined for the past four years, but the early 2017 boost seems partially reflective of a global increase in leveraged buyouts. For example, while overall U.S. M&A activity is flat from 2016, private equity deals for U.S. targets are up 71%. Private equity is up 45% in Europe, even though overall M&A is down 10%. The big exception to this trend in non-Japan Asia, where private equity activity is actually down 31% from 2016. One explanation for that region's junk bond binge is buyside demand for diversification, particularly at a time when asset manager inflows are being buoyed by record-high equity markets. Within the Asia number, Chinese issuers have a 56.5% market share.

• Slump pricing: Uber's PR pros must feel a bit like rodeo clowns right now. They know something bad is coming most every day, but they just don't know from which direction or quite how much it will hurt. Kia has a quick roundup of its most recent terrible, horrible, no good, very bad week.

There also was a weekend report from The Information that Uber CEO Travis Kalanick is seeking to hire an official "second in command," which isn't anything he's ever really had. I've also seen some Twitterati suggestions that Kalanick could get canned, but don't hold your breath. Not only because of voting power dynamics, but because (almost) everyone I talk to on Uber's investing side believes that Kalanick is both Uber's greatest asset and its greatest liability. The former had helped drive a $70 billion valuation, and they believe the latter can be somewhat mitigated going forward.

• Correction: On Friday I mentioned that Snap CEO Evan Spiegel didn't do any post-listing interviews. That was incorrect. He and Snap co-founder Bobby Murphy did an exclusive with the LA Times. From Spiegel:

"We built our business on creativity. And we're going to have to go through an education process for the next five years to explain to people how our users and that creativity creates value."

• Recommended reading: "Merit-based" immigration may complicate tech's relationship with Trump, by Kim Hart.

• Drop a dime: If you want to provide share scoop with me, there are lots of available avenues:

The BFD: KKR raises $13.9 billion

KKR has closed its twelfth North American private equity fund with $13.9 billion in capital commitments. The total includes nearly $1.4 billion in capital from the firm's balance sheet and employees (no specific breakdown was offered). It is KKR's second-largest North American fund, easily topping Fund XI ($9 billion closed in 2014) but short of Fund X ($17.6 billion in 2008).

Why it's the BFD: This is the first domino in what is expected to be a series of mega-buyout funds raised in 2017. Apollo, Carlyle Group, Vista and Silver Lake are among the others either in market, or expected to arrive shortly. It's a reflection that PE bigs aren't scared off of record-high public equity prices, or at least that they believe a correction is around the corner.

Bottom line: "We're not going to be putting all the money to work in the next one to two years. We do think there is going to be some correction over the next six years, which is our timeframe for the fund, so we'll be well-positioned to capitalize when that correction comes. We also believe that, while general valuations are on the higher side right now, it's very much industry by industry. Healthcare, for example, has already had something of a correction and valuations are pretty cheap." ― Alisa Wood, KKR's head of private market products, speaking this morning with Axios.

Venture Capital Deals

• Atom Bank, a UK-based mobile-only bank, has raised £83 million in new VC funding from existing backer BBVA (Spain) at a £261 million post-money valuation.

• Examity, a Natick, Mass.-based provider of remote proctoring services for online tests, has raised $21 million in new VC funding from University Ventures and Inherent Group.

• Nearpod, a San Francisco-based online platform that lets K-12 teachers find, create and distribute digital learning experiences, has raised $21 million in Series B funding. Insight Venture Partners led the round, and was joined by return backers like Reach Capital and Krillion Ventures.

• Ingeneron, a Houston-based developer of stem cell-based technologies for recovering from wounds and orthopedic injuries has raised $20 million in strategic funding from Sanford Health.

• Casabots, a San Jose, Calif.-based developer of robotic technologies for food businesses, has raised around $6.3 million in Series A funding from firms like Foundry Group, according to an SEC filing.

• Caicloud, a Shanghai-based provider of cluster management services, has raised $6 million in Series A funding. Matrix Partners China led the round, and was joined by return backer Cybernaut.

• Lucy, a support app for new mothers returning to work, has raised $2.25 million in seed funding co-led by Forerunner Ventures and Felicis Ventures.

• Raken, a San Diego-based developer of a mobile app for construction site reporting, has raised $2 million in new VC funding. Rincon Venture Partners led the round, and was joined by Eniac Ventures and Spider Capital.

Private Equity Deals

• BC Partners and Pollen Street Capital have offered to acquire British lender Shawbrook Group for around £825 million. Pollen Street already holds a 38.9% stake in Shawbrook, whose shares climbed 18% Friday on the news.

• CI Capital Partners has acquired a majority stake in Simplified Logistics, a Westlake, Ohio-based provider of less-than-truckload transportation management services.

• Subsea Global Solutions, a Miami, Fla.-based portfolio company of Lariat Partners, has acquired All-Sea Underwater Solutions, a provider of underwater ship repair and maintenance. No financial terms were disclosed.

• TA Associates has acquired a minority equity stake in Interswitch, an Africa-focused integrated digital payments and commerce company that is majority-owned by Helios Investment Partners. www.interswitchgroup.comin

Public Offerings

• MuleSoft, a SaaS integration company valued at $1.5 billion by venture capitalists, has set its IPO terms to 13 million shares being offered at between $12 and $14 per share. It would have an initial market cap of around $1.64 billion, and a fully-diluted valuation north of $2.2 billion, were it to price in the middle of its offering range. The company has raised over $250 million in total venture capital funding, from firms like Lightspeed Venture Partners (17.1% pre-IPO stake), Hummer Winblad (15.8%), NEA (14.3%), Morgenthaler (7.5%), Sapphire Ventures (6.8%), Bay Partners (6.3%), Meritech Capital Partners and Salesforce Ventures.

Liquidity Events

• Mubadala Development Co., an Abu Dhabi sovereign wealth fund, sold 45 million shares in Advanced Micro Devices (Nasdaq: AMD) for around $613 million. It booked a small gain over its original November 2007 investment, and retains 97 million shares in the U.S. chipmaker.

• Okta, a San Francisco-based identity management company valued at $1.2 billion by venture capitalists, has acqui-hired Stormpath, a San Mateo, Calif.-based provider of authentication, authorization and user management solutions for web and app developers. No financial terms were disclosed. Stormpath had raised over $20 million in VC funding from Flybridge Capital Partners, Scale Venture Partners, NEA and Pelion Venture Partners.

• Palo Alto Networks (NYSE: PANW) has acquired LightCyber, and Israeli provider of behavioral attack detection solutions, for $105 million in cash. LightCyber had raised more than $30 million in VC funding from Access Industries, ClalTech, Battery Ventures, Glilot Capital Partners and Amplify Partners.

More M&A

• Deutsche Bank said that it plans to raise an additional $8.5 billion in capital, following around a $2 billion Q4 loss. The German financial giant also plans to reorganize its retail business and merge its markets unit with its corporate and investment bank.

• OMV of Austria has agreed to sell Petrol Ofisi, a Turkish fuel supply and distribution group, to an affiliate of Switzerland's Vitol for approximately $1.45 billion.

• PSA Group, the French owner of car brands like Peugeot, has agreed to acquire the European Opel unit of General Motors (NYSE: GM) for €2.2 billion.


• Actis has closed its fourth energy private equity fund with $2.75 billion in capital commitments. The fund will focus on select countries in Africa, Asia and Latin America.

• China Renaissance Group is combining its Hong Kong and U.S.-based businesses into a single platform called China Renaissance International.

• Comvest Capital, the direct lending affiliate of Florida-based Comvest Partners, has opened a New York City office that will be led by existing partner Dan Lee (who is relocating).

• Quad-C Management has closed its ninth private equity fund with $1.1 billion in capital commitments.

• TSG Consumer Partners, a New York-based private equity firm focused on the retail and consumer goods space, has sold a piece of its management company to Wafra, an investment firm backed by the Kuwaiti government. The deal values TSG at more than $1.5 billion, per the WSJ.

It's Personnel

• Dominic Murphy is leaving KKR, where, according he led UK/Ireland and European healthcare, according to the FT. No word yet on his future plans. Recent hire Tim Franks (ex-Advent International) will assume Murphy's responsibilities in the UK and on KKR's European investment committee, although the firm is still looking for an outside hire to replace his healthcare activities.

• Adora Whitaker has joined Deutsche Bank as a managing director in the bank's financial institutions group. She previously was with BofA Merrill Lynch.

Final Numbers: Brexit Backslide