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Presented By Cooley
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Axios Pro Rata
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By
Dan Primack
·
Mar 20, 2023
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Get to work! Reminder that you can share job openings with Axios Pro Rata readers. Details here.
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Top of the Morning
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Illustration: Sarah Grillo/Axios
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UBS yesterday agreed to buy troubled Swiss banking rival Credit Suisse, in a $3.2 billion deal whose speed was unthinkable before Silicon Valley Bank's collapse. Why it matters: The Swiss government literally changed the law to get the deal done, creating short-term stability for the global banking sector but long-term questions about shareholder rights. - In any acquisition of a publicly traded company, the acquired company's stockholders have the right to vote their shares in favor or disapproval.
- Credit Suisse shares are listed in both New York and Zurich, but the Swiss government unilaterally moved to eliminate the voting rights.
- It's an unprecedented decision. Ahead of the great financial crisis, for example, Bear Stearns shareholders voted to approve its government-desired takeover by JPMorgan (even getting a better deal in the process).
What they're saying: "This feels like Russia in Zurich," says a source close to Credit Suisse. - But, but, but: Credit Suisse shareholders do make out slightly better in this deal than do bondholders, which isn't usually the case.
The bottom line: UBS buying Credit Suisse is a shotgun wedding, insisted upon by a Western, capitalist country. The question now is if it sets a precedent for other countries to follow, and how investors would react to losing one of their most fundamental protections.
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Also...
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Done deal: New York Community Bancorp agreed to acquire failed Signature Bank, assuming both the failed bank's deposits and loan portfolios. - Beginning today, Signature's 40 branches will begin operating under the Flagstar Bank.
Fed & friends: The world's top central banks last night announced a joint plan to make U.S. dollar swap lines more readily available, to help ensure that dollars keep flowing through the global banking system. Waiting time: Silicon Valley Bank remains unsold, more than a week after being seized by the FDIC, which this morning said it has extended the bidding process and will consider separate offers for the commercial and private banking businesses. - Bloomberg reports that North Carolina's First Citizens BancShares is weighing an offer, and separately scoops that Warren Buffett has spoken with the Biden administration about some sort of U.S. regional banking investment.
- The NY Times adds that SVB had been under full Fed supervisory review since last summer, meaning it wasn't allowed to make acquisitions. However, the Fed was also using "bad models" to predict what would happen to banks like SVB in the case of rapidly rising interest rates.
Up in the air: UBS buying Credit Suisse has thrown a big wrench in the latter's plans to spin off its investment banking business, via a $175 million acquisition of Michael Klein's boutique advisory. - The deal, which would revive the First Boston brand, would have let Credit Suisse maintain a significant ownership foothold. But UBS wouldn't be able to do the same, since it already has an investment banking business of its own.
- That means the sell-down would need to happen much quicker, and that UBS might also want to include additional CS business units (such as equity research).
- Ultimately, it will be Klein's call whether or not to proceed, given that he has a contract with Credit Suisse. But the new complications, including a giant change in regulatory construct, could convince him to walk.
- Either way, expect resolution within days, not weeks.
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The BFD
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Illustration: Megan Robinson/Axios
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Canadian Pacific (TSX: CP) received U.S. regulatory approval for its $31.1 billion takeover of freight railroad operator Kansas City Southern (NYSE: KSU) and said the merger will close on April 14. Why it's the BFD: This will create the only railway that runs from Canada to Mexico and is the first railroad megamerger in decades. The backstory: KCS originally agreed to be acquired by Canadian Pacific in March 2021, but then bailed after Canadian National Railroad made a richer offer. CNR, however, hit regulatory troubles with the deal, driving KCS back into Canadian Pacific's waiting arms. The bottom line: This feels like an outlier, given how eager the Biden administration has been to block other large deals. In fact, the U.S. Surface Transportation Board's approval came over the public objection of Sen. Elizabeth Warren (D-Mass.) and a DOJ letter that expressed "serious concerns" about freight rail industry consolidation.
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A message from Cooley
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Key insights from an investor on the state of venture capital
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What does it take to grow a technology-focused VC fund from the ground up?
Cooley spoke with Kate McAndrew, co-founder and general partner at Baukunst, to discuss recent VC financing trends — and the opportunities and challenges that may arise when launching an inaugural fund.
Read the Q&A.
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Venture Capital Deals
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• Rippling, an employee onboarding and workforce management company led by Parker Conrad, raised $500m in Series E funding at an $11.25b valuation led by insider Greenoaks. https://axios.link/400bRkx 🚑 Switch Therapeutics, a South SF-based developer of RNA medicine solutions, raised $52m in Series A funding. Insight Partners and UCB Ventures co-led, and were joined by Eli Lilly, Ono Venture Investment, Digitalis Ventures, Dolby Family Ventures, Free Flow Ventures, PhiFund Ventures and insiders Upfront Ventures and BOLD Capital Partners. www.switchthera.com • Reebelo, a refurbished consumer electronics marketplace, raised $29m in new Series A funding (round total now $50m). Cathay Innovation led, and was joined by Moore Strategic Ventures, Gandel Invest and antler. https://axios.link/3yOc5PN • Candela, a Swedish maker of commercial hydrofoil ferries, raised $20m from EQT Ventures, Joel Eklund, Svante Nilo Bengtsson and Ocean Zero. https://axios.link/3JSdNWv • Patch, a British developer of “neighborhood workspaces,” raised £3m from JamJar Investments, Blue Wire Capital, Vectr7 Investment Partners, Active Partners and Triple Point Ventures. www.patch.work • Maqsad, a Pakistani edtech startup, raised $2.8m in seed funding co-led by Speedinvest and Indus Valley Capital. https://axios.link/3n7LpGR • Credable, a Tanzanian digital banking infrastructure startup, raised $2.5m in seed funding led by The Continent Venture Partners. https://axios.link/3ZW7Q0m
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Private Equity Deals
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• Court Square Capital Partners invested in Five Star, a Branson, Mo.-based developer and operator of large-format family entertainment centers. www.fivestarparks.com • Kinderhook Industries acquired Cards Recycling, a Springdale, Ark.-based municipal, commercial and industrial solid waste collector. www.cardsrecycling.com • Lincoln Road agreed to buy Zodega, a Houston-based provider of landscaping and lawn care services. www.zodega.com • LongueVue Capital invested in RBW Logistics, an Augusta, Ga.-based provider of warehousing, and fulfillment services. www.rbwlogistics.com • Permira, L’Oréal (Paris: OR) and the family behind French cosmetics company Clarins all moved into the second round of bidding for Aesop, an Australian skin care brand owned by Brazil’s Natura Cosmetics, per Bloomberg. https://axios.link/4019zBG
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SPAC Stuff
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⚡ Heidmar, a Norwalk, Conn.-based petroleum tanker pool cleaning company, agreed to go public at an implied $261m equity value via Home Plate Acquisition Corp. (Nasdaq: HPLT), a SPAC led by Dan Ciporin (ex-Canaan Partners). https://axios.link/3Z2u7Zg
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Liquidity Events
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⚡ Actis and Mainstream sold Lekela Power, an Africa-focused renewable energy firm, to a JV between Masdar and Infinity Energy. https://axios.link/3LByvve • Summit Park sold Tennessee Industrial Electronics, a LaVergne, Tenn.-based provider of refurbished CNC system parts and repair services, to Diploma PLC (LSE: DPLM). www.tieindustrial.com
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More M&A
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⚡ A.P. Moller-Maersk agreed to sell its energy supply services unit for $685m to an investment vehicle owned by the Maersk family. https://axios.link/3FFqdyv • Karat, a Seattle-based HR interviewing platform valued by VCs at $1.1b, acquired Triplebyte, an SF-based recruitment company that had raised around $50m from firms like Founders Fund, YC, Summit Peak Investments, Initialized Capital and Caffeinated Capital. https://axios.link/40iuBLR 🚑 Pear Therapeutics (Nasdaq: PEAR), a Boston-based developer of prescription apps for treating addiction and insomnia, said that it’s exploring a sale. The company went public via SPAC in 2021 at a $1.6b equity value, after having raised $270m in VC funding, but its market cap has shrunk to just $54m. https://axios.link/3JPMAUy
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Fundraising
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• Deerpath Capital Management raised $1.5b for its fifth senior debt fund focused on midmarket companies. www.deerpathcapital.com • JMI Equity raised $2.4b for its 11th growth equity fund. www.jmiequity.com
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It's Personnel
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• Gabe Kleinman joined Emerson Collective as an operating partner on the venture capital team. He was previously at Obvious Ventures. www.emersoncollective.com • Lindsey Press joined HGGC as global head of investor relations. She previously was with Silver Lake. www.hggc.com • Blackstone is opening an office in Frankfurt, Germany. It will be led by existing senior managing directors Juergen Pinker (private equity) and Jurij Puth (credit). www.blackstone.com • Great Hill Partners, a Boston-based PE firm, is opening a London office that will be led by existing managing director Drew Loucks. www.greathillpartners.com
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Final Numbers
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Source: Refinitiv Deals Intelligence. Data through March 16, 2023 Global private equity dealmaking is tracking even softer than the broader M&A slowdown, down 57% YTD. - Within the U.S., private equity deals are off 46%.
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A message from Cooley
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Cooley Rx: a new life sciences and health care virtual series
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How can life sciences and health care innovators stay current on legal changes affecting their businesses?
Cooley Rx is a virtual event series with panel discussions, fireside chats, keynotes and more.
Join us March 29 for a session on building tech platforms through discovery collaborations.
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Thanks for reading Axios Pro Rata, and to copy editor Mickey Meece! Please ask your friends, colleagues and Swiss bankers to sign up.
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