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Automotive tech start-ups take wild ride with Spacs



Automotive tech start-ups catapulted on to the US stock market via blank cheque vehicles have together amassed a market capitalisation of approaching $60bn even as several are yet to book a single dollar of revenue or make a product. 

The electric vehicle sector proved fertile hunting ground last year for special purpose acquisition vehicles, which take companies public by raising money from investors and then cutting deals.

After stock markets recovered from a March meltdown when the pandemic erupted, blue-chip mutual funds, private equity firms and retail investors ploughed money into Spacs, which often bought companies with grand ambitions but limited track records.

With technology disrupting the car industry, investors have raced to secure exposure to potential winners — whether battery makers, manufacturers of other forms of power storage or developers of the “lidar” sensors that some believe are key to the development of self-driving cars.

Yet according to a Financial Times analysis, the nine auto tech groups that listed via a Spac last year expected revenues of just $139m between them for 2020. They include QuantumScape, a battery company backed by Bill Gates and Volkswagen; the hydrogen truck start-up Nikola; and the lidar company Luminar Technologies.

Bubble timeline charts showing auto tech companies listed through Spacs boast significant market caps even with little current revenues

While the past 12 months proved a hot market for tech groups doing conventional IPOs, bankers and lawyers say that the Spac process gives companies — and the vehicles acquiring them — far greater latitude in disclosing future financial projections. The nine auto tech companies, for example, together predict their revenues will reach $26bn by 2024. 

Spacs often justify stratospheric projections by pointing to large “addressable markets” such as that for electric vehicles, where even a tiny market share can be lucrative and make valuations based on predictions of future revenues appear cheap.

“There is a regulatory arbitrage between the Spac model and traditional IPOs,” said Gary Posternack, head of global M&A at Barclays.

“In the marketing process around Spac combinations, there is an ability to discuss projections or forward guidance, whereas in regular-way IPOs, companies can’t provide that information. The regulators may ultimately try to narrow this gap, but for now the difference is creating real opportunities,” he added.

The money pouring into the sector — and not just via blank cheque vehicles — is a bet that electric vehicles will eventually become ubiquitous. The market research firm IDTechEx estimates EVs will constitute up to 80 per cent of the global market by 2040, while heavyweights such as Volkswagen and General Motors are investing billions of dollars to develop their own models.

But even if EVs do become dominant, it will not happen overnight. And as the talismanic performance of the electric vehicle pioneer Tesla — now with a market value of almost $800bn — helps underpin the investment mania for car tech groups, venture capitalists who specialise in backing risky start-ups warn of the potential dangers.

“If you project that your first revenue is in 2025 and you have to build out a model based on a product you haven’t built yet, I think that’s really hard,” said Arjun Sethi, partner at Tribe Capital, a venture capital firm based in San Francisco. “It’s one of the reasons you have venture capitalists.”

QuantumScape’s short history as a public company underlines the volatility investors face. Riding a wave of demand, shares in the group peaked at $131 in late December, a thirteen-fold increase on the $10 at which Spacs typically list.

Spun out from Stanford University, QuantamScape released data that it says shows advances in solid-state battery technology, which could help improve the driving range of electric vehicles. The market capitalisation of the company, which does not expect any revenues until 2024 and any profits for three years after that, last year briefly eclipsed that of Ford and Fiat Chrysler.

However, the stock has since plunged 60 per cent from its peak. QuantumScape did not respond to a request for comment.

Scatter plot showing most Spac deals that closed in 2020 are currently trading above $10 per share, the standard IPO price

Luminar Technologies is another Spac with a brief but so far striking life as a public company. Shares in the group, which develops laser-based imaging sensors, or lidars, that can be used for autonomous driving, have almost doubled since listing in December.

Founded by 25-year-old engineer Austin Russell, the Silicon Valley company has signed a production agreement with Volvo due to begin in 2022, setting it apart from competitors. But its roughly $10bn valuation dwarfs the market for automotive lidar, which Northland Securities analyst Gus Richard estimates will be worth $2.5bn in 2025. Luminar declined to comment.

One senior Wall Street lawyer who has worked on numerous Spac deals says that the enthusiasm of retail investors has been a key feature of the mania for the car tech sector.

“If the trading strategy is ‘I’m going to buy across the spectrum, because there will be winners and I know there will be losers’ then that’s not a crazy investment strategy,” the Spac adviser said. “But not all the electric vehicle companies will survive. They just can’t, there’s too many of them.”

Retail investors were among those caught out by the crisis that engulfed Nikola, a US electric truck start-up and early beneficiary of the investment craze. After peaking in June, Nikola shares tumbled in September after shortseller Hindenburg Research alleged that the company was an “intricate fraud”. Its founder Trevor Milton, who stepped down in September, has denied any wrongdoing.

Despite the turbulence, shares in all nine of the auto tech companies that used Spacs to go public last year trade well above $10, with a median price above $20. Indeed, shares in almost three quarters of the 37 completed Spac deals last year are trading above $10. More than a third are trading above $20.

Nor is there any sign that the wave of interest has peaked. Lucid Motors, a Californian electric vehicle group controlled by Saudi Arabia’s sovereign wealth fund that has yet to deliver a single model, is in talks to merge with one of the Spacs launched by former Citigroup investment banker Michael Klein, according to people with direct knowledge of the matter. 

However, some caution that the combination of the mania for car tech and Spacs is likely to remain a combustible one this year.

“It’s not sustainable because at some point things are going to normalise and investors are now buying these things blindly,” said a senior equity sales bank executive.

Additional reporting by Arash Massoudi in London

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Paper producer Segezha plans Moscow IPO




Paper producer Segezha is planning an initial public offering on the Moscow exchange, making it the latest in a series of Russian companies looking to tap surging investor demand.

Segezha, which is owned by oligarch Vladimir Yevtushenkov’s Sistema conglomerate, said on Monday that it wanted to raise at least Rbs30bn ($388m) in the IPO. It is seeking a valuation of more than $1.5bn, according to a person familiar with the plans.

The structure of the offering will allow Sistema to retain control of the company.

Russian companies are rushing to go public in response to high demand for emerging market assets and in case geopolitical tensions with the west make it harder to list.

The stimulus-fuelled global stock market boom and a rebound in commodity prices have helped Russia’s market recover quickly from the pandemic.

The Moscow exchange’s benchmark index hit record highs in March and Russian central bank rates remain near an all-time low. Last year, the bourse doubled its number of retail investors to 10m as homebound traders moved away from bank deposits.

In March, discount retailer Fix Price held the largest Russian IPO since the US and EU imposed sanctions against Moscow in 2014. Ecommerce site Ozon, which is co-owned by Sistema, has more than doubled its valuation to about $12.5bn after going public in New York last year.

But the sell-off of the rouble on tensions with the US and the military build-up on the Ukrainian border has underlined that going public remains precarious.

GV Gold, a midsized goldminer whose key shareholders include BlackRock, said late last month it would postpone its IPO — the third time the company has announced a listing then backtracked — because of “elevated levels of market volatility in both the global and Russian capital markets”.

Segezha, which reported nearly $1bn of revenue last year and operating profit of $242m, is the fifth-largest producer of birch plywood in the world and is in the top two for production of heavy duty “multiwall” paper packaging.

Prices for its products have rebounded during the recent economic recovery, while 72 per cent of its revenue comes from export sales in foreign currencies — allowing it to take advantage of the weak rouble at its mostly Russian cost base.

“Bringing Segezha Group to the public markets will crystallize the value of our investment, raise funds that would allow Segezha Group to continue to pursue its investment projects and provide investors with the opportunity to share in the company’s strong growth and benefit from attractive returns,” Sistema chief executive Vladimir Chirakhov said in a statement.

JPMorgan, UBS, and VTB Capital are joint global co-ordinators and joint bookrunners on the IPO. Alfa Capital Markets, Gazprombank, BofA Securities, and Renaissance Capital are joint bookrunners.

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Spac boom under threat as deal funding dries up




A crucial source of funding for blank-cheque company deals is drying up, pointing to a slowdown for one of Wall Street’s hottest products after a record-breaking quarter. 

Advisers to special purpose acquisition companies, which float on the stock market and then go hunting for a company to buy, say they are struggling to find so-called Pipe financing to complete their planned acquisitions. Pipe is short for private investment in public equity.

Institutional investors such as Fidelity and Wellington Management have ploughed billions of dollars into Pipe deals since the Spac boom emerged last year, providing a route to the public markets for businesses ranging from established software and entertainment companies to speculative developers of flying taxis and electric vehicle technology. 

But people involved in arranging the deals say Pipe investors are overwhelmed by the sheer volume of transactions and put off by rising valuations. 

“There is a lot of indigestion,” said one senior bank executive. “The pendulum has swung to where if you’re in the market with a Pipe right now, it’s going to be really hard and painful. A Spac goes back into the ocean if you can’t get a Pipe done.”

Spacs raise money when they first list on the stock market but they typically require more capital to fund their acquisition. Large institutional investors also act as a form of validation of the target company’s business prospects and its valuation.

There have been 117 deals announced this year, but the growing backlog in Pipes could prove to be a big roadblock for the 497 blank-cheque companies that are still looking for a deal, according to Refinitiv data.

Only about 25 per cent of Spacs listed since 2019 have completed deals so far. Sponsors typically have two years to complete a merger, otherwise they have to return the capital they raised to investors.

Several market participants said the slowdown would lead to a “flight to quality” and put downward pressure on the valuations of acquisition targets, which have skyrocketed in recent months.

Almost all of the executives the Financial Times interviewed said they were seeing Spac deals recut to offer more favourable terms to Pipe investors. One said: “It’s called the buy side for a reason.” 

Because Pipe investments are considered illiquid — the money is tied up at least until the deal closes and there may be a lock-up period after that — investors can usually get favourable terms. They can see the deal before it has been announced to the public and are almost always able to buy in at the Spac listing price of $10.

But earlier this year, Pipe investors were clamouring to get in on Spac deals. The group of institutions that backed Churchill Capital IV’s acquisition of electric carmaker Lucid paid a 50 per cent premium to the Spac listing price to get a stake, almost unheard of at the time.

The recent reversal has Pipe investors negotiating lower valuations for businesses, giving them larger stakes for the same amount of money, and better pricing terms.

“There’s only so much illiquid exposure investors are going to want to take,” said another bank executive who has worked on numerous Spac deals.

The Pipe slowdown is bad news for banks, which are unable to collect on advisory fees if they cannot sell a deal to investors.

It is also starting to affect the pipeline of Spac launches, lawyers and bankers said. In the first seven days of this month, only four blank cheque companies have gone public. That compares with 41 during the first week of March and 28 in February, Refinitiv data shows. 

“Where we had been at a crazy, mad, rush pace in January and February, we’re kind of at a standstill right now on the IPO side,” said Ari Edelman, partner in Reed Smith’s corporate practice.

For those that already went public and are looking for a target, he added, “the hope is this is just a bump in the road. And then ultimately the deal gets done.”

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UK-backed vaccine maker warns of export restrictions in IPO filing




Valneva, the French Covid-19 vaccine maker backed by the UK government, has filed for a US initial public offering seeking to take advantage of investor appetite for biotechnology during the pandemic. 

The Paris-listed company, with a market cap of more than €1bn, filed to raise $100m in American Depositary Shares, the day after Vaccitech, the Oxford spinout that owns the platform behind the AstraZeneca vaccine, published its filing

Valneva has a deal worth up to €1.4bn to supply Covid-19 vaccines to the UK, manufacturing the doses in a Scottish factory expanded with government funds. The UK has already agreed to buy 100m shots and has an option to purchase 90m more by 2025. Valneva has already received almost £100m from the government. 

But in its filing, Valneva warned that any restrictions on importing or exporting vaccines out of the EU could have a “substantial” risk to its operation. The vaccine is due to be manufactured in the UK but put into vials and packaged in the EU, it said. 

Shortfalls in supply of vaccines to the EU have led to tensions between the UK and the EU over importing shots and raw materials for the current approved jabs from Oxford/AstraZeneca and BioNTech/Pfizer.

Valneva’s filing comes after it announced positive early stage trial results for its Covid-19 earlier this week, planning to launch a later stage study this month and apply for a UK approval in the autumn.

The phase 1 and 2 study showed the shot elicited more antibodies in the participants receiving the highest dose than are usually seen in recovered Covid-19 patients, with over 90 per cent producing significant levels of antibodies. The jab also induced a response from another key part of the immune system, the T-cells. 

The vaccine, which uses a whole inactivated virus, a more traditional approach than the currently approved shots, could be used as a booster for the vaccinated or to tackle variants of the virus.

Valneva said even though it would be approved much later, it could have a competitive advantage against its rivals. 

“We believe that, if approved, our vaccine, as an inactivated virus vaccine, could offer benefits in terms of safety, cost, ease of manufacture and distribution compared to currently approved vaccines and could be adapted to offer protection against mutations of the virus,” it said in the filing. 

But it also said that it did not yet have the rights to use the strain of virus in the vaccine on the commercial market. It is in the process of negotiating a commercial agreement with the World Health Organisation and the Italian National Institute for Infectious Diseases. 

Valneva is also developing vaccines for Lyme Disease and chikungunya, a virus transmitted by mosquitoes. Total revenue was €110m in 2020, down from €126m in 2019, as sales of its travel vaccines were hit by restrictions on travel during the pandemic. 

It made a loss of €0.71 per share last year, after it had to make a €7.4m writedown, partly because of the limited shelf life of the products. Valneva also had to renegotiate a debt financing agreement last year as it was at risk of not meeting the minimum revenue covenant.

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