We open today by speaking to Thoma Bravo’s Holden Spaht about his firm’s recent sale of Adenza to Nasdaq, a deal that sees Thoma take a shareholding in Nasdaq.
Next, Nina Lindholm talks to Ada Pospi of Hamilton Lane in the first of a series of interviews with members of the LGBTQ+ community who work within the private equity industry, as we mark Pride Month.
We then have a private equity investment in a Formula 1 team to report, before we have an update on Silver Lake’s pursuit of Software AG.
Finally, I’m sure many of you were, like me, following the remarkable events in Russia over the weekend. Just a few days before, Lenna Koszarny, founding partner and CEO of Horizon Capital, a private equity investor in Ukrainian businesses, had given a talk at PEI Group’s London office about how her business has operated since Russia’s invasion of Ukraine. We have some highlights of that interview for you today.
Fundamental
Thoma Bravo turned a few heads a couple of weeks ago when it announced that it was selling Adenza, a fintech firm with dual headquarters in London and New York City, to Nasdaq for $10.5 billion in a cash and shares deal.
I caught up with managing partner Holden Spaht to find out some of the reasons behind the deal and what’s ahead for Thoma’s new investment in Nasdaq – which will see it retain exposure to Adenza.
The private equity firm is taking a roughly 14.9 percent stake in Nasdaq, with the sale of Adenza comprising $5.75 billion in cash and the rest in shares.
That means a return on investment of more than double for San Francisco- and Chicago-headquartered Thoma Bravo, according to sources familiar with the situation. The private equity firm declined to comment on the return.
Thoma Bravo had only held Adenza for a few years before Nasdaq came calling. That meant the process was exclusive – but bilateral.
“We always feel like if the right strategic buyer is interested in one of our portfolio companies – regardless of where we are in our investment horizon – we need to listen,” said Spaht, who is expected to join Nasdaq’s board in New York City once the deal closes.
“As Nasdaq was doing its due diligence on Adenza, we were doing our due diligence on Nasdaq. The more we saw, the more we liked. We see a lot of upside as the cost and revenue synergies are realised and the deal becomes accretive in the coming years.”
Nasdaq’s share price took a hit after the deal became public on 12 June, falling from about $58 to $51, where it has hovered around since. But Spaht is confident that investors will buy into the story.
“We also believe there is a fundamental revaluation opportunity for Nasdaq’s earnings as the market and shareholders begin to appreciate how software- and technology-centric the business has become,” he said.
Adenza appears to fit that strategy. It has more than 60,000 users at banks, broker dealers, insurers, asset managers and other companies. The company’s estimated revenue for 2023 is $590 million, while organic revenue growth is around 15 percent, annual recurring revenue growth is 18 percent and adjusted EBITDA margin is 58 percent.
Check out the full interview for more about how Thoma Bravo grew Adenza during its ownership.
Pride
Next up, I’m very happy to announce the first of a series of articles we’re running in the final week of Pride Month, where we seek to elevate the voices of members of the LGBTQ+ community who work within the private equity industry.
Opening things up, PE Hub Europe’s Nina Lindholm spoke to Ada Pospi, an associate on the Secondary Investment team at Hamilton Lane in the firm’s London office. Pospi is responsible for due diligence of secondary investment opportunities, including LP portfolios and GP-led transactions.
Here’s a couple of snippets:
What challenges remain for LGBTQ+ people in the industry?
Coming out at work can be very daunting, and is a moment of real vulnerability, especially if there are no or few other openly LGBTQ+ people in your workplace that you could rely on for guidance and support (which in our industry is still very often the case, particularly in smaller firms). As a result, many LGBTQ+ people simply avoid talking about their personal lives at work – this might not seem like a big deal, but in reality, hiding such a significant part of your life takes up a lot of mental space and can be very draining. I strongly believe that being able to show up as your whole self at work is extremely important, not only for our mental well-being as individuals, but also in terms of reaching our full potential and productivity at work.
Is there anything you’d like to say to talent considering joining the industry?
I would advise them to attend talks and events by groups such as Out Investors. Connecting with other LGBTQ+ investment professionals is a great way to create a support network and meet people in our industry who “get it”. It is also an opportunity to share experiences and tips on what best practice looks like in terms of supporting LGBTQ+ employees.
Have a look at the full article to learn about Hamilton Lane’s LGBTQ+ initiatives and how Pospi believes the industry can improve its retention of LGBTQ+ talent.
Deal formula
Otro Capital, RedBird Capital Partners and Maximum Effort Investments have taken a 24 percent stake in Alpine Racing Ltd, investing €200 million.
The investment is aimed to support Alpine’s growth strategy and standing in Formula 1. Alpine was created in 2021 and is part of the Renault Group. Its Formula 1 activities are based in Enstone in the UK.
The investment values Alpine at around $900 million, according to a statement.
Maximum Effort Investments is led by Hollywood actor Ryan Reynolds, with co-investors including fellow actors Michael B Jordan and Rob McElhenney. Reynolds and McElhenney are no strangers to sports investing, having bought Welsh football club Wrexham in 2020.
Alpine Racing SAS, the F1 engine manufacturer based in Viry-Châtillon, France, is not part of the deal. It will remain fully owned by Renault.
Closing in
Silver Lake is nearing the 50 percent threshold for its potential take-private of German tech company Software AG. It announced on Friday that it had reached 46.56 percent of the company’s share capital.
The private equity firm got a boost last week when a rival suitor for Software AG, Bain Capital-backed Rocket Software, said it would sell its roughly 10 percent share in the tech company to Silver Lake.
Silver Lake had earlier said that if it failed to take majority control of Software AG, then it would be comfortable being a minority investor.
Ukraine
Finally, last week at PEI Group’s London office, Private Equity International’s Carmela Mendoza led a riveting conversation with Lenna Koszarny, founding partner and CEO of Horizon Capital, a private equity firm that invests in fast-growing tech and export-oriented companies in Ukraine.
The discussion was part of a series PEI Group conducts for our employees, and Adam Le was also instrumental in organising it.
Here’s a snapshot of some of the conversation, with thanks to my colleague MK Flynn for writing up.
In April, Horizon announced that its Horizon Capital Growth Fund IV had reached $254 million, slightly above its $250 million target. The firm celebrated the milestone with an in-person signing ceremony attended by Ukraine president Volodymyr Zelenskyy at Horizon’s office in Kyiv.
Carmela asked Koszarny what it’s been like to do business since Russia invaded Ukraine on February 24, 2022.
“We’re happy that we didn’t move to a high glass ceiling building that was super cool and a coworking space – that we stayed in our nice little, squat three-story dedicated building that has its own independent water supply, own generators, own basement and all that kind of stuff, and a bomb shelter, and that has served us well. We’ve never shut down one day since this began.”
Koszarny continued:
“We continue to operate business as usual. We go to the companies, you hear sirens, you go into their bomb shelter. You find out if you’re going to a meeting, you might have it in a hotel that has a really good bomb shelter. You plan everything around where the bomb shelter is, and you make sure that you go there and you can meet there and do things.”
Koszarny described the intense motivation she says people feel in Ukraine.
“You have people who are resilient. They’re not going to leave their country. They’re going to defend their country. They feel that everything they do from working in a coffee shop to running a company, to running the Amazon of Ukraine, is important… You have this feeling of, you’re in the centre of a hurricane, you’re defined, you’re resilient, that everything you do matters. The air raid sirens go off, you go into the bomb shelter, you sit there, you wait, you take your computer. It now has Wi-Fi down there. You take your drink, you sit it out, the all-clear comes off, and then you leave, and that’s the way that people are living. We’re very proud. One of our companies developed the air raid app that everybody uses. [Millions] of people have downloaded the app – it even has Mark Hamill.”
The Star Wars actor lent his voice to software developed by Horizon portfolio company Air Alert. “The alert is over. May the Force be with you,” Hamill says to signal the all-clear.
When asked about exits, Koszarny pointed out that tech companies in other parts of the world are also facing challenges now, including the essentially closed IPO market.
“And it’s not that I’m trying to exit 100 companies. I’m exiting 14, and in some cases, in most cases, these are recent investments, and I’m more interested in the arbitrage opportunity … and I would prefer to exit them in a post-war environment.”
On dealflow, she was enthusiastic.
“We have over 60 opportunities in the pipeline. Those are opportunities that we’ve been working on over the years. It’s long-term proprietary deals that we pursue. In some cases, the situation may make folks be more agreeable to a reduction in valuation…. It may be that our interest may be aligned in terms of us wanting to come in, and one of the founders wanting to cash out. So it certainly has opened, or maybe accelerated, or provided more deal flow than before….We’re not doing distressed. I’m sure there are distressed opportunities, but we’re investing growth equity alongside visionary founders, and these are some of the greatest founders in the country.”
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