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Blackstone Vet to Launch Largest ‘Blank Check’ IPO Since Financial Crisis

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Chinh Chu, the veteran dealmaker who ended a 25-year career at Blackstone Group bx last year, is preparing to launch an acquisition company that could raise up to $1 billion in a U.S. initial public offering, people familiar with the matter said.

If successful, the offering would be the largest by a so-called special purpose acquisition company (SPAC) since the 2008 financial crisis. SPACs are companies with no assets that raise money in an IPO which they then use, often alongside debt, to buy other companies.

Chu has teamed up with William Foley, chairman of the board of U.S. title insurance services provider Fidelity National Financial Inc, on the SPAC, which has already been registered confidentially with the U.S. Securities and Exchange Commission, the people said on Wednesday.

Chu and Foley are working on the offering with investment banks that include Citigroup c , Bank of America bac and Credit Suisse, the people added.

In meetings with investment banks, Chu and Foley have been referring to their new venture as a permanent capital vehicle that will improve on some structural issues that SPACs have historically suffered from, the people said.

For example, the SPAC will launch with some cornerstone investors committing not to redeem their money if they disapprove of a proposed acquisition, giving it more financing certainty to be able to go after the companies it wants, the people said.

The SPAC will focus on four main areas of investment: financial technology and technology more broadly, financial companies and business services, the sources said.

The sources asked not to be identified because the upcoming offering is not yet public. Foley, Chu, Blackstone, Citigroup, Bank of America and Credit Suisse declined to comment.

Overall, U.S. IPO volumes are down 93% year-to-date, totaling $317 million, as stock market volatility has prevented many companies from going public. SPAC IPO volumes, however, are up 26% over the same period to $619 million, according to data compiled by Thomson Reuters.

SPAC IPOs are less vulnerable to market jitters since they have no existing business to fret over. Investors can speculate about the companies SPACs will buy, but initially SPACs are only worth the money they raise.

Chu, who fled his native country Vietnam with his family in 1975 at the age of eight, worked on some of Blackstone’s biggest and most successful leveraged buyouts.

Some of his past deals include the $11.3 billion leveraged buyout of U.S. software company SunGard Data Systems, and the purchase of Celanese, a German chemical company, for $3.8 billion. He continues to offer Blackstone counsel as a senior advisor to the private equity firm. Prior to joining Blackstone in 1990, Chu worked in the mergers and acquisitions division of investment bank Salomon Brothers.

Foley has helped steer Fidelity National Financial through several acquisitions, including of mortgage technology and service provider Lender Processing Services for $2.9 billion in 2014.

The only SPAC to raise more than $1 billion was Liberty Acquisition Holdings Corp in 2007, led by American and German financier Nicolas Berggruen and Jarden Corp founder, Martin E. Franklin. The company acquired Promotora de Informaciones, S.A in 2010.


Yum Is in Talks to Sell a Stake in China Business to KKR

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Yum Brands Inc yum , owner of KFC and Pizza Hut, is in talks with private equity firms including KKR & Co LP kkr and Hopu Investments to sell a minority stake in its China operations as it prepares to spin off the once booming unit, two sources familiar with the plans said on Thursday.

Several other Chinese investors were also looking into the deal, said the sources, who declined to be named.

The potential investment comes after a difficult few years for Yum in China, its biggest market by sales, where a series of food-safety scandals and management mis-steps has dented its reputation with diners.

The chain plans to spin off its 6,900 restaurants in China, which account for about half of the company’s total sales, by the end of 2016. Yum China will list on the New York Stock Exchange, and possibly in Hong Kong.

The China business could be valued at about $10 billion, analysts and bankers estimate, based on its core earnings.

Yum, still the largest fast food chain in China, has been losing ground to McDonald’s Corp as they both strive to revive flagging sales in the teeth of growing competition from local rivals and a slowing economy.

“We continue to make good progress since we announced the transaction separating Yum and Yum China,” a Yumspokesperson said by email. “We will provide updates on the transaction at appropriate times, and we won’t comment on rumors or speculation.”

Yum‘s China sales dipped 0.4 percent in 2015, after two flat years, underlining how managers have struggled to repair its reputation since the food safety scares.

Chinese diners once flocked to its outlets – and to McDonald’s – helping drive revenue growth of nearly 30 percent a year between 2006 and 2012.

Yum China, under new boss Micky Pant, is facing a cocktail of challenges in China: a slowing fast-food market, the rise of food delivery apps creating an online price war, and a lack of local franchise partners.

Analysts said securing private equity investment would be no silver bullet for recovery, but could help drive faster store growth and fund a makeover for older stores.

“My guess is that they are looking at sources of funding so they can refurbish or revamp their stores here or expand more aggressively,” said Ben Cavender, Shanghai-based principal at China Market Research Group.

Hopu Investments, a China-based private equity firm co-founded by former Goldman Sachs banker Fang Fenglei, was not available for immediate comment. KKR declined to comment.

Singapore state investor Temasek Holdings had been approached about the deal, but it was unclear whether talks were ongoing, one source said. Temasek declined to comment.

Other investors looking into the deal included Baring Private Equity Asia, said the Wall Street Journal, which initially reported the deal. Yum appeared to be intent on selling a 19.9 percent stake to avoid a big tax bill, the Journal said. Baring declined to comment.

Yum‘s sales at established restaurants in China rose 2 percent in the fourth quarter, the second increase in 1-1/2 years. Yum China earned $1 billion before taxes, interest, depreciation and amortization (EBITDA) last year.

Shares in Yum closed nearly 2 percent up at $80.55 on Wednesday. The stock has gained 10.3 percent since unveiling plans to spin off the China business last October.

Private Equity Vet Accused of Stealing $25 Million in Charity Rip-off Scheme

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Andrew Caspersen, a senior private equity executive with PJT Partners PJT , has been arrested and charged with attempting to defraud investors out of around $95 million. In addition to the criminal charges filed by Preet Bharara, the U.S. Attorney for the Southern District of New York, Caspersen is the subject of a parallel civil complaint filed by the Securities & Exchange Commission.

“To advance his $95 million fraud scheme, Caspersen allegedly put on a shameful charade--creating fake email addresses, setting up misleading domain names, and inventing fictional financiers,” Bharara said in a statement. “When confronted by a suspicious client who had invested $25 million, Caspersen had no good answers.”

Caspersen is a private equity veteran who spent the first nine years of his career at Coller Capital, a global firm that specializes in secondaries (i.e., the buying and selling partnership interests in third-party funds). In 2013 he joined The Park Hill Group, a placement agent that was owned by The Blackstone Group BX , as a managing principal focused on secondary advisory activity. Last fall, Park Hill was included in Blackstone’s spin-out of its M&A advisory business, which was renamed PJT Partners and led by former Morgan Stanley MS banker Paul Taubman.

News of Caspersen’s arrest have led PJT’s stock to dip more than 12%, but the origins of his alleged fraud actually began while Park Hill was still part of The Blackstone Group.

According to the complaints, Caspersen was a point person on Park Hill’s assignment for a private equity firm called Irving Place Capital Partners--formerly a private equity arm of Bear Stearns--that was seeking to restructure a $2.7 billion fund that it had raised in 2006. The plan (as reported at the time by Fortune and others) was to create what is known as a stapled secondary, in which investors essentially buy out the existing portfolio and commit new capital for additional investments. That deal closed last summer, led by Caspersen’s former colleagues at Coller Capital.

A few months later, PJT spun out of The Blackstone Group. And this is where Caspersen allegedly transitioned from intermediary to grifter.

According to the complaint, Caspersen in late October 2015 reached out to an individual who advises a charitable foundation, claiming to have an opportunity related to Irving Place’s stapled secondary. He allegedly claimed that Coller had been concerned that it couldn’t finance the entire deal on its own, and had set up an $80 million credit facility backed by the Irving Place portfolio assets--but only $30 million was spoken for. Moreover, Caspersen claimed that his own family office was among the investors.

The individual agreed to invest $25 million--$24.6 million on behalf of his charity and $400,000 from his own personal account.

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According to the complaint, however, Coller had never authorized Caspersen to set up such a vehicle. Nor had Irving Place, which sources say was unaware of the entire situation until this past weekend.

Just weeks later, Caspersen allegedly wired $17.61 million from the special purpose vehicle into his own brokerage account. He then wired another $8.1 million into a PJT-controlled bank account, “for the purpose of covering up an earlier unauthorized wire transfer of the same amount Caspersen had diverted for his own use.”

But Caspersen’s personal investments didn’t bear fruit, and earlier this month he began soliciting that same individual for another $20 million investment into the same deal. Caspersen claimed his family office was investing an additional $5 million. When the individual said that he wanted to speak directly to the special purpose vehicle’s signatory at Coller Capital, Caspersen allegedly created an email address that the individual quickly sniffed out as a fake. Moreover, the individual called Coller and was told that no one with the signatory’s name had ever worked at the firm.

As Caspersen’s alleged fraud was being uncovered, he apparently tried a last-ditch attempt to reimburse the foundation by raising $50 million for the same “deal” from another institution, but it never came to fruition. Instead, he was charged with securities and wire fraud.

 

 

A few outstanding questions:

1. There is no explanation in either lawsuit as to why Caspersen needed so much money. He should have been making a heady salary at Park Hill, and comes from a wealthy family.

2. We do not know the name of the foundation that was allegedly defrauded, but it’s fairly unusual for there to be a charity that can simultaneously: (a) Be large enough to make a $25 million private equity investment, and (b) Be unsophisticated enough to not have an in-house alternative investment team.

3. We do not know the name of the individual who recommended the investment to the foundation, although the complaint says he works at a hedge fund. Clearly he may soon face his own lawsuit for breach of fiduciary duty. For example, he never checked to see if the signatory existed.

4. Caspersen has a family history of alleged fraud. His father, Finn Caspersen, committed suicide as federal authorities were building a case against him for tax evasion.

5. The complaints do not include more information about the $8.1 million that Caspersen allegedly stole from PJT, but clearly the disclosure raises control concerns for the firm.

PJT Partners this afternoon issued a lengthy statement which said, in part:

“We were stunned and outraged to learn of the fraudulent circumvention and violation of the Firm's compliance policies and ethical standards by Andrew Caspersen, who was a member of the Secondaries Group at Park Hill since January 2013. Immediately upon learning of facts that suggested improper behavior, we commenced an internal investigation led by outside counsel, Paul, Weiss, Rifkind, Wharton & Garrison, and very quickly thereafter, brought the matter to the attention of the U.S. Attorney's Office in Manhattan. Since that time we have cooperated fully with law enforcement, and we will continue to do so. We have terminated Mr. Caspersen for cause.

A Blackstone Group spokeswoman said: “We are appalled by the fraudulent actions of this former Park Hill employee. PJT and the authorities will have our full cooperation and assistance as they pursue this matter.”

Coller Capital issued the following statement: “At this stage, the firm has no reason to believe there was any wrongdoing by Mr Caspersen during his time of employment with Coller. No accusations have been made against Coller Capital or any current member of the firm's staff. Indeed, Coller’s first knowledge of the matters under investigation by the US Attorney’s Office was in late March 2016.”

A spokesman for Irving Place declined comment.

Private Equity Managers Could Run Your 401(k) Someday

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What's one of the biggest differences between pension funds and endowments, on the one hand, and the average retirement portfolio? Big institutional funds often have large allocations dedicated to investments that are privately held, illiquid, and long-term in nature. That helps pensions match their investments with the income they need to produce over a long time horizon - exactly what many retirees will need in an era when people are living longer.

Tony James, president of the Blackstone Group, one of the largest private equity firms in the world, thinks retirement savers should mimic what pensions and endowments do. Because of their time horizon, James says, pensions "can invest in something like Stuyvesant Town [a housing development in New York City] and know they will get a 12% compounded rate of return for the next 30 years, and they don't have to sell assets overnight," James says. "Long investment horizons are rewarded with higher returns."

Of course, pension-style investments are a specialty of firms like Blackstone, so James's suggestion is a bit self-serving. Still, James may have a point. Retirees are facing problems very similar to the average pension fund: In addition to not having enough cash contributions to keep up with the costs of aging, their returns have been hurt by interest rates that have been too low for too long.

As a result, pension funds have had to go out on the risk curve, taking more risk to glean more return by investing, in part, in assets that are not as liquid as stocks or bonds. Private equity firms are one group that invests in illiquid assets: Using funds they raise and, often, lots of debt they'll buy large assets - companies, real estate, infrastructure. They hang onto these assets for several years, selling only when the time is right.

It's not the best strategy for investing money you're going to need in the short term. The debt that private-equity funds use can make the overall value of a portfolio fall dramatically when asset prices quiver. But prices typically recover, and over time private equity as a whole has done well. Between 1980 and 2005, U.S. buyout funds, one of the main categories of private equity, heavily outperformed the S&P 500, according to research from Chris Higson at the London Business School, with about 60% of the funds he studied beating that benchmark index.

 

Small wonder that big money managers allocate large parts of their portfolios to private equity. The University of Texas endowment system, Utimco, has around 15% in private equity and private real estate. Calpers, the biggest pension fund in the world, has 10% invested in private equity and another 12% or so in other types of illiquid investments, like infrastructure, real estate, and forestland.

Still private equity funds aren't necessarily a panacea. Performance can vary wildly between top tier private equity funds and the also-ran, much more so than the average stock or bond fund. Excess returns were driven mostly by the top 10% of funds, according to Higson's research. There's also some evidence that the funds' outperformance has waned in the last decade, as Fortune's Roger Lowenstein recently reported.

The bigger issue, of course, is the barrier to entry for individual investors: Private equity firms typically have a minimum investment of $5 million or more, and at one point, the best firms were so popular, they were demanding as much as $250 million. What's more private equity firms across the board charge astronomically high fees compared with mutual funds - often 1.5% to manage money, and then another 20% of any profits.

James's pitch is, ultimately, aimed at big institutional money managers like Fidelity and T. Rowe Price, which could gather the assets of mom-and-pop investors into a pool big enough to buy in to private equity. (Fidelity has conducted a similar experiment in recent years with Blackstone hedge funds.) That might be one way for investors to keep illiquid investments in their portfolios.

But in the meantime, there's a broader lesson for retirement investors: To get the greatest gains from a volatile investment, make sure you have the discipline to hold it for the long term.

Silver Lake Buys Into Ancestry.com at $2.6 Billion Valuation

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Private equity firm Silver Lake and Singaporean sovereign wealth fund GIC have agreed to acquire equal minority stakes in Ancestry.com, in a deal that values the genealogy website at $2.6 billion.

This is a significant valuation increase over the $1.6 billion that it cost two other private equity firms - Permira and Spectrum Equity Investors - and GIC to take Provo, Utah-based Ancestry.com private in late 2012. Both Permira and Spectrum are selling stock as part of this new transaction, although they will maintain a majority equity position alongside GIC.

"Ancestry's rapidly expanding consumer DNA testing service has powerful network effects and widespread consumer appeal. Ancestry has an exciting future, and we look forward to working alongside management as the company executes on its next phase of development," said Stephen Evans, a managing director with Silver Lake, in a prepared statement.

Ancestry.com turned profitable in 2015 for the first time in four years, reporting in net income on around $631 million in revenue. For 2012, the company had reported a $1.9 million loss on $487.1 million in revenue.

 

A London Investment Firm Is Launching the World’s First Space Fund

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Venture Capitalists are now targeting the final frontier.

In late May, a London-based investment firm Seraphim Capital plans to launch the very first venture capital fund solely focused on space. The Seraphim Space Fund aims to raise up to $118 million. One of the big opportunities, says Mark Boggett, managing director at Seraphim Capital, is to invest in technologies being developed for other functions that have applications in space that their developers don’t even realize. He cites artificial intelligence as an example.

"We see significant opportunity to employ that technology in activities within the space sector, not currently being used," he says. "We believe there is a significant number of really exciting businesses out there that don't currently realize that they--from our perspective--are space-related technologies."

The fund, which will focus on firms that already have a developed product they are already selling, from so called upstream companies--those that are building the “hardware” that will take people and things into space, to downstream companies producing software and applications used to collect and analyse satellite data.

The fund will focus primarily on UK-based companies, as well as European firms that contribute to the British industry. That may reflect where the fund’s money is coming from. Government agencies have embraced the Space Fund. The British Business Bank is a major investor; it also backs Seraphim Capital's existing fund, which focuses on technology firms more generally. The UK Space Agency supported Seraphim in the early stages, connecting the firm with senior figures in industry and government, while the European Space Agency will take a seat on the fund's board. The Space Fund has also received investment from seven giants of the European space industry, including Thales Alenia and Airbus.

"The space industry in the UK is performing very strongly," Mr Boggett says. "It's tripled in size since the year 2000. It's been growing at 8% per annum for the last five years, which [makes it] one of the fastest-growing sectors in the UK market."

This desire to tap into opportunities in the broader technology sector has prompted Seraphim to move its headquarters to the Old Street area of London, a part of the city that has become so synonymous with tech firms that it is known as Silicon Roundabout.

This also works in the other direction. The fund will look for opportunities to invest in technologies and intellectual property that have been invented or advanced by the space industry, but which could also have applications on earth. Mr Boggett points to a range of earlier innovations in this direction, such as solar cells and light-emitting diodes.

"They've found significant markets terrestrially. So we're looking to do the same--there'll be hardware and software applications that we'll be looking to transition from space into terrestrial markets."

The last decade has seen the rise of 'New Space', a phenomenon characterized by the growing power of commercial firms like Elon Musk's SpaceX. Satellites have become much less expensive to manufacture, creating opportunities for new firms that make hardware and collect and analyse earth observation data. This data can be exploited in a whole host of businesses, from agriculture to insurance.

And while the fund hasn’t started investing yet, it has already identified a number of opportunities. “We think we've probably got at least our first six months worth of investments from those that we've already engaged with, if not our full first year,” Mr Boggett said.

 

Bain Capital Memo Details Management Changes

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Bain Capital is reorganizing its senior management and rebranding a number of its business units, according to an investor memo obtained by Fortune.

The Boston-based investment firm has named longtime partners Josh Bekenstein and Steve Pagliuca as co-chairman, while John Connaughton and Jonathan Lavine will become co-managing partners.

Bekenstein and Pagliuca will maintain their roles as partners and active investors within Bain Capital’s private equity business, while also focusing on broader strategic issues for the overall firm. Connaughton and Lavine will be “setting the strategic direction of the partnership and managing the firm day-to-day.”

All of this is a bit of a change for Bain Capital, which traditionally has employed a flat structure in senior management. The goal appears to be fostering greater collaboration across Bain’s various business units, which include private equity, venture capital, credit, and hedge funds. The changes do not reflect any back-end economic changes in terms of firm ownership.

In related news, all of the firm’s business units plan to rebrand with the “Bain Capital” name. That doesn’t mean much for the core private equity or Bain Capital Ventures groups, but will result in credit unit Sankaty Advisors being renamed Bain Capital Credit and hedge fund business Brookside Capital being renamed Bain Capital Public Equity.

Bain Capital declined comment, via a spokesman.

Daily Mail’s Parent Talking With Private Equity To Buy Yahoo

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(Reuters) – The parent company of the British newspaper, the Daily Mail, is in talks with several private equity firms about a possible bid for Yahoo, the Wall Street Journal reported on Sunday.

Daily Mail & General Trust’s potential bid could take one of two forms, according to the report, citing people familiar with the matter. In one scenario, a private-equity partner would acquire Yahoo‘s core web business, with the Mail taking over the news and media properties.

In the other scenario, the private-equity firm would acquire Yahoo‘s core web business and merge its media and news properties with the Mail’s online operations. The merged units would form a new company that would be run by the Mail and give a larger equity stake to the Mail’s parent company than under the first scenario, according to the Wall Street Journal report.

For more about Yahoo, watch:

Bids for Yahoo yhoo are due on April 18.

Time Inc is also considering partnering with a private equity firm on a bid for Yahoo‘s core Internet assets, Reuters reported earlier this month.


Newt Gingrich Joins Private Equity Firm, 4 Years After Slamming Romney’s Bain Ties

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Here are eight words I never expected to write: Newt Gingrich just joined a private equity firm.

You might recall that the former House Speaker slammed Mitt Romney for his private equity dealings at Bain Capital, in the midst of a nasty GOP primary battle in 2012. Not only did he call some of Romney’s work “exploitative,” but he initially refused to ask a Gingrich-friendly PAC to pull an error-ridden “documentary” about Bain Capital.

But now he’s officially part of the industry, agreeing to join a Georgia-based private equity firm led by former Gingrich staffer John McCallum. It’s called JAM Capital Partners, and historically has operated as a fundless sponsor (i.e., raises money from high-net-worth individuals on a deal-by-deal basis).

Per the press release, however, Gingrich will help JAM move toward a more traditional structure, raising a $100 million fund to invest in “fast growing and innovative businesses in the Southeast.” More specifically, the firm will seek to acquire majority and minority stakes in lower middle-market companies. It is unclear if JAM is generally soliciting for the fund, given that SEC marketing restrictions otherwise preclude private equity firms from publicly identifying new fund size and strategy information prior to close.

McCallum said he doesn’t believe the press release runs afoul of SEC rules, and says that Gingrich will serve as a strategic advisor focused on helping portfolio companies navigate regulatory waters.

“The gap between the business world and the political world is shrinking,” McCallum says. “So it’s great to have his experience at the table. Plus, he’s one of the most creative and innovative thinkers in the world today, and also brings along a great network.”

McCallum acknowledges the comments Gingrich made about private equity back in 2012, but believes it was specific to Bain. “We’re not a leveraged buyout firm in the traditional sense of the term,” McCallum says. “We’re a growth equity firm helping fast-growing entrepreneurial businesses.”

Indeed, Gingrich’s private equity slams were always a bit complicated. Not only had he once served as an advisor to Forstmann Little & Co., but he also made $60,000 for a speech praising private equity at the 2010 annual meeting of JLL Partners. Moreover, in 2009 he keynoted ACG Intergrowth, a Las Vegas conference featuring more than 2,000 private equity deal-makers and service providers.

SEC Charges Texas Attorney General with Fraud

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The Securities and Exchange Commission today filed fraud charges against current Texas Attorney General Ken Paxton. The charges are related to an investment in a Texas tech startup that Paxton helped promote before being elected in November 2014.

Paxton was already facing securities fraud charges in a related case in Texas, but has refused to resign.

The charges against Paxton involve Servergy Inc., a McKinney, Texas-based company that between 2009 and 2013 raised $26 million from outside investors. The company’s basic pitch was that it was making data center servers that were equally powerful, but more energy efficient than comparable offerings from companies like Dell, IBM IBM and Hewlett Packard HPE . According to the SEC, however, Servergy fraudulently told investors that its “cleantech servers” came with 64-bit processors (like its rivals’ newest offerings), even though they actually had less powerful 32-bit processors. The company and its CEO, William Mapp, also would allegedly make other misrepresentations to investors, such as having received an order from Amazon AMZN . In reality, an Amazon employee had simply inquired about the server so that he could test it for personal use.

Among those helping to pitch Servergy to investors was Paxton, who at the time was a private attorney and member of the Texas House of Representatives. He would successfully solicit nearly $1 million from friends and business associates in exchange for a previously agreed-upon stock commission, but the SEC says that Paxton never disclosed that he was being compensated by Servergy for his services. Moreover, Paxton did not ever register with the SEC as a broker-dealer.

From the complaint:

According to Paxton, he met Mapp at a Dairy Queen restaurant in McKinney, Texas in July or August 2011, intending to invest $100,000 of his own money in Servergy. But, according to Paxton, Mapp refused his investment and stated, “I can’t take your money. God doesn’t want me to take your money.” Consequently, Paxton claims, he later accepted the shares as a gift.

The SEC, however, does not buy Paxton’s version of events. It also argues that while Paxton did not have direct knowledge of Mapp’s alleged deception when it came to the company’s business dealings, he also conducted no independent due diligence before soliciting investments.

Among those also charged by the SEC today are Servergey (which agreed to pay a $200,000 fine), Mapp (who has since been fired as CEO) and Caleb White (another placement agent who has simultaneously settled with the SEC by paying $66,000 in disgorgement and returning his shares to the company).

 

Paxton’s office has not returned a request for comment, although he continues to fight the existing state case. It is notable that the Texas AG’s own website notes that a “common theme of investment scammers” is that “they are not likely to be registered” with the state securities board.

McDonald’s Eyes Private Equity Firms For Sale of Restaurants in Asia

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McDonald’s Corp is targeting private equity firms, including Bain Capital, MBK Partners, TPG Capital Management and Chinese state-backed conglomerate China Resources (Holdings) for its planned sale of 2,800 restaurants in North Asia, people familiar with the matter told Reuters.

The U.S. fast food giant is adopting a new business model in Asia, which is now the most intense battleground for global restaurant chains, by planning to bring in partners to own the restaurants within a franchise operation.

Several other global restaurant operators have switched to the so-called franchise model and McDonald’s mcd has also set a long-term aim of being 95% franchised, the company said in a statement on March 31.

 

Oak Brook, Illinois-based McDonald’s has hired Morgan Stanley to run the sale of the restaurants in China, Hong Kong and South Korea, the people said. A formal sales process is expected to kick-off in about three to four weeks, one of the people said.

Ahead of that, McDonald’s and its advisor are drawing up a list of likely partners who will be approached to participate in the auction, the person added.

The franchise partners would likely end up owning a majority stake in the restaurants in each market, or even as much as 100 percent, and be responsible for future capital spending. The precise structure of the deal is still to be decided, the sources said. In return, McDonald’s will get a one-time franchise payment and ongoing royalty fees, which usually range between 3-5 % of annual turnover.

Asia-focused Baring Private Equity Asia is the other buyouts firm likely to be invited to the auction process, banking sources familiar with the process said.

McDonald’s declined to add to the March 31 statement. China Resources, MBK, Bain, TPG and Baring all declined to comment. Morgan Stanley didn’t respond to an email seeking comment.

McDonald’s does not break out country-by-country revenue details. It is China’s No. 2 fast food chain behind YUM Brands Inc, which operates the KFC and Pizza Hut chains.

McDonald’s is leaning towards finding separate partners in all the three markets and would likely offer a majority stake to make the deal appealing to buyers, the people added.

The private equity firms are attracted to the rapid growth opportunity available in the so-called quick-service restaurants’ (QSR) business in Asia.

“In recent years, even though formal dining may have been impacted by the austerity measures, QSR as a format is growing pretty rapidly,” said Kiki Yang, a Greater China partner at consulting firm Bain & Co.

“QSR has the format that a lot of investors like because of the growth of the segment, standardized procedures and it’s easy to expand.”

China Resources (Holdings), which is the parent of brewing company China Resources Beer Holdings, and operates Pacific Coffee chains in Hong Kong, China, Singapore and Macau, has previously expressed interest in expanding its retail footprint.

“This will attract a lot of sponsor interest,” said one senior Hong Kong-based M&A banker familiar with the McDonald’s process. “For one, it’s an established business and second such assets rarely come to market in Asia.”

Buyout firms from KKR & Co to Carlyle Group and others have raised billions of dollars in new funds in Asia to benefit from the region’s growth potential. But the lack of opportunities to gain control of businesses and stiff asking prices have left the Asia private equity industry sitting on about $140 billion of “dry powder” or unemployed capital, according to data provider Preqin.

Apart from the proceeds from a sale, a deal would lower McDonald’s capital spending needs, which totaled $2.6 billion last year.

McDonald also plans to open 1,500 more restaurants in China and Hong Kong over the next five years, to tap the region’s rapid growth.

However, McDonald’s and Yum, have been facing increasing competition from cheaper local rivals, particularly in China, where they are both trying to recover from food safety scares.

Yum is also in the process of spinning off its 6,900 China restaurants, and is in talks with buyouts firms, including KKR and Hopu Investments to sell up to a 20 percent stake after battling sliding sales over the past few quarters..

Bruised by food safety scandals and changing tastes, McDonald’s is also selling a big stake in its Japanese arm. Buyout firms, including Bain Capital, Permira and MBK, were among those who submitted bids for the McDonald’s Japan stake earlier this year, though it was unclear if a deal is close. All three buyout firms declined comment.

McDonald’s has struggled in Japan over the past two years, closing more than 150 restaurants last year, remodeling almost 3,000 and posting a $310 million net loss in 2015.

McDonald’s owns 49.99 percent of its Japanese arm McDonald’s Holdings, according to the company’s website, and intends to cut that to about 20 percent.

Riverside Company Partners Spin Out, Launch New Buyout Firm

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Three investors with private equity firm The Riverside Company are spinning out to hang their own shingle, which will be called Align Capital Partners. The plan is to invest in smaller companies than is now possible within Riverside, where even its latest “small-cap” fund is raising more than $500 million in capital commitments.

“It’s an amicable departure,” says Chris Jones, a Riverside partner who has been with the Cleveland-based firm since 2003. “We just want to go back to doing what we had originally done, and that makes more sense to do as a different firm.”

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Jones is launching Align with Steve Dyke, a Riverside partner for the past 16 years, and Rob Langley, who has been a principal with Riverside since 2010. Jones and Dyke will remain in Cleveland, while Langley will continue to work out of Dallas. All three will continue to manage certain existing portfolio responsibilities for Riverside. For example, Dyke and Jones both work with Arrowhead Electrical Products, which last week made an add-on acquisition.

Align is expected to make control investments in North American companies with between $3 million and $10 million in EBITDA, with what Jones refers to as “conservative leverage.” It has just begun raising its debut fund, but has verbal equity and debt commitments that could enable it to make certain “pre-fund” investments.

Carlyle Group Wants to Buy Halliburton and Baker Hughes Assets

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The Carlyle Group has entered the auction for assets that oilfield service providers Halliburton and Baker Hughes aim to divest to secure antitrust approval for their merger, a person familiar with the matter said.

Carlyle, a Washington-based private equity firm, is competing against General Electric ge , which was already in discussions to buy many of the assets, the person said on Thursday, asking not to be identified because the negotiations are confidential.

Halliburton hal and Carlyle declined to comment, while Baker Hughes bhi and General Electric did not immediately respond to requests for comment.

Earlier on Thursday, the Wall Street Journal, citing sources, reported that Carlyle was in serious talks to buy assets worth more than $7 billion from Halliburton and Baker Hughes.

Baker Hughes shares were up 5.5% on the news to $43.55, while Halliburton shares were down slightly in Thursday afternoon trading in New York at $38.19.

 

Halliburton and Baker Hughes are under new pressure to divest assets after the U.S. government filed a lawsuit last week to stop their deal, arguing the combination of the world’s No. 2 and No. 3 oil services companies would lead to higher prices in the sector.

The two companies had initially announced they would divest their drill bits and directional drilling businesses as part of their merger.

Last September, the two added several businesses to the list, which in total would amount to $5.2 billion of 2013 revenue. The additional divestitures included Halliburton’s expandable line hangers business, Baker Hughes’ core completions business, Baker Hughes’ sand control business in the Gulf of Mexico, and Baker Hughes’ offshore cementing business in Australia, Brazil, the Gulf of Mexico, Norway and the UK.

Ex-NFL Pros Out at VC Firm They Co-Founded

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Sixteen years ago, retired professional football players Brent Jones and Tommy Vardell founded a Silicon Valley venture capital firm called Northgate Capital. It focused on backing funds managed by other VCs--including Benchmark, Kleiner Perkins and Sequoia Capital--but also made direct investments in such companies as Palo Alto Networks PANW and Munchery.

Now, Jones and Vardell are expected to exit Northgate by year-end, according to a memo addressed to firm investors that was obtained by Fortune.

The backstory here is that the pair sold a majority stake in Northgate six years ago to Indian financial services company Religare Enterprises, which basically acted as a passive owner. This week, Religare announced that it was selling its stake to The Capital Partnership, an investment advisor with offices in London and Dubai.

In its press release, Religare said it would acquire “100% of the ownership” of Northgate, and didn’t include any quotes from either Jones or Vardell. It seemed unusual, given that Northgate management maintained minority ownership under the Religare deal, and because you’d normally want the actual investors to retain some skin in the game.

Ali Ojjeh, TCP’s founding partner and CEO, said that the “100%” wording was just related to drag-along rights in the Religare agreement and that existing Northgate management would remain under “long-term agreements.” Moreover, he said that Northgate executives would own more of Northgate than they had previously, under the terms of a new employee stock option plan.

“Of course they’re staying,” Ojjeh added. “The assets walk out the door each night.”

We reported those details on Monday in Term Sheet, Fortune‘s daily newsletter on deals and deal-makers. Soon after, however, we received the memo from Northgate to its limited partners, which told a very different story.

Specifically, the service agreements with Brent Jones and Tommy Vardell will expire by December 31 (or possibly earlier, depending on when the deal actually closes). The memo does say that the pair “under certain circumstances … may continue to provide consulting and other management services in support of funds managed by Northgate,” but it appears that both “assets” are indeed walking out the door. Moreover, it is unclear what will happen to existing Northgate funds, as both Jones and Vardell are listed as key men.

At best, Ojjeh misled Fortune (and, by extension, the market). At worst, he lied.

After receiving the memo, Fortune reached out to Ojjeh for further comment but did not receive a response, nor did we hear from other members of TCP management. We did receive a statement by email from a PR firm representing TCP, saying, “We don’t typically discuss in public the terms of partner agreements, and hope for no misunderstanding.” Except Ojjeh did discuss those terms, but not accurately.

Hosein Khajeh-Hoseeiny, Northgate’s managing partner who joined in 2004, is expected to be named CEO and relocate to California from London. Ali Ojjeh will serve as chairman.

Jones did not respond to a request for comment, and it is unclear what he and Vardell plan to do next.

KKR Just Posted Its Second Quarterly Loss This Year

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Private equity firm KKR & Co kkr reported its second loss in quarterly earnings in less than a year on Monday as volatile financial markets dragged on the value of its investments.

The New York-based asset manager posted an economic net loss of $0.65 between January and March, after earning an economic net income of $0.62 a year ago. Analysts had expected an economic net loss of $0.35 in the quarter, according to Thomson Reuters I/B/E/S.

ENI is a key earnings metric for U.S. private equity firms that accounts for unrealized gains or losses in investments, also known as the mark-to-market value.

“The first quarter of 2016 was a challenging environment with pronounced volatility across global capital markets,” KKR said in a statement.

Known some eight years ago for multi-billion-dollar corporate takeovers, the U.S. private equity industry has been off to a slow and quiet start this year.

Dealmaking has moderated as the market for high-yield bonds and loans, the lifeblood of buyouts, struggles to recover after stumbling late last year when investors shunned risk.

In a sign of the times, KKR said its first-quarter loss was driven by unrealized losses in the falling share price of First Data Corp., a U.S. payment processor controlled by KKR.

KKR had taken First Data private for about $29 billion in 2007, before listing the company in a $2.6 billion initial public offering that was the largest in the United States in 2015.

 

In line with its policy of distributing a fixed dividend every quarter, KKR reiterated that shareholders would receive a cash distribution of 16 cents per share.

The last time KKR posted a loss was in the third quarter of 2015, when a stock market rout weighed on the value of its assets.


The Public Markets Are So Hostile Tech Company Delistings Could Top IPOs This Year

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This essay originally appeared in Data Sheet, Fortune's daily tech newsletter. Sign up here.

Experts expect the value of tech companies going private could top the value of tech IPOs this year. Last year $20 billion worth of tech companies went private, according to data from Bulger Partners, an M&A advisory firm. Meanwhile, tech IPOs only raised $21 billion. Take-private transactions topped IPO values in three of the last six years (four if you take out Facebook's IPO). The trend isn't surprising, "given how much everyone complains about the burden of being a public company and how much money is swirling around the private equity landscape," according to Bulger Partners managing director Doug Melsheimer.

Meanwhile, tech acquisitions continue to skyrocket as companies avoid going public. Bulger Partners counted $232 billion worth of M&A transaction value for 2015 alone.

Bill Gurley, a venture capitalist with Benchmark, last week summed up the hopes and fears that have been hanging like an Eeyore cloud above the San Francisco Bay area for the past few months. In a blog post, he argued that tech unicorn CEOs should get over their fear of the public markets. IPOs are good for companies--just look at how well Mark Zuckerberg has fared, he posited. And they're "the best way to ensure the long-term value of your [and your employees'] shares," he wrote. No mention of your investors’ shares, like, say, the ones owned by your old friends at Benchmark. Sarah Lacy at Pando argued Gurley's blog post was an open letter to Gurley's portfolio company Uber.

Fortune journalist Carol Loomis used to joke that there were only two kinds of stories at Fortune: "Oh, the glory of it!" and "Oh, the shame of it!" The narrative of Silicon Valley's billion-dollar startup "unicorns" is no exception to that rule. First, there was the glory: Fortune declared the Age of Unicorns in January 2015. Then, the shame: This January we bemoaned the IPO drought and wished the unicorns "good luck" going public.

On Friday, the sole tech IPO of 2016 (so far) made its debut when Dell spun out its SecureWorks’ security software unit. It was a "dud," and also “lackluster.” The IPO window is indeed closed for tech companies. Meanwhile, public tech companies are getting beat up, even when they report positive earnings. No wonder so many of are opting for the private markets.

Florida Gets a New Private Equity Firm

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John Caple has stepped down as a partner with Comvest Partners, in order to launch a new lower middle-market private equity firm with David Block, who is in the process of resigning as president and CEO of Swiss Watch International. The two have been longtime pals, going back to their days as colleagues at consulting firm Bain & Company.

Their new firm will be called Hidden Harbor Capital Partners, headquartered in Boca Raton, Florida.

“At Comvest I was usually the person doing the most deep value or deep turnaround deals, even buying businesses that were unprofitable,” says Caple, whose deals have included Sunteck Transport Group and Cartera Commerce. “So that’s where we’ll be focused.”

Caple adds that he plans to remain on existing portfolio company boards for Comvest, saying that the split was amicable. “David and I have always wanted to work together, and this just seemed like the right opportunity and time.”

He declined to discuss anything surrounding fundraising, which I take to be de facto confirmation that there will indeed be fundraising (i.e., this won’t be a fundless sponsor). Also expect several new hires, including some possible additions at the general partner level.

Yahoo’s Most Vocal Critic Is Now on Its Board

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Yahoo might not have a suitor just yet, but it did make a rather surprising move on Wednesday.

The beleaguered search company just announced that it has brought on four new independent directors to its board, including activist investor and Starboard Value CEO Jeffrey Smith, the company’s most outspoken critic over the last year. In addition, the new board will feature Tor Braham, former managing director and global head of technology mergers and acquisitions for Deutsche Bank Securities; Eddy Hartenstein, former CEO of the Los Angeles Times Media Group; and Richard Hill, former chairman and interim CEO of technology invention company Tessera.

The company added that Starboard has agreed to drop its slate of director nominees as part its “agreement” with Starboard.

The addition of Smith to Yahoo’s YHOO board comes after a longtime disagreement between one of Yahoo’s top (and vocal) investors and the company itself. Over the last year, Smith, whose Starboard Value owns approximately 1.7% of Yahoo shares, has been increasingly vocal about Yahoo’s troubles, and has written several long letters to the company’s board calling on a variety of changes in light of Yahoo’s financial and competitive issues. Smith has gone so far as to call for the ouster of CEO Marissa Mayer, who he argues, has not been doing a good-enough job to run the company.

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Meanwhile, he has urged Yahoo’s board to find a company to gobble its core business up--something Yahoo is exploring--and said that after several failed attempts to be heard, he would launch a proxy fight during Yahoo’s annual meeting in June to take control over the company and sell it to the highest bidder.

Yahoo’s turnaround efforts have been troubled, at best. The hobbling company announced earlier this month that revenue was down 11.3% to $1.09 billion in the first quarter. The company lost $99.2 million during the period, compared to a $21.2 million profit in the first quarter of 2015.

Still, Mayer has heretofore had her board’s backing as she tries to turn around the company. Mayer’s plans include cost-cutting and layoffs, reducing some of Yahoo’s bloat while trying to attract more users to the company’s services. Meanwhile, she’s hoping that Yahoo can grow its advertising revenue.

However, that plan has so far shown little progress, prompting Smith to intensify his attacks on Yahoo’s board and management.

For more about Yahoo, watch:

In response to those attacks, Yahoo’s board agreed to evaluate strategic options that could include selling off its core business. Several reports suggest Verizon VZ , among other companies, is interested in acquiring Yahoo, but so far, no deals have been made. Yahoo has also not said for sure that it will make a deal and, at least publicly, believes that Mayer’s turnaround efforts could ultimately be successful.

The agreement on Wednesday, however, might shed a different light on Yahoo and what the board’s plans are for the future.

Yahoo has effectively signed a deal with its chief critic and allowed that person to not only join its board, but also become a member of the Strategic Review Committee, which is evaluating acquisition proposals. The addition of Braham, an expert in mergers and acquisitions, also suggests Yahoo is serious about a buyout.

Pegging a figure on exactly how much Yahoo’s core business might be worth, however, could be difficult. Yahoo owns a stake in China-based e-commerce giant Alibaba BABA , valued at around $30 billion. In addition, its stake in Yahoo Japan is valued at around $8 billion. As of this writing, Yahoo’s market cap is $35.4 billion. That would suggest that Yahoo’s core business is worthless, and is indeed something some bearish analysts have argued.

However, Yahoo is still generating significant cash flow and for the right company that can find some desirable divisions, it could have some value. In December, Fortune polled several analysts on their valuation of Yahoo’s core business, which includes its digital-advertising operations, as well as popular sites like Yahoo Finance. They pegged the company’s value at between $5 billion and $8 billion. Since then, however, Yahoo’s shares have risen a bit, suggesting it might be worth a bit more.

It’s unknown how much Yahoo is hoping to get from a would-be buyer, but with Smith now on board, it seems clear a potential acquisition is getting closer.

Yahoo’s board will now have 11 members. At the company’s annual meeting later this year, two incumbent directors, Lee Scott and Sue James, will not stand for re-election, leaving nine members, including the four added on Wednesday.

Smith did not immediately respond to a request for comment.

Dell-EMC Reveals Its New Name

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Once Dell Inc. completes its $59 billion merger with EMC Corp. EMC later this year, the combined company will be known as Dell Technologies.

That’s just one of the announcements expected from Dell CEO Michael Dell when he takes the stage at EMC World in Las Vegas on Monday, according to a preview provided to Fortune. Over 10,000 attendees are expected at the event. Those attending will also hear that the combined company’s client services business will be branded as Dell Inc., while its enterprise business will be branded as Dell EMC.

“Both companies stand for something very special to you, our customers,” Dell is expected to say, in a speech that will emphasize the world’s transition from a basic Internet age to an Internet-of-things and Internet-of-everything age. “Both stand for something very special to our team members. And our combination is absolutely about bringing together the very best of us both. We are so proud of what we're creating for you, and we want our entire ecosystem to feel that same pride, belonging and excitement… Together, we are Dell Technologies.”

The Dell Technologies umbrella also will encompass such companies as VMWare VMW , Pivotal, SecureWorks, RSA and Virtustream. Key, Dell will say, is that it all will be under a privately-held structure (despite some of the publicly-traded units):

“We can invest for the long term, no 90 day shot clock,” Dell will say. “Complete alignment from our massive innovation agenda to our leadership and ownership.”


As for the merger, Dell already has received regulatory approval in several key markets, including the U.S. and Europe (China is notably missing so far), and last month filed a third amended proxy statement that, once approved by the SEC, will pave the way for an EMC shareholder vote. There had been early thought that the shareholder vote would occur in May, but June now seems much more likely.

EMC Takes on Storage Upstarts and Amazon’s Gigantic Cloud

Michael Dell is not expected to directly address the merger timeline in his speech.

Here’s Proof Media Startups Can Succeed Without Venture Capital

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Bisnow, a trade publication and events company based in New York City, has been acquired by Wicks Group, a private equity firm. The deal value was not disclosed, but Fortune has learned the price was $50 million.

Started in 2005 by Mark Bisnow and his son Elliott, Bisnow produces newsletters, a website, and local events all focused on the commercial real estate market. The company, which never raised outside capital, makes most of its revenue on sponsorships and tickets to the 300 events it organizes annually.

Bisnow has not disclosed its revenue, but in 2013, it had $13.8 million in sales with a three-year growth rate of 258%, according to Crain’s New York. Mark Bisnow stepped back from his CEO role 2013; Will Friend is now CEO. The company operates in 27 cities in the U.S. and Canada and has 75 employees.

It's common for trade publications to organize conferences to supplement their income. In technology, digital outlets like TechCrunch, Business Insider, and Recode host conferences, for example, as does Fortune. Ryan Begelman, vice chairman for the company, says Bisnow has grown its events businesses faster than some of the aforementioned publications because it separated its editorial operations from its conference arm.

Many media companies have their journalists wrangle speakers, decide the agenda, and interview speakers on stage. But Begelman says Bisnow found its journalists were too busy to focus on conferences, and they have complex relationships with their sources, making speaking requests awkward. "Decoupling" that role and adding more full-time event producers let Bisnow produce hundreds of events annually.

Furthermore, Bisnow has amassed 500,000 email newsletter subscribers by going hyper-local, a strategy that failed for general news outlets like AOL's Patch. Begelman says the events made a difference there. "We focus on people — connecting and building a sense of community and networking," Begelman says. Bisnow is also not afraid to go narrow, even throwing events focused in specific neighborhoods, like New York's Upper East Side. "Most commercial real estate publications will produce events focused on a whole country or maybe one city," he says. "A lot of them come from the print world and didn't understand that, through digital, you could become really hyper-local." Further, the frequency is important--swooping in with one event per year doesn't pay off. Bisnow hosts 25 events per year in D.C., for example.

The company also tries to avoid the tediousness of many traditional trade publications--Bisnow's tagline is "(Almost) Never Boring." "At the events, we have techno music playing, even though the audience is largely greying real estate executives," Begelman says.

Bisnow’s decision against getting outside investors is unusual, even as venture money flowed freely at attractive valuations for digital media startups, over the past five years. Now, many of those venture capital-backed media startups are struggling to eek out profitable business models. "I'm just surprised how many people are willing to make that bet - go for the most eyeballs, not knowing if its going to lead to a profitable business model for years," Begelman says. "That seemed crazy to us." Not raising venture capital "allowed us to grow very carefully and precisely, and not have to make bad decisions and over-expand too quickly," he said.

Wicks Group will expand the company, which operates in the U.S. and Canada, to new international geographies, according to CEO Will Friend. Begelman, who co-founded Summit Series, a "transformational festival" company for creative types alongside Elliott Bisnow, will leave the company as part of the transaction.

 

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