IPOs, SPACs, M&A

We look at the state of M&A in decentralized protocols, and the particular challenges and opportunities they present. Our analysis starts with Polygon, which has just spent $400 million on Mir, after committing $250 million to Hermez Network, in order to build out privacy and scalability technology. We then revisit several examples of acquisitions and mergers of various networks and business models, highlighting the strange problems that arise in combining corporations with tokens. We end with a few examples that seem more authentic, highlighting how they echo familiar legal rights, like tag alongs and drag alongs, from corporate law.

In this analysis, we explore an overarching framework for the M&A activity in the fintech, big tech, and crypto ecosystems. We discuss acquihiring, horizontal and vertical consolidation, as well as the differences between growth and value oriented acquisition rationales. The core insight, however, is about the arbitrage between the fintech and financial services capital markets, as evidenced by the recent transactions for Starling and Figure.

We look in detail at the state of marking recently-private-fintechs to the public market in mid-2021. Multiple industry segments have seen IPOs, direct listings, and SPACs transition fintech darlings into traditional stocks. How is performance doing? Is everything as magnificent and rich as we expected? Have multiples and valuations fallen or held steady? The analysis explores the answers and provides an explanatory framework.

Last quarter, fintech funding rose to $30 billion, the highest on record. $14 billion of SPAC capital is waiting to take these companies public. Robinhood and Circle are about to float on the public markets, via SPAC and IPO. In this analysis, we explore the fundamentals of both companies, as well as the unifying thesis that explains their growth.

The fintech industry is coming up on the tipping point of funding, revenue generation, and user acquisition to rival traditional finance with $20 billion in YTD fintech financing, the several SPACs, and Visa’s $2B Tink purchased. Defensive barriers have eroded.

Let’s take a moment to compare capital. While it is not the money that wins markets, it is the transformation function of that money into novel business assets that does. And while the large banks have a massive incumbent advantage with (1) installed customers and assets, and (2) financial regulatory integration (or capture, depending on your vantage point), there is a real question on whether a $1 generates more value inside of an existing bank, or outside of an existing bank — even when it is aimed at the same financial problem.

This week, we cover these ideas:

• The Acorns SPAC deal, including its valuation and detailed metrics

• The growth levers and obstacles for point-solutions as they scale into the millions of users and hundred of millions of revenues

• What a $50 billion fund should do to roll this stuff up

It is looking like a pretty good time to go consolidating individual financial product footprints. Leaving aside whether consolidated companies are good or bad for some particular reason, the simple observation is that there are just far too many point-solution brands out there. Too many to be left alone to operate. And now a number of them are going to be public, which means that a number of them are going to be up for sale.

This week, we cover these ideas:

• How market structure determines the types of companies and projects that succeed

• A walk through Marqeta’s economics and business model, and how Square’s Cash App and DoorDash were needed for success

• The emerging $10B transaction revenue pool on Ethereum, MEV, and the changes to mining and gas

This week, we look at:

• The economics of Southeast Asia’s largest super-app and its $40 billion SPAC valuation

• The industrial logic of building out financial features adjacent to the core business of transportation and delivery

• Why this model has not worked for Uber, but has worked for Apple, and the broader impact on financial services.

This week, we look at:

• Chime, eToro, and Wise targeting the public markets through IPO and SPACs, and their operating performance

• The overall growth in fintech mobile apps, their install rates and market penetration (from 2.5 to 3.5 per person), and whether that growth is sustainable

• The implications for incumbents from this competition, and in particular the impact on money in motion vs. money at rest

• Broader financial product penetration and an anchoring in how the technology industry was able to get more attention that we had to give

his week, we look at:

• There are two very large revenue pools in the crypto asset class — (1) mining, and (2) trading. There are some large revenue pools in crypto-as-a-software, too, but those tend to be less sensational.

• This analysis will establish a 2021 baseline for the most regulated of crypto exchanges, Coinbase, including a detailed financial model building a $100B+ valuation case

• We then consider the valuations and multiples of capital markets protocols in Decentralized Finance of Ethereum, now making up over $60B in token value

• Lastly, we look at Binance’s $1B in profits, its $35B BNB token, and the activities on Binance Smart Chain

This week, we look at:

• The $12 billion in cumulative SPAC capital focused on Fintech, of which $3.6 billion has been raised in 2021 Q1 alone

• Analysis of the private and public financial services markets and their valuations of profitability and revenue

• A deeper look at the fundamentals and business mix of SPAC targets MoneyLion, Payoneer, Apex Clearing, and SoFi

• Not everything that glitters is gold

In this conversation, Will Beeson and I break down a few important pieces of recent news — the SPACs for SoFi and Bakkt, and Plaid/Visa falling apart.

SoFi is going public with a SPAC deal worth over $8 billion. A few things we touch on in detail: (1) this is still largely a lender, (2) there is a gem of an embedded finance play called Galileo that SoFi owns, and (3) the multiple is a little over 10x T12 revenues, which is not crazy expensive, but not cheap.

Speaking of Galileo and finance APIs, we transition to Plaid, and how it is is not going to be one of the networks in Visa’s network of networks. Who wins and who loses in the equation? And last, we cover the Bakkt SPAC of over $2 billion and our view on its future.

This week, we look at:

• An overdue analysis of the SPAC structure, reflecting on the $75 billion size and stage of the market

• Economics and regulatory paths of going public via investment bankers, SPACs, and direct listings

• The marquee teams in Fintech looking to do deals, and what criteria for target selection look like

This week, we look at:

• M&A in decentralized finance, focusing on the Yearn protocol and its targets Pickle, Cream, Akropolis

• The motivations behind such M&A, and where economic value collects

• The importance of community and security, creating increasing returns to scale

In this conversation, Max Friedrich of ARK Invest, Will and Lex break down Ant Group’s highly anticipated IPO.

Ant, a spinout from Alibaba and the parent of Alipay, one of China’s leading payments companies, filed papers to IPO in Shanghai and Hong Kong.

Max, Will and Lex dig into Ant’s business, from the origins to today, discuss growth opportunities and potential headwinds and explore the multi-faceted relationships between Ant and other big tech companies and national governments.

We cannot understate how impressive Ant Financial has become, connecting 700 million people and 80 million merchants in China, with payments, savings, wealth management and insurance products integrated in one package. The company also highlights the likely road for traditional banks — as underlying risk capital, without much technology or client management.

In this conversation, we go through the essentials of Decentralized Finance with Kerman Kohli, who is a serial entrepreneur and the writer of the DeFi Weekly newsletter. We discuss the mechanics of issuing stablecoins, decentralized lending, decentralized exchange, automated market makers, and the increasing complexity of synthetic assets that have grown the sector to nearly $7 billion in August of 2020.

Coinbase is going to go public.

The news hit Reuters, then Coindesk, and then the rest of the world. It feels like big news! The crypto broker is beating Robinhood, Acorns, Stash, Revolut, Betterment, and Wealthfront to the public markets. It's even beating SoFi, which is trying to get a national bank license (and who doesn't want to own a bank!).

Robo 1.0 success Personal Capital was acquired for nearly $1 billion by Empower, a major retirement savings manager. Softbank-backed insurtech darling Lemonade IPOed at less than $2 billion, in a successful fundraise and listing, and has since seen its market cap rise to over $4 billion. The IPO is a landmark for an insurtech industry in desperate need of successes. And PayPal announces the impending launch of crypto trading to its 325 million users. The move isn’t overly interesting in its own right, but the implications for the crypto space are worth exploring.

WhatsApp launches payments in Brazil and is unceremoniously shut down by the central bank a week later, MasterCard buys Finicity to protect itself against Visa’s recent acquisition of Plaid, Checkout.com continues its largely silent meteoric rise in payments, Softbank-backed and DAX 30 index component Wirecard “loses" $2 billion from its balance sheet and files for insolvency, Upgrade raises $40 million at a $1 billion valuation to extend its personal credit offering.

This week, we put on the Goldman hat and go shopping for companies. We buy a little bit of Folio and sell some Motif. We look at Personal Capital and the $1 billion it wants for its $12 billion of assets. We examine the private markets with Addepar / iCapital and SharesPost / Forge, and then move over to the banking sector. Should we buy Wells Fargo, as rumored, or some digital wallet apps? Read on for how to acquire a best-in-class Fintech.

I dig deeply into the $5.3 billion acquisition of data aggregator Plaid by $500 billion payments network Visa. We examine why this deal is worth 25-50x revenue, while Yodlee's sale to Envestnet was priced much lower. We also look at how Plaid could be an existential threat to Visa, and why paying 1% of marketcap to protect 200 million accounts may be a good bet. Broader implications for product manufacturers across payments, investments, and banking also emerge -- the middle is getting carved out, and infrastructure providers like Visa or BlackRock are moving closer to the consumer.

I look at the similarities between the NYSE building out direct listing products to augment or replace IPOs, and Central Banks considering launching consumer-facing digital currencies. In each case, the value chain of the respective financial sector is compressing, as the underlying manufacturers of financial product move closer to the consumer. I also highlight how a few blockchain-native alternatives to trading and rebalancing software are developing, and the reasons to get excited about things like Set, Uniswap, and Aragon.

I've been seeing a lot of Fintech headlines recently that make me raise my hands in the air, and go "Come on, are you for real!?". I imagine a lot of people feel similarly frustrated by Lemonade looking to go public at a $2 billion valuation on $50 million of revenue, Initial Exchange Offerings on crypto exchanges raising over $500 million this year, Facebook's tone deaf Silicon Valley club crypto money, or SoftBank talking about selling its overpriced $100 billion Fintech unicorn fund in an IPO. So other than getting crankier with age (Happy Father's day everyone!), I want to dig a little bit into the concept of fairness, asymmetric information, economic rents, and how this can help disentangle feelings from thoughts on these news items.

Two things are on my mind: (1) the acquisition of United Capital by Goldman Sachs, and (2) Mike Cagney's Figure securing a $1 billion funding line from Jefferies and WSFS for blockchain-tracked home equity loans. Both are outcomes of complex, interesting, somewhat unexpected processes -- and both are examples of demand-driven market expansion. Let me highlight that again. Both of these are consumer-centric developments, and not product-driven developments, which goes to the core of the problem in the financial services industry.

The world is on fire with talk about Uber going public. First, let's talk about who makes money and when. It is becoming a truism that companies are going public much later in their vintage, and as a result, the capital that fuels their growth is private rather than public. The public markets are full of compliance costs, cash-flow oriented hedge fund managers, and passive index manufacturers -- not an environment for an Elon Musk-type to do their best work. Private markets, on the other hand, are generally more long term oriented with fewer protections for investors. This has a distributional impact. Private markets in the US are legally structured for the wealthy by definition and carve-out. As a retail investor, your just desserts are Betterment's index-led asset allocation. As an accredited investor, you get AngelList, SharePost and the rest. I am yet to see Uber on Crowdcube. Therefore, tech companies are generating inequality both through their functions (monopoly concentration through power laws, unemployment through automation), and their funding.