Happy Wednesday. Here’s what we’ve got today…

• A look at Welsh Carson’s escape from the FTC

Welsh Carson wins key antitrust dismissal

Private equity sidestepped a major threat earlier this week after a federal judge in Texas dismissed a landmark antitrust lawsuit brought by the Federal Trade Commission against Welsh Carson Anderson & Stowe (WCAS). The closely watched case was the FTC's first direct attempt to hold a private equity firm accountable for the alleged anticompetitive practices of one of its portfolio companies.

The lawsuit, filed by the FTC last year, had accused WCAS and portfolio company U.S. Anesthesia Partners (USAP) of engaging in a scheme to suppress competition and drive up prices for anesthesiology services in Texas—alleging that WCAS’ roll-up strategy sought to secure unfair pricing power by systematically acquiring nearly every large practice in the state. The agency also claimed that WCAS and USAP had negotiated price-setting agreements with independent providers, effectively eliminating competition in the market.

The case is one of the more aggressive antitrust efforts thus far by the Biden administration and FTC Chair Lina Khan, who has cited increased oversight of private equity as a top priority.

In Monday evening’s ruling, Judge Kenneth Hoyt of the U.S. District Court for the Southern District of Texas allowed the case to proceed against USAP, but dismissed WCAS as a defendant. That decision hands a meaningful setback to the FTC and essentially rejects the agency’s attempt to "pierce the corporate veil" by pursuing private equity owners for the alleged misdeeds of portfolio companies.

For private equity, the big win is the avoidance of an unwelcome precedent of firm-level liability for portfolio company actions.

In his decision, Hoyt cited WCAS’ 23 percent stake in USAP and minority representation on the company's board, reasoning that the FTC had failed to prove that WCAS continues to exert control over the business (despite the agency's arguments that the firm remains deeply involved in the company's operations).

According to filings, WCAS held around 45 percent of the business in 2017 before selling half of its stake to Berkshire Partners and GIC Capital. The remainder is held by the company’s physicians.

"The FTC did not cite any authority for the proposition that receiving profits from an entity that may be violating antitrust laws is itself a violation of antitrust laws," Hoyt wrote in his opinion. He added that the FTC had not met its burden in demonstrating that WCAS' minority position was sufficient to establish control over USAP, regardless of how "hands-on" the private equity firm may be.

The FTC has not yet said whether it will appeal Hoyt's decision to dismiss WCAS from the case. Cited by The Financial Times, a source familiar with the agency's thinking described the ruling as a "vindication in a very conservative court of an important tenet of the new merger guidelines focused on serial acquisitions." This suggests that the FTC may view the outcome as a partial victory, even as it struggles with the challenges of directly targeting private equity firms.

Despite this week’s outcome, the agency’s positioning may also be indirectly advancing its cause—the heightened threat of antitrust action can be enough to stop certain deals before they’ve begun.

• Anglo American (LSE: AAL) announced plans to spin off its platinum, diamond, coal, and nickel operations as part of a new restructuring initiative meant to fend off takeover interest.

• Walgreens Boots Alliance (NYSE: WBA) is exploring options, including an IPO, for its UK-based Boots drugstore chain, which could be valued at around £7 billion ($8.8 billion), per Bloomberg.

• Siemens AG agreed to sell its large motors and drives unit Innomotics to KPS Capital Partners for around €3 billion, per Handelsblatt.

• JPMorgan Chase & Co. (NYSE: JPM) agreed to acquire around $5 billion in mortgage warehouse loans from New York Community Bancorp (NYSE: NYCB).

• Kraft Heinz Co. (Nasdaq: KHC) is exploring a potential sale of its Oscar Mayer meats business, which could fetch between $3 to $5 billion, and has hired Bank of America and Centerview Partners to gauge market interest, per the WSJ.

• Italgas is in exclusive talks to acquire 2i Rete Gas, Italy's second-largest gas distributor owned by F2i, APG, and Ardian, at a valuation of up to €5 billion.

• TDR Capital is in exclusive talks to acquire Acqua & Sapone, an Italian discount retailer of household and cosmetic products, from H.I.G. Capital at a potential €1.3 billion valuation.

• Uber Technologies (NYSE: UBER) agreed to acquire the Taiwan business of Delivery Hero's (FSE: DHER) foodpanda unit, an online food and grocery delivery platform, for $950 million in cash.

• Warburg Pincus agreed to acquire Shriram Housing Finance, an Indian affordable housing finance provider, from Shriram Finance for around $560 million.

• KKR agreed to acquire IQGeo Group, a British geospatial software provider, for £316 million.

• GAI Consultants, a portfolio company of Comvest Partners, agreed to acquire Creighton Manning Engineering, an Albany, NY-based transportation engineering firm.

• Attain Capital made a minority investment in Excella, an Arlington, VA-based technology solutions consultancy.

• Cinven is preparing to sell Jaggaer, a provider of procurement and spend management software, per Reuters.

• NexCore, a portfolio company of Trinity Hunt Partners, agreed to acquire Sylvester & Cockrum, a provider of commercial HVAC, plumbing, and electrical services across the Southeastern U.S.

• Allshares, a portfolio company of Bregal Milestone, agreed to acquire Aktieinvest Incentives, a provider of share plan and equity incentive services to Swedish businesses.

• FalconPoint Partners acquired Jennmar, a manufacturer of ground support and control products.

• Waystar, a healthcare revenue cycle management platform owned by EQT, is hoping to raise up to $1 billion in its upcoming IPO, expected to price as early as next month, per Bloomberg.

• Aeromexico, Mexico’s flagship carrier backed by Apollo, Silver Point, and Delta, filed for a U.S. IPO two years after its emergence from a pandemic-era bankruptcy.

• Novelis, an aluminum products maker owned by Aditya Birla Group's Hindalco Industries, filed for a U.S. IPO that could target a valuation of around $18 billion, per Bloomberg.

• Everlife, a Singapore-based lab diagnostics business backed by Everstone Capital, is evaluating IPO options after bids in its sale process failed to meet valuation expectations, per the WSJ.

Tech, Vertical SaaS, & Misc. Enterprise

• Gorgias, an AI-powered helpdesk for e-commerce, raised $29 million in new funding co-led by SaaStr and Alven, with participation from Horsley Bridge, Amplify, Shopify, Sapphire, CRV, and Transpose Platform.

• Enspired, a Vienna-based AI and power trading company, raised €25.5 million in Series B funding. Zouk Capital led, with participation from Push VC, Banpu Next, Presidio Ventures, Vopak Ventures, and existing backers Emerald Technology Ventures, 360 Capital, Helen Ventures, and EnBW New Ventures.

• Sesame, a provider of HR management software, raised €23 million in new funding from GP Bullhound and PSG.

• Ndustrial, a developer of industrial AI and energy efficiency software, raised $18.5 million in Series B funding co-led by ABB Technology Ventures and GS Energy.

• LanceDB, an open-source vector database, raised $11 million in seed funding. CRV led, with participation from Essence VC, Swift Ventures, and Y Combinator.

• Purple Dot, an e-commerce pre-orders platform, raised $10 million in Series A funding. OpenOcean led, with participation from Commerce Ventures, Unusual Ventures, Connect Ventures, and Moxxie Ventures.

• Monitaur, a provider of model governance software, raised $6 million in Series A funding. Cultivation Capital led, with participation from Rockmont Partners, Defy VC, Techstars, and Studio VC.

• Arcium, a developer of confidential computing technologies, raised $5.5 million in new funding led by Greenfield Capital, with participation from Coinbase.

Fintech

• Polymarket Labs, a predictions market, raised $45 million in Series B funding led by Founders Fund, with participation from 1confirmation, ParaFi, and Dragonfly.

• Fintech Farm, a developer of integrated neobank platforms, raised $32 million in Series B funding led by Nordstar and Bank of Georgia.

• Data Zoo, a provider of KYC identity verification solutions, raised $22.7 million in Series A funding led by Ellerston JAADE.

• FinLocker, a financial fitness app, raised $17 million in Series B funding led by Radian Group.

Consumer & Media

• Kings League, a Spanish soccer competition launched by former Barcelona star Gerard Piqué, raised €60 million in new funding co-led by Left Lane Capital and Fillip, with participation from Cassius.

• Youth Inc., a youth sports media and e-commerce platform, raised $4.5 million in seed funding led by Will Ventures, with participation from Ryan Sports Ventures and Isos Capital Management.

Healthcare

• SmarterDx, a healthcare revenue integrity startup, raised $50 million in Series B funding from Transformation Capital, with participation from Bessemer Venture Partners, Flare Capital, and Floodgate.

• Chapter, a provider of Medicare navigation software, raised $50 million in Series C funding led by XYZ Venture Capital, with participation from Narya Capital, Addition, Susa Ventures, and Maverick Ventures.

• Brixton Biosciences, a developer of treatments for chronic and acute pain, raised $33 million in Series B funding led by Schooner Capital, with participation from SV Health Investors, Sparta Group, Excelestar Ventures, PV Capital Management, and Catalyst Health Ventures.

• Allozymes, a biotech focused on drug and industrial enzyme discovery, raised $15 million in Series A funding led by Seventure Partners and Xora Innovation, with participation from ID Capital, NUS Technology Holdings, Thia Ventures, and Transpose Platform.

• Switchboard Health, a healthcare platform providing specialty care management solutions, raised $6.5 million in seed funding. First Trust Capital Partners led, with participation from Route 66 Ventures, InnovateHealth Ventures, Capital Eleven, and Ikigai Growth Partners.

Industrials, Greentech, & Other

• The Bot Company, an industrial robotics startup, raised $150 million in seed funding at a $550 million valuation led by Spark Capital.

• Infinite Orbits, an in-orbit services provider focused on extension solutions for LEO and GEO satellites, raised €12 million in Series A funding. Newfund Capital led, with participation from the EIC Fund, IRDI Capital Investissement, and Space Founders France.

• trawa, an energy platform for SMEs, raised €10 million in seed funding led by Balderton Capital, with participation from AENU, Speedinvest, Magnetic, and TinyVC.

• Nfinite Nanotech, a developer ultrathin nanocoating tech for sustainable product packaging, raised $6.5 million in seed funding led by Collateral Good, with participation from Suzano Ventures, FTW Ventures, MaRS IAF, Overlay Capital, Ponderosa, and Republic Capital.

• Active Surfaces, a developer of flexible solar panels, raised $5.6 million in pre-seed funding led by Safar Partners, with participation from QVT, Lendlease, Type One Ventures, Umami Capital, Sabanci Climate Ventures, New Climate Ventures, SeaX, and The Engine.

• Goldman Sachs raised $3.6 billion for a new real estate credit fund.

• ChrysCapital is targeting a $2 billion raise for its 10th fund, per PEI.

• Patron Capital raised $927 million for its seventh distressed European real estate fund.

• Accel raised $650 million for its eighth European venture fund.

• Sands Capital raised $555 million for its third fund.

• Norrsken VC raised €320 million for its second impact fund.

• Polar Asset Management Partners held a $300 million second close for its latest significant risk transfer transactions (credit risk sharing) fund.

• Capital D raised €156 million for its second buyout fund.

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