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

• A look at the attempted ‘triple-dip’ from Spirit Airlines bondholders

• The deal sheet, plus A&M begins work on China Evergrande

In recent weeks, we’ve covered various liability management strategies, including the ‘double-dip’ and Robertshaw’s repeated uptiers. Now, Spirit Airlines’ lenders are preparing a creative strategy of their own.

The Backstory

In January, federal antitrust regulators blocked Spirit’s planned $3.8 billion sale to JetBlue. Both parties had initially appealed the decision, but, perhaps hastened by a February CEO transition at JetBlue, announced last week their decision to walk away from the deal.

JetBlue will pay Spirit a $69 million termination fee (plus $400 million to Spirit shareholders), but the scrapped deal now threatens Spirit’s ability to continue as a going concern. The carrier last posted a profit before the Covid-19 pandemic and is reckoning with a $3 billion debt burden.

With $1 billion of its debt maturing in 2025 and 2026, Spirit has retained advisors Davis Polk & Wardwell and Perella Weinberg Partners as it prepares to begin discussions with lenders over potential options. The bondholder group is working with Evercore and Akin Gump.

Never Before Seen Triple-Dip

This week, Bloomberg reports that Spirit Airlines bondholders are developing a ‘triple-dip’ legal strategy as they become increasingly concerned over the airline’s liquidity position. The group is hoping to optimize its own chances of a full recovery, even in the event Spirit is unable to repay all creditors in full.

Their plan is based on a 2020 Spirit bond sale in which a subsidiary of the company sold notes backed by the airline’s loyalty program, before transferring proceeds from the financing to the parent company, which then also guaranteed the debt.

The combined maneuvers are similar to a ‘double-dip,’ in which a distressed company entices new money lenders with added repayment assurance by providing them with two claims on the company’s assets for every dollar they lend (to the detriment of existing non-participating lenders).

In Spirit’s case, bondholders believe they may have three claims (the ‘triple-dip’)–Spirit’s guarantee, the intercompany loan (when it transferred proceeds from subsidiary to parent), and the loyalty program.

One key difference: rather than providing better terms on a deal to bring in new money when financing would otherwise prove challenging, the current claims have been in place for years.

Per Bloomberg, the bondholder group is preparing to present its case to Spirit as added leverage in upcoming negotiations. It may be powerful leverage—the group says its claims effectively bar Spirit from raising new financing as the company has no other assets left to secure against.

A Triple-Dip, Or Is It?

The ‘triple-dip’ has never been done before, and that may still be true. Reorg senior covenant analyst Julian Bulaon takes issue with the triple-dip label for Spirit’s situation. His position: “This is a double dip plus some extra credit support.”

Under either interpretation, the stage is also set for another potential first: the bondholders’ claim on Spirit’s frequent flyer loyalty program. Such a loyalty claim has never been tested before in a bankruptcy or restructuring.

For bondholders, this claim may actually have limited benefit—the value of these assets (branded credit cards and customer subscriptions) is likely to fall dramatically should Spirit face a disruptive outcome.

An out-of-court restructuring has a better chance of preserving loyalty program value, while a bankruptcy could erase its value entirely. Securities backed by the assets traded down nearly 36 percent the week after the sale to Jetblue was blocked.

• Mondi has agreed to acquire DS Smith, a UK-based packaging company, in a deal valued at £5.14 billion ($6.57 billion).

• Carlyle Group, CVC Capital Partners, and KKR are among those considering bids for Samsonite International S.A., a Hong Kong-listed luggage manufacturer with a market capitalization of around $5.3 billion.

• Apollo Global Management is considering a takeover bid for Liberty Media's TripAdvisor business, per Bloomberg.

• KKR is in advanced talks to acquire Encavis AG, a German renewable energy producer, in a deal that could be worth over €2 billion ($2.17 billion).

• Nationwide Building Society has agreed to acquire Virgin Money UK for £2.9 billion ($3.7 billion).

• Iberdrola has proposed an acquisition of the remaining 18.4% stake it doesn't already own in its U.S. subsidiary Avangrid (NYSE: AGR) for $2.48 billion.

• Warner Music Group is planning to bid more than €1.65 billion for Believe, topping a competing proposal for the French music distribution and artist services company.

• Liberty Strategic Capital has agreed to a $1.05 billion equity rescue transaction with New York Community Bancorp.

• Ardian has agreed to acquire CampusParc, an Ohio State University parking management provider, from QIC and Australian Retirement Trust for more than $850 million. QIC is separately exploring a sale of MasParc, a similar asset covering Northeastern University.

• Orange Sky Golden Harvest (HKSE: 1132), a Hong Kong-based film production and cinema management company, is considering a sale of its cinema assets in Singapore and Taiwan, with a rumored valuation of more than $400 million, per Bloomberg.

• Keensight Capital acquired a majority stake in SoftCo, a Dublin-based provider of Procure-to-Pay (P2P) solutions, at a valuation exceeding €100 million.

• Court Square Capital Partners invested in Velosio, a Dublin, Ohio-based provider of digital transformation services.

• Carenet has agreed to acquire certain assets of Health Dialog, Rite Aid’s clinical decision support unit.

• Vinci Partners Investments has agreed to acquire Compass, a Latin American alternative investment firm.

• Adiuva Capital is preparing to sell Sanecum, a German healthcare services provider, with JPMorgan advising on the process.

• Carousel Capital completed a recapitalization of O.R. Colan Associates, a Charlotte-based provider of right-of-way (ROW) services and land management.

• Wafra's Constellation and Leucadia Asset Management made a strategic investment in Greykite, a newly launched real estate investment platform.

• H&M Group and Vargas, along with TPG Rise Climate, have launched Syre, a new venture focused on circular polyester production.

• MiddleGround Capital acquired IT8, an engineering services company.

• Cloudflare (NYSE: NET) acquired Nefali Networks, a cybersecurity startup backed by investors including NEA, The House Fund, and DHVC.

• Itron (Nasdaq: ITRI) acquired Elpis Squared, a provider of software and services for utility grid operations.

• Qonto, a European business finance solution provider, has acquired Regate, a French FinTech developing accounting and financial automation solutions.

Add-On Acquisitions

• Sugar Foods, backed by Pritzker Private Capital, acquired Concord Foods, a supplier of custom ingredients and retail food products, from Arbor Investments.

• Stengel Hill Architecture, a portfolio company of Godspeed Capital Management, acquired Smith Consulting Architects, a provider of architectural and design services.

• Boundless Bio, a biotech targeting oncogene-amplified cancers, filed for a $100 million Nasdaq IPO.

Tech, Vertical SaaS, & Misc. Enterprise

• Zama, an open-source cryptography company focused on developing fully homomorphic encryption technology, raised $73 million in Series A funding. Multicoin Capital and Protocol Labs led, with participation from Metaplanet, VSquared, and Stake Capital.

• Todyl, a cybersecurity and networking company, raised $50 million in Series B funding led by Base10 Partners, with participation from Anthos Capital, Tech Operators, and StoneMill Ventures.

• Defense Unicorns, a developer of open-source software and AI for national security, raised $35 million in Series A funding from Sapphire Ventures and Ansa Capital.

• Maybell Quantum, a developer of cryogenic infrastructure for quantum computing, raised $25 million in Series A funding led by Cerberus Capital Management, with participation from Lavrock Ventures, Caruso Ventures, Mark IV Capital, Decisive Point, In-Q-Tel, and Olive Capital.

• Cayosoft, a developer of Microsoft Active Directory management and recovery systems, raised $22.5 million in minority funding from Centana Growth Partners.

• Reach Security, an AI-powered cybersecurity platform, raised $20 million in Series A funding led by Ballistic Ventures, with participation from Artisanal Ventures, Mark McLaughlin, Denise Persson, Webb Investment Network, Ridge Ventures, and TechOperators.

• Neural Propulsion Systems, a developer of automotive radar software, raised $17.5 million in Series B funding. Cota Capital led, with participation from GM Ventures and RTX Ventures.

• Efficient Computer, a developer of energy-efficient processors, raised $16 million in seed funding led by Eclipse.

• Lettuce Financial, a developer of accounting and tax management software for solopreneurs, raised $6 million in seed funding from Zeev Ventures.

• Cogna, a startup developing AI-driven software for traditional industries, raised £3.76 million in seed funding. Hoxton Ventures led, with participation from Notion Capital and Octopus First Cheque Fund.

• Firewall, a developer of blockchain security technology, raised $3.7 million in pre-seed funding. North Island Ventures, Breyer Capital, and Hack VC co-led, with participation from Finality Capital.

Media & Consumer

• Pro Shop, a golf entertainment and media company, raised around $20 million in its debut round of funding led by Powerhouse Capital, with participation from the PGA Tour, and EP Golf Ventures.

Fintech

• IO Research, a developer of decentralized physical infrastructure networks, raised $30 million in Series A funding led by Hack VC, with participation from Multicoin Capital, 6th Man Ventures, Solana Ventures, OKX Ventures, Aptos Labs, Delphi Digital, and The Sandbox.

• Theia Insights, a finance-focused AI provider, raised $6.5 million led by Unusual Ventures, with participation from Fidelity International Strategic Ventures and Clocktower Ventures.

• Utila, a cryptocurrency infrastructure platform specializing in digital asset management and custody, raised an $11.5 million seed round co-led by NFX, Wing VC, and Framework Ventures.

Healthcare & Life Sciences

• Alumis, a biotech focused on autoimmune diseases and immune-mediated conditions, raised $259 million in Series C funding led by Foresite Capital, Samara BioCapital, and VenBio Partners, with participation from Cormorant Asset Management, SR One, and Lilly Asia Ventures, among others.

• Rakuten Medical, a biotech developing precision oncology treatments, raised $119 million in Series E funding led by Hikma, Mizuho Bank, and Dai-ichi Life, with participation from SBI Group, Rakuten Group, and Mickey Mikitani.

• Wobble Genomics, a biotech specializing in RNA sequencing, raised £8.5 million led by Mercia Ventures and BGF, with participation from IQ Capital, Eos Advisors, and Old College Capital.

• Chamber Cardio, a developer of a cardiology-focused value-based care platform, raised $8 million in seed funding. General Catalyst led, with participation from AlleyCorp, Company Ventures, American Family Ventures, and CityLight.

Industrials, Greentech, & Other

• Nextron, a Brazil-based climate tech company offering subscription-based clean energy service, raised $5.3 million in Series A funding. Vox Capital and Copel Ventures co-led the round.

• Rubicon Founders raised more than $1.2 billion for its second healthcare-focused fund.

• Stonepeak raised $3.3 billion for a new Asia-focused infrastructure fund.

• Pantera Capital is raising a dedicated fund to purchase up to $250 million of discounted crypto assets from the FTX estate.

• Saga Ventures is targeting $125 million for its debut fund.

• Artemis raised $36 million for its second venture fund.

• Prudence raised $80 million for its third proptech fund.

1. The A&M duo in charge of Lehman’s Asia liquidation turn their sights to China Evergrande.

• The FT chronicles Eddie Middleton and Tiffany Wong’s preparation for the complicated China Evergrande case. — Financial Times

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