Podcasting startup WaitWhat raises $4.3M as interest in audio content explodes

WaitWhat, the digital content production engine behind LinkedIn co-founder Reid Hoffman’s Masters of Scale podcast, has secured a $4.3 million Series A investment led by Cue Ball Capital and Burda Principal Investments.

Launched in January 2017, WaitWhat will use the cash to create additional media properties across a variety of mediums, including podcasts.

Investors are gravitating toward podcast startups as consumer interest in original audio content skyrockets. Podcasting, though an infantile industry that hit just $314 million in revenue in 2017, is maturing, raking in venture capital rounds large and small and recording its first notable M&A transaction with Spotify’s acquisition of Gimlet and Anchor earlier this month. The music streaming giant shelled out a total of $340 million for the podcast production platform and the provider of a suite of podcast creation, distribution and monetization tools, respectively. It plans to spend an additional $500 million on audio storytelling platforms as part of a larger plan to become the Netflix of audio.

WaitWhat, for its part, dubs itself the “media invention company.” Founded by June Cohen and Deron Triff, a pair of former TED executives responsible for expanding the nonprofit’s digital media business, WaitWhat is today launching Should This Exist, a new podcast hosted by Flickr founder and tech investor Caterina Fake.  Fake will interview entrepreneurs about the human side and the impact of technology in the show created in partnership with Quartz.

“People don’t just transact with content; they want to feel connected to it through a sense of wonder, awe, curiosity, and mastery,” Cohen said in a statement. “These are contagious emotions, and research shows they stimulate sharing. Where many media companies aim for volume — putting out lots of content with a short shelf life — we’re building a completely distinctive portfolio of premium properties that are continually increasing in value, inspiring deep audience engagement, and creating opportunities for format expansion.”

Other investors in the round include Reid Hoffman, MIT Media Lab director Joi Ito and Liminal Ventures. WaitWhat previously raised a $1.5 million round from Victress Capital, Human Ventures and Able Partners, all of which have joined the A round.

Spotify says it paid $340M to buy Gimlet and Anchor

Spotify doubled down on podcasts last week with a double deal to buy podcast networks Gimlet and Anchor. Those acquisitions were initially undisclosed, but Spotify has quietly confirmed that it spent €300 million, just shy of $340 million, to capture the companies.

That’s according to an SEC filing — hat tip Recode’s Peter Kafka — which deals the transactions which were “primarily in cash,” Spotify said. Kafka previously reported that Spotify paid around $200 million for Gimlet, which, if correct, would mean Anchor fetched the remaining $140 million.

Those numbers represent an impressive return for the investors involved, particularly those who backed the companies at seed stage.

Gimlet raised $28.5 million from investors that included Stripes Group, WPP, Betaworks and Lowercase Capital, according to Crunchbase.

Anchor, meanwhile, raised $14.4 million. Crunchbase data shows its backers included Accel, GV, Homebrew and (again) Betaworks.

Those deals represent a good chunk of change, but Spotify still has more fuel in the tanks.

As we reported last week, it plans to spend a total of up to $500 million this year “on multiple acquisitions” as it seeks to further its position on podcasting which, to date, has been an after-thought to its focus on music. Less these deals, Spotify has around $160 million left in its spending budget for 2019.

In a blog post announcing the deals published last week, Spotify CEO Daniel Ek admitted that he didn’t originally release that “audio — not just music — would be the future of Spotify” when he founded the business in 2006.

“This opportunity starts with the next phase of growth in audio — podcasting. There are endless ways to tell stories that serve to entertain, to educate, to challenge, to inspire, or to bring us together and break down cultural barriers. The format is really evolving and while podcasting is still a relatively small business today, I see incredible growth potential for the space and for Spotify in particular,” Ek explained.

Startups Weekly: Spotify gets acquisitive and Instacart screws up

Did anyone else listen to season one of StartUp, Alex Blumberg’s OG Gimlet podcast? I did, and I felt like a proud mom this week reading stories of the major, first-of-its-kind Spotify acquisition of his podcast production company, Gimlet. Spotify also bought Anchor, a podcast monetization platform, signaling a new era for the podcasting industry.

On top of that, Himalaya, a free podcast app I’d never heard of until this week, raised a whopping $100 million in venture capital funding to “establish itself as a new force in the podcast distribution space,” per Variety.

The podcasting business definitely took center stage, but Lime and Bird made headlines, as usual, a new unicorn emerged in the mental health space and Instacart, it turns out, has been screwing its independent contractors.

As mentioned, Spotify, or shall we say Spodify, gobbled up Gimlet and Anchor. More on that here and a full analysis of the deal here. Key takeaway: it’s the dawn of podcasting; expect a whole lot more venture investment and M&A activity in the next few years.

This week’s biggest “yikes” moment was when reports emerged that Instacart was offsetting its wages with tips from customers. An independent contractor has filed a class-action lawsuit against the food delivery business, claiming it “intentionally and maliciously misappropriated gratuities in order to pay plaintiff’s wages even though Instacart maintained that 100 percent of customer tips went directly to shoppers.” TechCrunch’s Megan Rose Dickey has the full story here, as well as Instacart CEO’s apology here.

Slack confidentially filed to go public this week, its first public step toward either an IPO or a direct listing. If it chooses the latter, like Spotify did in 2018, it won’t issue any new shares. Instead, it will sell existing shares held by insiders, employees and investors, a move that will allow it to bypass a roadshow and some of Wall Street’s exorbitant IPO fees. Postmates confidentially filed, too. The 8-year-old company has tapped JPMorgan Chase and Bank of America to lead its upcoming float.

Reddit CEO Steve Huffman delivers remarks on “Redesigning Reddit” during the third day of Web Summit in Altice Arena on November 08, 2017 in Lisbon, Portugal. (Horacio Villalobos-Corbis/Contributor)

It was particularly tough to decide which deal was the most notable this week… But the winner is Reddit, the online platform for chit-chatting about niche topics — r/ProgMetal if you’re Crunchbase editor Alex Wilhelm . The company is raising up to $300 million at a $3 billion valuation, according to TechCrunch’s Josh Constine. Reddit has been around since 2005 and has raised a total of $250 million in equity funding. The forthcoming Series D round is said to be led by Chinese tech giant Tencent at a $2.7 billion pre-money valuation.

Runner up for deal of the week is Calm, the app that helps users reduce anxiety, sleep better and feel happier. The startup brought in an $88 million Series B at a $1 billion valuation. With 40 million downloads worldwide and more than one million paying subscribers, the company says it quadrupled revenue in 2018 from $20 million to $80 million and is now profitable — not a word you hear every day in Silicon Valley.

Here’s your weekly reminder to send me tips, suggestions and more to [email protected] or @KateClarkTweets

I listened to the Bird CEO’s chat with Upfront Ventures’ Mark Suster last week and wrote down some key takeaways, including the challenges of seasonality and safety in the scooter business. I also wrote about an investigation by Consumer Reports that found electric scooters to be the cause of more than 1,500 accidents in the U.S. I’m also required to mention that e-scooter unicorn Lime finally closed its highly anticipated round at a $2.4 billion valuation. The news came just a few days after the company beefed up its executive team with a CTO and CMO hire.

Databricks raises $250M at a $2.75B valuation for its analytics platform
Retail technology platform Relex raises $200M from TCV
Raisin raises $114M for its pan-European marketplace for savings and investment products
Self-driving truck startup Ike raises $52M
Signal Sciences secures $35M to protect web apps
Ritual raises $25M for its subscription-based women’s daily vitamin
Little Spoon gets $7M for its organic baby food delivery service
By Humankind picks up $4M to rid your morning routine of single-use plastic

We don’t spend a ton of time talking about the growing, venture-funded, tech-enabled logistics sector, but one startup in the space garnered significant attention this week. Turvo poached three key Uber Freight employees, including two of the unit’s co-founders. What’s that mean for Uber Freight? Well, probably not a ton… Based on my conversation with Turvo’s newest employees, Uber Freight is a rocket ship waiting to take off.

Who knew that investing in female-focused brands could turn a profit for investors? Just kidding, I knew that and this week I have even more proof! This is L., a direct-to-consumer, subscription-based retailer of pads, tampons and condoms made with organic materials sold to P&G for $100 million. The company, founded by Talia Frenkel, launched out of Y Combinator in August 2015. According to PitchBook, it was backed by Halogen Ventures, 500 Startups, Fusion Fund and a few others.

Speaking of ladies getting stuff done, Bessemer Venture Partners promoted Talia Goldberg to partner this week, making the 28-year-old one of the youngest investing partners at the Silicon Valley venture fund. Plus, Palo Alto’s Eclipse Ventures, hot off the heels of a $500 million fundraise, added two general partners: former Flex CEO Mike McNamara and former Global Foundries CEO Sanjay Jha.

If you enjoy this newsletter, be sure to check out TechCrunch’s venture-focused podcast, Equity. In this week’s episode, available here, Crunchbase editor-in-chief Alex Wilhelm and I chat about the expanding podcast industry, Reddit’s big round and scooter accidents.

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Extend Fertility banks $15M Series A to help women freeze their eggs

Fertility services are raising venture cash left and right. Last week, it was Dadi, a sperm storage startup that nabbed a $2 million seed round. This week, it’s Extend Fertility, which helps women preserve their fertility through egg freezing.

Headquartered in New York, the business has secured a $15 million Series A investment from Regal Healthcare Capital Partners to expand its fertility services, which also include infertility treatments, such as in vitro and intrauterine insemination. The company has also appointed Anne Hogarty, the former chief business officer at Prelude Fertility and vice president of international business at BuzzFeed, to the role of chief executive officer. Hogarty replaces Extend Fertility co-founder Ilaina Edison, who had held the C-level title since the business launched in 2016. Edison will remain on the startup’s board of directors.

Extend Fertility, in its New York cryopreservation and embryology lab and treatment center, completed 1,000 egg-freezing cycles in 2018.

“A lot of amazing things have happened for women over the last century,” Hogarty told TechCrunch earlier this week. “Now, women are permitted and encouraged to seek higher education, pursue a career, follow their dreams and end up with a partner who’s the right partner, not just any partner. Doing all those things has pushed the window for when women want to start a family from their 20s to their 30s and unfortunately, one thing that has not changed in that time is the biological clock.”

Hogarty explained Extend’s fertility services are more affordable than other options because the service was built specifically with egg freezing in mind, and the company later expanded to offer infertility treatments, whereas other services were established to provide IVF and other infertility treatments and integrated cryopreservation tools later.

We are really purpose-built to be an egg-freezing-first company, where many legacy institutions that were providing infertility services have legacy costs that come with … inefficiencies bred over decades and outmoded technology in their labs that may not be the most efficient and effective,” she said. “We have a state of the art lab with the latest equipment.”

It’s the classic innovator dilemma,” she added. “Infertility services are extraordinarily expensive and reproductive endocrinology is a new area of medicine. There are a lot of people and institutions that have been taking inordinate amounts of money for their infertility services so they weren’t looking to serve this population of women looking to preserve their fertility.”

One egg-freezing cycle with Extend costs women $5,500, and additional cycles come at a sticker price of $4,000. Each cycle includes a fertility assessment, private consultation, anesthesia and any monitoring a patient may need during their cycle. The costs don’t include medication, however. Extend can prescribe medications — which typically cost between $2,000 and $5,000 for fertility patients — but they still need to go through a third party to get their prescriptions filled and paid for. 

For reference, FertilityIQ, an online platform for researching fertility care providers and treatments, says the typical cost per cycle for egg freezing is more than $17,000 in New York City or $15,600 in San Francisco. Most egg-freezing services, including Extend, do not accept insurance, as most insurance providers don’t cover the steep costs of fertility or infertility treatments.

Some companies, however, are beginning to offer benefits that cover these costs. Facebook and Apple, for example, began subsidizing egg-freezing procedures for employees in 2014. Spotify and eBay, for their part, will pay for an unlimited number of IVF cycles.

Hogarty said Extend’s price point makes it one of the lowest-cost players in the market.

“We want as many women as possible to benefit from the advances from egg-freezing technology,” she said.

Extend Fertility, which has previously raised $10 million, plans to use the latest investment to open labs in new markets and expand its infertility services.

Musiio raises $1M to let digital music services use AI for curation

Musiio, a Singapore-based startup that uses AI to help digital music companies with discovery and creation, has pulled in a $1 million seed round.

The capital comes from Singapore’s Wavemaker Partners, U.S. investor Exponential Creativity Ventures and undisclosed angels. The deal represents the first outside round for Musiio, which was founded at the Entrepreneur First program in Singapore where CEO Hazel Savage, a former streaming exec, met CEO Aron Pettersson. It also makes Musiio the first venture capital-backed music AI startup in Southeast Asia and one of the most notable EF graduates from its Asian cohorts.

We first wrote about Musiio last April when it had raised SG$75,000 ($57,000) as part of its involvement in EF, the London-based accelerator that has big ambitions in Asia. Since then, it has increased its team to seven full-time staff.

The company is focused on reducing inefficiencies for music curation using artificial intelligence by augmenting the important work of human curators. In short, it aims to give those without the spending power of Spotify the opportunity to automate or partially automate a lot of the heavy lifting when it comes to scouring through music.

“Musiio won’t replace the need to have people listening to music,” Savage told TechCrunch last year. “But we can delete the inefficiencies.”

The Musiio team at its office in Singapore

The company’s first public client is Free Music Archive (FMA), a Creative Commons-like free music site developed by independent U.S. radio station WFMU. Musiio developed a curated playlist which raised the profile of a number of songs that had become ‘lost’ in the catalog. In particular, it helped one track double the number of plays it had received over eight years within just two days.

The FMA deal was really a proof of concept for Musiio, and Savage said that the company is getting close to announcing deals.

“Over the next month or two, there will be two or three commercial announcements,” Savage said this week. “We’re working with streaming companies and sync companies.”

Why Spotify is betting big on podcasting

Podcasting revenues hit $314 million in 2017, according to a third-party survey released last summer. It’s a large number for what’s been historically regarded as a niche and difficult to monetize medium, but still pales in comparison to the additional $400-$500 million Spotify says it’s willing to spend on the space this year alone.

Two major acquisitions announced early today already comprise a massive commitment to the category. The purchase of Gimlet was reported to have made up nearly half that figure, at $230 million. While no number has been revealed for the purchase of Anchor, Spotify no doubt paid a pretty penny for the buzzy creation/distribution platform, which has raised $14.4 million to date.

What, then, makes Spotify so confident that it will be able to get a return on such a massive investment? To hear the company talk about it, the service fell a bit ass backwards into the whole podcasting phenomenon. For one of the world’s largest audio platforms, Spotify was actually remarkably late to the game. Podcasting dates back at least until 2000, gaining popular momentum around 2004. A year later, Apple began supporting the technology with iTunes 4.9.

After a lengthy beta period, Spotify only opened its podcast submission program to all-comers last October. As Spotify struggles to stay ahead of Apple Music’s looming growth, however, the company is now apparently suddenly all-in on podcasting.

In an interview with TechCrunch, Spotify’s Chief R&D Officer Gustav Söderström admits that the company wasn’t doing a particularly good job serving up podcasting content. “The user experience was really poor,” he says. “There was no 15-second skip. In spite of that, we saw a lot of users listening to podcasts. It was kind of unexpected and we didn’t really understand why. It turned out people really wanted to have podcasts in Spotify with their music. If you look at radio, it’s not that surprising.”

What Spotify discovered was what many no doubt already suspected: Many users don’t necessarily need or want additional applications for all of their different audio types. Even more to the point, Spotify has excelled in one key place many other podcasting platforms have failed: discovery. It’s been a key piece in the company’s growth as the leading music streaming service and could serve to help resolve one of podcasting’s biggest pain points for most users.

Matt Hartman, partner at Betaworks — an early investor in both Gimlet and Anchor — says the massive acquisitions could help signal the beginning of a new wave of podcasting growth.

“This feels like a turning point to a third wave,” Hartman says. “Discovery is a big part of the structural issues that have been in podcasting in the past and with audio in general. And Spotify has a specific solution to that on the music side. Between discovery and monetization, I think that’s where it starts to go from niche to mainstream.”

The same firm that put podcasting revenue at $314 for 2017 forecasts that the number will hit $659 million next year, marking a 110 percent increase. That’s a healthy bump, but still a ways away from returning Spotify’s investment in a category that’s currently split amongst countless different players — including, notably, Apple, whose iPod gave the medium its name.

Eventually, Spotify will monetize podcasts the same way it has music — through subscriptions and ad revenue. In the short term, Spotify will allow both Gimlet and Anchor to operate as they have. Gimlet in particular has demonstrated an ability to make money hand over fist. In addition to raising $28.5 million, the company has devoted a chunk of operations to created sponsored content — using its vast resources to create custom podcasts for brands looking to pay a pretty penny.

When I spoke to Gimlet’s founders following its last major round, they were happy to discuss what’s become a kind of intellectual property machine, having already licensed shows like Alex, Inc. and Homecoming to ABC and Amazon. But building companies and quality content take time. Acquiring them, on the other hand, just takes money — albeit a hell of a lot of it in this case. Spotify was late to the draw, but still hoping to ramp up quickly. So it bought one of the premier players in premium podcasting.

“The question is how much you want to invest, and only history decides if this is right or not,” says Söderström. “We think this is the right time to invest. We could have continued on our own, but we think this is a great acceleration of the strategy we already had […] This was a great chance for us to accelerate the amount of talent we have at Spotify.”

Spotify has long offered some exclusive content from Gimlet and other podcasting studios. It says it will continue to do so here, while making the majority of shows available on all platforms. Ditto for shows created through Anchor, which offers an easy method for pushing out to different services — the company recently claimed it was powering around 40 percent of new podcasts.

Even if these acquisitions do eventually make fiscal sense for Spotify, what does this “third wave” of podcasting ultimately mean for creators? The great promise of podcasting has always been a sort of democratization of content. Anyone with a computer and a microphone can create a podcast. But if the early days of the world wide web have taught us anything, it’s that all things trend toward the corporate in a capitalist society.

Anchor, a plucky startup out of New York, has offered a welcome respite, bringing novice podcasters the tools to build easy podcasts out of the box. Spotify tells me that the company will keep Anchor’s branding and products around as consumer-facing offerings to help on-board users (it wouldn’t offer the same promise for Gimlet’s brand). More recently, Anchor has also worked to make ad sales more accessible for budding podcasters).

How all of that trickles down to content creators, however, remains to be seen. Music streaming like Spotify and Apple Music have been notoriously stingy when it comes to actually paying out musicians. And premium content, the kind Spotify was after in its Gimlet purchase, takes time and money, both things that are harder and harder to come by in this digital age.

Hartman disputes the music comparison, noting that podcasting is a nascent field without the same kind of precedent for monetization. “Podcasting wasn’t this massive industry that got disrupted,” he says. “It’s an industry that is figuring out its way and growing. Creators go into podcasting trying to find a new way to connect to audiences.”

Spotify, eBay set standard for fertility benefits, study finds

The technology sector awards women and same-sex couples the most comprehensive fertility benefit packages, according to a survey by FertilityIQ, an online platform for fertility patients to review doctors and research treatments.

The company asked 30,000 in vitro fertilisation (IVF) patients across industries about their employers’ — or their spouse’s employer’s’ — 2019 fertility treatment policy, and allocated points based on their support for IVF procedures and egg freezing, among other services.

Silicon Valley semiconductor business Analog Devices and eBay led the ranking. The two companies offer employees unlimited IVF cycles with no pre-authorization requirement, meaning employees do not need permission from insurance providers before seeking certain medical services. Pre-authorization has historically impacted lesbian, gay or unpartnered employees from accessing care quickly or at all, FertilityIQ co-founder Jake Anderson explained

Spotify, Adobe, Lyft, Facebook and Pinterest were amongst the highest-ranked technology businesses, too.

“I think a lot of people see the tech sector as being unenlightened when it comes to family values but it’s still the sector that makes the fertility benefits the most widely acceptable,” Anderson, a former consumer internet investor at Sequoia Capital, told TechCrunch.

FertilityIQ’s fertility benefits survey results.

Despite an initial outpouring of skepticism, Facebook and Apple became leaders in the fertility benefit category when they began paying for their female employees to freeze their eggs in 2014. Since then, smaller firms have opted to beef up those benefits to stay competitive with their much larger and richer counterparts.

“The Lyfts, the Airbnbs and the Ubers of the world, who clearly need to compete for those companies for talent, have effectively matched those companies dollar-for-dollar despite a much smaller war-chest,” Anderson said. “These companies that are worth 1/1000th of these bigger companies are effectively going toe-to-toe to offer whatever women need.”

Anderson and his wife, FertilityIQ co-founder Deborah Anderson, noticed improved benefits in 2018 from companies implicated by the #MeToo movement, such as Vice Media, Under Armour and Uber.

“Silicon Valley is notorious for talent moving around on you but it’s probably not coincidental that some of the companies that were in the spotlight in the #MeToo movement have added really generous benefits,” Deborah Anderson told TechCrunch.

Uber, for example, now pays for its employees to complete two IVF cycles but still requires pre-authorization.

One in 7 Americans struggle with infertility and the rate of IVF procedures only continues to increase, with the latest data indicating a 15 percent year-over-year growth rate. IVF costs roughly $22,000 per cycle, per FertilityIQ’s survey, a cost which has similarly increased 15 percent since 2015.

That’s a whole lot of cash for a fertility patient to dole out. If companies foot the bill, they’ll have a better shot at retaining talent.

“Best we can tell, there is no question that employees that get this benefit and use it are more loyal and more likely to stick around,” Jake Anderson said. “The company that helps you build your family is the company that you remain committed to.”

Startups Weekly: Is Munchery the Fyre Festival of startups?

It was a tough week. Journalists around the U.S. were hit hard by layoffs, from HuffPost to BuzzFeed News to Verizon Media Group, which owns this very site. The government entered day 35 of the shutdown before President Donald Trump agreed to a short-term deal to reopen it for three weeks. And in the startup world, a once high-flying, venture-subsidized food delivery startup crashed and burned, leaving a cluster of small businesses in its wreckage.

Some good things happened too — we’ll get to those.

  1. Munchery fails to pay its debts

In an email to customers on Monday, Munchery announced it would cease operations, effective immediately. It, however, failed to notify any of its vendors, small businesses in San Francisco that had supplied baked goods to the startup for years. I talked to several of those business owners about what they’re owed and what the sudden disappearance of Munchery means for them.

  1. #Theranos #Content

If you haven’t read John Carreyrou’s “Bad Blood,” stop reading this newsletter right now and go get yourself a copy. If you love to read, watch and listen to the Theranos saga as much as I do, you’ll be glad to hear there’s some fresh Theranos content released to the world this week. Called “The Dropout,” a new ABC documentary and an accompanying podcast about Theranos features never-before-aired depositions. Plus, TechCrunch’s Josh Constine reviews the Theranos documentary, “The Inventor,” which premiered at the Sundance Film Festival this week.

  1. Deal of the week

Confluent, the developer of a streaming data technology that processes massive amounts of information in real time, announced a $125 million Series D round on an enormous $2.5 billion valuation (up 5x from its Series C valuation). The round was led by existing investor Sequoia Capital, with participation from other top-tier VCs Index Ventures and Benchmark.

  1. Wag founders ditch dogs for bikes

Jonathan and Joshua Viner, the founders of the SoftBank-backed dog walking startup Wag, launched Wheels this week, an electric bike-share startup with a $37 million funding from Tenaya Capital, Bullpen Capital, Naval Ravikant and others.

  1. Go-Jek makes progress on a $2B round

Indonesia-headquartered Go-Jek has closed an initial chunk of what it hopes will be a $2 billion round after a collection of existing investors, including Google, Tencent and JD.com, agreed to put around $920 million toward it, according to TechCrunch’s Southeast Asia reporter Jon Russell. The deal, which we understand could be announced as soon as next week, will value Go-Jek’s business at around $9.5 billion.

  1. Knowledge center

There’s been a lot of chatter around direct listings since Spotify opted to go public via the untraditional route in 2018, but what exactly is a direct listing… We asked a panel of six experts: “What are the implications of direct listing tech IPOs for financial services, regulation, venture capital and capital markets activity?” 

Here’s your weekly reminder to send me tips, suggestions and more to [email protected] or @KateClarkTweets

  1. Contraceptive deserts

Through telemedicine and direct-to-consumer sales platforms, startups are streamlining the historically arduous process of accessing contraception. The latest effort to secure a significant financing round is The Pill Club, an online birth control prescription and delivery service. This week, the consumer-focused investor VMG Partners led its $51 million Series B. 

  1. More startup cash
  1. Fundraising activity

Sunil Nagaraj spent years investing in startups at Bessemer Venture Partners, but he was itching to meet with younger companies and strike out on his own. So in the summer of 2017, he did, and now, Nagaraj said he’s closed Ubiquity Ventures’ debut fund with $30 million. March Capital Partners, the Los Angeles-based venture capital firm, raised $300 million for its latest fund. Plus, Zynga founder Mark Pincus is reportedly raising up to $700 million for a new investment fund, called Reinvent Capital, that will focus on publicly traded tech companies in need of strategic restructuring.

  1. Finally, meet the startups in Alchemist’s 20th cohort

A mental health startup, a construction tech business and a fintech company, among others. Take a quick look at the startups that just completed Alchemist’s six-month accelerator program.

  1. Listen to me talk

If you enjoy this newsletter, be sure to check out TechCrunch’s venture-focused podcast, Equity. In this week’s episode, available here, Crunchbase editor-in-chief Alex Wilhelm, TechCrunch’s Silicon Valley editor Connie Loizos and I chatted about Munchery’s downfall, The Pill Club’s mission to make birth control more accessible and the VC slowdown in China.

 

TechCrunch Conversations: Direct listings

Last April, Spotify surprised Wall Street bankers by choosing to go public through a direct listing process rather than through a traditional IPO. Instead of issuing new shares, the company simply sold existing shares held by insiders, employees and investors directly to the market – bypassing the roadshow process and avoiding at least some of Wall Street’s fees. That pattens is set to continue in 2019 as Silicon Valley darlings Slack and Airbnb take the direct listing approach.

Have we reached a new normal where tech companies choose to test their own fate and disrupt the traditional capital markets process?  This week, we asked a panel of six experts on IPOs and direct listings: “What are the implications of direct listing tech IPOs for financial services, regulation, venture capital, and capital markets activity?” 

This week’s participants include: IPO researcher Jay R. Ritter (University of Florida’s Warrington College of Business), Spotify’s CFO Barry McCarthy, fintech venture capitalist Josh Kuzon (Reciprocal Ventures), IPO attorney Eric Jensen (Cooley LLP), research analyst Barbara Gray, CFA (Brady Capital Research), and capital markets advisor Graham A. Powis (Brookline Capital Markets).

TechCrunch is experimenting with new content forms. Consider this a recurring venue for debate, where leading experts – with a diverse range of vantage points and opinions – provide us with thoughts on some of the biggest issues currently in tech, startups and venture. If you have any feedback, please reach out: [email protected].


Thoughts & Responses:


Jay R. Ritter

Jay Ritter is the Cordell Eminent Scholar at the University of Florida’s Warrington College of Business. He is the world’s most-cited academic expert on IPOs. His analysis of the Google IPO is available here.

In April last year, Spotify stock started to trade without a formal IPO, in what is known as a direct listing. The direct listing provided liquidity for shareholders, but unlike most traditional IPOs, did not raise any money for the company. Slack has announced that they will also conduct a direct listing, and it is rumored that some of the other prominent unicorns are considering doing the same.

Although no equity capital is raised by the company in a direct listing, after trading is established the company could do a follow-on offering to raise money. The big advantage of a direct listing is that it reduces the two big costs of an IPO—the direct cost of the fees paid to investment bankers, which are typically 7% of the proceeds for IPOs raising less than $150 million, and the indirect cost of selling shares at an offer price less than what the stocks subsequently trades at, which adds on another 18%, on average. For a unicorn in which the company and existing shareholders sell $1 billion in a traditional IPO using bookbuilding, the strategy of a direct listing and subsequent follow-on offering could net the company and selling shareholders an extra $200 million.

Direct listings are not the only way to reduce the direct and indirect costs of going public. Starting twenty years ago, when Ravenswood Winery went public in 1999, some companies have gone public using an auction rather than bookbuilding. Prominent companies that have used an auction include Google, Morningstar, and Interactive Brokers Group. Auctions, however, have not taken off, in spite of lower fees and less underpricing. The last few years no U.S. IPO has used one.

Traditional investment banks view direct listings and auction IPOs as a threat. Not only are the fees that they receive lower, but the investment bankers can no longer promise underpriced shares to their hedge fund clients. Issuing firms and their shareholders are the beneficiaries when direct listings are used.

If auctions and direct listings are so great, why haven’t more issuers used them? One important reason is that investment banks typically bundle analyst coverage with other business. If a small company hires a top investment bank such as Credit Suisse to take them public with a traditional IPO, Credit Suisse is almost certainly going to have its analyst that covers the industry follow the stock, at least for a while. Many companies have discovered, however, that if the company doesn’t live up to expectations, the major investment banks are only too happy to drop coverage a few years later. In contrast, an analyst at a second-tier investment bank, such as William Blair, Raymond James, Jefferies, Stephens, or Stifel, is much more likely to continue to follow the company for many years if the investment bank had been hired for the IPO. In my opinion, the pursuit of coverage from analysts at the top investment banks has discouraged many companies from bucking the system. The prominent unicorns, however, will get analyst coverage no matter what method they use or which investment banks they hire.


Barry McCarthy

Barry McCarthy is the Chief Financial Officer of Spotify. Prior to joining Spotify, Mr. McCarthy was a private investor and served as a board member for several major public and private companies, including Spotify, Pandora and Chegg. McCarthy also serves as an Executive Adviser to Technology Crossover Ventures and previously served as the Chief Financial Officer and Principal Accounting Officer of Netflix.

If we take a leap of faith and imagine that direct listings become an established alternative to the traditional IPO process, then we can expect:

  1. Financing costs to come down – The overall “cost” of the traditional IPO process will come down, in order to compete with the lower cost alternative (lower underwriting fees and no IPO discount) of a direct listing.
  2. The regulatory framework to remain unchanged – No change was / is required in federal securities laws, which already enable the direct listing process. With the SEC’s guidance and regulatory oversight, Spotify repurposed an existing process for direct listings – we didn’t invent a new one.

  3. A level playing field for exits – Spotify listed without the traditional 180 day lock-up. In order to compete with direct listings, traditional IPOs may eliminate the lock-up (and the short selling hedge funds do into the lock-up expiry).

  4. Financing frequency; right church, wrong pew – Regardless of what people tell you, an IPO is just another financing event. But you don’t need to complete a traditional IPO anymore if you want to sell equity. Conventional wisdom says you do, but I think conventional wisdom is evolving with the realities of the marketplace. Here’s how we’d do it at Spotify if we needed to raise additional equity capital. We’d execute a secondary or follow-on transaction, pay a 1% transaction fee and price our shares at about a 4% discount to the closing price on the day we priced our secondary offering. This is much less expensive “financing” than a traditional IPO with underwriter fees ranging from 3-7% (larger deals mean smaller fees) and the underwriter’s discount of ~36% to the full conviction price for the offering. You simply uncouple the going public event from the money raising event.


Josh Kuzon

Josh Kuzon is a Partner at Reciprocal Ventures, an early stage venture capital firm based in NYC focused on FinTech and blockchain. An expert in payments and banking systems, Josh is focused on backing the next generation of FinTech companies across payments, credit, financial infrastructure, and financial management software.

I think the implications of direct listing tech IPOs are positive for venture capitalists, as it creates a channel for efficient exits. However, the threat of low liquidity from a direct listing is significant and may ultimately outweigh the benefits for the listing company. 

Direct listing tech IPOs offers a compelling model for company employees and existing investors in pursuit of a liquidity event. The model features a non-dilutive, no lock-up period, and underwriting fee-less transaction, which is a short-term benefit of the strategy. Additionally, as a publicly traded company, there are longer-term benefits in being able to access public markets for financing, using company stock to pay for acquisitions, and potentially broaden global awareness of an organization. However, these benefits come with tradeoffs that should not be overlooked. 

One concern is the circular problem of liquidity. Without a defined supply of stock, it can be difficult to generate meaningful buyside demand. A floating price and indeterminate quantity will dampen institutional interest, no matter how great the listing company may be. Institutions require size and certainty; not only do they desire to build large positions, but they need to know they can exit them if needed. Without consistent institutional bids, sellers are less motivated to unwind their stakes, for fear of volatility and soft prices.

I believe institutional investors and their brokers are crucial ingredients for a properly functioning public equities market structure. They help make markets more liquid and efficient and serve as a check on companies to drive better business outcomes for their shareholders. A lack of institutional investors could be a very expensive long-term tradeoff for a short-term gain.

For companies that have significant brand awareness, don’t need to raise additional capital, or already have a diverse institutional investor base, the direct listing model may work out well for them. Few companies, however, fit this profile. Many more will likely have to work a lot harder to persuade the capital markets to participate in a direct listing and even if successful, may ultimately come back to bite them as they evolve and require additional capital markets cooperation.


Eric Jensen

Eric Jensen is a partner at Cooley LLP. He advises leading technology entrepreneurs, venture funds and investment banks in formation, financing, capital market and M&A transactions, and in in the past seven years was involved in over 55 offerings, raising over $21 billion, for companies such as Appian, Atlassian, Alteryx, Avalara, DocuSign, FireEye, Forty Seven, LinkedIn, MongoDB, NVIDIA, Redfin, SendGrid, ServiceNow, Tenable, Zendesk, Zulilly and Zynga.

It is challenging to draw market lessons from a single completed “direct listing.” The degree of interest I am seeing, often without folks knowing what it means, shows that the IPO model has issues. So first I describe to a client what it means – an IPO without the “I” and the “O”, meaning you are not selling any stock and therefore you don’t have a set initial stock price. These factors mean that a direct listing is relevant only for a small subset of private companies – those that:

  1. Sold stock to a number of institutional buyers that are likely to hold or increase their interest once trading begins;
  2. Are large enough (and didn’t restrict transfers) such that an active trading market developed as a private company, to be used as a proxy for the public trading price;
  3. Don’t need to raise primary capital, and
  4. Want to make their mark by doing something different, at the expense of placing IPO stock in the hands of new investors they have selected.

There is no evidence to indicate that it accelerates public market access, any company that can do a direct listing could do an IPO. The SEC doesn’t go away, and compared to the highly tuned IPO process, SEC scrutiny is actually higher. As least based on Spotify, it doesn’t put investment bankers out of a job, nor does it dramatically reduce total transactions costs. Spotify had no lock-up agreement, so the VCs I know love this feature, but it is not inherent in a direct listing, and IPOs don’t require lock-ups.

In my book, too soon to tell if it is the reverse Dutch Auction of its day.


Barbara Gray

Barbara Gray, CFA is a former top-ranked sell-side Equity Analyst and the Founder of Brady Capital Research Inc., a leading-edge investment research firm focused on structural disruption. She is also the author of the books Secrets of the Amazon 2.0, Secrets of the Amazon and Ubernomics.

Although Spotify successfully broke free of its reins last April and entered the public arena unescorted, I expect most unicorns will still choose to pay the fat underwriting fees to be paraded around by investment bankers. 

Realistically, the direct listing route is most suitable for companies meeting the following three criteria: 1) consumer-facing with strong brand equity; 2) easy-to-understand business model; and 3) no need to raise capital. Even if a company meets this criteria, the “escorted” IPO route could provide a positive return on investment as the IPO roadshow is designed to provide a valuation uptick through building awareness and preference versus competitive offerings by enabling a company to: a) reach and engage a larger investment pool; b) optimally position its story; and c) showcase its skilled management team.

Although the concept of democratizing capital markets by providing equal access to all investors is appealing, if a large institution isn’t able to get an IPO allocation, they may be less willing to build up a meaningful position in the aftermarket. The direct listings option also introduces a higher level of pricing risk and volatility as the opening price and vulnerable early trading days of the stock are left to the whims of the market. Unlike with an IPO, with benefits of stabilizing bids and 90 to 180 days lock-up agreements prohibiting existing investors from selling their shares, a flood of sellers could hit the market.


Graham Powis

Graham A. Powis is Senior Capital Markets Advisor at Brookline Capital Markets, a division of CIM Securities, LLC. Brookline is a boutique investment bank that provides a comprehensive suite of capital markets and advisory services to the healthcare industry. Mr. Powis previously held senior investment banking positions at BTIG, Lazard and Cowen.

While Spotify’s direct listing in 2018 and recent reports that Slack is considering a direct listing in 2019 have heightened curiosity around this approach to “going public,” we expect that most issuers in the near-to medium-term will continue to pursue a traditional IPO path. Potential benefits of a direct listing include the avoidance of further dilution to existing holders and underwriter fees. However, large, high-profile and well-financed corporations, most often in the technology and consumer sectors, are the companies typically best-suited to pursue these direct listings. By contrast, smaller companies seeking to raise capital alongside an exchange listing, and with an eye on overcoming challenges in attracting interest from the investing public, will continue to follow a well-established IPO process.

A case in point is the healthcare segment of the US IPO market, which has accounted for one-third of all US IPO activity over the last five years. The healthcare vertical tilts toward small unprofitable companies with significant capital needs and, as a result, direct listings aren’t likely to become a popular choice in that industry. Since 2014, unprofitable companies have accounted for more than 90% of all healthcare IPOs completed. Furthermore, the biotechnology subsector has been by far the most active corner of the healthcare IPO market, and biotechnology companies are voracious consumers of capital. Finally, healthcare IPOs tend to be relatively small: since 2014, healthcare IPO issuers have raised, on average, only 47% of the amount raised by non-healthcare issuers, and more than half have already returned to the market at least once for additional capital.

Spotify’s increased focus on podcasts in 2019 includes selling its own ads

Having established itself as a top streaming service with now over 200 million users, Spotify this year is preparing to focus more of its attention on podcasts. The company plans bring its personalization technology to podcasts in order to make better recommendations, update its app’s interface so people can access podcasts more easily, and broker more exclusives with podcast creators. It’s also getting into the business of selling ads within podcasts, as a means of generating revenue from this increasingly popular form of audio programming.

In fact, Spotify has already begun to dabble in podcast ad sales, ahead of this larger push.

Spotify, we’ve learned, has been selling its own advertisements in its original podcasts since mid-2018 year, including in programs like Spotify Original “Amy Schumer Presents: 3 Girls, 1 Keith,” “The Joe Budden Podcast,” “Dissect,” “Showstopper,” and others. With more exclusives planned for the year ahead, the portion of Spotify’s ad business focused on podcasts will also grow.

The company appears to be taking a different approach to working with podcasters than it does with it comes to working with music artists.

Today, Spotify gives artists tools that help share their work and be discovered – it invested in distribution platform DistroKid, for example, and now lets artists submit tracks for playlist consideration. With podcasters, however, Spotify wants to either bring their voices in-house, or at least exclusively license their content.

“Over the last year, we become very focused on building out a great podcast universe,” said Head of Spotify Studios Courtney Holt, speaking at the Consumer Electronics Show (CES) in Las Vegas this week. “The first step was to make sure that we’ve got the world’s best podcasts on Spotify, and integrated the experience into the service in a way that allowed people to build habits and behavior there,” he said.

“What we started to see is that the types of podcasts that really were working on Spotify were ones where they were really authentic voices…so we just decided to invest more in those types of voices,” Holt added.

Spotify’s collection of originals has been steadily growing over the past year. Last August, for example, Spotify nabbed an exclusive deal with the “Joe Budden” podcast, which is aimed at hip-hop and rap culture fans, and launched its first branded podcast, “Ebb & Flow,” focused on hip-hop and R&B. Its full original lineup today also includes “Dissect,” Amy Schumer’s “3 Girls, 1 Keith,” “Mogul,” “The Rewind with Guy Raz,” “Showstopper,” “Unpacked,” “Crimetown” (Its first season was wide, second season is exclusive to Spotify), “UnderCover,” and “El Chapo: El Jefe y su Juicio.”

At CES, Spotify announced the addition of one more –  journalist Jemele Hill is coming Spotify with an exclusive podcast called “Unbothered,” which will feature high-profile guests in sports, music, politics, culture, and more.

In growing its collection of originals, the company found that podcasters who joined Spotify exclusively were actually able to grow their audience, despite leaving other distribution platforms.

For example, the Joe Budden podcast had its highest streaming day ever after joining Spotify.

This has led Spotify to believe that influencers in the podcast community will be able to bring their community with them when they become a Spotify exclusive, and then further grow their listener base by tapping into Spotify’s larger music user base and, soon, an improved recommendation system.

There are other perks for Spotify, too – when users come to Spotify and begin to listen to podcasts, they often then spend more time engaged with the app, it found.

“People who consume podcasts on Spotify are consuming more of Spotify – including music,” said Holt. “So we found that in increasing our [podcast] catalog and spending more time to make the user experience better, it wasn’t taking away from music, it was enhancing the overall time spent on the platform,” he noted.

While chasing exclusive deals to bring more original podcasts to Spotify will be a big initiative this year, Spotify will continue to offer its recently launched podcasts submission feature to everyone else.

With this sort of basic infrastructure in place, Spotify now wants to help users discover new podcasts and improve the listening experience.

One aspect of this will involve pointing listeners to other podcast content they may like.

For instance, Spotify could point Joe Budden fans to other podcasts about hip-hop and rap. It will also leverage its multi-year partnership with Samsung to allow listeners pick up where they left off in an episode as they move between different devices. And it will turn its personalization and recommendation technology to podcasts – including the ads in the podcasts themselves.

“Think about what we’ve done around music – the more understand you around the music you stream, the more we can personalize the ad experience. Now we can take that to podcasts,” said Brian Benedik, VP and Global Head of Advertising Sales at Spotify, when asked about the potential for Spotify selling ads in podcasts.

The company has been testing the waters with its own podcast ad sales since mid 2018, Benedik said. The sales are handled in-house by Spotify’s ad sales team for the time being.

Benedik had also appeared on a panel this week at CES, where he talked about the value of contextual advertising – meaning, ads that can be personalized to the user based on factors like mood, behavior and moments. This data could be appealing to podcast advertisers, as well.

But to scale its efforts around podcast ads, Spotify will need to invest in digital ad insertion technology. We’re hearing that Spotify is currently deciding whether that’s something it wants to build in-house or acquire outright.

Spotify’s rival Pandora went the latter route. It closed on the acquisition of adtech company Adswizz in May 2018, then introduced capabilities for shorter, more personalized ads in August. By November, Pandora announced it was bringing its Genome technology to podcasts, which allowed for a recommendation system.

Now Spotify aims to catch up.

The addition of podcasts has reoriented Spotify’s focus as company, Holt said.

“We’re an audio company. We’re trying to be the world’s best audio service,” he told the audience at CES. “It’s a pure play for us. We’re seeing increased engagement; there’s great commercial opportunities from podcasting that we’ve never seen on the platform…And, obviously, exclusives are to give us something that makes the platform truly unique – to have people come to Spotify for something you can’t get anywhere else is the sort of cherry on top of that entire strategy,” Holt said.

Image credits: Spotify