"...at a price that would value the ride-hailing company at 30 percent less than its most recent $69 billion valuation".
This is not true, it has no effect on the current valuation at all. Softbank are looking to buy shares at this lower valuation since they are a different class of share to what they would get otherwise; these are common stock (employees will be a major source of stock for the sale) and therefore don't have the same benefits of preferred stock, of course they expect a better price. Where they are receiving preferred shares (the $1B investment) they are using the $69B valuation from Uber's last round (presumably this $1B is being added as a late-comer to that round).
I can't believe that a Bloomberg reporter would get this wrong, so this sounds a lot like jumping on the media band wagon. Suggesting Uber has lost 30% of its value is blatantly false.
Edit: It's fair to say there might be some impact on the notional valuation between rounds, which is hazy at the best of times. However it's not a 30% cut.
Hold on a second, you’ve got it wrong. Uber can’t be worth $69B unless the values of all the shares (including the common) add up to $69B.
While sure, selling common at a 30% discount doesn’t necessarily mean the company is worth exactly 30% less. But it is worth less. And 48B is going to be closer to the truth than $69B. Keep in mind the preferreds are giving up a bunch of voting rights here too.
Yes it’s common practice to say the valuation = number of shares * last preferred price, but that’s a convenient fiction.
All that said, $48B (or whatever it may be) is a spectacular success by any measure so I’m not sure what you’re so defensive about.
> Uber can’t be worth $69B unless the values of all the shares (including the common) add up to $69B
This deal is effectively a one-time secondary market for existing investors to sell their stock. If I'm an early employee who has been wearing golden handcuffs for the last eight years, I'd probably accept a lower purchase price than "what they're worth" for the sake of that liquidity. That doesn't reflect upon Uber, or Uber's value. What you're saying might be true if this were a perfect market, but there's externalities in that market (like liquidity) which you're not considering.
> valuation = number of shares times last preferred price, but that’s a convenient fiction.
Fiction as it may be, it's the best instrument the public has to work out the value of a private company. Investors have access to internal numbers, apply due diligence (we assume, since it's their money), and give their best guess as to future returns. That doesn't mean we shouldn't scrutinise the valuation investors accept during a round, but let's not pretend it's not a good marker.
> $48B (or whatever it may be) is a spectacular success by any measure
I doubt existing investors would see it that way, if $21B were wiped off the valuation as reported.
> I’m not sure what you’re so defensive about
My apologies if that's the way it came across. I stand by the criticism I made of the article.
I see nothing wrong with Bloomberg’s reporting here, as described this would, and should, lower Uber’s valuation but as the other poster points out it isn’t a straight 30% drop.
I don't understand how this model can be applied to private companies. It seems to require a cap table, which isn't publicly available until after the company goes public. I understand that in the example given (Square), the analysis calculates the fair market value at the time of their Series E, but it was performed after they went public, with the benefit of the cap table. Can this actually be used by the public in place of a funding valuation?
I agree there are flaws in using that number as a representation of a company's value, and to be clear: I'm not arguing that Uber's $69B valuation is not inflated. I'm arguing that it's inaccurate to report Uber was worth $69B at their last round, and now that SoftBank intends to buy common stock at $48B, Uber are valued at $48B (or some dramatically reduced value in-between). I'm arguing that because SoftBank is not offering $X/share to Uber in exchange for newly issued shares, as is the case in a funding round. This is a transfer of ownership between existing shareholders, and if they can strike a deal in this secondary market then so be it. It doesn't affect Uber in the way a funding round does: they've allowed the deal to go down, but they a) receive none of the money changing hands (that goes to the shareholders who are selling), and b) take no dilution. So it's unfair to say that this sale price is indicative of the company's valuation in the same way a new funding round would be - they are entirely different beasts.
I'll also add that liquidation preference is to reduce risk for investors in case things don't pan out well in a liquidation event. If all goes well and money starts raining from the sky, the payout will be equal for the common stock and preferred stock alike. I can't quite work out how that risk should be accounted for in financial value.
Certainly the preferred shares are worth more, in that one should be prepared to pay more in order to buy them, but I'm not convinced that those disparate buy prices should be incorporated into the value of the company as a whole, since a preferred share and a common share represent the same percent ownership of a company. Perhaps somebody with more understanding than I could comment.
> What you're saying might be true if this were a perfect market, but there's externalities in that market (like liquidity) which you're not considering.
It is absurd to claim that liquidity in Uber shares would result in a 30% discount. A far better explanation is that preferred has rights that add most of that value.
> Fiction as it may be, it's the best instrument the public has to work out the value of a private company.
It's consistently wrong and in the same direction. As such, it's absurd to pretend that it shouldn't be discounted. It's fun for PR and headlines, but that's it.
The real summary here is that you, for whatever reason, are looking at a market transaction and claiming it's not the real market price. That's not just stupid, it's ludicrously arrogant of you.
You are essentially claiming that you are smarter and better informed than the participants in a large financial transaction. The rest of us are simply arguing that maybe we should trust the market a bit more, and be a bit less arrogant than you.
> It is absurd to claim that liquidity in Uber shares would result in a 30% discount.
I'm not sure that it is (as aaavl2821 has commented down the thread, "The liquidity discount that private equity investors use is typically 20-30%"), but more to the point this price is either accepted or rejected by Uber shareholders, not Uber's board. It's the shareholders who will decide if they will take that discount for the sake of liquidity, not some mystical market force you're alluding to. Given many of them are employees who may well just want to get their returns and buy a family home, I think we'll see a lot of them taking the offer up. They're just offloading their risk, and gaining liquidity.
> A far better explanation is that preferred has rights that add most of that value.
I did in fact note that in my original comment. But this only explains why SoftBank is willing to pay different prices for two different classes of shares. It doesn't mean Uber is suddenly worth $21B less because SoftBank was able to strike the deal, which is what I'm arguing against.
> You are essentially claiming that you are smarter and better informed than the participants in a large financial transaction
No, I'm not. I'm claiming that something a media outlet published is a distortion of the deal. They were not participating in the transaction.
We'll have a better discussion if you can leave the ad hominems out in the future.
It all depends on the value of the common stock. If the common stock is worth 30% less than the preferred stock, then the common stock purchase should be zero-sum. If it is worth more, then SoftBank is indeed buying at a bargain and this is analogous to a down round.
Just the fact alone that they’re getting preferred shares at the same price as the last round is a bad sign. Shouldn’t companies be trying to increase valuations at each round?
I didn’t see any defensiveness on the part of the parent poster. Your expressions conveyed more emotion. That said, they added color to your writing and shouldn’t be omitted.
> Shouldn’t companies be trying to increase valuations at each round?
A CEO, who was pushed out [1] over a sexual harassment scandal [2][3] while his company was being sued by fucking Google [4], launched a civil war at the Board level [5]. An outsider had to be brought in to save the peace [6]. Also they got hacked and tried to cover it up [7].
Yes, bigger valuation is generally better than smaller valuation. But sometimes smaller valuation has to do.
> Softbank are looking to buy shares at this lower valuation since they are a different class of share to what they would get otherwise; these are common stock (employees will be a major source of stock for the sale)
They are different, but not that different. Also, Softbank are purchasing both common and earlier preferred as part of their tender. All at the same price. Someone tendering their Series F or G preferred stock would sell at a lower price than what they paid (in the case of the latter, over 30% less). The tender is at a discount. It is a down round.
The $1bn at $69bn is simply a cute ploy investors are pulling to avoid having to mark down a big investment.
Disclaimer: I am not a lawyer. This is not legal nor securities advice. Do not buy or sell anything based on this Internet comment.
"Round" is a colloquialism. It just means a financing. (Private equity "rounds", for instance, regularly contain dividend recap and other non-company benefiting components.) This financing was structured specifically to make its nature ambiguous. Debating what to call it is, by design, tedious.
I think you'll find varied opinions in an organization as sprawling as Bloomberg. My favorite writer Matt Levine had a short blurb about this, he's consistently pretty sharp with a dash of humor.
Matt Levine is one of my favorite finance / business writers of all time. Really good grasp on technical financial details as well as the complex incentives that drive markets. He doesn't really get how the tech world works (maybe that's changed; haven't followed him regularly in a year or so) but a lot of fintech people would benefit from reading him
> Softbank are looking to buy shares at this lower valuation since they are a different class of share to what they would get otherwise
That is a distinction without a difference. What matters is the perception of the purchase, which very well may drive Uber's price up or down. The size of the purchase often is the determining factor, as large purchases establish price. This is a similar mechanism as prices returning to earlier levels after a stock split.
If they are buying a combination of preferred at a $69B valuation and common at a 30% lower valuation, it is certainly possible that the overall valuation is a discount to the $69B. Hard to know without seeing detailed terms
I'm sure the liquidation preference (presumably 1x?) is worth something, but is it worth a 5-10-20-30% discount? At Uber's current valuation, the preferred would convert anyway so the liquidation preference would not be relevant
Edit: saw that the total investment is slated to be $10B, with $1B invested at the $69B valuation and the rest presumably in common shares at a 30% discount. It could be true that this does not represent a decrease in valuation, but there is reason to believe that the overall valuation is a step down. Devil in the details
I may be falling for a nice perception play from Uber, but I took this more-or-less at face value: Softbank is buying up a lot of valuable property at the moment, and even though Uber wouldn't be raising again for another 6-12 months, they wanted a piece. This is the mechanism they managed to negotiate.
Early shareholders gain liquidity, Softbank gets cheap stock, and the market gets some bullish signals on Uber in the form of Softbank's backing. From the outside it looks like a pretty good deal. Of course there might be internal panic and I've got it all wrong, but I see some big wins for both parties.
I'm curious about whether a sale like this included full due diligence or if the extra-ordinary nature meant some other standard of accounting was used.
If SoftBank went in with eyes open, this seems business as usual. If they're rushing after the cool kid on the block, then this starts to sound like Theranos 2.0.
SoftBank has been equivocating for months over this deal. It has been in the works long before the current Uber CEO arrived.
They are structuring a deal that is advantageous to themselves, exploiting Benchmark’s desire for an exit so they can pay its investors their returns.
SoftBank is getting extremely cheap debt at the moment, so it makes sense to take advantage of shareholder turmoil to get valuable companies at a discount. With this purchase, SoftBank will have a hand in every significant ride sharing other than Lyft.
SoftBank raised $93B in equity from investors. It also issued about $5B in bonds in July, as well as a large amount of loans from Japanese and East Asian banks (over $25B). The rates are extremely favorable despite the high risk associated with SoftBank's investments.
I'm bullish on SoftBank, but it's indisputable that it's gotten a hell of a deal. The upside for the banks is they get their principal + interest back. The downside for the banks is that they lent the cash at low-risk rates for high-risk assets.
> it has no effect on the current valuation at all
Agreed, this statement was probably a little strong. But certainly it doesn't represent a new $48B valuation as the article suggests.
I suppose I'm objecting to the implied suggestion that Uber is having a down round (a few other commenters have jumped on that) because of the negative public sentiment they are copping at the moment. It's not like Uber needs cash right now, and I really doubt the board would approve a deal which brought their valuation down for the sake of money they don't need.
The headline was certainly provocative and misleading. Could interpret this as a bit of signaling risk with early investors cashing out at a discount, but I don't think that's fair. There isn't really precedent for a $4B+ non m&a or IPO liquidity event for private company shareholders. The liquidity discount that private equity investors use is typically 20-30%, so now that I think about it the 30% discount seems like a logical liquidity discount to anchor on
Yup, exactly this. The discount in a tender offer is normal. DST also discounted Facebook back when it made a $100m tender to existing employees and shareholders. Look at how TechCrunch reported on that tender offer when it happened:
Furthermore, SoftBank has a lot of leverage that DST did not. SoftBank has invested in Ola, Grab, Didi, Nvidia, etc. and threatened to invest in Lyft. It has leverage that allows it to get a better offer than what any other investor could get.
I don't think an appeal to authority adds much to the conversation here. Mainstream media (and social media, and niche media) should be open to fact-checking by the public now more than ever.
Grandparent was probably joking but I also don't think an appeal to authority adds much to the conversation here because mainstream media doesn't have much authority left.
Softbank has large stakes in Didi, they led a $2,000,000,000 round in Southeast asian rideshare Grab, and a $1,1,000,000 in Indian rideshare company Ola. That's all the big global rideshare companies, Masayoshi Son is in all of them.
In the developing world, you've got cities like Karachi, Pakistan, whose population grew 80% between 2000 and 2010, and now sits at 21 million people. There are dozens of other cities experiencing ridiculous growth rates like that.
Very few people own motor vehicles, Regional Governments have no chance of being able provide adequate transportation infrastructure. In Indonesia I once counted 21 people in a pick-up truck (16 in the back, 5 in the cab). There's a hodge-podge of small private transportation providers that move people around in these kinds of places, but the Big rideshare companies will sweep them aside as handily as traditional taxis were in the west.
Big Rideshare provides both sophisticated logistical oversight, and secure, accountable brokerage that little guys can't match. Rideshare's penetration into developing world is just getting started, and Softbank has it's fingers in every pie.
- Softbank will invest $1B in Uber at a $69B valuation - this is the same as their old valuation. This sale will create new shares and therefore dilution.
- However, the offer is contingent on Softbank being able to buy a significant number of pre-existing shares at a $48B valuation from early investors - no dilution here.
- If they don't get enough investors to agree to sell at $49B then the whole deal is off the table.
One justification is that spending on new shares gives them a higher return than spending on old.
When you spend on old, someone with no further interest in Uber has money in their pocket.
When you create new ones, you've just injected money into Uber, which increases its likelihood of survival.
If they are buying enough to get control, they can now choose to spend that $1 billion in ways that channel money back into other companies that they own. Thereby further reducing the cost to them of providing that money. (Presumably, though, the money channeled back will be for products that help Uber. This looks like a shell game but isn't.)
I don't want to spam this article all over, but Matt Levine, also at Bloomberg, I felt had a much better overview of that question almost verbatim, plus imo he's an excellent writer.
The new ones are presumably the most senior class, and would likely come with rights such as liquidation preferences that would make them have a higher expected value (in the eyes of Softback).
There doesn't have to be any justification. Maybe they're hoping enough early investors want to lock-in their paper profits that they'll accept the offer.
Maybe they figure early institutional investors with Series A, B, C, ... realize their shares will lose out in a liquidity event to preferential treatment for those with later shares, and so will be willing to sell their early shares for less.
> “It happened in China, it happened in Russia. In India and Southeast Asia, rationalizing the competitive environment makes sense,” says Boodry. “Going forward ride sharing in an environment without a lot of competitive pressure looks to be a pretty good business.”
This is one of those quotes that really make me wonder how markets are ever able to push prices down. I get that people are all trying to make money but almost everyone in the decision making process except for the end consumer seems to be in the "competition is bad" camp.
I wonder when the anti-trust cases against Uber (especially for dumping) will start rolling in.
> This is one of those quotes that really make me wonder how markets are ever able to push prices down. I get that people are all trying to make money but almost everyone in the decision making process except for the end consumer seems to be in the "competition is bad" camp.
Free markets are fragile things and it takes a lot of work to keep them competitive. But in fairness this is a relatively new product category.
> I wonder when the anti-trust cases against Uber (especially for dumping) will start rolling in.
Sometimes I wonder whether all VC-funded startups are basically dumping.
Uber and Lyft have caused NYC traffic to slow by 12% since 2015 [0]. These private companies have flooded the public roadways and overwhelmed the infrastructure without any obligation to meter themselves or pay for their fair share of access. I finally understand what the NYC Taxi Commission existed for.
First of all, you're missing the point of the article. Softbank is increasing its stake in Uber, which can only be a good thing, even if it's a markdown from its last preferred round.
Second of all, you bandy around private like it's a bad thing. The reason why these companies are successful is because they pioneered a much more better solution than the alternatives. Take, for example the public service Access-a-Ride [1]. This is the kind of "quality" you get without competition and innovation.
Plus in NY state, I believe all TNC drivers are licensed and pay business taxes as well (which is why it's why TNCs are more expensive in NY than other places).
Interesting! As an aside Softbank are also the company that recently bought Boston Dynamics and the less well known Schaft. They also recently acquired ARM Holdings - a major semiconductor company. After a meeting with the president-elect late last year, they announced a plan to invest $50 billion in the US aimed at creating 50,000 new jobs.
It's interesting to see people betting on such a very precise future that is seeming increasingly likely.
Interesting that a Japanese company is trying to buy Uber, when Uber doesn't even work in Japan (well, you can call Uber Black in Tokyo, but it seems that the usual ridesharing can't work under Japanese laws). The licensed taxis are numerous and easily recognizable, unfortunately the fares are appalingly high.
This should let early employees and any investors who want to get out to get liquid. Otherwise they might have trouble unloading their equity without some other mechanism being made available by Uber's board.
Uber had 170 employees in Jan 2013 and were valued at $3.5 billion in Aug 2013. Their goal was to 4x the number of employees by end of 2013. They then had 1500 employees in Oct 2014 at a valuation of around $17 billion.
Let's say equity grants ranged in value from $50,000 to $200,000 (these are probably good 25th and 75th percentiles) in stock options.
The secondary is at $48 billion, which is an increase of 14x over the 2013 valuation and 3x over the 2014 valuation. Assume Uber had 600 employees at the time of the $3.5bn valuation.
The 2013 equity grants are now worth $700,000 to $2,800,000 (conservatively).
So I'd say 600-700 millionaires from that alone. Probably a whole bunch more if you count later larger grants times the smaller multiples.
So maybe 1000 millionaires?
Also, employees are only able to sell 50% of vested I believe in this round and will have to pay tax up to 40%. So that reduces the number a bit.
If you're doing short term cap gains then you have to report as regular income. If you have over $526,443 in taxable income in California then your total income tax rate is actually 51.9% (39.6% federal, 12.3% state).
Is there additional time pressure based on the possible tax reform being pushed through Congress? As in does this deal become much worse/better for employees with the new code?
Hard to tell. The new tax plan is supposed to get rid of AMT which could be good for exercising options, but it also might get rid of the SALT deduction which would be pretty bad for CA taxpayers. Hard to say for sure.
So $1bn of newly issued shares and presumably liquidation preference at $69bn valuation and some amount of existing shares at a 30% discount presumably due to lower preference?
I think a major part of the value in Uber is going to be in future self driving tech. They already have the infrastructure, brand name, and so on in place to migrate rapidly to self driving taxis on an international level. Self driving taxis will, almost certainly, end up a monopolized industry due to the fact that the quality of service will increase in proportion to scale, and prices will inversely scale there. The biggest player is going to be able to offer the highest quality rides for the lowest costs.
Softbank's recent acquisitions also hint towards a possibility of vertical integration which would take the above issues and magnify them that much more.
This is not true, it has no effect on the current valuation at all. Softbank are looking to buy shares at this lower valuation since they are a different class of share to what they would get otherwise; these are common stock (employees will be a major source of stock for the sale) and therefore don't have the same benefits of preferred stock, of course they expect a better price. Where they are receiving preferred shares (the $1B investment) they are using the $69B valuation from Uber's last round (presumably this $1B is being added as a late-comer to that round).
I can't believe that a Bloomberg reporter would get this wrong, so this sounds a lot like jumping on the media band wagon. Suggesting Uber has lost 30% of its value is blatantly false.
Edit: It's fair to say there might be some impact on the notional valuation between rounds, which is hazy at the best of times. However it's not a 30% cut.