Houston-based space tech company to go public via SPAC merger

M&A

The deal between Intuitive Machines and a SPAC is expected to close in the first quarter of 2023 and would value the combined company at $815 million. Photo courtesy of Intuitive Machines

A Houston-based space exploration company that’s been tapped by NASA to take cargo to the moon plans to go public through a SPAC merger with a New York-based shell company.

Intuitive Machines LLC, founded in 2013, aims to merge with New York City-based Inflection Point Acquisition Corp., a special purpose acquisition company (SPAC). Once the merger is completed, shares of the combined company (Intuitive Machines) will trade on the Nasdaq stock market under the ticker symbol LUNR.

The deal, expected to close in the first quarter of 2023, would value the combined company at $815 million.

Inflection Point Acquisition’s IPO last year raised $300 million. A SPAC is a publicly traded shell company without any business operations whose only goal is to merge with or acquire another company.

Intuitive Machines is experiencing dramatic growth in revenue. The company forecasts annual revenue will reach $102 million in 2022, $291 million in 2023, and $759 million in 2024. The company has a backlog of $262 million in NASA contracts.

NASA announced in 2019 that Intuitive Machines was one of three companies being awarded contracts to carry cargo to the lunar surface ahead of an intended mission to the moon. That mission, dubbed Artemis, won’t happen until at least 2026. Intuitive Machines also plans to deliver commercial payloads to the moon.

Intuitive Machines is developing lunar landers and other space-related technology and equipment.

“We are building on a nearly 10-year operating history, a solid foundation of contracted business, a highly capital efficient model, and fiscal discipline, [which are] hallmarks we intend to continue,” says Erik Sallee, chief financial officer of Intuitive Machines.

To fuel growth, the combined company has secured commitments for $55 million in capital from entities affiliated with Inflection Point’s sponsor and from a founder of Intuitive Machines, as well as a $50 million equity facility from CF Principal Investments LLC, an affiliate of financial services provider Cantor Fitzgerald & Co.

In another move to support growth, Intuitive Machines is relocating next year from its current facility at the Houston Spaceport to a new 125,000-square-foot building on a 12.5 acres at the spaceport.

Kam Ghaffarian, co-founder and executive chairman of Intuitive Machines, says the company seeks to capitalize on an expanding space exploration market whose major players include SpaceX, Virgin Galactic, Blue Origin, and Orbital Sciences.

Steve Altemus, co-founder, president, and CEO of Intuitive Machines, says his company hopes to become “a foundation of U.S. space exploration.”

“Each successive mission will allow us to extend our advantage as we deliver satellites to lunar orbit, deliver systems to the lunar surface, and collect critical scientific and engineering data,” Altemus says.

Intuitive Machines is based in the Houston area. Photo courtesy of Intuitive Machines

Houston-based Nauticus Robotics has hit the public market. Image via Nauticus

Houston-based robotics tech company goes public via SPAC

ipo-ed

Fresh off its September 13 debut as a publicly traded company, Webster-based Nauticus Robotics Inc. is aiming for $90 million in revenue next year as it dives deeper into the ocean economy.

The stock of Nauticus now trades on the NASDAQ market under the ticker symbol KITT. Nauticus went public following its SPAC (special purpose acquisition company) merger with New York City-based CleanTech Acquisition Corp., a “blank check” company that went public in July 2021 through a $150 million IPO. The SPAC deal was valued at $560 million when it was announced in December.

Nauticus continues to be led by CEO Nicolaus Radford and the current executive team.

“The closing of this business combination represents a pivotal milestone in our company’s history as we take public our pursuit of transforming the ocean robotics industry with autonomous systems,” says Radford, who founded what was known as Houston Mechatronics in 2014. “Not only is the ocean a tremendous economic engine, but it is also the epicenter for building a sustainable future.”

That “tremendous economic engine” is valued at $2.5 trillion.

Radford says money from the sale of Nauticus shares will enable the company to move closer toward developing a fleet of subsea and surface robots that can perform an array of ocean-related tasks.

Nauticus’ ToolKITT autonomy software powers the company’s robotic fleet of Aquanauts and Hydronauts. Nauticus hopes to ultimately replace human-operated ships that deploy other submersible vehicles with its better-for-the-environment robotic fleet. The company envisions widespread use of its RaaS platform by the oil and gas, offshore renewables, and government sectors.

Nauticus estimated its 2021 revenue stood at $8.2 million. It forecasts next year’s revenue will reach $90 million.

The company is staking out its position in an emerging sector known as robotics as a service, or RaaS. The RaaS model lets companies lease robotic devices through a cloud-based subscription service. The global RaaS market was valued at $14.5 billion in 2021 and is projected to reach $44 billion by 2028, according to market research company Fact & Factors.

In August, Nauticus announced a deal with energy conglomerate Shell to advance ways to obtain subsea integrity data using Nauticus robots and technology. Three months earlier, Nauticus unveiled a strategic partnership with consulting and engineering giant Wood.

“The passion and conviction of our team at Nauticus has fueled the creation of a truly disruptive and innovative company in the ocean space, and we are eager to take the next step in our growth trajectory as a public company,” Radford said in December. “A substantial core of our team has been together, first starting at NASA and now at Nauticus, for 15 to 20 years, and I am inspired by their relentless pursuit toward this dream.”

Nicolaus Radford is the founder of Nauticus Robotics Inc. Photo courtesy

After an IPO, zip codes close to a company's headquarters see certain home prices and consumer spending rise, while more new businesses and jobs are created. Photo via Pexels

This is how an IPO affects a community, according to Houston researcher

Houston voices

A massive company announces plans to bring its headquarters to town, and the locals can't stop grumbling. The added traffic. The noise. The shifts in neighborhood routine as a giant new facility gets up and running.

Then the company files for an IPO.

Over the next two years, the traffic and dust may well be forgotten as residents watch their local economy transform. Anecdotal evidence suggests that the mere change in a company's listing status, along with the liquidity it brings its shareholders, can significantly influence local economies.

That was certainly the case with Facebook in 2012, when CEO Mark Zuckerberg helped create a thousand new millionaires and a dozen new billionaires. In the six months following Facebook's IPO, the newly rich drove up real estate prices in the San Francisco Bay area by more than 15 percent as their previously illiquid stock wealth became liquid. Two and a half decades earlier, Dell's 1988 IPO created "Dellionaires" who got rich off their shareholdings and promptly moved into McMansions in the Austin area, forever changing the city.

But were these spillover effects isolated incidents — or the norm? In a recent study, Rice Business professor Alexander W. Butler set out quantify the impact of spillover effects on local economies.

Collaborating with Larry Fauver of the University of Tennessee and Ioannis Spyridopoulos of American University, Butler found that Facebook's and Dell's impacts were not one-offs: IPOs typically spark significant positive spillovers in local economies. What's more, the team determined that it is the listing decision, rather than actual capital raising, that boosts local labor markets, business environments, consumer spending and real estate.

But why? An IPO doesn't create a new company. It does, however, generate significant liquidity for the firm, for employees and for other shareholders who go forth into the community to spend their new cash. Investors' wealth also rises if a firm's stock price climbs after listing, as does a firm's wealth as it raises new capital.

To be certain that it's not just a firm's raising of capital that causes these spillovers, Butler and his team also looked at the effects of seasoned equity offering (SEO) activity, which doesn't involve a change in a company's listing status. What they found is that the effect of SEOs on local economies is insignificant. So capital raising alone is not enough.

To reach their conclusions, Butler and his colleagues selected 1,365 zip codes that had at least one IPO between 1998 and 2015. (The years 1999, 2000 and 2003 were excluded due to a lack of income data at the zip code level.) They also identified zip codes that were two miles, five miles and ten miles from a newly public company's headquarters.

Then they compared their selected zip codes to control zip codes in the same county using a matching process to compare "apples to apples." The team compared figures such as changes in home prices, the number of new mortgages, zip code business patterns, credit card spending, and income and wages for the two years following an IPO.

Analyzing these data, they found that when an IPO occurs, each $10 million in proceeds leads to an extra 0.7 new businesses in the surrounding area and 41 new local jobs. And while the price of expensive homes in the newly public company's zip code didn't increase, the prices of expensive homes in other zip codes within two miles of headquarters did rise — by $3,900 for the average expensive home valued at $590,000.

Prices were also higher in zip codes two to five miles away from headquarters, but less so. Growth of home prices, they discovered, gets a boost after the lockup period ends and shareholders can sell their stock, supporting the hypothesis that changes in investor liquidity cause that spillover. Further evidence of this came when they found that home prices climb even more when a firm's stock price jumps after the IPO.

But IPOs are not all good news for communities. Findings also showed IPO activity increases the odds that middle- to lower-income residents may have to move to lower-income zip codes. In the years following Facebook's IPO, workers in the Bay area such as police officers, teachers and firefighters were priced out of the housing market and relegated to long commutes to work.

Facebook has taken notice. The Chan Zuckerberg Initiative, a charitable foundation Zuckerberg cofounded with his wife, Priscilla Chan, has donated $3.6 million toward the city's housing crisis.

As future companies go public, leaders could be well served to recognize Butler's team's findings. Yes, when their firm gains better access to financial markets, they're really are helping lift up the local economy — just not everyone who's living in it.

------

This article originally ran on Rice Business Wisdom and is based on research from Alexander W. Butler, a professor of finance at Jones Graduate School of Business at Rice University.

John Berger, CEO of Houston-based Sunnova, is this week's Houston Innovators Podcast guest. Courtesy of Sunnova

Houston solar energy exec shines light on company growth and IPO

HOUSTON INNOVATORS PODCAST EPISODE 15

It was all about the timing for John Berger, founder and CEO of Sunnova, a Houston-based residential solar energy company.

When he founded his company in 2012 in Houston, solar energy wasn't the trendy sustainability option it is today, but Berger saw the potential for technology within the industry. So, with a lot of perseverance and the right team behind him, he scaled Sunnova through nationwide expansion, billions of money raised, and a debut on the stock market last July — something that also happened with great timing.

About 72 hours after Sunnova went public last July, the Federal Reserve System announced it was going to cut rates. Additionally, Sunnova's IPO occurred ahead of WeWork's failed IPO.

"We went public in a market that still isn't back open again, I think, for IPOs," Berger says on this week's episode of the Houston Innovators Podcast. "We had pretty good timing when we went out the door."

However great the timing was, Sunnova's success is built on the hard work and skills of the company's employees, Berger explains on the podcast, and now running a public company requires a dynamic leader.

"I really look at myself and how I can change myself," Berger says. "I'm a different CEO today than I was 12 months ago, and hopefully I'll be a different CEO in 12 months, because the company demands it."

In the episode, Berger lifts the curtain on Sunnova's IPO, explains where he sees the solar energy industry headed, how battery storage technology has evolved, and why he's not worried about who ends up in the White House. Listen to the full episode below — or wherever you get your podcasts — and subscribe for weekly episodes.

Ad Placement 300x100

Ad Placement 300x600

CultureMap Emails are Awesome

Property Showcase

Houston hospital joins the metaverse with new platform

now online

Houston Methodist has launched a platform that is taking medical and scientific experts and students into the metaverse.

The MITIEverse, a new app focused on health care education and training, provides hands-on practice, remote assistance from experienced clinicians, and more. The app — named for the Houston Methodist Institute for Technology, Innovation and Education, aka MITIE — was created in partnership with FundamentalVR and takes users into virtual showcase rooms, surgical simulations, and lectures from Houston Methodist faculty, as well as collaborators from across the world.

“This new app brings the hands-on education and training MITIE is known for to a new virtual audience. It could be a first step toward building out a medical metaverse,” says Stuart Corr, inventor of the MITIEverse and director of innovation systems engineering at Houston Methodist, in a news release.

Image courtesy of Houston Methodist

The hospital system's DeBakey Heart and Vascular Center has created a virtual showcase room on the app, and users can view Houston Methodist faculty performing real surgeries and then interact with 3D human models.

"We view the MITIEverse as a paradigm-shifting platform that will offer new experiences in how we educate, train, and interact with the health community,” says Alan Lumsden, M.D., medical director of Houston Methodist DeBakey Heart and Vascular Center, in the release.

“It essentially democratizes access to health care educators and innovators by breaking down physical barriers. There’s no need to travel thousands of miles to attend a conference when you can patch into the MITIEverse," he continues.

Image courtesy of Houston Methodist

Houston doctors get approval for low-cost COVID vaccine abroad

green light

A Houston-born COVID-19 vaccine has gotten the go-ahead to be produced and distributed in Indonesia.

PT Bio Farma, which oversees government-owned pharmaceutical manufacturers in Indonesia, says it’s prepared to make 20 million doses of the IndoVac COVID-19 vaccine this year and 100 million doses a year by 2024. This comes after the vaccine received authorization from the Indonesian Food and Drug Authority for emergency use in adults.

With more than 275 million residents, Indonesia is the world’s fourth most populous country.

IndoVac was created by the Texas Children’s Hospital Center for Vaccine Development and Baylor College of Medicine. Drs. Peter Hotez and Maria Elena Bottazzi lead the vaccine project. Bio Farma is licensing IndoVac from BCM Ventures, the commercial group at the Baylor College of Medicine.

“Access to vaccines in the developing world is critical to the eradication of this virus,” Hotez, co-director of the Texas Children’s Hospital Center for Vaccine Development and dean of the National School of Tropical Medicine at Baylor College of Medicine, says in a news release.

Aside from distributing the vaccine in Indonesia, Bio Farma plans to introduce it to various international markets.

“The need for a safe, effective, low-cost vaccine for middle- to low-income countries is central to the world’s fight against the COVID-19 pandemic,” says Bottazzi, co-director of the Texas Children’s Hospital Center for Vaccine Development and associate dean of the National School of Tropical Medicine at Baylor.

“Without widespread inoculation of populations in the developing world, which must include safe, effective booster doses, additional [COVID-19] variants will develop, hindering the progress achieved by currently available vaccines in the United States and other Western countries.”

Bio Farma says it has completed Phase 1 and Phase 2 clinical trials for IndoVac and is wrapping up a Phase 3 trial.

IndoVac is a version of the patent-free, low-cost Corbevax vaccine, developed in Houston and dubbed “The World’s COVID-19 Vaccine.” The vaccine formula can be licensed by a vaccine producer in any low- or middle-income country, which then can take ownership of it, produce it, name it, and work with government officials to distribute it, Hotez told The Texas Tribune in February.

Among donors that have pitched in money for development of the vaccine are the Houston-based MD Anderson and John S. Dunn foundations, the San Antonio-based Kleberg Foundation, and Austin-based Tito’s Vodka.

“During 2022, we hope to partner with the World Health Organization and other United Nations agencies to vaccinate the world. We believe that global vaccine equity is finally at hand and that it is the only thing that can bring the COVID pandemic to an end,” Hotez and Bottazzi wrote in a December 2021 article for Scientific American.

Houston research: How best to deliver unexpected news as a company

houston voices

According to Forbes, the volume of mergers and acquisitions in 2021 was the highest on record, and 2022 has already seen a number of major consolidation attempts. Microsoft’s acquisition of video game company Activision Blizzard was the biggest gaming industry deal in history, according to Reuters. JetBlue recently won the bid over Frontier Airlines to merge with Spirit Airlines. And, perhaps most notably, Elon Musk recently backed out of an attempt to acquire Twitter.

It can be hard to predict how markets will react to such high-profile deals (and, in Elon Musk and Twitter’s case, whether or not the deal will even pan out). But Rice Business Professor Haiyang Li and Professor Emeritus Robert Hoskisson, along with Jing Jin of the University of International Business and Economics in Beijing, have found that companies can take advantage of these deals to buffer the effects of other news.

The researchers looked at 7,575 mergers and acquisitions from 2001 to 2015, with a roughly half-and-half split between positive and negative stock market reactions. They found that when there’s a negative reaction to a deal, companies have two strategies for dealing with it. If it’s a small negative reaction, companies will release positive news announcements in an attempt to soften the blow. But when the reaction is really bad, companies actually tend to announce more negative news afterward. Specifically, companies released 18% less positive news and 52% more negative news after a bad market reaction.

This may seem counterintuitive, but there’s a method to the madness, and it all has to do with managing expectations. If people are lukewarm on a company due to a merger or acquisition, it’s possible to sway public opinion with unrelated good news. When the backlash is severe, though, a little bit of good PR won’t be enough to change people’s minds. In this case, companies release more bad news because it’s one of their best chances to do so without making waves in the future. If people already think poorly of a company due to a recent deal, more bad news isn’t great, but it doesn’t come as a surprise, either. Therefore, it’s easier to ignore.

It might make more sense to just keep quiet if the market reaction to a deal is bad, and this study found that most companies do. However, this only applies when releasing more news would make a mildly bad situation worse. If things are already bad enough that the company can’t recover with good news, it can still make the best out of a bad situation by offloading more bad news when the damage will be minimal. Companies are legally obligated to disclose business-related news or information with shareholders and with the public. If it’s bad news, they like to share it when the public is already upset about a deal, instead of releasing the negative news when there are no other distractions. In this case the additional negative news is likely to get more play in the media when disclosed by itself.

But what happens when people get excited about a merger or acquisition? In these cases, it also depends on how strong the sentiment is. If the public’s reaction is only minimally positive, companies may opt to release more good news in hopes of making the reaction stronger. When the market is already enthusiastic about the deal, though, companies won’t release more positive news. The researchers found that after an especially positive market reaction to a deal, companies indeed released 12% less positive news but 56% more negative news. Also, one could argue that the contrasting negative news makes the good news on the acquisition look even better. This may be important especially if the acquisition is a significant strategic move.

There are several reasons why a company wouldn’t continue to release positive news after a good press day and strong market reaction. First of all, they want to make sure that a rise in market price is attributed to the deal alone, and not any irrelevant news. A positive reaction to a deal also gives companies another opportunity to disclose bad news at a time when it will get less attention. If the bad news does get attention, the chances are better that stakeholders will go easy on them — a little bit of bad press is forgivable when the good news outshines it.

Companies may choose to release no news after a positive reaction to a merger or acquisition, the same way they might opt to stay quiet after backlash. They’re less likely to release positive news when stakeholders are already happy, preferring to save that news for the next time they need it, either to offset a negative reaction or strengthen a weak positive reaction.

Mergers and acquisitions can produce unpredictable market reactions, so it’s important for companies to be prepared for a variety of outcomes. In fact, Jin, Li and Hoskisson found that the steps taken by companies before deals were announced didn’t have much effect on the public’s reaction. They found that it’s more important for companies to make the best out of that reaction, whatever it turns out to be.

The researchers also found that, regardless of whether the market reaction was positive or negative, as long as the reaction was strong, companies could use the opportunity to hide smaller pieces of bad news in the shadow of a headline-making deal. Overall, the magnitude of the reaction mattered more than the type of reaction. People tend to have stronger reactions to unexpected news, though, so companies prefer to release negative news when market expectations are already low.

These findings are relevant beyond merger announcements, of course; they also point to strategies that could be useful in everyday communications. A key takeaway is that negative information is less upsetting when people already expect bad things — or when it comes after much bigger, and much better, news. Bad news is always hard to deliver, but this research gives us a few ways to soften the blow.