Brad: “You know, as we all know, Bill Gurley has laboriously
pointed out and documented that there are two expenses to a
traditional IPO, right? There is the upfront fee of 5.5 to 6%,
whatever they are paying on the amount of capital raised, but he
would argue that the much bigger expense, right, is the indirect
cost of the structural underprice, right? So in a traditional IPO,
let’s say you have a ten billion enterprise value raising a billion
dollars. If it’s being underpriced, he would argue structurally by
40%, and we can all debate that, but that’s four-hundred million
dollars of dilution to employees and to existing shareholders. I
think everybody in the Grab process, both the buy-side portfolio managers from
Fidelity, Janus, T-Rowe et
cetera, as well as the company, believe that we got a 20-30% higher price than a bank
would’ve got because of the conviction the portfolio managers had
as a result of the significant investment we were making in the
company, as a result of the fact that we were locking up our
promote shares, our sponsor shares, for three years, and so if you
say it’s 30% on a four billion dollar raise, that’s over a billion
dollars of savings, right, over a billion dollars of indirect cost
savings to the employees and the shareholders. And, like, for me,
our north star is founders and so we literally have deconstructed
the IPO at every step of the value chain and just say, you know,
like Rich Barton, my thought partner in this, he was on the board
of Netflix when it went public, took Zillow public, took Expedia
public, and he said we can make this better at every step of the
value chain. And so we’ve thought about it like a product and we’re
building a capital markets business that says part of it, right, is
eliminating the commission, part of it is getting a fair price, but
part of it is curating that day one cap table, right? Because these
companies are stepping into the public markets and, you know, as
Rich has said and others have said, think about all of the curation
that goes into a private cap table. Now, when you go public, Rich
calls it a cap table randomization event, right? You lose total
control over your cap table, right? Whereas in the case of Grab, we
hand selected what we think are the world’s best public market
shareholders to be their day one cap table. So it’s a very
different outcome, and it’s not just about cost savings, it’s not
just about trying to get a fairer price, it’s actually making the
process better at each step of the value chain.”
Important Information and Where to Find It
The above communications relate to a proposed Business Combination
between Grab Holdings Inc., a Cayman Islands exempted company
(“Grab”), and Altimeter Growth Corp, a Cayman Islands
exempted company (“Altimeter”). They do not constitute an
offer to sell or exchange, or the solicitation of an offer to buy
or exchange, any securities, nor shall there be any sale of
securities in any jurisdiction in which such offer, sale or
exchange would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. The
proposed Business Combination will be submitted to shareholders of
Altimeter for their consideration.
J1 Holdings Inc., a Cayman Islands exempted company
(“PubCo”), intends to file a registration statement on Form
F-4 (the “Registration
Statement”) with the SEC which will include preliminary and
definitive proxy statements to be distributed to Altimeter’s
shareholders in connection with Altimeter’s solicitation for
proxies for the vote by Altimeter’s shareholders in connection with
the proposed Business Combination and other matters as described in
the Registration Statement, as well as the prospectus relating to
the offer of the securities to be issued to Grab’s shareholders in
connection with the completion of the proposed Business
Combination. Altimeter and PubCo also will file other documents
regarding the proposed Business Combination with the SEC.
After the Registration Statement has been filed and declared
effective, Altimeter will mail a definitive proxy statement and
other relevant documents to its shareholders as of the record date
established for voting on the proposed Business Combination. This
document is not a substitute for the Registration Statement, the
definitive proxy statement/prospectus or any other document that
Altimeter will send to its shareholders in connection with the
Business Combination. Altimeter’s shareholders and other interested
persons are advised to read, once available, the preliminary proxy
statement/prospectus and any amendments thereto and, once
available, the definitive proxy statement/prospectus, in connection
with Altimeter’s solicitation of proxies for its special meeting of
shareholders to be held to approve, among other things, the
proposed transactions, because these documents will contain
important information about Altimeter, PubCo, Grab and the proposed
Business Combination. Shareholders and investors may also obtain a
copy of the preliminary or definitive proxy statement, once
available, as well as other documents filed with the SEC regarding
the proposed transactions and other documents filed with the SEC by
Altimeter, without charge, at the SEC’s website located at
www.sec.gov or by directing a request to Altimeter. The information
contained on, or that may be accessed through, the websites
referenced in this document is not incorporated by reference into,
and is not a part of, this document.