Autonomous vehicle startup Aurora is close to finalizing a deal to merge with Reinvent Technology Partners Y, the newest special purpose acquisition company launched by LinkedIn co-founder and investor Reid Hoffman, Zynga founder Mark Pincus and managing partner Michael Thompson, according to several sources familiar with the talks.
One of the sticking points is the targeted valuation, which had been as high as $20 billion. It is now closer to $12 billion and the deal is expected to be announced as early as next week, said multiple sources who have asked not to be identified because they're not authorized to discuss the deal. Aurora declined to comment. Reinvent also declined to comment.
The Hoffman, Pincus, Thompson trio, who are bullish on a concept that they call "venture capital at scale," have formed three SPACs, or blank-check companies. Two of those SPACs have announced mergers with private companies. Reinvent Technology Partners announced a deal in February to merge with the electric vertical take off and landing company Joby Aviation, which will be listed on the New York Stock Exchange later this year. Reinvent Technology Partners Z merged with home insurance startup Hippo.
Their latest SPAC, known as Reinvent Technology Partners Y, priced its initial public offering of 85 million units at $10 per unit to raise $850 million. The SPAC issued an additional 12.7 million shares to cover over allotments with total gross proceeds of $977 million, according to regulatory filings. The units are listed on the Nasdaq exchange and trade under the ticker symbol "RTPYU."
Aurora already has a relationship with Hoffman. In February 2018, Aurora raised $90 million from Greylock Partners and Index Ventures. Hoffman, who is a partner at Greylock, and Index Ventures' Mike Volpi became board members of Aurora as part of the Series A round. The following year, Aurora raised more than $530 million in a Series B round led by Sequoia Capital and included Amazon and T. Rowe Price Associates. Lightspeed Venture Partners, Geodesic, Shell Ventures and Reinvent Capital also participated in the round, as well as previous investors Greylock and Index Ventures.
While Hoffman and Reinvent showing up on two sides of a SPAC deal would be unusual, it is not unprecedented. For instance, a blank-check company formed by T.J. Rodgers announced in February a merger with Enovix, a battery technology company that he has been a director of since 2012 and is its largest shareholder, Bloomberg reported at the time. In this case, Hoffman is a board member, but not its largest shareholder.
Aurora, which was founded in 2017 by Sterling Anderson, Drew Bagnell and Chris Urmson, has had a high-flying year. In December, the company reached an agreement with Uber to buy the ride-hailing firm's self-driving unit in a complex deal that valued the combined company at $10 billion.
Aurora did not pay cash for Uber ATG, a company that was valued at $7.25 billion following a $1 billion investment in 2019 from Toyota, DENSO and SoftBank's Vision Fund. Instead, Uber handed over its equity in ATG and invested $400 million into Aurora. The deal gave Uber a 26% stake in the combined company, according to a filing with the U.S. Securities and Exchange Commission. (As a refresher, Uber held an 86.2% stake (on a fully diluted basis) in Uber ATG, according to filings with the SEC. Uber ATG's investors held a combined stake of 13.8% in the company.)
Since the acquisition, Aurora has spent the past several months integrating Uber ATG employees and now has a workforce of about 1,600 people. Aurora more recently said it reached an agreement with Volvo to jointly develop autonomous semi-trucks for North America. That partnership, which is expected to last several years and is through Volvo's Autonomous Solutions unit, will focus on developing and deploying trucks built to operate autonomously on highways between hubs for Volvo customers.
In March, Aurora disclosed in a regulatory filing, that it has sold $54.9 million in an equity offering that kicked off in March 2021.