Thoma Bravo shuts down Imprivata process amid coronavirus downturn, LPs assess risk of ‘nightmare scenario’ with capital call credit lines, NY Common forms co-invest partnership with Neuberger Berman

Thoma Bravo calls off its potential $2 billion-plus sale of Imprivata amid the coronavirus pandemic and New York State Common Retirement Fund commits to a $2 billion co-investment fund with Neuberger Berman.

Happy Monday!

How was the weekend? Did you recharge? I did my best to avoid all news and social media, and it was excellent. Definitely a noticeable easing of anxiety.

What did you do this weekend to help cope with the pandemic? I haven’t tried meditation yet, but am keeping up an at-home and outside exercise regime, which is helpful. Hit me up at cwitkowsky@buyoutsinsider.com.

But it’s back to business, right? So, what have we got?
Check this out: ArchiMed-backed Diesse is developing a blood test for covid-19 detection, scheduled for distribution in April. The test is said to indicate whether a person has ever had covid-19 or is a carrier without symptoms. Testing today only indicates whether someone displaying symptoms actually has the disease. Read more here on PE Hub.

Pulled deals, repricings, MAC invocations?We have one from Sarah Pringle on PE Hub this morning, and it’s a big one. Thoma Bravo called off its potential $2 billion-plus sale of Imprivata as the economy continues to crater in the coronavirus pandemic.

The auction for Imprivata, a healthcare-focused information security company, recently was called off indefinitely. Indications of interest were submitted and the process’s second phase was just starting, Sarah writes. Read more.

Imprivata is one of many large processes that have stumbled into uncertainty as the pandemic roils global markets, with employees forced to work from home and mass layoffs looming. GPs are working to establish valuations in the continuing spiraling situation. Financings for deals have slowed as leveraged loans have come under pressure.

In this environment, new deals are not being brought to market, and any process not already signed and locked down are being re-considered. Those that were recently signed have the specter of material adverse cause provisions hovering over them, but whether a buyer would actually invoke such a clause remains to be seen. These can lead to court battles, recriminations, hurt feelings. I call it the nuclear option.

What are you seeing out there along these lines? Have you heard of a buyer invoking the MAC? Any big processes being pulled? Reach me at cwitkowsky@buyoutsinsider.com or use our anonymous tip function on Buyouts and PE Hub.

Sub Lines: LPs I’ve talked to in recent days are working hard to assess how much risk they have in subscription lines of credit, which GPs use to fund LP capital calls for a period of time. Institutions in recent years have tried to get a handle on how much they owe in capital calls as almost every middle market firm started using these credit facilities to fund deals instead of calling capital for some period of time, usually three to six months.

The nightmare scenario would be a wave of defaults on mass capital calls spurred by banks suddenly calling in the lines. But for now, banks appears to be in strong position (unlike in the 2008 financial crisis) and most sources believe there is not much threat of this happening. Read my story here.

Still, this is another area of the industry both sides, LPs and GPs, are trying to get a handle on, to assess the risk in an evolving global economic situation. What have you heard?

Reach me at cwitkowsky@buyoutsinsider.com.

Top Scoops
Reminder that even amid the intense coronavirus-related downturn, business is still happening. New York State Common Retirement Fund committed to a $2 billion co-investment fund with Neuberger Berman, Justin Mitchell writes on Buyouts. Check it out here.

Have a great Monday! Reach me with your thoughts, tips, gossip, whatever at cwitkowsky@buyoutsinsider.com, on Twitter or find me on LinkedIn.