Virgin Orbit's would-be white knight and a $200 million rescue that fell
flat
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[April 10, 2023] By
Joey Roulette and Kevin Krolicki
(Reuters) -As the fortunes of Richard Branson's Virgin Orbit were
crashing to Earth last month, a little-known investor called Matthew
Brown appeared offering a $200 million rescue.
Within two days of being contacted by Brown, Virgin Orbit Chief
Executive Dan Hart had secured board backing for a preliminary agreement
with the 33-year-old Texas-based investor, according to related
documents and email exchanges reviewed by Reuters and three people with
knowledge of the discussions.
"We have had our board meeting this morning with agreement to move
forward, so I now have the buy-in I need," Hart told Brown in a March 21
email seen by Reuters.
In a separate email to staff that day, Hart offered a hopeful note for
Virgin Orbit's 750 workers, most of who had been furloughed to save cash
when the company halted its business earlier in March. In the email,
Hart said the Long Beach, California-based company would begin an
"incremental resumption" of operations.
There would be no full resumption of operations.
The potential deal with Brown unraveled in less than a week with Virgin
Orbit severing contact and threatening to take legal action against him
if he revealed confidential details about the potential investment,
according to the cease-and-desist letter reviewed by Reuters, and the
three people, who declined to be named due to the sensitivity of the
matter.
The previously unreported details of a deal that was never done provide
a window into Virgin Orbit's failed scramble to avoid bankruptcy. The
company, which had been worth $3.8 billion in late 2022 and counted the
U.S. military among its biggest clients, filed for Chapter 11 this week.
Hart, a former Boeing veteran, did not respond to a request for comment
on the talks with Brown. Virgin Group, which owns 75% of Virgin Orbit,
also declined to comment for this article. The group is providing
financing to Virgin Orbit as the satellite launch company seeks a buyer
in bankruptcy.
The legal notice was in response to an interview Brown gave on CNBC on
March 23 when he said he was in "final discussions" to close a $200
million investment in Virgin Orbit within 24 hours. The letter from a
lawyer for the company said Brown had overstated the nature of talks and
breached a non-disclosure agreement.
Virgin Orbit's cratering stock price bounced more than 60% on the day
after Brown's CNBC appearance.
The TV interview followed a report from Reuters that said Brown was
nearing a deal for a proposed investment in the company, citing the term
sheet signed by Hart and Brown and the planned closing date of March 24.
When the company cut contact with Brown, on March 25, it had uncovered
issues with Brown's credibility, the three people said. One said
executives found evidence that contradicted details Brown had provided
about his background.
In interviews with Reuters over the past week, Brown dismissed
accusations he had misrepresented himself. He said Virgin Orbit had not
provided information he had wanted before he was comfortable
transferring the $200 million into an escrow account as agreed in the
term sheet. Brown did not specify the information he had sought and
Reuters was unable to independently verify his assertion.
"I absolutely, 100%, had the money," Brown added.
'LAYING LOW BELOW THE RADAR'
Reuters found apparent discrepancies in several key elements of
assertions made by Brown on CNBC or on LinkedIn about the companies
where he says he had worked, his investments and associates.
Brown told Reuters he had no shares in Virgin Orbit and had not profited
from taking his bid public and the short-lived stock price jump that
followed. The company's bankruptcy filing on Tuesday showed a "Matthew
Brown" as holding 238 shares at the time of the filing. Those shares
were worth $48 on Thursday.
Brown said the listed investor was a different Matthew Brown.
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A replica model of Virgin Orbit's
LauncherOne rocket sits in a media area ahead of UK's First launch
at Newquay Airport in Newquay, Britain, January 8, 2023.
REUTERS/Henry Nicholls
Reuters could not find corporate registrations for two companies
where Brown said on LinkedIn he had been an adviser or partner: Hong
Kong-based Hogshead Spouter and Hawaii-based Kona Private Capital.
Brown told Reuters he worked through offshore entities, without
providing details. He said he did not know where Kona and Hogshead
were registered.
In his CNBC interview, Brown said he had worked with OpenAI. An
OpenAI spokesperson said it had never worked with him.
Asked about this, Brown told Reuters he structured deals to protect
investor confidentiality with a preference for "laying low below the
radar."
At the time of his Virgin Orbit approach, Brown's LinkedIn page
included an endorsement from Dan McDermott, identified as a former
colleague at Hogshead Spouter and as a former official with the Hong
Kong Monetary Authority. The central bank said it had no record of
having employed McDermott.
Contacted by LinkedIn, McDermott declined to answer questions about
his background.
Brown said he had worked for Woods Family Office, a Houston-based
private wealth firm, from 2008 to 2021, beginning at the age of 18
in the role of CEO managing $6 billion then as a senior adviser. The
family office, whose website identifies Eric Woods as the principal,
did not reply to a request for comment.
When queried about his firm via LinkedIn, Eric Woods said: "I have
nothing to say and my family office doesn't either." He added:
"While Matt is an adviser, we're not affiliated with Matt's purchase
of Virgin, which I assume this is about."
Following a Reuters inquiry to LinkedIn about whether Woods' and
McDermott's accounts were genuine, both accounts were taken down.
LinkedIn declined to discuss the specific cases but said its policy
was to remove accounts it found to be fraudulent.
Brown said he couldn't speak for the two men or address why their
LinkedIn accounts had been suspended. He added Woods was "a great
man and a very successful man" and "from what I remember of Dan,
incredible human being."
'LOOSE CHANGE'
Brown told Reuters he was a producer on a 2009 documentary, "Loose
Change", which suggested the 9/11 attacks were a conspiracy by the
U.S. government.
Korey Rowe and Dylan Avery, partners in the project, said they gave
Brown a producing credit when the film was released. Brown had given
Avery a camera, Avery told Reuters. Both Rowe and Avery said Brown
failed to pay thousands of dollars in recording studio costs that he
had verbally promised, and they cut his credit on later versions of
the film.
Brown said he provided a "reasonable" amount of funding and that his
split with the two "came down to a difference in personalities."
Virgin Orbit filed for bankruptcy on Tuesday. It never recovered
from a failed January mission that sent a payload of satellites into
the ocean.
It was a juddering comedown for a company which British billionaire
Branson split off from his space tourism firm Virgin Galactic in
2017 with hopes of challenging Elon Musk's SpaceX.
Virgin Group had provided secured loans to the company but no new
equity as the unit's cash dwindled.
(Reporting by Joey Roulette in Washington and Kevin Krolicki in
Singapore; Additional reporting by Ben Klayman in Detroit; Editing
by Pravin Char)
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