Failed $44b Firmus float probed by corporate watchdog

The corporate regulator is investigating the aborted sharemarket float of data centre start-up Firmus, including questions about the accuracy of claims made to potential investors.

Australian Securities and Investments Commission (ASIC) chair Sarah Court said the regulator was “making targeted inquiries of the joint leader managers of the Firmus IPO” that would have valued the homegrown company at almost $44 billion, but that no adverse inference should be drawn as yet.

“ASIC is aware of questions raised about whether information provided to institutional and wholesale investors during the marketing and bookbuild process was accurate, appropriately qualified and supported by a reasonable basis at the time it was provided,” Court wrote in a letter to Liberal senator Dave Sharma.

“These inquiries are ongoing and ASIC will consider the information obtained and whether any further consideration is warranted.”

The letter to Sharma was reported earlier in The Australian. Court said ASIC did not consider Firmus’ withdrawal of its IPO a “failure of Australia’s capital markets or our regulatory frameworks in relation to pre-IPO marketing and institutional bookbuild processes”.

“Rather, robust negotiation between issuers and informed institutional investors is an ordinary and important feature of the price discovery process. ASIC has been reviewing its pre-lodgement advertising and publicity relief for offers of securities to retail investors requiring a disclosure document,” Court said in the letter.

Appearing at a Senate estimates hearing on Thursday, Court stressed the inquiries were preliminary and that no formal investigation had been launched.

“This was a very significant event. We understand that and we need to look at it carefully, and that’s what we’re doing,” she told the hearing.

Bank of America, JPMorgan Chase & Co., Morgan Stanley and Morgans Financial were acting as joint lead managers on the listing, with an aim to raise about $US5.5 billion ($7.9 billion) by going public, which would have valued the company at about $44 billion. It would have been the largest ASX float since Telstra in 1997.

The funds would have let Firmus then borrow many billions more and build its planned data centres across Australia, Singapore, Malaysia and Indonesia. Those centres were forecast by the company to sell their services to companies such as Meta and OpenAI, earning billions.

But some potential investors turned more cautious as the deal progressed, voicing concern over existing shareholders potentially flooding the market soon after the company’s debut. The overhang added to questions over what some investors see as an aggressive pricing strategy.

Adding to the caution was Firmus’ most recent annual revenue, which came in at just $50 million. It only operates two data centres at present.

In response to the letter, Sharma said it was “reassuring that ASIC is investigating these serious allegations”.

“But the Firmus saga is bigger than just one failed float,” Sharma said. “Credible claims of misleading representation and serious conflicts of interest go to the very heart of market trust.

“Action must not only be taken – it must be seen to be taken. Anything less risks undermining the integrity of our financial system and confidence in our capital markets.”

Firmus was co-founded by Oliver Curtis, the husband of public relations consultant and influencer Roxy Jacenko. He served one year in jail in 2016-17 for insider trading before co-founding Firmus as a bitcoin mining company in 2019.

Curtis, his co-founders Tim Rosenfield and Jonathan Levee, and father Nick Curtis, stood to hold shares worth more than $10 billion had the public listing succeeded at the planned price.

Firmus had signed a number of large deals, securing $US2 billion in commitments from investors including Nvidia and Blackstone. High-profile Australians, including billionaire James Packer, former federal treasurer Joe Hockey and investor Alex Waislitz, have stakes in the company, alongside fund managers Ellerston Capital and Regal Partners.

The company has since said it will now pursue capital from private markets and consider other public and private options.

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