What the business is
An online used-car platform that buys, reconditions and sells cars and now adds third-party dealer listings through Fair's technology
The bet
A used-car site that lists third-party dealer inventory beside its own cars can win by offering a seamless end-to-end digital purchase
Starting capital
$15M cash plus Class A stock equal to 2.5% of Shift, about $44.8M at the time, funded by a $20M SoftBank loan due by 2025
How it started
Fair had spent 18 months building what amounts to a fintech platform for shopping cars from many sources, after unsuccessful attempts at leasing and subscriptions. Its stated problem was that a $25 monthly premium for those options did not cover costs, so it scaled unprofitably.
What happened
Shift agreed to buy Fair's dealer marketplace technology and team, with closing expected in Q2 2022. Fair's legacy fleet and consumer accounts business was sold separately to a financial buyer, with proceeds going to pay down debt held by SoftBank since December 2020. SoftBank had put $385M into Fair's Series B and $500M debt in 2019. Fair CEO Brad Stewart did not plan to join Shift.
What has to be true
Fair burned through $2.1B because leasing and subscription options could not cover their operating costs
Shift wanted a digital transaction platform and dealer relationships without paying much cash
TechCrunch expected the used-car market to consolidate around companies with the best digital experience
What can be applied
Shift paid almost nothing upfront for the technology; SoftBank's loan covered the price as it tried to recover a sliver of Fair losses.
Aftermath
As of March 18, 2022 the transaction was expected to close in Q2; Fair was selling its remaining assets to pay down SoftBank debt, and its CEO had not committed to join Shift.
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