Summary of EXCLUSIVE: PE firm PartnerOne paid $28M for HeadSpin, a fraction of its $1.1B valuation set by ICONIQ and Dell Technologies Capital

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    HeadSpin's Tumultuous Journey: From Promising Startup to Fire Sale

    HeadSpin, a mobile app testing startup, has faced a dramatic downfall following the revelation of fraud by its former CEO, Manish Lachwani. The company, once valued at $1.1 billion, was sold to Canadian private equity firm PartnerOne for a mere $28.2 million, a fraction of its previous valuation.

    The CEO's Fraud and its Consequences

    In 2020, HeadSpin's board, which included Palo Alto Networks CEO Nikesh Arora, discovered that Lachwani had overstated the company's revenue by nearly four times. Lachwani resigned from his position, and Arora subsequently stepped down from the board.

    • Lachwani pleaded guilty to charges of wire fraud and securities fraud in April 2023 and was sentenced to 18 months in prison.
    • The fraud allegations led to a significant drop in HeadSpin's valuation, slashing it by two-thirds to $302 million.

    HeadSpin's Failed Attempts to Raise Capital

    Following the fraud allegations, HeadSpin struggled to attract new investors. The company attempted to raise a new round of equity or debt in late 2022 but was unsuccessful. It ultimately secured an $11.4 million convertible note from existing investors.

    • HeadSpin's inability to secure financing forced the company to engage an investment bank to help sell the business.

    PartnerOne's Acquisition: A Fire Sale at a Low Valuation

    PartnerOne acquired HeadSpin for $28.2 million, a price that reflects the company's diminished valuation and the cloud hanging over it due to the ceo's fraud. The acquisition price represents a multiple of 1.4 times revenue, significantly lower than the median M&A transaction multiple of 1.6 times for deals announced or closed in Q1 2024.

    Impact on HeadSpin Employees

    The acquisition had a significant impact on HeadSpin's employees. While the new CEO, COO, and CTO received generous packages as part of the transaction, most former employees received nothing for their stock options, regardless of whether they were vested or unvested.

    HeadSpin's Future: Uncertain After the Fire Sale

    HeadSpin's future remains uncertain following the fire sale. The company's new owners, PartnerOne, have not publicly disclosed their plans for the business. The acquisition price and the lack of compensation for most employees suggest a bleak outlook for the company.

    Key Takeaways

    • The CEO's fraud significantly damaged HeadSpin's reputation and valuation.
    • The fire sale to PartnerOne reflects the company's diminished value in the wake of the fraud.
    • The acquisition had a negative impact on most HeadSpin employees, who received no compensation for their stock options.
    • HeadSpin's future remains uncertain, with its new owners having not publicly disclosed their plans for the business.

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