Squarespace to Go Private in $6.9B All-Cash Transaction with Permira
Control Premium and the “30% Rule”
- Many comments focus on why M&A deals often happen at ~30% above market price.
- Explanations given:
- “Control premium”: buying full control is worth more than marginal public-market shares.
- Delaware case law (Doft, 2004) is cited as embedding ~30% as a standard adjustment in appraisals; boards fear lawsuits if they accept much less.
- Market convention and “tipping-like” norms: once 30% is standard, lower looks suspicious, higher looks overpaying.
- Some criticize these as circular (“it is what it is”), but no rigorous alternative model emerges.
Why Squarespace Attracts Private Equity
- Squarespace has >$1B annual revenue, near-zero net income, but strong operating cash flow.
- Very high sales/marketing spend suggests room to cut and turn it into a cash machine.
- PE playbook discussed: reduce headcount, cut “R&D” and marketing, raise prices, slow innovation, possibly offshore support/engineering.
- Lock‑in and migration cost (for both hosting and domains) make price hikes feasible.
- Founder’s multibillion-dollar cash-out is noted; some see it as “selling the pig with lipstick.”
User and Domain Owner Reactions
- Many came to Squarespace involuntarily via the Google Domains sale.
- Anger at timing: transfers completed days before this deal, triggering a 60‑day transfer lock.
- Strong migration intent to registrars like Cloudflare and Porkbun, particularly if prices rise.
- Worries about data sharing across the acquirer’s portfolio and future upsell/ads.
Debate on Private Equity’s Role
- One camp: PE “gut-and-strip” — load on debt, slash staff and quality, hike prices, sell or bankrupt; examples like Red Lobster, Sears, Toys“R”Us mentioned.
- Other camp: PE often improves poorly run firms, focuses on sustainable profitability once growth stalls; Dell and Hilton cited as successes.
- Research referenced: LBO targets tend to show higher productivity but also more job destruction and slightly lower earnings.
- Consensus: outcomes vary; public perception is driven by high-profile failures and visible layoffs.
Broader Market and Web Implications
- Discussion of shrinking number of public companies, heavier IPO regulation, and rise of PE as main buyer.
- Concern that public markets no longer share upside with ordinary investors; “billionaires funding billionaires.”
- Some see this as an opportunity to:
- Build new Squarespace competitors.
- Return to a more “web 1.0” style: self‑hosting, small personal sites, federated social tools.
- Others argue centralization, user skill gaps, and platform power (Google/social networks) make a broad web‑1.0 revival unlikely.
Knock-on Effects
- Anticipation that Squarespace’s large ad spend (notably podcast/YouTube sponsorships) may shrink if growth marketing is cut.
- Expectation of price increases and reduced support/feature velocity, especially for small-business customers.