Early last year, SEO firm Conductor was acquired by WeWork (now known as “The We Company”), but the purchase price wasn’t revealed until Thursday when We’s S-1 filing was released.
The deal was made for $15.8 million in cash and $97.8 million in Series AP-1 Preferred Stock. The total transaction was valued at just over $113 million. This isn’t a lot considering that Conductor raised roughly $60 million, especially when you compare it to SEO firm BrightEdge, which raised nearly $62 million.
Here’s a relevant excerpt from the WeWork S-1 filing:
In March 2018, the Company completed the acquisition of 100% of the equity of Conductor, Inc. (“Conductor”) for a total consideration of $113.6 million. The total consideration included $15.8 million in cash and $97.8 million in Series AP-1 Preferred Stock. As of December 31, 2018, $0.2 million of cash and $10.0 million of the Series AP-1 Preferred Stock that were held back at closing remain included in other current liabilities and additional paid in capital, respectively on the condensed consolidated balance sheet. As of June 30, 2019, all holdbacks have been released and the Company received $0.2 million as a purchase price reduction, which was recorded as a measurement period adjustment to goodwill. Conductor was founded in 2006 and is a marketing services software company that provides search engine optimization and enterprise content marketing solutions.
Once the deal was announced, Seth Besmertnik, the CEO of Conductor said it was a “huge win for the entire industry.”
The vision behind this Conductor deal is to offer Conductor’s SEO and other services to WeWork’s enterprise customers. Not only that, the company will also provide marketing education through the Flatiron School, which is another acquisition made by WeWork.
In January, the We company was valued at about $47 billion in January. The S-1 reveals that it has an annual run-rate of $3 billion. This huge valuation, when compared to revenues and some of the strange We Company disclosures, has led to some not so flattering headlines like “WeWork’s IPO would be a bewildering way to waste your money.”
Even then, the mostly stock transaction could work out nicely for Conductor.
The most recent tech-company IPO, Uber, hasn’t had the easiest time either, as investers are now skeptical about the long-term outlook for the company. The company’s performance might dampen demand for We, especially in the bigger context of fears of a possible recession.