Digital Ocean’s acquisition of Cloudways appears to be a defensive move to fend off hostile takeover or investor appeasement. This is my gut feeling, that is, it is a finance driven investment rather than a strategic one. The following news story hit many tech blogs and financial news sites in early September 2022

Headline: Digitalocean-to-acquire-cloudways-for-350-million

Digital Ocean (DO)is one of the services supported by Cloudways (CW), which provides a user friendly “front end” for server management.My hypothesis was, and is, that this is a defensive mechanism by Digital Ocean to prevent a hostile takeover. And an opportunity for Executive staff to earn a big fat bonus. Not to mention trim the fat (unfortunately lower level non tech roles) and improve operating margins. The 350 Mn dollar 💵 IOU by Digital Ocean, makes them a more expensive company to purchase. This is a finance driven acquisition, not a strategic one.

Important questions about acquisition of Cloudways

a. Will Cloudways drop support for Linode, Vultr, etc. since they are competitors to the new owners? b. Will DO increase prices since they will pay the cost of acquisition out of operations and not debt or equity or reserves and surplus? c. CW hired a few top level executives from AWS, Azure, etc. post acquisition, will Last In/ First out apply? i.e will they be let go? Or did CW hire them to make themselves an attractive acquisition candidate?

My hypothesis – defensive move by Digital Ocean

a. Industry consolidation

(Akamai’s purchase of Linode, similar but smaller company as DO.. possibly more to follow), Now how many companies are sitting on atleast 10 Billoin dollars’  pile of cash? Some of it could be used to buy DO out. DO is an attractive candidate at current market cap and stock price (down nearly 70 percent over the peak). AS a defensive move, DO need to make Price tag expensive to make yourself less attractive (or more attractive to more suitable player, as the case may be). 350 Mn dollars may be a small outpost to hold off the marching horde of marauders, but it is still keeping the adversary engaged for some time. Edit: I Came across this post after I posted the above.

b.Private Equity player / Investor taking company private

How many PE firms would want to buy DO, take it private, soup up the balance sheet and exit at a 3 x multiple 3 or 4 years later? If 2.5 years of that 3 or 4 year period is needed to digest CW, the DO is less attractive. CW’s topline is expected to be about 52 Mn US dollars in 2022. So DO is buying them at 7X current revenues. Cheap maybe for tech companies, but expensive for many PE firms IMO.

c. Operational efficiencies

Borderline strategic, but if I were to go with a finance driven acquisition theory, then think about replacing higher salaried DO tech support + non technical staff with lower salaried CW staff. Together, DigitalOcean and Cloudways will serve over 124,000 customers paying over $50 per month, representing approximately 84% of the pro forma company’s total revenue. Let us look at the US $350 Mn Price tag. Say 300 Mn of it is paid in 30 equal installments. Or 10 MN US dollar per month. DO will have to generate an additional 15-16 Mn US dollars per month to retain current margins, out of which they can expense off the 10.
Cloudways is expected to generate more than $52 million in revenue in fiscal 2022, representing a three-year compound annual growth rate in excess of 50%.” (Source and this source)
Assuming same set of growth, albeit Year On Year (YOY) Instead of Compounded Annual Growth Rate (CAGR), CW generates say 4 MN MRR currently. Assuming 50 % YOY growth, CW may reach 10 MN MRR by Mid 2025. Margins are not known at the time of publishing this post. If DO is to finance the acquisition from operations, they will have to generate additional (bottomline) of atleast 7 to 8 Mn US Dollars per month. Some of which could come via operational efficiencies?? d. I also mentioned executive compensation and year end bonuses When stock price is low, investors (possibly unhappy with stock price) may demand action, and topline growth may struggle with impending downturn. Acquisition and mergers to improve topline growth are the oldest and tried and tested methods for CXOs to show growth and justify Christmas bonuses. Works both ways, btw- another tech company (or even a non tech company) could buy DO out for the same reason(s).Disasters like HP-Compaq, AOL Time Warner notwithstanding _All of the above are hypothesis_. Without being a fly on the wall in the meeting room, one can only speculate.

Notes

1. Other Possible reasons for acquisition of Cloudways

One more possible reason – and I do not have US specific data to support this- this could also be an investor driven (again, finance driven) acquisition. I see that a lot with Startups/ Unicorns now in India. Same set of investors across related or more probably unrelated businesses, making backroom deals to offload a weaker/ smaller company to a larger one, possibly one that is publicly listed. e.g Naayka purchase of Little Black Book, Zomato’s purchase of grocery delivery service Blinkist.

2. What is Cloudways?

Cloudways is a managed cloud hosting platform (server managment panel) that offers a user-friendly and efficient way to host websites and applications. It provides users with the ability to choose from multiple cloud infrastructure providers, such as Amazon Web Services, Google Cloud, and DigitalOcean, to host ojects. Cloudways also offers a range of features, including automated backups, one-click scaling, and advanced security measures, I have written reviews of other server management panels including Virtfusion, HestiaCP, Yunohost, as well as discussion on open source server management panels. You can check the collection page on  this topic in the future for any updates.
This post was updated and archived on 21 Feb 2024.