Verisk forced to Buy Acculynx after 2.34 Billion dollar deal falls through.

In this commentary Adam Sand explains why a court has ordered Verisk to resume its $2.34 billion acquisition of Acculynx after the deal collapsed. He clarifies that the ruling does not force Verisk to pay the full price, only to make a good‑faith effort to close the transaction, and outlines the legal timing dispute around the FTC deadline. Sand then situates the deal within a broader “SaaS‑pocalypse” – the rapid commoditization of CRM software as anyone can spin up a SaaS product using low‑code platforms (Replit, Base44, etc.). He contrasts Acculynx’s valuation (≈14‑19× revenue) with Airtable’s (≈2.7× revenue) to illustrate how market multiples are collapsing. The video walks through the typical M&A process, the $1.5 billion financing Verisk raised, and how investor sentiment shifted as the SaaS‑pocalypse narrative gained traction in earnings calls at HubSpot, Salesforce, and others. Sand shares a personal anecdote about being consulted by Wells Fargo as a roofing‑software expert, suggesting his input may have influenced Verisk’s strategy to let the FTC clock run out. He predicts that Verisk will likely have to settle for less than the original price and will need to raise fresh capital under tougher terms, while Acculynx may also suffer from a market peak sale. The commentary concludes with a caution to DIY CRM builders to keep their code repositories private and invites viewer discussion.
Chapters
All right, so Verisk is being forced to resume the deal after the $2.34 billion acquisition of Acculynx falls through. And this is an interesting story, and it's kind of being oversimplified online, so I thought I would explain it. The court ruled that the Verisk deal that kind of ran up to this FTC deadline ran up to that deadline as a result of Verisk's delays. And so therefore they can't say that the timer ran out when they're the ones who ran out the clock. It doesn't say that they have to buy it for $2.34 billion. It says that they have to make efforts to complete the deal. And so it could still, it could still die, right? But the important thing to understand is why this is happening, because there's a lot of, like, there's a lot of misinformation that can happen at $2.5 billion, right? And so one piece of important information that you need to have to understand what's going on is the concept of the SaaS-pocalypse. Okay, SaaS is software as a service, the whole, you know, we're like, if you look at what's happening right now, Every time a roofer finds Lovable, Repolit, Base44, Clawed Code, basically they become a tech founder, right? Like 150 roofing CRMs I've seen promoted in the random roofing Facebook groups in the last little while. And they're all the same, more or less. And I'm not trying to throw shade on them. I'm just saying that like, I've seen, you know, people who said they spent $1 million, the first $900,000 was spent for the last 3 years and the last $100,000 was spent this year on marketing some developers out of India and they're using Bull to base44 or something like that. And so I know this because their repositories were public. And even though someone might consider that, like, I would be a competitor to this stuff, I still called every single one of them personally and told them, hey, you have private or public repositories with your code base out there that, like, anybody can see, and you should probably make it private. So I'm, I'm very much, like, trying to just help make sure the industry stays legitimate on this. So All that aside, right, this SaaS apocalypse where everybody can now make their own CRM is changing deals at the, at the investor level. And so I'll give you an example of another piece of information you don't have that you need to have to understand what's going on. If you look at a company called Airtable, okay, Airtable is essentially a superpowered spreadsheet database hybrid. It's kind of like, it kind of looks like Google Sheets, and it functions like a database. And all that means is that for a lot of people out there, this is the backend that they power their Vibe-coded CRM on. So they'll build a frontend on Bolt, Replit, um, Lovable, Cloud Code, something like that. And then the backend that powers it is something like Airtable or Supabase, right? And Airtable is just a spreadsheet with automations. That's what it is. And you don't need to know anything more than that. What you do need to know is they do roughly 4 times the revenue of Acculynx, about $480 million. Acculynx does about $150 million. So they do 4 times revenue. Now their revenue is still growing, it's slowly growing, but it's still growing. And they sold for 2.7 times revenue. 2.7 times revenue. So they sold for less than Acculynx is being proposed to be purchased for, even though they do 4 times the revenue, and their risk is diversified across many use cases and many reasons. And people are even using it in the SaaS apocalypse. Like, it is a software that is being used by the people who are essentially creating their own softwares, which is contributing to the SaaS apocalypse. So something that's a part of the new world is selling for less right, in terms of multiple on revenue, right? Because if you think about it, 2.7 times $480 million versus, um, Acculynx, which was selling for, um, $2.34 billion, which was like, I don't know, it was like 19 or 14 times the math. But, um, it's a way bigger, way bigger spread, right, in terms of what Acculynx was getting. So, you have to— and then The other piece you got to know is like, this isn't something that you walk in and buy the next day. The process of AccuLynx getting purchased would go through like ideation. Hey, we think we should buy AccuLynx. Then there's going to be initial conversations and a letter of intent. And then there's going to be due diligence and then evaluation and an offer. And then there's going to be negotiations and turns with lawyers. And like, I am doing this right now with something I'm working on. Every turn with a lawyer takes a week. You know what I mean? You make an offer, they have a term, you come back with the term to your lawyer, your lawyer rewrites something, you send it back, they review it, then they take it to their lawyers, and then their lawyers have a rewrite, and then they come back to you. So that process would have been a minute, right? And then during that time, they then settle on an offer, they make things public, and then they rule that they have to go through this FTC process. And there's a deadline and a clock that basically right now. And all along this time, there was this building awareness. So for you, you might have just found out about Base44, Replit, Lovable, Claude Code, and making your own CRM today. Others found out about 3 months ago, 6 months ago, or 2 years ago. So during this process, there is growing awareness in the investor community about getting spooked about the SaaS-pocalypse. Like, in HubSpot and Salesforce earning calls, this has been all the conversation in the last couple quarters. And so this shot clock that they were on was during the time where investors would be starting to wake up to this. You know, they would say something about, oh, we're gonna buy Acculynx for $2.34 billion because Verisk raised $1.5 billion in capital to buy it. So they didn't buy with cash, they didn't buy it with stock, like they didn't trade stock, they, they didn't buy with cash they had on hand from operations and profit. They raised money. Right? They raised $1.5 billion to clear the line on this. So now, in that period of time, investors were getting spooked. And I know this because before every roofer was a tech founder because of Replit, Laravel, Claude Code, Base44, all these things, um, I had been reached out to by Wells Fargo because I was a software expert when not everybody was a roofing software expert. Like, I kind of was talking about roofing software dating back to 2019. There wasn't a lot of people talking about roofing software in 2019, right? And so Wells Fargo dug me up as an expert on the topic, and it was very interesting and kind of cool. But they invited me on to have— I interviewed with these, like, these research firms that Wells Fargo hired, and then Wells Fargo brought me on a private call with their, like, private banking people, essentially, I guess, like people who might be investing or underwriting the deal. And so I then had to, like, give my opinion on the Verisk acquisition. It was kind of cool, and I got paid and whatever. But then the byproduct of that— and I'm probably not the only person that they spoke to, like, they probably spoke to a lot of people. I was just a vertical software roofing expert, right? And they— that resulted in the— well, I shouldn't say it resulted, but it was— I was probably one of many contributing factors to Verif saying, hey, we should find a way out of this deal. And the way that they felt they could get out of the deal was to try and gracefully let the clock run out. And it's— and it just became a matter of like whether or not it could be proven in court that they contributed to the delay and they figured 50/50 chance to save billion dollars. Like, maybe we should do that. And so, like, when you're playing with a billion dollars, you're going to take your chances on this. Because then what happened is when they backed out of the deal, that triggered another clause that said that that $1.5 billion— well, now the people who invested in theory are— because if the deal falls through, they had their money tied up for X period of time. I think it was about 4 months, right? So this deal would have to have gone through all of that process at least 4 months beforehand, because then they would know how much money to raise and at what terms and how they'd have to sell it to investors. And the raise probably took some time. So this whole thing kind of existed on the timeline of the gradual but very rapid— and when you think about on top, like, big timescale things sudden awareness that like the SaaS apocalypse was happening. And so they had to pay back the investors the $1.5 million at a 100% value plus the interest. So basically they had to pay— like they returned the money at a rate of 101% instead of 100% and paid the interest. So where's that money now? The investors have it in their pockets. right? So they got a very small return, right, in exchange for this, in exchange for this like temporary loan, because— and but they could have deployed their capital elsewhere. So they had to get something more than what they invested. That was just written into the deal. And so now that Verisk has gone to court and the courts have said, okay, you owe Acculynx some damages, which they got like $15 million or $3.8 million or something, nothing. Because they're never, ever, ever, ever gonna sell for $2.34 billion to anyone else. Forget the SaaS apocalypse. Just the fact that another well-funded institution that had the deal underwritten and all this process, the fact that that company had the opportunity to buy it and walked and is proven in court to like back out of the deal, they're never getting $2.34 billion. Then you add the whole SaaS apocalypse thing, then you add the Airtable deal and how a company that does 4 times the revenue, has wider appeal, is part of the SaaSpocalypse world. The fact that they didn't get as much as AccuLynx is getting, they're never selling for $2.34 billion. So to be awarded $3.5 million plus some like an undisclosed number of damages, it's not going to equal a fraction of what they actually lost. And so in this process, they have to try and re-commercialize the deal. Which means that it'll probably result in a settlement, but they're gonna have to try and raise money again. Because even if they're gonna— like, let's say they had the complete rest of the money, right, of the $2.34 billion, that means they had $784 or $734 million, right, in, in the cash in the bank, in theory, right? Or the money that they could liquidate. Well, if those circumstances still exist, that means that's all they have to pay. So even if it goes out to like say, okay, we'll settle for half of the $1.34 billion, which I don't think it's gonna be. I think it's gonna be more than that. Sorry about the helicopter. I am smack dab in the Okanagan where the forest fires are strong. But the, that deal means that, well, Varisk is gonna have to go raise money again. And they're gonna have to raise money in an environment where now investors are highly aware of the SaaSpocalypse. And they're going to look at this deal, they're gonna say, wait a minute, didn't Airtable just make all kinds of headlines as being like one of the poster children for how the SaaSpocalypse is affecting it? Like, aren't we hearing every single day that HubSpot and Salesforce and all of these other software companies are getting lower valuations, right? Because of this whole SaaSpocalypse thing? It's like the commoditization of development, like, like, why would you guys agree to pay this amount? And that will look stupid. It will look stupid in retrospect. It'll be one of those things like hindsight is 20/20. And so the terms that they're going to have to agree to to raise the money again will be worse. So if anybody's thinking that like Acculynx is coming out of this a winner or Verisk is coming out of this a winner, like, I don't know, I don't think Verisk is going to come out a winner. I think they're going to come out having to pay dearly Either way, they were gonna— and that's the thing, they were gonna pay dearly either way. Time is a little bit on their side, I think. If I'm making— if I'm being honest, I'm thinking time is a little bit on their side because AccuLynx will also know that like they sold literally at the peak of the market. Like, I don't— like, I haven't heard of another software deal that sold more at the peak of the market than that. I mean, it's going to be bad. Now what you have to know is that should, like, should the deal go through, right? And I mean, if you really want to put your tinfoil hat on, you'd want to— you'd have to say that like maybe, maybe enough deals have been done that the approval that they were waiting on from the FTC will they— this regulatory body will bail out Varisk and basically go back to being a third party that will kill the deal. That would probably be the only way that, uh, Varisk gets out of this one. Um, but if they do buy it, then you have to think on what terms and what is— what are they going to do to Aculinx to essentially cover what this is going to cost them in the end, then you really know what's going to happen at AccuLynx. And this is of course going to lead to like a bunch of people in the comments saying, this is why I'm starting my own CRM, this is why we built our own CRM. And all I'll say is make sure you go to GitHub and make your repository private. Don't leave it public out there for everybody to see. Um, but that's my thoughts on this whole thing. I'd love to hear what your thoughts are below. This is a pretty cool topic that I like to talk about. So yeah, thanks for watching.










