NinjaPear API V2 - Now 400% faster Learn more

• 1m-arr-solo-founder

Proxycurl, 3 acquisition offers and someone lowballed. Here are the receipts:

đź’ˇ
This article is part of the 1M ARR Solo AI Founder newsletter, handwritten by myself without any AI, sharing my experience scaling NinjaPear to 1M ARR as a solo founder and my past experiences building products and companies. I am a seasoned operator and I have sold two companies, including Proxycurl hitting ~10M ARR. Follow me on @nubela on X and subscribe to the 1M ARR Solo AI Founder newsletter!

I shared an article on Reddit and someone made an allegation stating that I said I'd never sell Proxycurl. He said:

... Also the "I'll never sell, never take investment" framing reads great but you wrote nearly the same kind of post before selling Proxycurl.

Fake news! I'm now working on NinjaPear but when I was building Proxycurl, I never said I'd never sell! In fact, I tried to sell Proxycurl multiple times! One time on Acquire.com, and and a handful of times via FEI International!

I wanted to sell Proxycurl as early as possible because scraping LinkedIn was not a sustainable business. In fact, everytime I tried to sell Proxycurl, I was given terrible offers. Let me give you an inside look to what Proxycurl acquisition offers looked like.

Attempt 1 and 2: 30K MRR and 140K MRR

I first attempted to sell Proxycurl in November of 2020 when Proxycurl barely hit 30K in monthly recurring revenue, which if extrapolated, works out to be $360K / year. I was hoping to sell it for between 2-3M.

At this time, Proxycurl was around 6 months old, like what NinjaPear is as of now.

And FE International declined to even market Proxycurl, and this is the rejection they cite:

The Valuation team is currently analyzing your business but require an income statement that is on an accrual's basis to proceed with the valuation. We noticed a significant percent of revenues comes from pre-paid credits. Because sales have started so recently, it is difficult to forecast what the expected renewal rate will be or where will monthly usage stabilize by looking only at cash trends. Buyers are also likely to ask for unearned revenues to be transferred, which at this point could significantly decrease the net transaction value.

If you do not have this available, we request you hold on to the business to for another 6 months. Then we would have adequate earnings history and data to adjust the income statements in house and accurately value the business.

I attempted to get FE International to market Proxycurl for sale in August 2022 when Proxycurl hit 140K MRR, or around 1.7M in ARR. Nada.

I sat down with the Valuation team and, unfortunately, your product offerings still appear too focused on LinkedIn data for us to proceed with handling a sale.

The revenue trend has been impressive with year-on-year growth over 100% and margins have been steadily improving as the business has scaled up. The complication here is still the focus on LinkedIn derived data. On your website, almost all of the products still appear built on the premise of pulling data from LinkedIn, whether the data is from a company profile or a list of employees who work for a given company. To be clear, this is legal. The challenge is that potential investors see it as a very potent risk. As the business continues to grow the likelihood that LinkedIn tries to take some kind of action disrupting the business also grows which, in our experience, greatly diminishes interest. The only kind of deals that we’ve seen close with this kind of risk profile end up being heavily tied to future performance with 30% or less of the transaction value paid up front. Obviously, this is not favorable structure.

To be fair, they are right. Proxycurl did get sued in the end and the LinkedIn risk was the reason why I was trying to sell Proxycurl.

No offers despite a fast-growing product. I always take my shots.

April 2023: $16M offer from a major Proxy Service Provider

In April 2023, the Head of M&A of a major proxy provider reached out expressing interest in acquiring Proxycurl with their $50M M&A budget. After certain discussion, they offered $16M, with $6M in upfront cash. I consider everything else just a bonus. This is an excerpt from the LOI.

Our preliminary estimate of the purchase price is USD 16.0 million: USD 6 million upfront
cash, USD 6 million upfront equity, USD 4 million earn out based on the Revenue/ EBIT
target milestones for 2 years (USD 1.0 million in cash and USD 1.0 million in equity per
year), this subject to further due diligence and subject to final legal documentation and
assuming a net cash/net debt position of the target business on the closing date.

I'd love to tell you who they are, but I have a signed NDA.

I tried negotiating further:

Hi X, thanks for the offer. How about 12M in cash, 2M in earnouts (payment in cash only) and 2M in equity as what we discussed? I prefer a heavier upfront cash portion.

And my counter-proposal was rebuffed:

Hi Steven -- I've had quite a long internal discussion with our board and unfortunately we would not be able to go beyond the last proposal we made.

(..)

This entire process with said proxy service provider kickstarted in May 2023 and concluded in July 2023. A solid two months. At this juncture in time, Proxycurl's ARR was $3M USD. As you can already tell, Proxycurl was doubling its revenue every year, and so it really didn't make sense to sell for 6M USD because that's how much I'd get if I waited 1 more year with Proxycurl, and still retain 100% of all equity. So I turned down the offer.

February 2024: 12M offer from a public MarTech company

Third time's a charge as FEI decided to market Proxycurl. On February 9th 2024, a initial LOI from a public MarTech Company for $12M arrived with a term sheet.

This is an excerpt from the term sheet that you might be interested in:

The aggregate transaction consideration (the “Purchase Price”) to be
paid by Buyer for 100% of the Company’s fully diluted equity of the
Company would be $5,900,000.00.
Of purchase price, $3,900,000.00 shall be in cash, and $2,000,000.00
shall be in freely trading shares of Buyer’s stock (shares of which
currently trade on the NASDAQ), The stock shall be valued at the price
determined by the volume weighted average price (the “VWAP”) in the
trailing five trading days prior to closing.
The Purchase Price assumes that the Company will have a debt-free
balance sheet and will be cash-free other than an appropriate amount of
working capital at closing. Buyer will not assume any indebtedness or
transaction expenses of the Company, and the Purchase Price would be
decreased on a dollar-for-dollar basis to the extent necessary to pay-off
and satisfy in full, at the closing, any such outstanding indebtedness or
unpaid transaction expenses. The Purchase Price would also be
increased or decreased to the extent that the Company’s working capital
at closing exceeds or is less than a mutually agreed target amount.

Following pushbacks from the deal team, they counter offered with an updated offer of $12M total consideration (2M upfront, 3M holdbacks and 7M in equity). I should note that at time of the offer, said company's market cap was around $10M. As of now, the market cap is $6.5M. So the "final offer" would be much smaller as of today. This was a worse deal than the offer by the proxy provider, and naturally I turned it down. I mean, why would I since Proxycurl's revenue doubles every year and we were on track to hit 10M in ARR. For which 80% was pure profit.

July 2025: Proxycurl was acquired

Due to NDA, and the fact that the acquisition was in fact executed, I'm not able to share the details of the acquisition. But in July 2025, I have just settled with LinkedIn and a long-time competitor swooped in and acquired Proxycurl assets sans anything that would violate the settlement agreement. At this juncture, Proxycurl could no longer scrape LinkedIn and I decided that it was a good soft landing for myself for which the sum of cash helped bolster my ETF holdings.

Thoughts on acquisition

I'm just going to say one thing. I hate that Proxycurl was acquired, especially how it all unfurled after the acquisition. Certain events happened after the acquisition that demonstrated the hypocrisy of people. For example, to have a competitor company changed some of my blog posts and renamed my accomplishments as his own. Have some self-respect. I won't say more, but let's just say that I'll never sell my company again.

It was exhilarating bootstrapping a fast growing company that was Proxycurl. I met a bunch of talented people and made a lot of friends with these people. Proxycurl also FATFired me, because the profits were fat and the company grew exponentially as a bootstrapped company.

I might have averted shutting Proxycurl down had Proxycurl been acquired by a larger entity before the lawsuit, but even on hindsight I wouldn't do it any different. Just from a financial aspect, I made more money not selling Proxycurl. The profits that Proxycurl made took care of my family and I for an entire life. I also think I'd have hated working for someone else.

I'm no longer motivated by money but by meaning. Today, NinjaPear is my passion project that I use to derive a challenge and certain productivity in life. And you bet your ass that NinjaPear would never be sold.

Steven Goh | CEO
World's laziest CEO. CEO of NinjaPear. Ex-Founder of Proxycurl (10+M), Steven founded 5 other startups: Gom VPN, Kloudsec, SilvrBullet, NuMoney, and SharedHere.

Featured Articles

Here's what we've been up to recently.

I dismissed someone, and it was not because of COVID19

The cadence of delivery. Last month, I dismissed the employment of a software developer who oversold himself during the interview phase. He turned out to be on the lowest rung of the software engineers in my company. Not being good enough is not a reason to be dismissed. But not

sharedhere

I got blocked from posting on Facebook

I tried sharing some news on Facebook today, and I got blocked from posting in other groups. I had figured that I needed a better growth engine instead of over-sharing on Facebook, so I spent the morning planning the new growth engine. Growth Hacking I term what I do in