Acquisition talks fall through all the time, but a new lawsuit from social media startup CultureSphere accuses global IT company HCL of something more serious — using those talks as a way to get access to confidential information for use in a competing product.
HCL, meanwhile, has said the CultureSphere’s allegations are “totally baseless.”
We wrote about CultureSphere after its launch in 2015 — its mobile app gives companies a way to enable and encourage employees to share content on social media.
According to the lawsuit, the startup met with HCL’s BEYONDigital unit during the summer of 2016 to discuss a potential acquisition. Eventually, the discussions progressed far enough that CultureSphere was willing to share “the inner workings of CultureSphere’s proprietary platform,” which HCL executives agreed to treat as “highly confidential.”
The lawsuit says this information “far exceeded any other disclosures that CultureSphere made to any other company that expressed interest in a potential acquisition,” and included technical and product details, as well as marketing plans.
The suit goes on to claim that CultureSphere and BEYONDigital agreed on “key details” at the meeting, including an acquisition price of around $20 million and a closing date of September 15. Afterwards, however, CultureSphere alleges that BEYONDigital executives stopped communicating, and only resumed to say that the deal was being delayed due to broader corporate considerations.
Then they reconsidered: “In a moment of candor, [HCL executive Anand] Birje explained [via email] that HCL was now exploring whether it could build the same platform itself and any acquisition discussion…