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Ctrl + Alt + IPO: Netskope Reboots on the Nasdaq

 

Company Overview and Offering Details

Netskope, Inc. (proposed ticker NTSK) has filed to go public on the Nasdaq Global Select Market. The company is offering 47.8 million Class A shares at an estimated price range of $15.00–$17.00 per share, with an additional 7.17 million shares available to underwriters via the over-allotment option. At the midpoint of $16, Netskope would raise approximately $765 million in gross proceeds and achieve a post-offer market capitalization of about $6.1 billion.

The IPO is led by a broad underwriting syndicate anchored by Morgan Stanley and J.P. Morgan, alongside BMO Capital Markets, TD Cowen, Citizens, Mizuho, RBC, Wells Fargo, Deutsche Bank, and others. Proceeds are earmarked for general corporate purposes, working capital, and settling tax obligations on restricted stock units.

Netskope positions itself as a next-generation cloud and AI security leader, built around its Netskope One platform and powered by the global NewEdge network. The platform integrates security service edge (SSE) capabilities—such as secure web gateway (SWG), cloud access security broker (CASB), and zero-trust network access (ZTNA)—with firewall-as-a-service (FWaaS), data loss prevention (DLP), and analytics. Differentiation comes from deep data context, proprietary AI models, zero-trust architecture, and enterprise-grade performance.

Offering Structure and Use of Proceeds

This is a traditional IPO with no selling stockholders. Netskope maintains a dual-class structure with Class A shares (1 vote each) and Class B shares (20 votes each). Following the offering, Class B holders will retain about 99% of the voting power, effectively keeping control concentrated in the founder and early investors.

Business Description

Founded in 2012 by CEO Sanjay Beri, Netskope has become a prominent player in cloud and AI security, competing with Palo Alto Networks, Zscaler, Fortinet, Cisco, and Broadcom. Its NewEdge private cloud spans 120+ edge data centers across 75+ regions, supporting large enterprise deployments with stringent service-level agreements. Customers include Fortune 500 companies with tens of thousands of users, though no single customer accounts for more than 10% of revenue.

The company’s strategy centers on platform consolidation—helping enterprises reduce vendor sprawl—while scaling NewEdge to deliver both performance and margin improvements.

 

 

 

 

Company History

Netskope was founded in October 2012 by Sanjay Beri, who previously held leadership roles at Juniper Networks and co-founded Ingrian Networks. While the S-1/A does not detail significant recent acquisitions, the company has accumulated goodwill and intangible assets consistent with targeted M&A over its history. Ownership remains concentrated via Class B shares after the IPO.

 

 

 

 

Risk Factors

Key risks include intense competition from established security and networking vendors, reliance on third-party partners, volatility tied to the accounting of convertible notes, and persistent operating losses. Netskope also highlights the risks posed by rapidly evolving cyber threats, regulatory requirements, and the need to maintain strong intellectual property protection.

Financial Summary

Netskope remains in growth mode, showing strong top-line momentum with improving gross margins, but persistent losses as it invests heavily in sales, R&D, and global expansion. For the fiscal year ended January 31, 2025, revenue grew 32% year-over-year to $538.3 million, while gross margin expanded to 65% from 60% the prior year. Operating losses narrowed from $313 million to $256 million, and net loss was $354.5 million.

For the six months ended July 31, 2025, revenue reached $328.5 million, up from $251.3 million in the same period of 2024, while net loss was $169.5 million compared to $206.7 million a year earlier. Losses remain substantial, but the trend shows progress in scaling revenue faster than expenses.

Consolidated Statements of Operations Data

(in thousands, except per share data)

 

 

 

Growth Initiatives and Future Outlook

Netskope plans to extend its platform into more AI-driven security use cases, deepen its zero-trust offerings, and continue scaling NewEdge for global enterprises. While profitability remains distant, the company’s trajectory shows narrowing operating losses and expanding gross margins, signaling a path toward better efficiency at scale.

Comparable Companies

Peers include Palo Alto Networks, Zscaler, Fortinet, Cisco, and Broadcom. Netskope enters the market with a profile similar to Zscaler’s earlier days—high growth, significant investment in scale, and a dual-class structure to maintain founder control.

Investor Sentiment and Strategic Implications

The IPO range of $15–$17 reflects a balance between strong market interest in cybersecurity and the reality of ongoing losses. Netskope’s growth trajectory, AI-driven positioning, and margin improvements are attractive, though investors may weigh risks tied to valuation, competition, and governance.

Post-IPO Strategy

Post-offer, Netskope will focus on using proceeds to strengthen its balance sheet, invest in growth, and potentially pursue selective acquisitions. Management’s key priorities are expanding NewEdge, executing on the product roadmap, and driving long-term shareholder value through operating leverage and margin expansion.

Netskope is expected to begin trading on September 18.