Sell my SaaS business: the metrics, the technical diligence and who buys

Software businesses sell on a revenue multiple rather than an earnings multiple, which makes the diligence different: buyers verify the shape of the revenue rather than the profit. Churn, contract length, concentration and the code itself carry more weight than anything on the profit and loss statement.

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The metrics that are checked

Recurring revenue and its growth rate, gross and net revenue retention, customer concentration, the split between monthly and annual contracts, and the cost of acquiring a customer against what that customer is worth. Buyers verify these against the billing system rather than a spreadsheet, so exports that reconcile to the bank are worth preparing early.

The technical diligence

Code quality, dependencies, whether any component is licensed in a way that infects the product, security history, and whether one developer is the only person who understands the system. Key person risk in software is concentrated and buyers price it hard. Documentation written before a sale is cheaper than a discount taken during one.

Who the buyers are

Strategic acquirers buying a customer base or a feature, private equity buying recurring revenue, and individual buyers at the smaller end using marketplaces built for online businesses. The marketplaces publish their fees, which is unusual in this market: published US figures on this site run from 5% to 15% depending on price band and how much of the work the platform does.

Questions people ask about sell my SaaS business

What multiple does SaaS sell for?

It depends on growth, retention and size, and a single number would be misleading. What is consistent is that revenue quality moves the multiple more than revenue volume.

Do I need a specialist broker?

For anything reaching institutional buyers, yes, because the buyer list is the product. At the smaller end the online marketplaces reach the individual buyers who dominate that end of the market.

Will the buyer want me to stay?

Usually for a handover, and longer if you are the only person who understands the product or the sales. Reducing that dependency before a sale is the highest value preparation available.

Sources

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