Case Study: How We Helped a SaaS Founder Navigate a Competitive Process

Deal at a Glance

$5M

Annual Recurring Revenue

7.2x

Revenue Multiple

12

Qualified Buyers

5

Competing Offers

Client Background

Our client was the founder and CEO of a vertical SaaS platform serving the healthcare staffing industry. After seven years of bootstrapped growth, the company had reached $5M in ARR with strong unit economics and a loyal customer base.

The founder was ready to exit but had never been through an M&A process. They had received inbound interest from two buyers but weren't sure if the offers were fair or how to create competitive tension to maximize value.

Company Profile

$5M ARR, 40% YoY growth
85% gross margin, 25% EBITDA margin
12-person team, mostly remote
100+ enterprise customers, 98% retention

Founder Goals

Maximize valuation and cash at close
Protect team and culture post-transaction
Minimize earnout and transition obligations
Close within 6-9 months

The Challenge

While the founder had built an excellent business, they faced several challenges that put them at a disadvantage:

1. Limited Market Knowledge

The two inbound offers were at 5.5x and 6.0x revenue, but the founder had no benchmark data to know if this was fair. They also weren't sure what types of buyers would be most interested or how to position the company strategically.

2. Complex Deal Structures

Both offers included significant earnouts (40-50% of total value) with aggressive targets. The founder wasn't confident negotiating these terms and worried about getting locked into unfavorable conditions.

3. Running the Business

As a solo founder still deeply involved in day-to-day operations, they didn't have bandwidth to manage a proper process, prepare materials, coordinate with multiple buyers, and continue growing the business.

4. Lack of Competitive Pressure

With only two interested parties, there was limited competitive tension. The buyers knew about each other and were moving slowly, sensing the founder's inexperience.

The Quantive Approach

We designed a comprehensive engagement to address each challenge and position the company for maximum value:

Months 1-2: Foundation

Market Intelligence & Positioning

Conducted comprehensive market analysis across strategic, financial, and international buyer categories
Built detailed benchmarking data showing comparable deals trading at 6.5x-8.0x revenue
Developed investment thesis highlighting vertical market leadership and expansion opportunities
Created comprehensive CIM with compelling growth narrative and financial projections

Months 3-4: Outreach

Strategic Buyer Development

Contacted 47 qualified buyers across multiple categories
Managed NDAs, initial calls, and CIM distribution for 23 interested parties
Coordinated management presentations with 12 serious buyers
Established clear timeline and process expectations to maintain competitive pressure

Months 5-6: Negotiation

LOI Process & Leverage

Received 5 LOIs ranging from 6.2x to 7.5x revenue
Conducted detailed analysis of valuation, structure, and terms for each offer
Negotiated improvements using competitive dynamics to push top bidder to 7.2x
Restructured deal to increase cash at close from 60% to 80%

Months 7-8: Closing

Due Diligence & Execution

Managed comprehensive due diligence across financial, legal, technical, and commercial workstreams
Coordinated with legal counsel to negotiate purchase agreement and closing documents
Protected founder interests on reps & warranties, indemnity caps, and earnout mechanics
Successfully closed transaction on schedule

The Outcome

Through strategic positioning and expert negotiation, we achieved outstanding results for the founder:

Before Quantive

•Best offer: 6.0x revenue ($30M)
•60% cash at close ($18M)
•40% earnout with aggressive targets
•24-month transition commitment
•Limited buyer options and leverage

After Quantive

•Final: 7.2x revenue ($36M)
•80% cash at close ($28.8M)
•20% earnout with achievable milestones
•12-month advisory role (reduced commitment)
•5 competing offers, strong negotiating position

$10.8M

Additional value created

$6M higher total valuation + $10.8M more cash at close

"I thought the initial offers were fair, but Quantive showed me I was leaving millions on the table. They didn't just bring more buyers to the table—they completely changed the dynamics of the negotiation. The team was with me every step of the way, from the first call to wire transfer. I couldn't have navigated this without them."

JM

Former CEO & Founder

Healthcare SaaS Platform

Key Lessons for Founders

1.Competition Drives Value

Having multiple qualified buyers dramatically changes the power dynamic. Even if you have inbound interest, running a broad process can unlock significant additional value.

2.Positioning is Everything

How you tell your company's story matters. A compelling investment thesis and professional materials signal that you're a serious seller and attract better buyers.

3.Deal Terms Matter as Much as Price

The difference between 60% and 80% cash at close is enormous. Earnouts introduce risk and reduce certainty. An experienced advisor can help you optimize the entire structure, not just the headline number.

4.Process Management is Critical

Coordinating multiple buyers, managing due diligence, and negotiating definitive agreements is a full-time job. Having an advisor manage this lets you keep running your business.

5.Timing Matters

Starting the process early—before you're burned out or desperate to sell—gives you leverage. This founder was still growing the business, which made it more attractive and allowed us to be patient in negotiations.