So you’ve built a SaaS product. Maybe it's profitable. Maybe it’s growing steadily. And now you're wondering — what would it take to actually sell it?
You’re not alone. A growing number of developers are building small but powerful SaaS tools and eventually thinking about exit opportunities. But the world of SaaS M&A (mergers and acquisitions) can feel totally foreign if you’ve never been through it.
This post breaks down what really happens when a SaaS company gets sold — from someone who lives in this world every day.
Why Are Buyers So Interested in SaaS?
There’s a reason SaaS is so attractive to acquirers:
- Predictable recurring revenue (MRR = music to investor ears)
- High margins once the code is written
- Remote teams and scalable infrastructure
- Minimal overhead compared to traditional businesses
If your product is generating $1M–$10M in ARR with healthy retention and low churn, you’ve likely already caught someone’s attention — especially if you're bootstrapped.
The SaaS Sale Process (In Real Life)
Here’s how deals actually happen. This is the behind-the-scenes flow most founders only hear about after the fact.
1. A Buyer Reaches Out (or You Go to Market)
Sometimes you get a cold email from a PE firm or strategic buyer. Other times, you list your business with a broker or on a marketplace.
Pro tip: If a buyer contacts you directly, they probably don’t want competition. That sounds great — until you realize it usually means they want a discount.
Want to know why having multiple buyers can increase your sale price? Here’s a breakdown of how SaaS M&A works.
2. NDA → Teaser → Full Info
The buyer signs an NDA. You send them a short “teaser” about your business (high-level financials, what the product does, market fit). If they’re still interested, they’ll want detailed info: revenue by month, churn, expenses, customer metrics, and sometimes access to the app or codebase (with guardrails, of course).
3. A Call to See If You’re for Real
Expect a Zoom call where the buyer wants to hear your story, ask how involved you are, and understand how the business runs. They’re trying to figure out:
- Can this run without you?
- Are the numbers solid?
- Is there real growth potential?
4. Letter of Intent (LOI)
If things go well, the buyer sends you an LOI. It’s basically a non-binding agreement that says:
- Here’s how much we’ll pay
- Here’s how we’ll pay it (cash, earnout, seller note, etc.)
- Here’s how long due diligence will take
You can negotiate this. You should negotiate this.
5. Due Diligence
Now it gets serious. They’ll want to verify everything:
- Bank statements
- Stripe/QuickBooks exports
- Customer contracts
- Churn and MRR trends
- Team roles and responsibilities
- Technical review (sometimes they bring a dev to review your code)
It’s like prepping your project for open source — but with lawyers and spreadsheets.
6. Final Agreement and Close
Once diligence is done, both sides sign the final purchase agreement. Money moves into escrow, and once everything clears, you get paid and the buyer takes over.
Some sellers stay on for a transition period. Others peace out.
Developer Mistakes to Avoid
You don’t need to be a business genius to sell your SaaS — but here are a few things to watch for:
- Only talking to one buyer: No competition = lower price
- Weak documentation: Make sure your financials and codebase are clean
- Still doing everything yourself: If the business can’t run without you, that’s a red flag
Even if you’re years away from selling, thinking ahead helps. It makes your product more valuable — and your life easier.
Final Thoughts
You don’t need to be venture-backed or pulling $20M in ARR to attract interest. There’s a thriving market for small, profitable SaaS companies, especially if they’re well built and show steady growth.
If you're curious about what your business might be worth or how buyers think, it’s smart to start learning the process now.
Curious what your SaaS might sell for? Here’s a quick look at how SaaS companies are valued before they go to market.
And if you want a full walkthrough of the exit process, check out how SaaS M&A works.
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