Preparing a SaaS Business For Sale
The Situation
A PE-owned SaaS business with operations in 20+ countries across three continents had initiated discussions with potential investors for a minority equity sale. The Company had completed four acquisitions over the prior three years. Management didn’t fully integrate the acquired businesses, thus the Company operated as five separate entities with autonomous regional teams and disparate systems, controls, and policies. Accordion was engaged to take a leadership role, alongside the CFO, in the sell-side process by preparing and managing the data room and responding to diligence requests.
Services
Sell-Side Readiness
M&A Execution Support
Project Management Oversight
The Execution
- Acted as a quarterback for the overall due diligence process and assisted the Company in providing accurate and timely responses to all diligence requests by the interested parties and deal advisors.
- Managed the population of the data room, including all supporting documentation and analyses.
- Analyzed the historical performance of the business and prepared financial and operational schedules including:
- Monthly financial trending statements (income statement, balance sheet, cash flows, capex, and working capital) including a build-up by entity to the consolidation report
- Recurring vs. non-recurring revenue on a country/segment/product basis
- Detailed backlog and sales pipeline reports
- Reconciliation of transactional details to audited financial results, internal reporting, and projections prepared for the sale process.
- Reconciled disparate data sources to create granular customer level data sets that enabled interested parties to conduct cohort level analytics.
- Collected and organized data room diligence documents from departments throughout the firm including HR, IT, Legal, Marketing, and Sales.
The Results
With the support of Accordion, the Sponsor successfully sold a significant minority position in the Company at the top of their anticipated valuation range. Although data sets existed in disparate systems or needed to be created from scratch, we were able to quickly understand and aggregate financial and operational data to support the overall story being articulated to potential buyers. When the engagement was extended with a smaller Accordion team to include the due diligence phase, we were informed that we were in a better position to manage this stage than the investment bank initially hired to run the sell-side process.