How to Prepare Your SaaS Business for Sale in 90 Days
A 90-day pre-sale checklist that maximizes valuation and speeds the deal.
Preparing a SaaS business for sale in 90 days requires focused work on financials, operations, and buyer-facing materials so that the business clears diligence quickly and commands a premium multiple. Sellers who follow a structured 90-day plan typically achieve 3.5–4.2x ARR instead of the 2.2–2.8x ARR paid for unprepared assets.
Days 1–30: Clean Financials and Establish a Data Room
Begin by moving from monthly bookkeeping to investor-grade reporting. Reconcile the last 24 months of Stripe, Chargebee, and bank data, then restate revenue under ASC 606 rules. Calculate MRR, ARR, net revenue retention, and churn cohorts in a single Google Sheet or Notion dashboard that buyers can export.
Simultaneously create a data room on Google Drive or Dropbox Business with folders for financials, product, customers, legal, and HR. Include the last three years of tax returns, all cap tables, and every material contract over $5k. This step alone reduces diligence time by three to four weeks.
Days 31–60: Reduce Key-Person Risk and Document Processes
Buyers discount heavily for businesses that rely on founders for code deployment or customer success. Document every recurring task in Loom videos and Confluence, then assign ownership to at least two team members. If you run a solo operation, hire a part-time contractor for support tickets and code review before listing.
Standardize churn reporting so monthly figures are calculated identically to how FE International and Empire Flippers calculate them. Target gross churn below 3 % and net revenue retention above 105 %; these benchmarks routinely add 0.5–0.8x to final ARR multiples on Acquire.com and hades.ae.
Days 61–90: Build the Teaser, Run a Controlled Outreach, and Secure an LOI
Write a one-page teaser that shows trailing-twelve-month ARR, growth rate, churn, and EBITDA margin without revealing the company name. Engage two or three vetted brokers (MicroAcquire, FE International, or hades.ae) to run a simultaneous outreach to their buyer networks while you quietly approach strategic acquirers directly.
Once you receive a signed LOI, move immediately to an APA template reviewed by counsel. Place 10–15 % of the purchase price in escrow for 12 months to cover any post-close indemnity claims. This structure is now standard on 2025–2026 deals and prevents last-minute renegotiation.
Quick Reference Checklist
- 24 months of reconciled financials exported to CSV
- Churn and cohort tables updated monthly
- All IP assigned to the company entity
- Key customer contracts reviewed for change-of-control clauses
- Founder non-compete and employment agreements drafted
How long does the entire sale process take after the 90-day prep?
From first buyer call to wire transfer, most prepared SaaS companies close in 45–75 days when listed on hades.ae or Acquire.com.
What multiple can I realistically expect?
2026 data shows quality B2B SaaS businesses with $300k–$2M ARR and under 3 % churn trade between 3.8x and 4.5x ARR when sold through curated marketplaces.
Should I use an escrow service?
Yes. Almost every transaction above $500k now uses a licensed escrow agent holding 10–15 % of proceeds for 12 months as standard indemnity protection.
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