Insights / Interview
Interview: how we raised Ole's initial offer by more than 30%
A seven-figure SaaS business, run by its founder for seven years
A first sale, run alone, fell through after months of due diligence
Took over the process, brought in new buyers, negotiated the offer and exclusivity, coordinated due diligence and negotiated the final contract
I honestly think that if Nextoria wasn't involved, this transaction would not have happened.
Ole T.Founder
Ole is an experienced founder and serial entrepreneur who hired Nextoria to sell the SaaS business he had run for seven years. In this interview, he talks about his experience working with us on his exit, and how having an advisor by his side changed the process.
How did you decide to work with Nextoria?
I first tried to sell my seven-figure software business by myself. I received three offers, and I accepted the best one. Unfortunately, after a few months of due diligence, and a great deal of my own time and effort, the buyer had a change of heart and walked away. So after all that work, I was back to square one.
A few months later, I decided to reopen discussions with the buyer who had made the second-best offer. Around the same time, Nextoria happened to reach out to me. After the frustration of my first attempt, I thought it might help to bring in a professional advisor to guide the process, so I agreed to a conversation to see if it made sense to work together.
So after all that work, I was back to square one.
After a couple of conversations, I decided that bringing Nextoria on board could really help, given their experience and their understanding of both the business and my situation. As I already had a relationship with the second buyer, we agreed that I would keep leading that conversation, with Nextoria's support, while they brought in other interested buyers in case it didn't work out.
How did things change when Nextoria got involved?
First, Nextoria helped me negotiate with my existing buyer behind the scenes. They went through our entire communication history and pointed out what was important to address. Eventually, the buyer told us they couldn't honour their initial offer because of a change in strategy. They asked for a significant price reduction, and at that point it was clear their offer was no longer acceptable to me.
That's when Nextoria took over the exit process completely.
They prepared all the materials, presentations and financials we shared with buyers. They were very efficient, and I didn't have to do much at all during this part of the process. One thing I liked is that they took the time to really understand my business, to tell the best possible story to buyers. For example, after I identified opportunities to increase revenue by changing our pricing, they went through our numbers to quantify the impact and risks of those changes, so we could make the strongest case to buyers.
Then they started reaching out to more buyers, including the third buyer from my first round of offers. While negotiating with them, Nextoria quickly found several win-win opportunities and proposed adjustments to the deal structure. Their talks were so successful that they convinced this buyer to increase its offer by more than 30%. Even after Nextoria's commission, the third buyer's final offer was higher than the two best offers I had received up to that point.
After my previous experience, I very much wanted to close a deal as soon as possible, and I was tempted to accept this offer straight away. But Nextoria convinced me to talk to a few more buyers before making a final decision.
Even after Nextoria's commission, the third buyer's final offer was higher than the two best offers I had received up to that point.
I gave them the green light, and they brought new buyers to the table quite quickly. One of them made an offer that was initially lower than the one I had pending, but Nextoria negotiated, and within days they came back with an improved offer that was far better. Under the new offer, not only was the upfront payment the highest I had received, but the future payments could bring the deal's total value to around 30–50% above every other competing offer. Nextoria also negotiated contract terms to limit the risk on those future payments, and to limit my involvement during the transition (the other buyer wanted me to stay on for 12 months).
My decision was easy at that point, and I signed an LOI with the new buyer that Nextoria had sourced and vetted.
What was your experience of due diligence?
Nextoria's team was extremely thorough and persistent during due diligence. It was important for the deal to close quickly, so the new buyer could take over and push on growth, and Nextoria wanted to make sure due diligence wouldn't drag on. They negotiated an exclusivity period shorter than the buyer's initial ask, so we could move on if due diligence didn't go as planned.
During due diligence, Nextoria stayed on top of all communication with the buyer and helped answer every data request. That made the process smooth overall, but a few things still needed dealing with, and Nextoria handled them all very knowledgeably and professionally.
For example, towards the end of the exclusivity period, the buyer insisted on bringing in a third-party auditor, apparently at their investors' request. That would have extended due diligence beyond the agreed timeline. The buyer also brought up an old concern that our growth had slowed since the LOI was signed. We had been very transparent about that from the start, because Nextoria had flagged it as something a buyer could use as leverage in due diligence to try to lower the offer. If it had just been me, I'm not sure I could have pushed back on either issue. But Nextoria handled those conversations, took a very strong stance, and held the buyer to their initial offer.
Nextoria and I also brainstormed ways to address the buyer's concerns about growth, including some quick wins. We didn't end up needing to act on them, but I really appreciated how proactive they were. It was great to have them in my corner as a thought partner, and I really felt we were on the same team.
If it had just been me, I'm not sure I could have pushed back on either issue.
What about the final contract negotiations?
That happened in parallel with due diligence, and it was far more complex than I expected. There were several clauses in the first draft of the asset purchase agreement that I wasn't comfortable with at all, and if I had been running the process alone, I might well have walked away from the deal. When you sign an agreement of this size, you really want to be on top of every clause, to avoid surprises later.
Nextoria's role was essential in helping me understand what was standard, what I should push back on, and how to find the right balance between risk and reward. They translated what we received and explained the buyer's perspective in a way that made sense, but they were also there to draw lines in the sand where needed. They seemed to know where we had room to negotiate and where it would be hard to gain anything, and they pulled the right levers at the right time.
For example, because the offer included an earn-out based on future performance, it mattered to us that the buyer took the right steps to grow sales, including the price increases I strongly believed would boost revenue. That's not something buyers are comfortable committing to in a contract, which I completely understand. Nextoria found a way to cover it in the contract that both sides were comfortable with.
Nextoria's role was essential in helping me understand what was standard, what I should push back on, and how to find the right balance between risk and reward.
How are things now, looking back?
The experience has been pretty much flawless so far, and I'm extremely happy with my choice. Everything we agreed has been respected, and there were no surprises on either side, because of how thorough we had been at every step. The transition was even easier than I expected: I only had to provide support for two months after the deal, instead of the four we had agreed. I'm still in touch with Nextoria about the price increases we agreed with the buyer after closing, and the buyer keeps me updated on how things are going, which I really appreciate.
It's easy to underestimate how intense an exit can be, and Nextoria made a real difference.
I honestly think that if Nextoria wasn't involved, this transaction would not have happened. Not only did they bring in the final buyer and negotiate a very strong offer in a short time, their work throughout the process was invaluable. There were several moments when the deal could have fallen through, and Nextoria put it back on track by negotiating and always finding a constructive way forward. Beyond that, it was great to have someone on my team I could fully trust, who I felt had my back. It's easy to underestimate how intense an exit can be, and Nextoria made a real difference.
Thinking about an exit?
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