Acquisition of a Niche SaaS Business via SBA 7(a), Deferred Service Contract Liabilities, and Technical Founder Transition Plan

Deal Review Acquisition of a Niche SaaS Business

September 09, 20256 min read

Asking Price: $2,100,000
Annual Revenue: $1,340,000 (ARR)
Annual Profit (SDE): $570,000
Customer Base: ~420 active B2B accounts
Product Type: Vertical SaaS – Field Service CRM + Dispatching Suite
Market: Niche contractors (chimney, pest control, septic, and mobile repair)
Location: Remote, U.S.-Based Clients
Deal Type: Asset Purchase


Executive Summary

This SaaS acquisition opportunity targets a niche but profitable vertical within field service operations. The company offers a proprietary CRM and dispatching platform tailored specifically for small contractors in less-standardized markets such as chimney inspection, septic maintenance, mobile mechanics, and pest control.

With $1.34M in annual recurring revenue and $570K SDE, the company commands a 3.68x multiple at the asking price of $2.1M. The business is bootstrapped, profitable, and operates with a 100% remote team. The product is sticky, has less than 4% churn annually, and services a high-LTV, low-tech client base that has limited switching appetite due to training, onboarding, and data migration complexity.

This deal is SBA 7(a) loan eligible and includes a technical founder transition plan that mitigates engineering risk. Notably, the business has deferred service contract liabilities that create tax-advantaged revenue deferral, allowing the buyer to spread income recognition while receiving cash upfront. The SaaS is coded in Laravel + Vue.js, hosted on AWS, and follows SOC-2 best practices despite not being certified.


Deal Structure and Terms

  • Asking Price: $2,100,000

  • ARR: $1,340,000

  • SDE: $570,000

  • Monthly Recurring Revenue (MRR): ~$112,000

  • SaaS Metrics:

    • LTV: $3,870

    • CAC: $410

    • Payback Period: <2 months

    • Churn: 0.29% monthly (~3.5% annual)

    • ARPU: $265

  • Deal Structure:

    • 85% SBA 7(a) Loan

    • 10% Buyer Equity

    • 5% Seller Note (12-month balloon)

  • Transition: 90-day technical handoff included; optional 12-month engineering consulting retainer at $6,500/month

  • Contract Type: Asset purchase; no assumption of founder’s C-Corp or liabilities


Product and Customer Profile

Product Features:

  • Calendar-based dispatching & routing

  • CRM with customer profiles, billing, and history

  • Mobile technician app (iOS + Android)

  • Integrated invoicing and payments (Stripe + Plaid)

  • QuickBooks Online integration

  • Template builder for service reports, inspections, estimates

  • Tiered permission sets and subcontractor module

Client Base:

  • ~420 active companies

  • Avg. seats per company: 5–7 users

  • 90% U.S.-based, 10% Canada

  • Core verticals: chimney services, pest control, septic/grease trap maintenance, mobile repair (auto and appliance)

  • 92% of revenue on annual prepaid contracts

  • 60% of customers have used the platform >3 years

Most clients operate under a $249/mo to $499/mo plan, with seasonal upcharges for summer service boosts and per-location pricing for multi-city operations.


Financial Overview

TTM Revenue: $1.34M (ARR)
TTM SDE: $570,000
SDE Margin: ~42.5%

Cost Breakdown:

  • AWS & Infra: $42,000/year

  • Stripe Processing Fees: ~$30,000/year

  • Payroll: $320,000/year (3 engineers, 1 support rep, 1 account manager)

  • Software Stack: $8,000/year (Intercom, G-Suite, GitHub, Linear, etc.)

  • Ad Spend: $22,000/year (retargeting + SEO contractor)

  • Misc. Admin: $9,000/year

  • Founder Salary Addback: $120,000

The business maintains full GAAP accrual records, with cash-basis adjustments for tax purposes. Deferred revenue is tracked and amortized monthly for tax optimization. Over $800,000 in annual revenue is prepaid annually and recognized monthly in compliance with ASC 606.


Operational Overview

Team:

  • 2 Full-Time Backend Engineers (Laravel, MySQL)

  • 1 Full-Time Frontend Engineer (Vue.js)

  • 1 Full-Time Customer Support Rep (8am–6pm EST)

  • 1 Full-Time Account Manager (demo calls, onboarding, upsells)

  • Founder: CTO/CEO role; writes code, oversees ops, handles tier 3 escalations

Hosting:

  • AWS (EC2 + RDS)

  • Cloudflare (CDN + security)

  • Github / CI-CD via Github Actions

  • Database snapshots every 2 hours; full backups daily

Support Model:

  • Live chat (9am–5pm EST)

  • Email ticketing (24-hour SLA)

  • New user onboarding: automated + optional 1-on-1 Zoom

  • Knowledge base with 200+ articles and video tutorials

Uptime: 99.96% TTM
Support Satisfaction Score: 94%
Net Promoter Score (NPS): 51


Transition Plan

The founder is offering a 90-day full-time handoff that includes:

  • Codebase walkthrough

  • Infrastructure architecture overview

  • Security protocol and patching SOPs

  • Customer intro meetings (top 20 accounts)

  • Training new or existing engineering hires

  • Admin panel training and customer issue triage flow

  • Optional continuation as part-time fractional CTO at $6,500/month (up to 12 months)

The codebase is well-documented, with internal wikis and full CI/CD pipelines. APIs are versioned and support backward compatibility. Any buyer without technical experience is advised to secure a retained lead engineer to absorb the full dev stack.


Growth Opportunities

1. Affiliate Program Launch:
Many customers refer others. A formal affiliate program with $500 referral bonuses or 1 free month incentives could accelerate net adds by 15–20% annually.

2. Industry Partnerships:
Partnerships with chimney inspection certification boards, pest control licensing bodies, or insurance brokers could create bundled software offers.

3. Self-Service Sign-Up and Freemium Tier:
Currently, 100% of accounts onboard via sales call. Enabling a freemium plan could widen funnel volume, particularly in price-sensitive sub-verticals.

4. Add Vertical Expansions:
The same platform could be repositioned for HVAC, pool servicing, or mobile detailing each underserved by generic CRMs.

5. RFP Targeting for Municipal Work:
The software could be tailored for small-city government or municipal vendor use (e.g., septic inspections, street light repair), which are often underserved and have large contract value potential.

6. Annual Price Increase:
There hasn’t been a price change in 3 years. Increasing ARPU by $20/mo across 400+ accounts = $96,000/year in pure EBITDA.


Risk Factors

1. Founder Reliance:
Although the team is solid, the founder still plays a technical role. Replacing this knowledge via retained engineering or documentation is essential.

2. Niche Market Ceiling:
Core verticals are under-digitized for a reason: many operators are slow to adopt tech. TAM is modest unless vertical expansion is pursued.

3. Deferred Revenue Liability:
Approximately $800K of collected cash is tied to future service delivery. Though standard in SaaS, buyers must maintain high uptime and delivery standards to avoid clawbacks or refunds.

4. Competitive Entrants:
Housecall Pro, ServiceTitan, and Jobber dominate generalized field service SaaS. While not niche-specific, price war or feature release cycles could pressure retention.

5. Limited Data Usage:
Platform does not yet monetize data insights or usage analytics. If competitors begin offering AI-powered route optimization or upsell alerts, feature parity may be required.


Buyer Suitability

This business is ideal for:

  • SaaS Aggregators: Especially those focused on niche vertical software

  • Technical Founders: With Laravel + Vue experience or team in place

  • Private Equity Micro Funds: Looking for stable ARR + high margin

  • Strategic Field Service SaaS Firms: Seeking lateral expansion into niche verticals

  • Search Fund Operators: With SaaS exposure and willingness to scale vertical offerings

Not recommended for pure financial buyers without technical support or interest in managing engineering.


Deal Structuring Summary

  • Loan Type: SBA 7(a) with 10% buyer equity; seller note covers 5%

  • Deferred Rev Management: Buyer will assume prepaid accounts as deferred liability on books, amortized monthly

  • Seller Consulting: 3-month full-time handoff + 12-month optional part-time CTO

  • Tax Planning: Buyer can elect IRC §197 amortization or leverage IRC §481 adjustment if acquiring assets over equity

  • Contract Transfer: All subscriptions are monthly/annual via Stripe and legally assignable under ToS


Final Assessment

This SaaS acquisition is a textbook example of niche vertical software that produces stable, defensible cash flow with low churn, minimal overhead, and immediate scale opportunity. Between the favorable price point, proven stickiness, and technical transition pathway, it offers a powerful entry for buyers targeting service businesses or SMB digitization markets.

Deal Summary:

  • ARR: $1.34M

  • SDE: $570K

  • Churn: <4% annually

  • Asking Price: $2.1M (3.68x multiple)

  • Risk: Moderate – mostly founder engineering and market ceiling

  • Growth Path: Strong – price, verticals, partnerships

  • Transition Support: Extensive and well-documented

Co-Founder and COO of Eagle Dawn Capital

Danny Carlson

Co-Founder and COO of Eagle Dawn Capital

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