iMerge Advisors

APRIL 14, 2025

Even after months of diligence, negotiation, and documentation, the final 5% of the deal often requires 50% of the effort. At iMerge, weve advised on hundreds of software and technology transactions, and weve seen firsthand how last-minute negotiations can either derail a deal or solidify a successful exit.

Negotiation 40

Negotiation Acquisitions M&A Mergers and Acquisitions 40

iMerge Advisors

APRIL 15, 2025

If your product incorporates open-source components especially if youve fine-tuned or modified them its critical to understand the licensing implications and how they may affect your valuation, deal structure, or even deal viability. Founders who address these issues early can avoid costly surprises and preserve leverage in negotiations.

M&A 40

M&A Acquisitions Valuation Sale 40

iMerge Advisors

APRIL 13, 2025

Buyer and Seller Preferences In practice, the structure often reflects the relative negotiating power of the parties: Buyers especially private equity firms often push for asset sales to minimize risk and maximize tax benefits. When to Choose Each Structure Asset Sale May Be Preferable When: The seller is a pass-through entity (e.g.,

Sale 40

Sale Stock M&A Negotiation 40

OfficeHours

OCTOBER 20, 2023

Furthermore, if the portfolio company’s revenue is not able to increase with or outpace the rate at which inflation is rising, its valuation will ultimately be impacted. So you want to pursue a role in Private Equity and Growth Equity? Great, I’m learning a ton!

Investors 130

Investors Private Equity Equities Debt 130

iMerge Advisors

APRIL 19, 2025

Whether you're fielding inbound interest or proactively exploring a sale, this guide outlines the key considerations, valuation dynamics, and strategic steps to position your tech startup for a successful exit in the $3M$50M range. Understanding these dynamics is essential to tailoring your positioning and negotiating leverage.

Valuation 40

Valuation M&A Middle Market Private Equity 40

iMerge Advisors

APRIL 16, 2025

But when it comes time to raise capital, negotiate a strategic partnership, or prepare for an exit, the question becomes: how do you actually value your software companys IP? Why IP Valuation Matters in Software M&A In traditional industries, valuation often centers on tangible assets and cash flow.

Valuation 40

Valuation M&A Engineering Negotiation 40

iMerge Advisors

APRIL 11, 2025

But with the right preparation and advisory support, the timeline can be managed strategically to align with your goals whether thats maximizing valuation, minimizing disruption, or closing before year-end. Negotiation & LOI (12 months): Term sheet discussions, exclusivity, and selection of the lead buyer.

IT 40

IT M&A Valuation Advisory 40

iMerge Advisors

APRIL 9, 2025

In this article, well unpack the key valuation drivers, explore current market multiples, and offer practical steps to help you assess and enhance the value of your software business. Understanding the Core Valuation Framework At its core, the valuation of a software company is typically based on a multiple of earnings or revenue.

Sale 40

Sale Valuation M&A Discounted Cash Flow 40

iMerge Advisors

APRIL 16, 2025

In our experience advising software and SaaS companies at iMerge, weve seen how certain pitfallsoften overlooked in the early stagescan materially impact valuation, deal structure, and even the likelihood of closing. In practice, valuation is a function of growth rate, retention, margin profile, market positioning, and revenue quality.

Business 40

Business M&A Valuation Negotiation 40

iMerge Advisors

APRIL 8, 2025

Whether you're responding to inbound interest, planning a strategic exit, or exploring liquidity options, the process requires careful orchestration from valuation and positioning to buyer outreach and deal structuring. A well-prepared company signals professionalism and reduces perceived risk both of which drive valuation.

M&A 40

M&A Valuation Private Equity Negotiation 40

iMerge Advisors

APRIL 8, 2025

Are you optimizing for valuation, cultural fit, or speed? This allows time to optimize financials, clean up operations, and position the business for premium valuation. Understand What Your Company Is Worth Valuation is both art and science. Do you want to stay on post-sale or transition out quickly? Timing also matters.

Valuation 40

Valuation M&A Sale Negotiation 40

iMerge Advisors

APRIL 19, 2025

While the market for software acquisitions remains active, smaller SaaS businesses often face unique challenges in positioning, valuation, and deal execution that differ markedly from their larger counterparts. These businesses typically face: Valuation complexity due to hybrid revenue models (e.g.,

M&A 40

M&A Advisory Business Valuation 40

iMerge Advisors

APRIL 14, 2025

But in nearly all cases, the quality and clarity of your financial documentation will directly impact valuation, deal structure, and buyer confidence. A well-documented EBITDA bridge can materially impact valuation. Its a strategic investment that can pay dividends in both valuation and deal certainty.

Sale 40

Sale M&A Valuation Private Equity 40

Focus Investment Banking

MARCH 28, 2024

Some PPMs have gotten very large, with partnerships across a broad geographic area and valuations likely north of $1B. Our Expectations in 2024 and 2025 Generally, many of the largest and most desirable ophthalmology practices have gone to market and been acquired. For example, all affiliated practices are in the Southeastern US.

Private Equity 52

Private Equity Equities Valuation Acquisitions 52

iMerge Advisors

APRIL 10, 2025

Are you optimizing for valuation, cultural fit, speed, or long-term legacy? Thats why many founders choose to work with M&A advisors who can quarterback the process, maintain momentum, and protect your leverage during negotiations. Define What Right Buyer Means for You Before you start looking outward, take time to look inward.

Private Equity 40

Private Equity M&A Equities Valuation 40

iMerge Advisors

APRIL 14, 2025

Pre-LOI (Letter of Intent): Keep It Confidential During early-stage discussions exploratory calls, data room prep, or initial valuation modeling its generally best to limit knowledge of the process to a small, need-to-know circle. This typically includes the CEO, CFO, and perhaps a trusted legal or corporate development advisor.

Acquisitions 40

Acquisitions Shares M&A Valuation 40

Sica Fletcher

JULY 23, 2024

Because the current administration is keeping this option on the table in the proposed 2025 budget , it’s entirely possible that we may see a similar surge in deal volume as brokerage owners attempt to sell their businesses before any new laws are enacted. Are you meeting the firm’s principals? Still Uncertain?

M&A 52

M&A Insurance S&P Valuation 52

Sica Fletcher

JULY 31, 2024

With such a high level of competition, they face the double-edged sword of higher overall valuations vs. a relatively smaller initial payout as equity becomes an increasingly larger percentage of buyer offers. This has led to very high valuation multiples (~11.5x

M&A 52

M&A Insurance Debt Equities 52

iMerge Advisors

APRIL 14, 2025

This is where having a well-negotiated reps and warranties section in your purchase agreement becomes critical. Earn-Out Agreements and Performance-Based Payouts Earn-outswhere a portion of the purchase price is contingent on future performanceare common in software and SaaS transactions, especially when valuation gaps exist.

Sale 40

Sale M&A Mergers and Acquisitions Capital 40

iMerge Advisors

APRIL 14, 2025

What You Need Ready Before Closing By the time you reach the closing table, most of the heavy lifting due diligence, negotiation, and documentation should be complete. In fact, as we noted in Completing Due Diligence Before the LOI , early preparation not only accelerates closing but can also increase buyer confidence and valuation.

Acquisitions 40

Acquisitions Mergers and Acquisitions M&A Sale 40

iMerge Advisors

APRIL 15, 2025

Beyond the standard due diligence and contract negotiations, certain transactionsespecially those involving foreign buyers, sensitive technologies, or market concentrationcan trigger government reviews that delay or even derail a deal. These sector-specific reviews can delay closing or require deal modifications.

M&A 40

M&A Mergers and Acquisitions Advisory Negotiation 40

iMerge Advisors

APRIL 15, 2025

Firms like iMerge specialize in helping software founders navigate these complexities, from structuring secure diligence processes to negotiating favorable deal terms. Whether you're preparing for a strategic exit or fielding inbound interest, a thoughtful approach to IP disclosure can make or break your outcome.

Shares 40

Shares Trading M&A Architecture 40

Cleary M&A and Corporate Governance Watch

MARCH 29, 2023

However, we expect that there will be lots of negotiating over the fiscal 2024 budget, so one or more of these proposals may find their way into the final budget. Individual Tax Rate Increases Currently, the top marginal individual income tax rate is 37% until after December 31, 2025, when the top marginal tax rate will be increased to 39.6%.

Accountant 52

Accountant Medical Investment Funds 52

Lake Country Advisors

APRIL 4, 2025

In 2025, the landscape of business sales is evolving, with shifting buyer expectations, regulatory updates, and economic factors playing a significant role in how deals are structured. A business broker brings specialized expertise, industry connections, and negotiation skills to maximize business value and ensure a seamless transaction.

Broker 52

Broker Business Negotiation Valuation 52

iMerge Advisors

APRIL 12, 2025

Summary of: How to Negotiate the Best Deal When Selling Your Software Company For many software founders, selling their company is the most consequential financial event of their lives. Negotiating the best deal requires more than a strong pitch deck or a high revenue multiple. But in M&A, value is multidimensional. For how long?

Negotiation 40

Negotiation M&A Valuation Private Equity 40

Lake Country Advisors

APRIL 9, 2025

In 2025, digital tools, artificial intelligence, and automation are making transactions faster, more efficient, and more secure. Sellers and buyers now expect data-driven insights, real-time valuations, and digital platforms that streamline business sales.

Broker 52

Broker Business Valuation Negotiation 52

Lake Country Advisors

MARCH 13, 2025

Cross-border M&A transactions are gaining momentum in 2025, fueled by global economic integration and emerging market opportunities. Their ability to mediate prevents misunderstandings that could cause negotiations to break down. Experienced business brokers play a pivotal role in addressing these complexities.

Broker 52

Broker M&A Business Negotiation 52

MergersCorp M&A International

MAY 27, 2025

However, 2024 and early 2025 have signaled a re-evaluation and adaptation of the SPAC model, with a renewed focus on quality, transparency, and strategic alignment. De-SPAC Transaction: Once a target is identified, detailed due diligence is conducted, terms are negotiated, and a definitive agreement is signed. What is a SPAC?

IPO 52

IPO Mergers and Acquisitions Investors Capital 52

Cooley M&A

JANUARY 22, 2025

billion kicking off 2025 with a bang, will the pounds go back on in the new year? Below we take a look at drivers of these dynamics over the past year and offer our predictions for whats to come in 2025. With J&Js announced deal to acquire Intra-Cellular Therapies for $14.6

M&A 64

M&A Mergers and Acquisitions Pharmaceutical Acquisitions 64

iMerge Advisors

APRIL 9, 2025

Understanding the Valuation Process For software founders and CEOs, few questions carry more weight than: What is my company worth? Whether you're considering a strategic exit, raising growth capital, or simply planning for the future, understanding your companys valuation is essential. Summary of: What Is My Software Company Worth?

Valuation 40

Valuation M&A Discounted Cash Flow Advisory 40

Focus Investment Banking

MAY 19, 2025

The Legal Trap That Can Kill Your Deal A poorly negotiated lease can derail the sale of your business even when you’ve found the perfect buyer. This negotiation may be uncomfortable nowbut it will protect your businesss value and marketability down the road. The problem? Assignment clauses.

Sale 52

Sale Business Negotiation M&A 52

iMerge Advisors

APRIL 13, 2025

For software founders and tech CEOs preparing for a sale, growth capital raise, or strategic acquisition, understanding the purpose and power of a QoE report can be the difference between a smooth transaction and a value-eroding negotiation. Supports a Higher Valuation Buyers pay for confidence. But what exactly is a QoE report?

M&A 40

M&A Valuation Advisory Negotiation 40

iMerge Advisors

APRIL 15, 2025

But make no mistake: this is a diligence item that can materially impact deal certainty and valuation. Proactive IP Hygiene Increases Valuation At iMerge, weve seen firsthand how early legal cleanup can increase deal confidence and reduce friction. Heres a step-by-step approach: 1.

M&A 40

M&A IT Valuation Advisory 40

iMerge Advisors

APRIL 13, 2025

Founders navigating valuation or deal structuring decisions can benefit from iMerges experience in software and tech exits reach out for guidance tailored to your situation. Build Relationships Before You Need Them Strategic acquisitions rarely happen out of the blue. Its not about chasing a buyer.

M&A 40

M&A Valuation Advisory Business 40

iMerge Advisors

APRIL 13, 2025

Done well, it can increase valuation, expand the buyer pool, and smooth post-close integration. As weve seen in numerous transactions at iMerge Advisors , buyers will often discount valuation or structure earn-outs to hedge against this risk. If that person walks out the door post-transaction, whats left behind? Will customers churn?

M&A 40

M&A Sale Valuation Advisory 40

iMerge Advisors

APRIL 13, 2025

In software M&A, earn-outs are often the bridge between a sellers valuation expectations and a buyers risk tolerance. This structure can help close valuation gaps while giving the buyer downside protection. Summary of: Whats a Fair Earn-Out Structure in a Software M&A Deal?

M&A 40

M&A Valuation Advisory Mergers and Acquisitions 40

iMerge Advisors

APRIL 12, 2025

But while valuation and deal terms often dominate early conversations, the tax implications of a sale can quietly erode a substantial portion of your proceeds or, with the right planning, preserve millions in after-tax value. Disagreements over allocation can become a sticking point in negotiations.

Business 40

Business Sale M&A Capital 40