Bootstrapping·Andrew Gazdecki, Acquire.com

Selling a Bootstrapped SaaS: Avoid These Mistakes

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Andrew Gazdecki bootstrapped his first SaaS to $10M ARR, then discovered that selling it was harder than building it. That painful exit inspired him to build Acquire.com, which has now helped over 2,000 bootstrapped SaaS startups get acquired with deal volume exceeding $500 million.

In this episode, Andrew breaks down the exact process for both buying and selling bootstrapped SaaS businesses - from getting your house in order, to creating buyer momentum with deal schedules, to the due diligence mistakes that kill acquisitions. He shares the story of a founder who sold for 2x what two other brokerages valued his business at.

Andrew Gazdecki is the founder and CEO of Acquire.com, the largest marketplace for buying and selling SaaS startups.

Before starting Acquire.com, Andrew bootstrapped and sold his own SaaS company. He grew it to $10 million in annual recurring revenue, but when he went to sell, the process was a massive headache - he spent years finding a buyer and had no idea what due diligence or legal terms meant.

That painful exit became the inspiration for Acquire.com. Today, the platform has helped over 2,000 startups get acquired, with total deal volume exceeding $500 million. Andrew explains how bootstrapped SaaS businesses are ideal acquisition targets for financial buyers like private equity firms, family offices, and individual entrepreneurs.

Andrew reveals the three biggest mistakes sellers make: overvaluing their business, refusing earnouts or creative deal structures, and failing to get their house in order before listing. He walks through the full selling process on Acquire.com - from creating a draft listing, to going live with over 500,000 registered buyers, to using deal schedules that create momentum and drive competing offers.

On the buying side, Andrew covers red flags to watch for, why code quality matters less than distribution and customers, and how one buyer turned a $25-50K acquisition into a $2M revenue business by rebranding it as pdf.ai. He also discusses the growing wave of AI-first bootstrapped SaaS businesses and why the barrier to entry for building these companies keeps getting lower.

This episode is part of our Bootstrapping series.

Key Insight

Acquire.com helped a bootstrapped SaaS founder sell for 2x more than two other brokerages valued his business by using a deal schedule that brought three dozen buyers to the table simultaneously, creating competing offers within a 4-6 week timeline.

Key Ideas

Use a deal schedule to get all buyers on the same timeline - competing offers drove 2x the valuation two other brokerages offered
Over 500,000 registered buyers on Acquire.com are matched to listings by industry, size, and type
Financial buyers (PE firms, family offices, individuals) actively seek profitable bootstrapped SaaS as acquisition targets
Get your house in order before listing - documented SOPs, clean P&L, and reduced founder dependency make businesses sellable
Overvaluing your business is the most common seller mistake - unrealistic pricing causes buyers to skip your listing entirely

Key Lessons

💰 Get your bootstrapped SaaS house in order before selling: Document SOPs, clean up your P&L, and reduce founder dependency. Buyers need to see they can step into your role easily - most startups are not sellable because everything lives in the founder's head.
📉 Overvaluing your business kills deals before they start: Founders routinely multiply revenue by 10x and call it a valuation. Realistic pricing based on market data gets buyers to engage - overpricing makes them skip your listing entirely.
🤝 Use deal schedules to create competing offers: Acquire.com's process brings all interested buyers to the same timeline, forcing offers within 4-6 weeks. One founder got 2x the valuation two other brokerages offered by having three dozen buyers competing simultaneously.
🔄 Stay open to earnouts and creative deal structures: Refusing anything except all-cash-at-close disqualifies many serious buyers. Earnouts and seller financing help buyers de-risk the acquisition while often resulting in a higher total price for sellers.
🛠️ When buying, prioritize distribution over code quality: Every bootstrapped SaaS has spaghetti code - that's normal. The real value is the customers, revenue, and brand. Damon Chen bought a small AI tool for $25-50K and grew it to $2M by focusing on distribution, not rebuilding.
🧠 Do thorough due diligence on financials and churn: Connect live Stripe or QuickBooks data to verify stated revenue. Check for customer concentration, high churn, and missing public reviews. These basics catch 80% of problems before they become expensive mistakes.

Watch the Episode

Chapters

00:00Introduction

00:33What Acquire.com does and who it's for

01:45Why focus on bootstrapped SaaS startups

03:30Over 2,000 startups acquired, $500M+ deal volume

04:34Biggest mistakes when selling a startup

06:09What types of businesses are harder to sell

07:33Overvaluing your business kills deals

08:01Top three seller mistakes

10:32Setting realistic expectations for deals

11:10The full selling process on Acquire.com

13:50How to stand out and get buyer attention

14:46Negotiation mistakes founders make

16:04Gabe's story - selling for 2x the valuation

18:32How deal schedules create buyer momentum

19:45Switching to the buying side

20:14Solo founders buying small SaaS products

21:20The Damon Chen / pdf.ai success story

21:45Red flags when evaluating a business to buy

23:17The buying process walkthrough

27:06Common mistakes when buying a startup

28:04Code quality vs distribution value

30:07Financing options for acquisitions

31:58Trends for bootstrapped SaaS in 2025

34:10The AI-first wave and future of acquisitions

36:25Where to find Andrew

Episode Q&A

How did Acquire.com help a founder sell his bootstrapped SaaS for 2x what other brokers valued it at?

Andrew used a deal schedule that brought three dozen interested buyers to the table simultaneously within 4-6 weeks, creating competing offers that drove the final price to double what two other advisory firms had valued the business at.

What are the three biggest mistakes bootstrapped SaaS founders make when selling?

Overvaluing the business based on unrealistic multiples, refusing earnouts or creative deal structures, and listing before getting their house in order with clean financials, documented processes, and reduced founder dependency.

How does Acquire.com's deal schedule create momentum for bootstrapped SaaS sellers?

By controlling the timeline so all buyers submit formal offers within the same 4-6 week window, sellers gain leverage to negotiate upward on price and terms instead of dealing with one buyer at a time over months.

What types of buyers are looking to acquire bootstrapped SaaS businesses on Acquire.com?

Financial buyers including private equity firms, family offices, high net worth individuals, and solo entrepreneurs - not strategic acquirers. These buyers specifically seek profitable, operator-friendly businesses.

How did Damon Chen turn a $25-50K acquisition from Acquire.com into a $2M revenue business?

He bought a small AI PDF reader tool, rebranded it as pdf.ai to get a premium domain, and scaled it to seven figures as a one-person operation using only contractors.

What red flags should buyers watch for when evaluating a bootstrapped SaaS on Acquire.com?

Customer concentration where one large client dominates revenue, no public reviews despite claimed customer counts, unusually high churn rates, and financial discrepancies when connecting live Stripe or QuickBooks data.

Why does Andrew Gazdecki say code quality matters less than distribution when buying a bootstrapped SaaS?

Most startup code is duct-taped together, and that's acceptable. The real value is the customer base, revenue, brand, and distribution - not the codebase. Buyers focused on code quality often overlook what actually drives returns.

How does seller financing work for bootstrapped SaaS acquisitions on Acquire.com?

The seller backs part of the purchase price as a loan - for example, 50% cash at close with 50% paid over 12-24 months with interest, using business revenue to cover payments.

What trends is Andrew Gazdecki seeing in bootstrapped SaaS acquisitions for 2025?

Three out of four businesses on Acquire.com are now AI-first, barriers to entry for building SaaS products keep dropping, and more solo operators are building small portfolios of bootstrapped SaaS products.

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