# Discretion Capital

> M&A advisory for B2B SaaS companies between $2-20M ARR. We run structured sell-side processes targeting 100+ strategic and PE buyers to maximize founder outcomes. 85% engagement-to-close rate. Based in the US.

## Main Pages

- [Home](https://discretioncapital.com/index.md): Overview of Discretion Capital's M&A advisory services, process, testimonials, and proof points
- [About](https://discretioncapital.com/about.md): Team background — technical founders who understand SaaS metrics and valuation
- [Transactions](https://discretioncapital.com/transactions.md): Portfolio of completed M&A transactions including acquisitions by Uber, Cvent, Salsify, and others
- [Articles](https://discretioncapital.com/articles.md): Index of M&A articles for B2B SaaS founders
- [Contact](https://discretioncapital.com/contact.md): How to get in touch and what to expect from the process

## Articles

- [Key Valuation Drivers for B2B SaaS](https://discretioncapital.com/articles/valuation-drivers.md): What makes B2B SaaS companies valuable — growth rates, NRR, GRR, profitability, and customer concentration
- [Top 9 LOI Gotchas for B2B SaaS Founders](https://discretioncapital.com/articles/loi-gotchas.md): Key issues to watch for when reviewing Letters of Intent in SaaS acquisitions
- [The Crucial Choice: VC Track or PE Track?](https://discretioncapital.com/articles/vc-or-pe-track.md): Understanding different exit and funding paths for SaaS founders
- [When Should You Sell Your B2B SaaS?](https://discretioncapital.com/articles/when-to-sell-your-saas.md): Timing considerations for exiting your SaaS business, with quantitative analysis
- [The M&A Cheat Sheet](https://discretioncapital.com/articles/ma-cheat-sheet.md): Quick reference guide covering the full M&A process for SaaS companies
- [Why You Should Hire an Investment Bank](https://discretioncapital.com/articles/why-hire-bank.md): The value of M&A advisors even when you already have prospective buyers
- [What Is My SaaS Company Worth? A Founder's Valuation Guide](https://discretioncapital.com/articles/what-is-my-saas-company-worth.md): SaaS company valuation fundamentals, how buyers price companies, and benchmarks for $2-20M ARR businesses
- [How to Sell a B2B SaaS Company: The Complete Process](https://discretioncapital.com/articles/how-to-sell-b2b-saas-company.md): The complete step-by-step process to sell your B2B SaaS company, from preparation through close
- [SaaS Earnouts Explained: How They Work and When They're Worth It](https://discretioncapital.com/articles/saas-earnouts-explained.md): How SaaS earnouts work, when they're worth negotiating, and what pitfalls to avoid
- [When to Sell Your SaaS Company: A Decision Framework](https://discretioncapital.com/articles/when-to-sell-saas-company.md): Key ARR thresholds, profitability milestones, and growth signals for timing your exit
- [The SaaS Letter of Intent Explained: Every Clause, Every Lever](https://discretioncapital.com/articles/saas-letter-of-intent-explained.md): Every clause in a SaaS LOI decoded, the EV-to-proceeds bridge, and where founders have leverage
- [A SaaS Founder's Quick Guide to Advisors: Brokers vs. Bankers, Buy-Side vs. Sell-Side](https://discretioncapital.com/articles/saas-advisor-guide.md): Brokers vs. bankers, sell-side vs. buy-side, and the conflicts every SaaS founder should understand before hiring an M&A advisor
- [Strategic Buyer vs. Private Equity: Who Pays More?](https://discretioncapital.com/articles/strategic-buyer-vs-private-equity-saas.md): How PE tuck-ins, platforms, and value buyers compare for maximum exit value

## The Definitive Guide to M&A for B2B SaaS

- [Guide Overview](https://discretioncapital.com/guide/index.md): Complete guide to selling a B2B SaaS company between $2-20M ARR
- [Chapter 1: Why This Guide Exists](https://discretioncapital.com/guide/why-this-guide-exists.md): The information asymmetry problem in SaaS M&A and why founders need better resources
- [Chapter 2: Who Buys B2B SaaS Companies](https://discretioncapital.com/guide/who-buys-b2b-saas.md): Understanding strategic buyers, PE platforms, PE tuck-ins, and individual buyers
- [Chapter 3: What Is Your B2B SaaS Worth](https://discretioncapital.com/guide/what-is-your-saas-worth.md): Valuation multiples, key metrics, and what drives SaaS company value
- [Chapter 4: The Impact of Deal Structures](https://discretioncapital.com/guide/saas-deal-structures.md): Understanding earnouts, equity rollovers, seller notes, and payment terms
- [Chapter 5: When to Sell Your SaaS](https://discretioncapital.com/guide/when-to-sell-your-saas.md): Market timing, personal readiness, and business readiness considerations
- [Chapter 6: The M&A Process Step By Step](https://discretioncapital.com/guide/ma-process.md): Complete walkthrough of the sell-side M&A process from pre-diligence to close
- [Chapter 7: How to Prepare Your Company](https://discretioncapital.com/guide/prepare-your-company.md): The operational and financial preparation that separates smooth deals from disasters
- [Chapter 8: The Anatomy of a B2B SaaS LOI](https://discretioncapital.com/guide/anatomy-of-an-loi.md): Detailed breakdown of every term in a Letter of Intent
- [Chapter 9: How to Survive Due Diligence](https://discretioncapital.com/guide/surviving-due-diligence.md): Managing the diligence process, common pitfalls, and preparation tips
- [FAQ](https://discretioncapital.com/guide/faq.md): Frequently asked questions about selling a B2B SaaS company