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I Merged My One-Person Software Company with a Bigger Player (2018)

82 points| rwalling | 7 years ago |philderksen.com | reply

30 comments

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[+] kreetx|7 years ago|reply
In the text the author discusses also selling the company outright - question: how does one calculate a price for this usually? A few years' profit?
[+] einarvollset|7 years ago|reply
Depends on kind of business, profit level and size.

A small (sub $1m in annual revenue) services company will typically sell on some multiple of "seller discretionary earnings" - basically; how much cash can the owner operator take out in a year (including their own salary). A "typical" multiple would be 2-4x SDE.

A larger services company will typically sell on some multiple of EBITDA (earnings before interest, taxes, depreciation and amortization). The main way this differs from the above is that the owners/CEO salary is not included. Traditionally the multiples here has been 4-6x EBITDA (which is what a "value oriented" private equity fund will seek to pay), but recently there is so much dry powder in the private equity world that those multiple has been pushed up, particularly for technology companies. 6-10x is not unheard of, more is possible.

A product or software (especially SaaS) company might sell on a multiple of gross revenue instead of earnings. Depending on how profitable the company is, this may or may not be a higher value than the above EBITDA multiple. Above a certain size, I would expect a SaaS company to sell for at least 3-4x revenue, more if growth is strong, even more for larger businesses.

In general you'll see multiples go up for a) strategic fits for larger acquirers (eg they can sell your product to their existing customers) b) growth and c) larger revenue companies.

This latter point might be confusing - why would a larger company not only get a higher price because the earnings/revenue is higher, but also get a higher multiple of that revenue? This "multiple expansion" occurs because there are (lots) more available capital to buy larger companies. Smaller companies are riskier and also the transaction and other costs (operating, optimizing) are similar for a $100m vs a $10m deal. There is also more leverage available at better terms for buyers of large companies.

[+] everdev|7 years ago|reply
Yes, service companies usually sell for 2-3.5x annual recurring revenue (ARR), which is measured by averaging your last 3-5 years of revenue.

And you'll need to be easily replaceable.

[+] duxup|7 years ago|reply
IIRC I think it was Instagram that when they talked about being bought by Facebook that they sat down and agreed that if Facebook bought Instagram that Instagram would be X% of the value of the combined companies and thus they came up with that number.

It seemed like a non traditional route as it wasn't the usual X earnings multiplied by a time period.

[+] cabaalis|7 years ago|reply
I want to make a minor point that is not a critique but more a statement so first of all, congratulations on your success!

I think we as a society need to stop referring to single member entities with no employees (meaning a single, sole person) as a "company."

"Business" seems like a better term, or even just "product" if that's what you're selling. But "company" naturally implies multiple people, which lends credence to the business as it means the business can support more than one income.

[+] neogodless|7 years ago|reply
I think I'll be the oddball here, and lightly agree with the gist of the comment. "Company" as per dictionary definition is "a number of individuals assembled or associated together; group of people" and in this context, "business" is at least equally as accurate, if not more so. Because you can be a "company" of chorus singers that go door-to-door giving out free song, but "business" much more precisely means you provide something in exchange for currency, either by yourself or as part of a larger group, and really "software" can be set up to be a "zero person" company, something capable of making money regardless of the people involved. That's something you can really sell.

I think the reason this comment is so disliked is because it's strongly worded as if the original word usage was a horrible, systemic mistake.

> we as a society need to stop

This is unnecessary. Sure, the vocabulary choice would probably be improved a bit with "business", but it really didn't take away from the story. If not for it saying "one-person" in the title, it might haven taken slightly longer to process "Oh, solo entrepreneur, got it" vs "small company with a few employees" - which is not totally insignificant. It's a bit of a difference between a personal choice that affects one person vs. a leader and some followers who are being taken down a different path.

[+] ptah|7 years ago|reply
a company is a separate legal entity, not a collection of humans
[+] arcturus17|7 years ago|reply
Not only is this completely wrong from a legal and business standpoint, why would we even need this as a society?
[+] caprese|7 years ago|reply
A lot of people fought for the legal framework to become competitive enough to include single member entities in the word company, as it inherits all the privileges of multi member companies without the administrative hassle or prerequisites. Another definition just because your society hasnt caught up to the legal benefits conveyed would be redundant and not be informative at all.

This is a significant reason why you would lack consensus on this opinion.

[+] C1sc0cat|7 years ago|reply
Most single person consultant companies have more than one shareholder.

In the UK my mother was the company secretary for my Fathers company he used for consulting.