Khaled Azar 
The number you are looking for does not exist. Nobody is going to buy a software company with no customers for a multiple of anything, because there is nothing to multiply.
That sounds like bad news and it is not. The price just gets set a different way, and founders who understand that way do better than founders still hunting for a formula.
Acquisitions are happening. Carta counted 421 startup exits through M&A in the first half of 2026, the busiest first half they have on record and 16% more than a year earlier.
The dollar figures attached to that market are worth a look before you price anything, because they describe somebody else. Total exit value in the same period topped $2 trillion, and $1.7 trillion of it came from a single company going public. Carta calls the market extraordinarily top heavy. The numbers founders read in headlines are not from the market you are selling into.
By the end of this post you will know what a buyer is actually comparing your company against, the one document to build before you name a price, and how to tell whether you should be selling at all yet.
Why there is no formula to sell a pre revenue SaaS
It is a reasonable thing to want. Companies with revenue trade in ranges everybody quotes, so it feels like there should be a version of that range for companies without any. A multiple of signups. A multiple of what you spent building it. Something.
Marketplace listings make it worse, because you can see other people’s asking prices sitting right there on a page. An asking price is not a sale price, and the ones that sold are not the ones still listed.
So founders arrive at a number, attach it to a company nobody has paid for yet, and then read every conversation that follows as a negotiation about that number. Most of those conversations end quietly. The reason is that a pre revenue SaaS is not priced against other companies at all.
What the buyer is actually comparing you against
When there is revenue, a buyer weighs your company against other companies they could buy instead. With no revenue that comparison disappears, and a different one takes its place. They compare buying you against building it themselves.
That comparison has a real price on it. The US Bureau of Labor Statistics puts the median software developer wage at $135,980 as of May 2025. Put 2 developers on something for 9 months and you have spent about $204,000 in salary before you add benefits, a manager, or the months of calendar time.
Calendar time is usually the expensive half. A buyer who builds it does not have the thing for 9 months. If a customer is asking for it now, or a competitor ships it next quarter, those 9 months cost more than the salaries do.
That is what you are actually selling. Not what you spent. What they save.
The build sheet
Before you name any price, write the document the buyer builds in their own head anyway. Then you are both reading the same page instead of arguing across 2 different ones.
It has 4 parts.
- What it would take to rebuild what exists. Number of engineers, number of months, honestly. Not what it took you, which included every wrong turn. What it would take somebody starting today who already knows what to build.
- What they cannot buy back with salary. This is the part founders undersell and it is usually worth more than the code. Integrations that are already approved by the other side. An app store listing that already cleared review. A security questionnaire you already answered for a company everybody has heard of. 2 years of conversations with users that told you which 3 features actually matter. None of that arrives faster because you hired more engineers.
- What is broken or missing. Write it down yourself. Every buyer finds it anyway, and finding it after you claimed the thing was clean costs you more than disclosing it costs you.
- Proof that somebody wants it. Without revenue this is the hardest part to evidence and the easiest to fake, so buyers discount anything soft. Signups and waitlist numbers count for almost nothing. A signed pilot counts. A paid pilot counts for much more. A letter of intent from a named company counts. A distribution partner who has already integrated you counts. Write down what you have, with dates and names you can back up, and leave out everything you cannot.
The build sheet does something a price cannot. It moves the conversation from what you think it is worth to what it would cost them to not have it.
Almost every deal like this is an asset sale
The structure catches people at the end, when it is too late to change.
In an asset sale the buyer picks which assets and liabilities they take, and the company that sold them typically pays off whatever is left and shuts down. They are not buying your company. They are buying a list, and your company dissolves behind it.
That has 2 consequences worth planning for.
Anything not on the list does not transfer. The domain, the repository, the app store account, the analytics, the design files, the cloud accounts, the customer email list. If any of it sits in a personal account or an old contractor’s login, it is not yours to sell, and that surfaces in the week everybody wants to close.
And every contributor has to have signed their work over to the company. A contractor who wrote a module in 2024 and never signed anything still owns that module. This is the same chain of title cleanup a company with revenue does, except you have less room to argue, because the code is most of what is being sold.
With no revenue, your price is not a fraction of something. It is a share of what the buyer saves by not building it. Your job before any conversation is to make that saving easy to see and the handover boring to complete.
The 4 routes, and which one fits
Founders assume there is 1 exit and it either happens or it does not. There are 4, and the honest answer usually picks itself.
| Route | Fits when | What you are really selling |
|---|---|---|
| Strategic sale | A specific company would use the product on Monday | Their calendar. Months they do not have to spend |
| Acquihire | The team is the asset and the product is not | People. Expect the price to track headcount, and expect the product to be shut down |
| Marketplace listing | The product runs itself and needs no handover conversation | A small operating asset to an individual buyer, usually at the low end |
| Wait | You can realistically reach paying customers who renew | Nothing yet, which is the point |
The 2 routes founders skip are worth naming plainly. An acquihire is a real outcome, but the product usually dies and the money follows the people, so a solo founder has less to sell than a team of 4. A marketplace listing suits a product that genuinely runs without you and suits nothing that needs explaining, because those buyers are individuals purchasing an operating asset rather than companies buying time.
Where the doubters are right
The argument against selling now deserves a straight answer.
Revenue changes the category you are sold in, not just the price. Even modest recurring revenue puts you back among comparable companies, brings in the financial buyers who only look at cash flow, and turns a single buyer conversation into a process with competing offers. That is a better negotiation.
So if you can reach real revenue, wait. Real means paying customers who renewed once, not signups and not a pilot that never converted.
Sell now if the honest answer is that you are not going to get there. If the money ran out, if the co founder left, if the market moved, or if you simply do not want to spend 3 more years on it, then the build sheet is the tool and a strategic buyer is the buyer. That is not a failure. It is a different transaction with different mechanics, and the revenue playbook mostly does not apply to it.
Frequently asked questions
What is a pre revenue SaaS company actually worth?
There is no multiple, because there is no revenue to multiply. The realistic range is set by what it would cost the buyer to build the same thing and how badly they need it sooner. That means the same product can be worth a lot to 1 buyer and nothing to another, which is why the buyer you approach matters more than the price you set.
Who buys a software company that has no customers?
Almost always a strategic buyer, meaning a company already operating in your space that wants the product, the integrations or the team sooner than they could build them. Financial buyers price cash flow, so with no cash flow there is nothing for them to underwrite. Approach the handful of companies who would use it on Monday, not a broad list.
Should I sell or keep going until I have revenue?
Keep going if you can genuinely get to paying customers who renew, because revenue moves you into a category with competing buyers and quotable ranges. Sell now if the honest answer is that you will not get there, whether that is money, time, a co founder leaving, or the market moving. Waiting only helps if the waiting produces something.
Do I need a clean cap table to sell a pre revenue company?
You need clean ownership of the assets more than you need a clean cap table. Every contributor, including contractors and including you, has to have assigned their work to the company in writing. A module written by somebody who never signed anything is a module you cannot sell, and that surfaces in the final week when it is expensive to fix.
How long does a sale like this take?
Usually shorter than a revenue sale, because there are no financials to examine and no customer base to interview. What takes the time is the asset list and the ownership paperwork, not the diligence that stretches out a normal exit timeline. Founders who have the transfer package assembled before the first conversation tend to close in weeks rather than months.
Not sure whether you should be selling now or waiting for revenue? A value assessment covers what a buyer would actually be buying today and what waiting would be worth.