Marketplace or M&A Advisor: How to Sell a Bootstrapped SaaS Under $5M

If you own a small software business, you can sell it yourself on a website like Acquire.com. You post it for sale, and buyers contact you. Acquire.com’s own 2025 report says the average sale there took 81 days. That’s less than half the time an advisor usually needs. This route works if your business is small and you do not need to run a competitive process.

An advisor is someone you pay to run the sale for you and get several buyers to compete. Hire one if you still do key work every day. The advisor then plans with the new owner how things will run once you leave. Also hire one if the buyer who would pay the most is a bigger firm that doesn’t look for deals on those websites. On a website, you set the price and wait.

Marketplace vs advisor: who does the work in each SaaS sale

A marketplace brings you the buyers who are looking. An advisor goes after the buyers who are not.

Three marketplaces that SaaS founders use are Acquire.com, Flippa and Empire Flippers. You write the listing, answer the questions, choose the buyer and work out the deal. The site takes a share of the price only if the company sells. That share is called a success fee.

That work is yours, and it takes hours every week until a buyer signs, on top of running the company. A listing is also open to every buyer on the site. Sites can hide your name until a buyer signs a confidentiality agreement, but a competitor can still read the description and guess who you are.

An advisor makes a list of the companies and investors most likely to want yours, and contacts them before they ever see a listing. The advisor then sets one date for offers, so every serious buyer has to decide in the same week. Advisors also charge a success fee, and most add a monthly fee while the sale runs.

Your time then goes to buyer calls and to the documents they ask for. Each buyer also signs a confidentiality agreement before learning your company’s name, so the list of people who know stays short.

Each route fits a different buyer. People buying their first company, and small funds, search the marketplaces. A software company that would buy you to sell your product to its own customers usually does not. Someone has to call it.

What it costs to sell on a marketplace vs with an advisor

Empire Flippers publishes its full fee schedule, so it is the easiest marketplace to compare. It charges 15% of the price up to $700,000. On the part of the price between $700,000 and $5 million, it charges 8%. Flippa says its success fees start from 5%.

For advisors, the best public number I know comes from the Firmex M&A Fee Guide, a survey of 456 advisors and brokers. Its typical success fee on a $5 million sale is 4.8%. The most common monthly fee in that survey is $5,000 to $10,000, and 57% of the firms take it off the success fee when the company sells. Our post on what advisor fees cover and how the percentage is set walks through the rest of the contract.

Here is what those rates add up to. The Empire Flippers numbers follow its published schedule. The survey gives an advisor rate for a $5 million sale only, so the other 2 advisor cells stay empty.

The surprise is the bottom row. At $5 million, a full service marketplace can cost more than an advisor. Advisor rates rise as the price falls, and the monthly fee does not shrink with the company. So under about $1 million, the marketplace usually costs less. Between those 2 sizes, get a written fee quote from both before you assume either one is cheaper.

What you keep is the price minus the fee. If both routes would get you the same price, the cheaper fee wins. An advisor leaves you with more only when a second bidder raises the price by more than the extra fee, and the next section shows when that happens.

The marketplace is also faster. Empire Flippers reports an average of 130 days to sell. Flippa says deals above $1 million in the first half of 2026 found a buyer in a median of 27 days and took 84 days to close. An advisor-run sale takes longer. Our SaaS exit timeline puts it at about 6 to 7 months for a company with clean books, and more when the books need work first. On both routes, the money arrives on the day the sale closes, except any part of the price that is paid later.

Why one buyer can cost you more than any fee

On a marketplace, your asking price is a ceiling. In a run sale, it is a starting point.

Acquire.com’s 2025 report has a chart that explains most of this post. Listings priced at fair value drew serious buyer interest 60% of the time. Listings priced 10% above fair value drew it 2% of the time. The report does not say how it measured interest, but the pattern is clear: marketplace buyers compare prices, and a listing above fair value sits.

Fair value here means the price most buyers would pay. The same report says SaaS companies on Acquire.com sold for a median of 3.9 times their yearly profit in both 2024 and 2025. That is a rough first number for yours, and our guide to how buyers price a micro-SaaS shows how to adjust it.

The report adds a second warning. The higher your price sits above fair value, the less cash buyers pay up front and the more conditions they attach to the rest. Part of the price then arrives later, tied to how the company does after the sale, which our post on when a price paid later is worth accepting covers.

That is fine when every buyer values your company about the same. It costs you money when one buyer would pay far more than the others, because that buyer never has to show it. It sees your asking price and pays it.

Here is an illustration with round numbers, not a real deal. Most buyers think your company is worth $3 million, and you list it there. A competitor would pay up to $4 million, because it could sell your product to its own customers. A second company in your market would pay up to $3.6 million.

That $600,000 is about twice the Empire Flippers fee on a $3 million sale. It only exists if the second company is in the room. If no second bidder exists, the advisor has nothing to work with, and you paid more for the same price.

Economists have tested this idea. In 1996, Jeremy Bulow and Paul Klemperer showed that a seller who adds one more bidder does better than a seller who negotiates hard with the bidders it already has. In their words, “the value of negotiating skill is small relative to the value of additional competition”.

The evidence from real deals is more mixed, and you should know it. A study of large public company sales by Audra Boone and Harold Mulherin found that about half were sold to a single bidder, and shareholders did about as well as in the sales with many bidders. I believe it, for those deals. A public company that agrees to one offer still faces every other buyer who can step in after the news comes out. A private company under $5 million has no such crowd behind the one buyer.

Small sales also draw fewer offers to begin with. The 2025 Market Pulse survey from the IBBA, the main trade group for business brokers, counted an average of 2.38 offers per sale under $2 million. Sales between $2 million and $50 million averaged 3.61. Those are sales that brokers ran, so a plain listing should expect no more.

The Second-Bidder Test: when a marketplace is enough

Before you choose a route, name the buyer who would bid against your most likely buyer. Start with the companies that sell to the same customers as you, and the people or funds that already own a company like yours. Then ask where that second buyer looks for companies. Read the rules below in order. The first one that fits your company decides.

1. The company still needs you every day. A buyer will ask you to stay on, and the terms of that stay are part of the price. That is negotiation work a listing does not do for you. Use an advisor. If the company already runs without you, the handover is usually short, and our post on the founder transition period after a sale covers both cases.
2. The buyer who would pay most is a company in your market. It does not browse listings, and it will not pay above your asking price if it finds you there. Use an advisor, or call those companies yourself before you list.
3. Your likely buyers are people and small funds. They search marketplaces, so a listing reaches both the first and the second bidder. List it.
4. The company makes a profit, the price is under about $1 million, and it runs on a few hours a week. The marketplace costs less, and the people who buy companies this size are already on it. Profit matters here: Empire Flippers only lists businesses that make at least $24,000 a year in net profit. List it at fair value.
5. You need the sale done within about 4 months. List it. Marketplace sales often close in that time, and a run sale rarely does.

If you list, run it like a sale with a deadline. Price at fair value, tell every serious buyer the date you will choose, and do not accept the first offer before that date. Our guide to running a competitive sale process shows how to set that date and keep buyers to it.

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