How to sell a startup in 2026
The full seller playbook: prep, listing, buyer outreach, LOI, diligence, and close. Timelines, docs, and the mistakes that kill 40% of deals.
- Median sale from listing to close is 71 days for micro-SaaS in 2026.
- 80% of deals that die, die in diligence — because sellers oversold in the listing.
- Get your data room done before you publish. It's a 2x factor on close rate.
Phase 1 — Pre-listing (2–3 weeks)
Connect Stripe / Paddle / your ad-network to a metrics service so numbers are verifiable, not screenshotted. Build a data room folder with: 24 months of P&L, cohort retention, top-10 customer list (anonymized), tech stack diagram, and every third-party contract. Write a founder story doc — one page, honest, including why you're selling.
Phase 2 — Listing and buyer outreach (2–4 weeks)
A good listing has a standardized metrics block above the fold, three verified badges, one loom walkthrough, and a specific answer to 'why sell'. Vague answers here are the #1 conversion killer.
Expect ~50 watchers per $100k of asking price on a well-marketed listing. Qualify hard: buyers who won't sign an NDA or share proof of funds are tire-kickers.
Phase 3 — LOI to close (3–6 weeks)
Standard LOI includes: price, structure (asset vs share), earn-out if any, 30-day exclusivity, and a diligence checklist. Once signed, buyer will run 2–4 weeks of financial, technical and legal diligence. Have every answer ready in <24h — every unanswered question widens the price.
Close is a wire, a signed APA, and a 2–4 week transition support agreement. Escrow 10–20% of purchase price for 3–6 months is standard.
FAQs
For a well-prepared micro-SaaS under $1M ARR: 60–90 days from listing to funds in bank.
Under $500k, marketplace-only usually beats brokerage. Above $2M, a specialist advisor tends to earn their 8–10%.
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