Selling a Custom Software Shop: Acquire.com vs Flippa
A custom software or product engineering shop rarely looks like a clean SaaS listing. Revenue is a mix of project fees, retainers, and maybe a product or two the team built on the side, and a buyer has to value each piece differently instead of applying one multiple to the whole business.
That mix changes which of these two platforms actually fits, and it changes what you need to have ready before you list on either one.
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Acquire.com's model assumes recurring revenue you don't fully have
Acquire.com's verification tools are built around subscription billing: connect Stripe or Chargebee and it reads ARR, churn, and growth automatically. A services-heavy dev shop with milestone-based project billing doesn't fit that model cleanly. You can still list, but expect to build your own revenue breakdown by hand, separating recurring retainer work from one-off project revenue, because a buyer will want that split before they'll apply any kind of multiple to the recurring piece.
A shop with a genuine retainer base, monthly maintenance contracts on top of project work, for example, can still connect that slice to Acquire.com's verification tools even if the project revenue sits outside them. Presenting the two cleanly separated tends to land better than trying to force a blended number into a subscription-shaped box.
Flippa's broader marketplace handles hybrid revenue better
Flippa doesn't assume every listing is pure SaaS, and its buyer pool includes people used to evaluating agencies and services businesses on seller's discretionary earnings rather than ARR. If more than a third of your revenue comes from project work rather than retainers, that's often the more natural fit, particularly if you're not chasing the top end of software-buyer multiples.
Flippa's brokered path for larger deals also tends to be comfortable writing a confidential information memorandum that presents a hybrid revenue business on its own terms, rather than forcing it into a SaaS template a buyer will immediately see through.
What buyers will actually pay for in each case
Buyers on either platform will pay up for owned IP, whether that's a product you built and license out or reusable frameworks that cut delivery time on new client work. They'll discount for client concentration, especially once a single client makes up more than a fifth of revenue, and for how dependent delivery is on you personally versus a bench of senior engineers who can run projects without you. Software-adjacent service businesses tend to trade at a discount to pure-play software, since a services book carries more key-person and renewal risk than a signed subscription contract does.
Utilization matters too, and buyers on both platforms will ask for it even if they don't lead with the question. Say a team bills at 80% utilization with a healthy project backlog: that reads as a business; a team lurching between feast and famine reads as a founder's personal hustle, no matter how strong the underlying engineering is.
Cost to sell on each platform
Acquire.com charges sellers nothing on a standard listing and monetizes buyer subscriptions instead, only billing you if you opt into its paid advisory track. Flippa charges an upfront listing fee plus a success fee at close, scaled down for bigger deals. For a dev shop in the low seven figures, run both numbers against your expected multiple, since Flippa's fee on a smaller deal can eat more of the proceeds than it would on a larger one.
Get the client contracts in order before you list
Assignment clauses matter more here than almost anything else. If your master service agreements don't explicitly allow assignment to a new owner, a buyer's attorney will flag every one of them during diligence, and clients may need to re-sign. Start that conversation with your biggest clients before a buyer asks about it, not after.
If you're not sure how many of your active contracts even have assignment language, that's worth finding out before you talk to a single buyer. A weekend spent reading your own contracts is cheaper than a buyer's attorney finding the gap for you mid-negotiation.
Untangle your codebase ownership before a buyer asks
Confirm in writing that your firm, not a former contractor or a client under an old statement of work, owns the IP in every product or framework you're presenting as an asset. This sounds obvious until a buyer's attorney finds a decade-old contractor agreement with no work-for-hire clause, at which point the deal either stalls or the price drops to cover the legal risk. Sort this out months before you list, not during diligence when a buyer is already watching for reasons to renegotiate.
Fix these items before a buyer's attorney finds them:
- Separate recurring retainer revenue from one-off project revenue by hand, since buyers want that split before applying any multiple to the recurring piece.
- Confirm in writing that your firm owns the IP in every product or framework you present as an asset.
- Check that your master service agreements explicitly allow assignment to a new owner, and raise it with your biggest clients early.
- Look for old contractor agreements that lack work-for-hire clauses, since they can stall the deal or lower the price.
- Review client concentration, because a single client above a fifth of revenue will draw a discount or an earnout tied to renewal.
What Good Looks Like
A dev shop ready to sell has revenue split cleanly between retainer, project, and any owned product income, assignable client contracts confirmed in writing, and a delivery team that can run active engagements without the founder for at least a month.
Building The Capability (5-Stage Skill Ladder)
How to Get Started
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Flippa's buyer pool is used to evaluating services-heavy businesses on cash flow, which usually fits a project-and-retainer revenue mix better than a pure SaaS platform does.
Mercury can hold acquisition proceeds and handle the banking side of a multi-entity close, which is common once a services business is folded into a buyer's existing holding company.
Bizee handles the state filings for dissolving or restructuring your entity after close, so you're not tracking down a local filing agent for paperwork you'll only need once.
Frequently Asked Questions
Should a services-heavy dev shop even list on Acquire.com?
It can, but expect less automatic metric verification than a pure SaaS listing gets, since Acquire's tools are built around subscription billing. If most of your revenue is milestone-based project work, Flippa's broader buyer pool is often a more natural starting point.
How much does client concentration hurt valuation?
A lot, once a single client makes up more than a fifth of revenue. Buyers will discount the multiple or ask for an earnout tied to that client renewing, since losing them post-close is the single biggest risk in a services acquisition.
Does owned IP change how the business is valued?
Yes. A product or reusable framework you license or reuse across projects tends to get valued closer to software multiples, while pure custom-build revenue trades closer to services multiples. Separate the two clearly in any financials you show a buyer.
About the numbers
This guide doesn't quote a sourced benchmark. Figures in it are estimates or general guidance, so check them against your own numbers.
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