ESOPGradual, tax-advantaged sale to employees.Cede · Later
Management BuyoutTransition the team; preserve culture.Cede · Later
Majority RecapSell 60–80%, keep a "second bite."Cede · Now
Full Sale (100%)Clean exit at peak value, top premium.Cede · Now
Illustrative sequencing — yours is tuned to your timing, control, and legacy goals.
How It Runs
1
Intro + ReviewConfirm the company, the question, and any bid on the table — then I build the EV/ROV range on live public and transaction comps.
2
Calibration + Gameplanning WorkshopThe playbook to accomplish your timing and legacy goals, plus the critical path sequenced to your ideal, comfortable outcome. ~1–2 weeks for the mini.
What this is notIndependent analyst work — not brokerage. No listing, no commission. I complement your banker, I don't replace them.
Introduction · Charles Bedard, Corporate Development Analyst — 26 Yrs B2B Work Tech & HCM M&A
AI is shifting Software & Services to As-a-Solution.
The AaS model delivers greater ROI per customer — in more ways than one, and this deck shows you how. Know your value before you decide anything.
Illustrative and directional only. Based on general market benchmarks for comparable business models — not a valuation of any specific company. Not an offer, appraisal, or fairness opinion.
03
The Benchmarks — How You Compare
Below Average, Average, or Top Quartile — the same lens buyers use. Slide by business model.
Model 1 of 5
Software
KPI
Below Avg
Average
Top Quartile
Gross Revenue Retention
<90%
~93%
97%+
Net Revenue Retention
<105%
~112%
125%+
R-Value
<25
~35
45+
Revenue / FTE
<$250K
~$400K
$600K+
Revenue / Customer
<$75K
~$200K
$400K+
Model 2 of 5
Services
KPI
Below Avg
Average
Top Quartile
Gross Revenue Retention
<85%
~90%
95%+
Net Revenue Retention
<100%
~105%
115%+
R-Value
<20
~30
40+
Revenue / FTE
<$150K
~$250K
$400K+
Revenue / Customer
<$40K
~$120K
$250K+
Model 3 of 5
Solutions / Blended
KPI
Below Avg
Average
Top Quartile
Gross Revenue Retention
<87%
~92%
96%+
Net Revenue Retention
<102%
~108%
120%+
R-Value
<22
~32
42+
Revenue / FTE
<$200K
~$320K
$500K+
Revenue / Customer
<$60K
~$160K
$320K+
Model 4 of 5
Inc. 5000 Top Performers
KPI
Industry Typical
Inc 5000 · B2B Services
Inc 5000 · Software
Revenue / Employee
~$150K
$275,985
$300,000+
Gross Profit Margin
<50%
65.0%
90.0%
EBITDA Margin
<10%
~15%
20.0%+
Customer Retention
<80%
91%
95%+
Employee Retention
<70%
84%
90%+
Source: Inc. 5000 2025 Top Performer KPI release (PRWeb), B2B Services & Software industry medians — median Inc 5000 winner revenue $12.4M. "Industry Typical" is a directional baseline.
What actually swings a real valuation, one lever at a time.
Overview · 1 of 6
All 5 Drivers, Illustrative Impact
Rule of 40
+1.0x+2.0x
Retention Premium
+0.5x+1.5x
Niche Focus
+0.5x+1.0x
Client Profitability
+0.3x+0.8x
SDE Normalization
+0.3x+1.0x
Illustrative EV/EBITDA multiple impact, per driver — directional ranges, not additive or guaranteed. Slide through for each driver in depth.
Driver 2 of 6
Rule of 40
Growth % + EBITDA margin % below 40 draws a discount; above it draws a premium. The single most-cited quality signal buyers screen on first.
±1–2x
MULTIPLE SWING
Driver 3 of 6
Retention Premium
GRR above ~90% or NRR above ~100% moves you toward the top of the band — retention is the clearest proxy buyers have for durability of revenue.
Top-Q
RETENTION → TOP-Q MULTIPLE
Driver 4 of 6
Niche Focus
A defined niche vs. broad/generalist positioning earns its own valuation bump — buyers pay for a defensible position, not just scale.
+1.0x
NICHE PREMIUM, TYPICAL
Driver 5 of 6
Client Profitability
Margin above ~65% at the individual client level adds an additional multiplier — undifferentiated, low-margin accounts drag the whole book down.
65%+
PER-CLIENT MARGIN TARGET
Driver 6 of 6
SDE
Seller's Discretionary Earnings — EBITDA plus owner compensation and other add-backs — is the profitability lens buyers of smaller, owner-operated businesses actually price against.
EBITDA+
OWNER COMP & ADD-BACKS
1 / 62 / 63 / 64 / 65 / 66 / 6
05
The Gap Analysis
Not a repeat of the Benchmarks. Three distinct gaps, framed on the CEPA (Certified Exit Planning Advisor) Value Gap / Wealth Gap / Profit Gap methodology.
Gap 1 of 3 · CEPA Framework
Value Gap
The value created by moving from an average to a best-in-class EV multiple — the same business, priced differently because of how it's positioned.
Average Multiple
~3.0x
EV / EBITDA, unremarkable positioning
VS
Best-in-Class
6.0x+
Same EBITDA, top-quartile positioning
Illustrative example — B2B services roll-up: same trailing EBITDA, but a 3x-vs-6x+ repricing purely from closing the Value Gap.
Gap 2 of 3 · CEPA Framework
Wealth Gap
The difference between your current EV and the number you actually need — or want — at exit. This is a personal-finance question wearing a valuation hat.
Current EV
$X
Where the business values today
VS
Desired Exit
$Y
The number that actually funds your next chapter
Illustrative example — HR/payroll platform: owners assumed they were close to their number; the Wealth Gap analysis showed how much of it was still unclosed, and why.
Gap 3 of 3 · CEPA Framework
Profit Gap
How much more EBITDA is achievable in the near term — the fastest lever available, since it moves both the Value Gap and the Wealth Gap at once.
Current Adj. EBITDA
$1.4M
Trailing, normalized
VS
Next Milestone
$2.0M
Where the next multiple tier opens up
Illustrative example — outsourced accounting firm: a defined $600K profit milestone was the trigger for a step up in EV/EBITDA multiple, not just a bigger EBITDA number.
1 / 32 / 33 / 3
Illustrative and directional only, drawn from the shape of past CharlesBedardLLC engagements — not a valuation of any specific company. Not an offer, appraisal, or fairness opinion.
06
The CorpDev Gameplan — Proof & Case Studies
The options on the table, and the track record behind them.
Page 1 · Corporate Development Options
Hold & Grow
Keep building and compounding value under your own ownership.
Best when not ready to exit, with runway to a higher multiple.
Recapitalize
Take some chips off the table, stay involved, second bite later.
Best when you want partial liquidity now + upside later.
Strategic Sale
Sell to a buyer who wants your product, team, or market position.
Best when a strategic acquirer pays for fit, not just financials.
Strategic Platform
Join or anchor a PE-backed platform for capital and scale.
"This wasn't just about getting a great deal — it was about building a company that was worth it... seeing them step into the next chapter alongside a buyer who values what we've built… that's the real win."
Stephen King · CEO & Founder, Growthforce
4 of 5
Client Testimonial
"Working with Charles was a game-changer. He understood our business inside and out — I didn't have to spend time explaining the model or the market... His strategic insight and ability to position Mosaic for the right buyers was critical."
Netchex revenue growth since GrowthCurve Capital's investment — payroll & HCM software, B2B Work Tech.
1 / 52 / 53 / 54 / 55 / 5
07
Calibration Considerations
The five things a real Calibration Discussion actually works through — all on one page.
Discussion Summary
EV — current vs. forecast
Structure
KPIs
Combined-entity forecast
Options
Compensation model
Company strategy
Deal strategy & commitment
Deal Considerations
Transaction structure
Valuation methodology
Tax impact / consequences
Contract transfer consents
Earnouts, payments, working capital, escrows
Closing conditions
Agreements — employment, corporate
Value Drivers
5-year forecast
KPI & P&L comparables
Compensation model
AMV vs. TAM (pipeline vs. addressable market)
Quality of earnings
Quality of contracts
Customer unit economics
Leadership Considerations
Role & responsibilities
Total compensation statement
Employee relations & service delivery model
Sources & uses of funds
Shareholder Considerations
Payback & ROI
Debt & capital options
Tax considerations
Beyond this preview, a real engagement adds a comp set sourced from licensed private-transaction data, cohort retention / GRR-NRR / ARR waterfall analysis on your actual customer data, full scenario modeling across EV, ROV, and Options, and a working Corporate Development Gameplan naming your one best option — with rationale and execution roadmap.
