Post-close · Vertical SaaS

Vertical SaaS Capital Markets Post-Close: An Independent Sponsor's Counsel

Introducing Capital Markets Post-Close on vertical SaaS deals, with the structure protection and capital connectivity an independent sponsor actually needs.

EV range $10M to $200M EV EBITDA $2M to $30M (or run-rate ARR) Audience Independent Sponsor
The deal context

Vertical SaaS deals in the lower middle market run a specific playbook. Capital Markets Post-Close is where the structure either holds or starts to leak.

The typical vertical SaaS platform sits at $10M to $200M EV with EBITDA in the $2M to $30M (or run-rate ARR) range. The thesis runs on platform plus adjacent module acquisitions inside a single end-market. The ARR number on the CIM is rarely the ARR number on the closing balance sheet. Reconcile early.

The moves

How Capital Markets Post-Close actually gets structured.

  1. Refinance senior debt at the 12 to 18 month mark when EBITDA growth supports it.

  2. Plan a dividend recap or partial liquidity event at the right margin and leverage profile.

  3. Source growth equity from capital partners with deeper checks than the original LP base.

  4. Build a relationship with strategic acquirers years before the exit window opens.

  5. In vertical SaaS, layer in ARR bridge built before LOI signing as part of the Capital Markets Post-Close workstream.

The common mistake

Waiting until the exit to think about capital markets. The relationships should be working months before you need them.

Jason's take
"The right introduction in month nine can be worth more than the original equity round. The call list is short and known."
Jason Powell · Capital Markets Post-Close
Capital after close

The deal is one thing. The capital that opens up after close is another.

After close, the call list for refinancing, recapitalization, and growth equity gets short and known. Jason carries that list.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
WORK WITH JASON

Bring the vertical SaaS deal. Get Capital Markets Post-Close done right.

Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.