Change of Control Consents for Vertical SaaS Independent Sponsors
Independent sponsor counsel for vertical SaaS, focused on Change of Control Consents and the deal mechanics that protect sponsor economics and LP alignment.
The economics on a vertical SaaS platform deal usually hinge on a handful of structural decisions. Change of Control Consents is one of them.
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.
How Change of Control Consents actually gets structured.
Build a consent matrix from the data room contracts.
Sort consents into required, prudent, and informational categories.
Assign owners and deadlines for each consent.
Track consent progress in a single closing dashboard.
In vertical SaaS, layer in ARR bridge built before LOI signing as part of the Change of Control Consents workstream.
Discovering a required consent on the day before close. The signing slips, the deal team loses leverage.
"Consents are a project, not a footnote. Run them like a project."Jason Powell · Change of Control Consents
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.
Related deal pages.
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Change of Control Consents for Healthcare Services
roll-up of physician practices and ancillary service lines
Change of Control Consents for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
Bring the vertical SaaS deal. Get Change of Control Consents 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.