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What Buyers Actually Check During SaaS Due Diligence

Most founders are surprised by how deep a buyer goes during due diligence. Here is exactly what gets scrutinized — and how to prepare for it.

4 min read·July 16, 2026·BuildPassport Team

Due diligence is the period between an offer and a closed deal where the buyer verifies everything you have claimed. For indie founders selling for the first time, the depth of scrutiny can be a shock. Here is what experienced buyers actually look at.

Financial verification

Buyers will want Stripe, Paddle, or Lemon Squeezy export data going back 12–24 months. They are looking for the actual revenue curve, refund rates, and any anomalies. If your MRR spiked in one month, they will ask why. If there are payment failures, they will note the real collection rate versus your stated revenue.

Customer concentration

Any buyer will want to see the distribution of revenue across customers. If your top three customers represent 60% of MRR, that is a significant risk factor that will either kill the deal or compress the multiple.

Churn and cohort data

Monthly cohort retention tells a buyer how sticky your product is. A product with 90%+ 12-month retention commands very different terms than one with 60%.

Traffic and acquisition channels

Google Analytics or Plausible exports, Search Console data, and an explanation of every acquisition channel. Buyers want to know which channels are reliable and which are founder-dependent (and therefore will disappear at acquisition).

Code and documentation

Buyers who plan to operate the product will want to assess the codebase quality, infrastructure setup, and whether there is documentation to run the business without you. This is often underestimated by technical founders.

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