Haven Commerce LLC

Sell-side M&A and strategic advisory for VC-backed SaaS companies.

We work with SaaS companies between $2M and $20M ARR. Whether you're profitable and ready to sell, weighing a sale against another round, or working through a reset, we run a disciplined process from first conversation to close.

Let's Figure Out Your Next Move

20-minute conversation. No pitch, just perspective.

When the next round isn't the plan, you need a new one.

For some companies, the best next step is a sale while growth and profitability are strong. For others, it's a recapitalization or a reset. Either way, the companies that act early, with a real process, get the best outcomes.

Most
VC-backed SaaS companies that raised in 2019 to 2022 are reevaluating the original plan
Act while you have choices
The best outcomes come from starting before timing is forced on you: before a key renewal, a funding deadline or a market window decides for you.
Every path
sale, raise, restructure, or wind-down gets the same analytical rigor

M&A and strategic advisory for SaaS companies.

We don't give opinions from the sidelines. We assess the situation, get board alignment, and execute the outcome.

M&A Advisory

Sell-side and buy-side M&A for SaaS companies. We assess readiness, build the equity story and materials, run strategic buyer outreach with fireside chats and a single IOI deadline, negotiate the LOI and manage diligence through close.

Tiered success fees, built to cost less than a typical bank fee at your target value.

Strategic Options Review

A two-week, independent review of your business, capital structure and options, from a sale to a raise to a reset, ending in a board-ready recommendation.

Fractional CFO for SaaS Companies in Transition

Embedded financial leadership through a sale, an acquisition, a merger integration or a period of change.

Book a call to discuss →
Special Situations

Restructuring & Recapitalization

Operational restructuring, cap table cleanup, and recapitalization strategy for companies that have a viable path forward but need significant structural changes to unlock it.

Orderly Wind-Down

When closure is the right answer, we manage it with care and precision, coordinating with outside counsel and ABC providers where needed.

Built for founders and boards deciding what comes next.

For Founders & CEOs

You raised capital and built something real. But growth stalled, the market shifted, and now you're fielding hard questions from your board without a clear plan.

You don't need another advisor who tells you what you already know. You need someone who will get in the trenches, help you see your options honestly, and do the work alongside you — through a process your board can approve and stand behind.

  • ✓VC-backed SaaS company between $2M and $20M ARR
  • ✓Growing and profitable, and ready for a sale on your timeline
  • ✓Strategic interest you want to turn into competing offers
  • ✓Weighing a sale against raising another round
  • ✓Growth has stalled and the board wants a clear plan

For Investors & Boards

You have portfolio companies that aren't the winners and aren't yet written off. They carry real fiduciary risk, consume partner time disproportionate to their fund position, and lack a clear path to resolution.

Haven Commerce takes ownership of the process. We run the diagnostic, present the options with real numbers attached, get formal board approval, and execute. The result is a documented, defensible process that reduces drift, protects fiduciaries, and frees you to focus on the portfolio companies that are working.

  • ✓A portfolio company ready for an exit, but below the deal size banks prioritize
  • ✓Need a structured process with clear accountability, one you don't have bandwidth to run yourself
  • ✓Want the process documented and defensible for LPs and future scrutiny
  • ✓Board meetings that produce discussion but no decisions
  • ✓A company that needs a reset or an orderly resolution

How an engagement runs.

Every engagement runs on a formal board-approved mandate with direct access to financials, legal documents, and stakeholders. Haven coordinates specialists — legal counsel, restructuring trustees, investment banks — rather than replacing them. Every phase produces written deliverables designed to withstand LP and creditor scrutiny.

Selling the company
01

Readiness

A readiness assessment, clean-up of the numbers buyers will test, a data room and the equity story.

02

Positioning and materials

Teaser, management presentation, financial model and a tiered buyer map.

03

Market process

Fireside chats with strategic buyers, structured outreach, management meetings and one IOI deadline for everyone.

04

LOI to close

Negotiate terms with the strongest buyer, manage diligence, and close with a clean transition.

Special situations

A decision and a plan within 30 days.

01

Rapid Diagnostic

Weeks 1–2

We get full access to financials, legal documents, systems, and operations. No filtered reporting — direct access to the actual numbers. Within two weeks, we deliver a Situation Report with a clear-eyed assessment of solvency, liabilities, and asset value, including the exact date cash runs out.

Situation Report
Board-ready financial and operational assessment
Runway and Cash Forecast
Runway model with adjusted burn and headcount scenarios
Asset Catalog
IP, contracts, data, team — what transfers and what it's worth
Liability & Risk Review
AP aging, covenant status, personal guarantees, D&O coverage
02

Decision

Weeks 3–4

We evaluate three paths using a probability-weighted expected value model that removes emotion from the decision. All three paths get equal analytical rigor. We make a specific recommendation and get formal board approval before any execution begins.

Path A
Strategic Reset
Continue operations with restructuring. We model required investment, probability of success, and expected returns.
Path B
Sale / M&A
Company sale, asset sale, or acqui-hire. We model scenarios with probability weightings and net proceeds.
Path C
Orderly Wind-Down
Dissolve responsibly. We calculate total costs, estimated asset recovery, and net position by stakeholder class.

We present the analysis for all three paths, make a specific recommendation, and get explicit board approval via a formal Board Resolution before proceeding to execution.

Three Paths Analysis
Modeled recovery under strategic reset, sale, and wind-down
Strategy Memo
Recommendation with supporting rationale and risk factors
Board Resolution Package
Formal documentation of board-approved direction
Execution Budget
Cost and timeline for the chosen path
03

Execution

Month 2+

We switch from diagnostic to operator and run the chosen path. If it's a sale, we build the CIM, run buyer outreach, negotiate the LOI, and manage diligence. If it's a wind-down, we manage every step of the process. If it's a restructuring, we implement the plan. We coordinate legal, financial, and operational workstreams and stay until it's done.

Weekly Status Reporting
Board-ready updates with milestones and open items
Stakeholder Communications
Investor, creditor, employee, and customer messaging
Path-Specific Materials
CIM, buyer outreach, LOI management, or wind-down plan
04

Close and Transition

At completion

Clean closure. A defined end point — not a trailing consulting relationship. The engagement closes with full financial reconciliation, liability confirmation, and LP-ready summary materials.

Final Disposition Report
Complete record of process, decisions, and outcomes
Financial Reconciliation
Final accounting of proceeds, distributions, and costs
Liability Confirmation
Written confirmation that obligations are resolved
LP / Board Summary
Clean summary materials for fund reporting or board record

Want to start smaller? Our diagnostic-only engagement delivers the Situation Report and Runway and Cash Forecast as a standalone deliverable. You decide what comes next. There is no commitment to proceed.

Book a Diagnostic Call →
Selected Situations

Representative engagements.

Haven Commerce has worked across restructuring, sell-side M&A, corporate development, and embedded finance leadership. These representative situations reflect the range of that work.

M&A Advisory

Full Sell-Side Process

Situation

Sell-side advisory for a VC-backed SaaS company seeking a strategic exit.

Scope

Ran a full sell-side process with 70+ strategic buyers engaged. Managed outreach, buyer qualification, LOI negotiation, and diligence through close.

Corporate Development

Buy-Side Carve-Out: Commerce SaaS Platform

Situation

A commerce software company acquiring a SaaS platform carved out of a large commerce services company.

What we did

Led valuation, negotiation and deal structure, including deferred consideration and a transition services agreement funded by the acquired platform's own customer cash flows. Managed diligence and the post-close transition.

Outcome

Closed on a structure that limited the buyer's upfront cash.

Corporate Development

Buyside Support: Roll-Up Strategy

Situation

Buyside corporate development support for a strategic acquirer executing a SaaS roll-up.

Scope

Provided target identification, financial modeling, diligence coordination, and deal structuring support across multiple acquisition targets.

Embedded Finance Leadership

Fractional CFO: Late-Stage SaaS

Situation

Embedded financial leadership engagement at a $20M+ ARR SaaS company navigating a period of operational and strategic transition.

Scope

Served as fractional CFO: board reporting, cash management, strategic decision support, and financial infrastructure during transition.

Embedded Finance Leadership

Fractional CFO: Post-Merger Integration

Situation

Embedded CFO for a commerce software company through a merger and the integration that followed.

What we did

Completed purchase accounting and led the finance integration: combined reporting, cash planning and board materials.

Outcome

A single finance function and reporting cadence for the combined company.

Restructuring / Wind-Down

Market Check & Orderly Resolution

Situation

VC-backed SaaS company with approximately 6 months of runway and no viable path to raise.

Scope

Ran a full market check across 50+ strategic buyers. Sold company assets. Completed resolution through a partner trustee in an Assignment for the Benefit of Creditors.

The advisory gap for <$20M ARR SaaS companies.

Most advisory options don't fit companies at your stage. Here's how we're different.

Investment Banks
The Problem

Want $50M+ deals. Won't touch a $5M ARR company that might not sell. Run beauty contests and charge Lehman fees regardless of outcome.

Haven Commerce

Works at the scale they won't, with a fee structure that aligns incentives with resolution — not just engagement.

Management Consultants
The Problem

Produce analysis and recommendations. Charge $50K/month for a team of analysts. Leave you with a slide deck and no one to execute it.

Haven Commerce

Goes from diagnosis to board-approved decision to execution with one experienced operator.

Turnaround Firms
The Problem

Focus on large distressed companies. Minimum engagement is typically $500K+. Not designed for venture-scale SaaS situations.

Haven Commerce

Brings the same rigor and governance structure at a scale appropriate for this market.

Fractional CFOs
The Problem

Most manage steady-state finance — month-end close, reporting, budgeting. Not structured for high-stakes resolution work.

Haven Commerce

Core value is high-stakes transitions where financial leadership intersects with strategic decision-making, M&A execution, and stakeholder management.

Doing Nothing
The Problem

The most common alternative. Founders and VCs drift, hoping the next quarter will be better. Cash burns, options narrow, clearing price drops.

Haven Commerce

A structured decision-forcing process with a defined timeline. The antidote to drift — and the reason to engage before the options run out.

Founder, operator, dealmaker.

Haven Commerce was founded by Erik Morton. Erik spent over two decades inside the ecommerce software industry — first as a software developer, then as a founder, and ultimately as a senior executive running corporate development and strategy at Rithum (f/k/a CommerceHub), a major ecommerce SaaS platform. At CommerceHub, Erik was a member of the executive committee and led the company's M&A program for nearly a decade, including sourcing and closing acquisitions, managing complex divestitures, and serving on the deal team for the company's $1.1 billion sale to GTCR and Sycamore Partners. Earlier, he founded Initiate Commerce, a SaaS company he built from scratch and ultimately sold to CommerceHub.

That background — building software, running a company, and executing transactions from the inside — is what makes Haven Commerce different. Erik evaluates technology assets the way a developer would, financial structures the way a CFO would, and deal dynamics the way someone who's sat on both sides of the table would. When you engage Haven Commerce, you work directly with Erik. No junior analysts, no delegation to a team you never met. One experienced operator who has done this work at every level. Having sat on the buyer's side of the table, Erik builds every sale process around what a buyer's corporate development team needs to say yes.

Executive Committee, Rithum (f/k/a CommerceHub)Led $1.1B take-private, $750M take-private, $2B recap, $150M+ in add-on acquisitions and divestituresFounded & exited a SaaS companyRan corporate development on the buy side: knows what gets a deal approved inside an acquirerMBA, University at Albany; Executive Education, Harvard Business School
Stuck SaaS Series

Guides for founders and boards weighing their options.

Long-form frameworks for founders, GPs and boards deciding what comes next for companies with real revenue.

Article 19 min read

The Stuck SaaS Problem

What "stuck" actually means, why the market fails to resolve it, and what changes when you treat the entity and the product as two different things.

Read article
Article 210 min read

The Cap Table Is Not What You Think It Is

How preference stacks, blocking rights, and misaligned incentives create structural deadlock — and the five-step framework for breaking it.

Read article
Article 311 min read

Four Paths Out of a Stuck SaaS Company

A decision framework for boards, GPs, and founders — covering the four resolution paths, the criteria for choosing between them, and the 90-day structure that applies to all of them.

Read article
Article 49 min read

Why Nobody at a Stuck Company Has a Reason to Act

When equity is worthless, your best people leave first. This guide explains the incentive collapse in stuck SaaS companies and how to reset the founder, team, and board simultaneously.

Read article
Article 510 min read

The Two-Week Diagnostic

Most boards are making high-stakes decisions on low-quality data. The Two-Week Diagnostic produces a cash-zero date, a real runway calculation, an asset catalog, and a path analysis that changes every board conversation.

Read article
Partners

Specialists we work with on engagements.

Haven Commerce coordinates with a select group of firms whose expertise directly supports the outcomes we execute for clients.

Special situations
CMBG Advisors, Inc.
ABC Services

CMBG Advisors, Inc.

CMBG provides Assignment for Benefit of Creditors (ABC) services — a court-supervised alternative to bankruptcy that allows companies to wind down assets in an orderly, efficient manner. Haven Commerce coordinates directly with CMBG on engagements where an ABC is the right outcome for stakeholders.

Visit cmbg.com

Not sure what comes next? Let's figure it out together.

Book a 20-minute conversation. We'll talk through your situation honestly and whether Haven Commerce is the right fit. No pitch, no pressure — just a clear-eyed look at your options.

Book a Conversation

Prefer email? Reach out at info@havencommercellc.com