How MSPs Can Use Client-Level Profitability Data to Lift Margins and Valuation

Most MSP owners can tell you top-line revenue and bottom-line profit. Fewer can tell you which clients, agreements, and projects are actually creating that profit, and which ones are quietly eroding it.

That gap is where a lot of margin and valuation gets lost.

In practice, the MSPs that consistently improve their business are the ones that treat profitability as a data problem, not a gut-feel problem. They know for every hour spent serving clients how much gross profit comes back into the business. Then they use that information to make small, continuous changes that compound over time.

Size is not maturity

A common assumption in our industry is that larger MSPs are automatically more sophisticated. But it’s not always the case. You can have a 20 million dollar MSP whose PSA data is a mess. You can have a 1 million dollar MSP whose data is military grade. The real dividing line is operational maturity, not revenue.

A few practical signals that an MSP is ready to run serious profitability reporting:

  • PSA time entry is complete and consistent.
  • Costs are in the system in a structured way.
  • Agreements, projects, and transactional work are clearly separated.

Once you get beyond three to five engineers, the business becomes too complex to manage by gut (or “vibes” as the kids say). The owner no longer sees everything, and detailed reporting by client, agreement, and engineer stops being a nice-to-have and becomes essential.

If the PSA data is not there, the first step is fixing how the team uses the system, often with help from an operations coach who lives in your PSA of choice.

Why the instinct to fire bad clients is often wrong

When client-level reporting goes live, the first thing many owners see is a list of low or negative contribution clients. The first reaction is almost always the same: “I should fire them.” It is emotionally satisfying, but often the wrong first move.

Once you can see contribution per client and contribution per hour, you can start asking better questions:

  • Is the agreement underpriced, or is the client overutilizing us?
  • Are certain work types, like new user setups, spiking?
  • Is a non-standard stack driving a lot of extra noise?
  • Are we doing work that should never have been in scope, like endless ad hoc favors?

There are certainly cases where you do raise prices, carve work out of the agreement, or walk away. The point is that profitability reporting gives you the facts you need to choose, rather than reacting hastily out of frustration.

Legacy contracts and the hidden cost of “all you can eat”

Legacy clients are another area where contribution per hour changes the conversation. On paper, a big legacy client can look fantastic. Lots of revenue, long history, stable relationship. But if that client consumes a thousand hours a year and only generates fifty dollars of profit per hour, that is fifty thousand dollars of contribution. If your newer clients are generating one hundred dollars of profit per hour, those same thousand hours could be worth one hundred thousand dollars elsewhere.

It becomes even more obvious when you look at “all you can eat” tiers. Many MSPs underprice their true unlimited plans, especially where they have been generous about scope for years. You end up with situations where the team is fixing the boss’s kid’s GoPro and similar “favors” under a managed services agreement.

Again, the data does not tell you what to do, but it tells you where to look:

  • Do you reprice the agreement at renewal?
  • Do you narrow what is covered and move some items to billable?
  • Do you change the stack or fix chronic hardware issues that drive tickets?

Without contribution per hour, you are negotiating in the dark.

Profitability data as a valuation lever

Most MSP owners who are thinking about an exit focus on multiples. That is only half of the equation. Valuation is usually “multiple times earnings.” You control earnings far more than you control market multiples.

Take a simple example. Assume your team delivers 4,500 billable hours a year and you are generating $80 of gross profit per hour. That is $360,000 of contribution.

If you can lift that to one hundred dollars of gross profit per hour through a series of client, pricing, and efficiency changes, you have increased contribution by 25 percent. Even if your market multiple does not move, your valuation has effectively gone up by 25 percent.

On top of that, serious buyers are increasingly sensitive to operational maturity and recurring mix. They want to see:

  • P&L by client and by agreement.
  • Breakout of recurring labor versus recurring product.
  • How much comes from projects and transactional work.
  • Where concentration risks sit.

When you can walk a buyer through those numbers with confidence and explain how you have used them over the last few years to tune the business, it builds trust. Well informed buyers do not need to use pessimistic assumptions and can instead rely on your precise numbers to form their valuation.

Where to start

If you are not there today, here are the next steps:

  1. Fix the PSA. Make sure time, costs, and agreements are structured and consistently used.
  2. Start measuring contribution per client and contribution per hour.
  3. Pick one small target, like moving from a 12 percent margin to 13 percent, and use the data to find practical levers.
  4. Repeat.

It is an onion to peel, not a switch to flip. The MSPs that lean into this approach see those slow, steady gains that look small in the moment and significant when they look back two or three years later.

If you want to dig deeper into these ideas and see how other MSP leaders are putting them into practice, you can watch our full webinar with Larry Cobrin from MSPCFO on YouTube: https://www.youtube.com/watch?v=IOUDilCaMVA

How MSP Buyers Can Avoid Deal Killers in IT Services Acquisitions

IT or managed service provider acquisitions may look straightforward on paper. You find a good target, agree on a price, sign an LOI, work through due diligence, then close. But if you’ve spent any time trying to grow through MSP acquisitions, you know that it’s not so simple in practice.

This article focuses on the buyer side of the table and how to avoid the most common issues that derail acquisitions of MSPs, hosting providers, data center operators, and similar IT services businesses.


1. Get your financing story sorted before you shop

One of the fastest ways to lose credibility with a seller is to be vague about how you will actually fund the deal.

Before you seriously pursue opportunities, be clear on:

  • Where the money is coming from: bank or SBA loan, investor capital, vendor financing, or retained cash from operations.
  • What that implies for timing: approvals, conditions, and extra information required.

If you are using bank or SBA financing, assume it will take longer and require more documentation than the lender suggests. Expect that the “short list” of documents grows into a long one and build that padding into your timeline.

Also understand the type of lender you are working with. Some can approve loans locally. Others must send everything up the chain for sign off, which adds more delay. If you are competing with a buyer that has cash on hand, your slower funding path is a disadvantage unless you compensate in other ways.

The key is simple: do not surprise the seller with how your financing works, or with the time it will take.


2. Build a repeatable inquiry process

Many first time buyers approach their first deal with a “let’s just start asking questions” mindset. It feels flexible. But to a seller it looks disorganized and undermines confidence.

You are far better off with an agreed process and checklist that you use on every deal. At a minimum, split your questions into clear workstreams:

  • Financial
  • Operational
  • Technical

Start with the deal killers. Examples that often decide whether a deal is viable at all:

  • Customer concentration
  • The mix of recurring versus one time revenue.
  • Any prepaid or deferred revenue on the books and how it is handled.
  • Customer churn patterns and reasons.
  • The existence and assignability of customer contracts.

In most IT services deals, financial issues are the ones that truly kill transactions. Operational and technical issues tend to influence how you structure the deal, not whether you do it at all. So it usually makes sense to start with the financials questions first.


3. Know what a “good fit” actually looks like

Before you send offers, be able to explain on paper why a particular opportunity makes sense for you. That narrative should cover:

  • Your background and your firm’s history.
  • Why the target is a fit from a customer, technical, geographic, or cultural perspective.
  • How the acquisition fits your strategic plan.
  • How you intend to treat their customers and employees.

Sharing that story alongside your offer gives the seller confidence that you are not just chasing assets.

You also need hard boundaries. For example:

  • Are you prepared to support customers that require regular onsite visits, or do you want predominantly remote service models?
  • Will you buy associated real estate if it is part of the package, or are you only interested in the operating business?
  • Would you consider buying only a portion of the business if one partner wants out and the other wants to stay?
  • Are there industries or customer profiles you do not want to support?

If you are not clear on these questions, you risk getting deep into a process only to realize the opportunity never really fit your model. That is frustrating for everyone involved.


4. Align early on price, structure, and risk

In most MSP mergers, it is common to see the majority paid at closing, with the balance spread across an earn out or a seller’s note. Sellers naturally worry about ever seeing that second piece, so you need to define:

  • What will trigger an adjustment to the earn out.
  • How you will treat customer losses that occur around closing.
  • Whether the seller will be hired in any ongoing role and on what terms.
  • Whether it is an asset deal or a stock deal, and what that means for risk.

Another helpful practice is agreeing on formulas that handle change between LOI and closing. If a major customer leaves or a major new account is signed during diligence, you do not want to renegotiate from scratch. You want to apply a pre agreed mechanism that is fair for both parties.


5. Protect momentum and avoid deal fatigue

Even a healthy deal has a clock on it. If you agreed to close in 60 days and you are still haggling on day 65, frustration starts to creep in.

Momentum is often what decides who wins a competitive process. When a seller has multiple similar offers, the buyer who moves first, responds quickly, and keeps energy in the process often wins, even at the same or slightly lower price.

On a practical level, that means:

  • Preparing your advisors early so they understand the timeline and can prioritize your work.
  • Turning redlined agreements around quickly, rather than letting them sit in an attorney’s inbox for weeks.
  • Being realistic about your own bandwidth and shifting internal work so you can focus on the deal when needed.
  • Communicating proactively when there are delays, whether they come from your bank, your lawyer, or your own team.

Silence kills trust. If the seller can see documents sitting untouched in the data room and hears nothing from you, they will start to assume the worst.


6. Invest in trust, not just terms

Acquisitions in IT services are personal. Owners often feel a deep responsibility for their teams and clients. They care about who takes over.

You can reduce a lot of anxiety by:

  • Providing references from past sellers you have worked with, if you have them.
  • Spending time to build rapport, not just negotiate terms.
  • Meeting in person where possible to strengthen the relationship.
  • Demonstrating that you understand their motivations, whether that is personal health, a new project that needs funding, or a desire to protect long term staff.

This rapport only really proves its value when something goes wrong. If you have put the time in upfront, both sides are far more likely to work through surprises together instead of walking away.

Also watch out for overzealous advisors. Some attorneys rewrite agreements so heavily that the other side questions whether you genuinely want a deal. Remember that they are paid to remove risk, not to get the transaction done. You need to manage that balance.


7. Keep customers and staff steady after closing

What you do after closing is still part of the deal. If you walk in on day one and raise prices, tighten SLAs, change processes, and reorganize teams, you will almost certainly trigger churn.

A better approach is to “rock the boat” as little as possible at first. Coordinate with the seller on timing and communication. Prioritize continuity of service.

If staff feel aligned with your culture and fairly treated, they are far more likely to keep delivering the level of service that keeps customers loyal. If they are unhappy, that frustration shows up in response times, attitude, and ultimately in lost accounts.


8. Prepare your own bench and deal flow

Before you pursue MSP M&A opportunities in earnest, line up:

  • An attorney who understands transactions in this space.
  • A CPA or accountant who can help evaluate the quality of earnings.
  • A broker or advisor who knows the IT services market and can help you ask the right questions.

On the sourcing side, combine several channels: targeted outreach, monitoring listings (like ours), peer groups where members share opportunities, and industry events where you can build relationships over time.


Acquisitions can be one of the most powerful growth tools for an IT services company, but only if you handle the details with discipline and respect. Get your financing clear, lead with a repeatable process, align early on structure and risk, protect momentum, and treat trust as a core asset.If you want to go deeper on the nuances behind these points, set aside some time to watch the full discussion on YouTube: https://www.youtube.com/watch?v=cqYhk9H92Gg&feature=youtu.be

Growth Through Acquisition: Why M&A Should Be on Every MSP’s Radar

Managed Service Providers (MSPs) are constantly looking for ways to grow and remain competitive. While organic growth will always be an important goal, there are challenges as it requires significant time, marketing spend, and operational effort. That’s why more MSPs are exploring Mergers & Acquisitions (M&A) as a strategic alternative or supplement to organic growth.

The Argument for MSP M&A

  1. Accelerated Revenue Growth: Organic growth can be slow and unpredictable. MSP growth through acquisition can boost revenue virtually overnight by gaining existing customers, contracts, and recurring income streams.
  2. Enter New Markets or Verticals: Acquisition opens the door to new geographic territories or industry verticals like legal, healthcare, or financial services. If you’ve been trying to break into a new niche or region, acquiring a business that already has traction there can help you bypass costly market entry efforts.
  3. Expand Your Service Offerings: A strategic acquisition can help you broaden your portfolio, whether it’s adding cybersecurity, VoIP, cloud solutions, or compliance services. These new services can be sold to your existing client base and bundled to create a more competitive and sticky offering.
  4. Eliminate Local Competition: In smaller markets, acquiring a local competitor can have a significant impact. Rather than competing over the same pool of clients, you consolidate market share and potentially improve margins through operational efficiencies.
  5. Gain Technical Talent and Internal Resources: Talent acquisition is one of the biggest challenges for MSPs. Through M&A, you can acquire experienced staff with specialized skills, reducing your hiring burden and allowing you to take on more complex or profitable projects.
  6. Improve Vendor Relationships and Buying Power: With increased scale comes increased buying power. Larger MSPs often enjoy volume discounts or legacy pricing from vendors, benefits that can be inherited in a merger or acquisition.
  7. Access Proprietary Technology: In some cases, the target company may have developed proprietary tools, scripts, or integrations that can give your business a unique edge, while also saving on licensing fees.
  8. Strengthen Strategic Positioning: M&A isn’t just about scale; it’s about shaping the strategic direction of your MSP. Whether you want to rebrand, realign your offerings, or reposition your company in the market, a well-planned acquisition can be a catalyst for transformation.

Things to Consider Before MSP Mergers

  1. Do you have a clear strategic plan for what kind of business you want to acquire? When creating an MSP acquisition strategy, think about how to integrate with your existing business, plans for growth, and competitive advantage.
  2. Do you have the capital to pursue an acquisition, or access to financing (e.g., SBA loans, investors, bank debt)?
  3. How well will the target business integrate with your operations, systems, and culture? Are there redundant roles or processes that need to be addressed?
  4. Do you have a framework for evaluating and filtering opportunities?

Size Doesn’t Always Matter

Many MSP owners assume acquisitions are only for the big players, but that’s not true. MSP mergers and acquisitions happen at nearly every size level, even for small regional firms valued under $500,000. Some sellers are motivated by retirement, health, or personal reasons, and may be open to flexible deal structures.

Ready to Explore? Here’s a Great Starting Point

One great way to begin exploring MSP acquisition opportunities is to join our weekly email list of IT services businesses for sale. These listings range in size and specialization, and while company names are kept confidential for privacy, you can access full information by signing an NDA. There’s no cost to join the list, and even if you’re not ready to acquire now, it helps you get a feel for the market, pricing, and potential fits. Join here: https://www.thehostbroker.com/register/


Want to Learn More?

We hosted a detailed webinar titled “M&A for MSPs as an Option for Growth” where we walked through these strategies, real-world examples, and answered audience questions. Watch the webinar here: M&A for MSPs as an Option for Growth Webinar

The MSP Finance Flywheel: Building Stronger, Sale-Ready Businesses

If you’re thinking about selling your MSP one day, or even just want to build a stronger and more profitable company, basic bookkeeping isn’t ideal. Buyers want clarity. They want to know where your revenue comes from, how profitable each of your services are, and whether your cash flow is predictable. Messy or incomplete financials can hurt your valuation and even scare buyers away.

Think of your finances like a flywheel. Once you get it moving, momentum builds and everything starts working together to make your business stronger and more appealing to buyers. There are five core parts to focus on:

1. Clean, Real-Time Data

You can’t make good decisions with outdated or inaccurate numbers. Having access to clean, up-to-date financial data puts you in control to:

  • See exactly how your business is performing
  • Make smarter, faster decisions
  • Spot trends before they turn into problems

2. Predictable Accounts Receivable

If clients are constantly paying late, you end up funding their operations instead of focusing on your own growth. But predictable cash flow isn’t just good for operations. It also makes your MSP more attractive to buyers since they want confidence that revenue comes in on time. If you’re thinking of selling your MSP in the future, you should implement clear and consistent billing practices. For example:

  • Invoice on the first of the month for the upcoming month
  • Use automated reminders to reduce late payments
  • Track aging receivables closely so nothing slips through the cracks

3. A Structured Chart of Accounts

In a buyer’s eyes, not all revenue is equal. Software, hardware, projects, and managed services each have different margins. Most buyers hold recurring managed services revenue in the highest regard. If you lump everything into one bucket, you lose the ability to demonstrate to buyers which services are driving profit, and how much revenue is monthly recurring.

A structured chart of accounts helps you:

  • Break down revenue and COGS by service type
  • Understand profitability at a detailed level
  • Benchmark your performance against industry KPIs

4. Consistent Monthly Close

Closing your books on time every month builds credibility and eliminates surprises. A consistent monthly close process ensures your financials are accurate and ready when buyers or lenders ask for updates.

Best practices include:

  • Reconciling every account each month
  • Reviewing your profit and loss statements for errors
  • Locking your books after each monthly close

5. Forward-Looking Planning

Once your foundation is solid, you can shift from looking backward to planning ahead. Forecasting cash flow, revenue, and expenses gives you the confidence to make smarter growth decisions.

Forward-looking planning helps you:

  • Decide when to hire and scale your team
  • Plan for investments and expansion
  • Know when it might be the right time to sell

Building a Business Buyers Want

When you put these five pieces together, your finance flywheel starts to gain momentum. Clean data leads to better decision making, which improves cash flow and profitability, which makes your MSP more attractive to buyers.

For MSP owners considering an exit, getting your financials in shape isn’t just about running a tight ship. It’s about creating a business that commands attention and earns top value when the time comes.

Want to dive deeper into these strategies? Watch our full webinar replay with the Finance Flywheel’s creator Paul McCann here: MSP Accounting: The Finance Flywheel

Thinking About Selling Your MSP?

If you’re considering selling your MSP, we can help. From preparing your financials to positioning your business for maximum value, our team specializes in helping IT service providers navigate successful exits.

Contact us today to talk about your goals and find out how we can help you prepare for a profitable sale.

Make Your MSP Irresistible to Buyers: Why a Strong vCIO Program Drives Higher Valuations

If you’re looking to grow your MSP or position it for a future sale, there’s one thing that can significantly increase your value in the eyes of potential buyers: a well-structured vCIO (Virtual Chief Information Officer) program.

For many MSPs, the vCIO role gets overlooked, misunderstood, or confused with basic account management. But done right, it can transform client relationships, boost profitability, and make your business far more attractive to buyers.

In this article, we’ll break down what a true vCIO program looks like, why it matters for your bottom line, and how it can help future-proof your MSP.

Why the Traditional vCIO Model Fell Short

Many MSPs claim to have a vCIO, but in reality, what they’ve built is closer to a Technical Account Manager (TAM) role. These roles often focus on troubleshooting issues, managing tickets, and occasionally pitching products.

The problem? That approach doesn’t deliver the strategic value clients expect from a true vCIO.

A proper vCIO shouldn’t just manage day-to-day technical issues. Their job is to:

  • Understand the client’s overall business goals
  • Assess the entire technology ecosystem, not just the MSP’s stack
  • Build roadmaps and budgets that align tech strategy with growth objectives
  • Provide executive-level guidance that positions the MSP as a trusted business partner

When the vCIO role is treated as strategic instead of transactional, MSPs unlock better client retention, stronger trust, and higher-value relationships.

How a Strong vCIO Program Impacts Profitability

A well-executed vCIO program isn’t just about better client relationships. It directly impacts financial performance:

  • Higher profit margins: MSPs with structured vCIO programs consistently report stronger gross margins on both services and products.
  • Better stack adoption: When clients see the value of your recommendations, they’re more likely to adopt your preferred tools and platforms, reducing operational complexity.
  • Healthier, more predictable revenue: With better alignment on budgets and roadmaps, clients become easier to manage and renewals become more consistent.

Bottom line: vCIO-driven MSPs tend to operate at a higher operational maturity level, which leads to stronger EBITDA and more predictable growth.

Why Buyers Care About vCIO Programs

If selling your MSP is on the horizon, a strong vCIO program can make a huge difference in valuation.

Buyers today don’t just want to see your ConnectWise dashboards or ticket closure rates. They care about long-term client relationships and strategic alignment. A well-documented vCIO program shows:

  • Your clients rely on you for more than just IT fixes
  • You have consistent, structured engagement through Quarterly Business Reviews (QBRs)
  • You’ve built roadmaps tied to client business objectives
  • Relationships aren’t solely dependent on the owner

This last point is especially important. If clients only trust the owner, buyers see risk. A strong vCIO program creates transferable relationships, making your MSP more attractive and less dependent on you.

Getting Started: Building a High-Impact vCIO Program

If you want to make your MSP more valuable and scalable, here are a few steps to focus on:

1. Define the Role Clearly

Your vCIO isn’t just an engineer or account manager. Choose someone who can speak to business leaders, understand growth strategies, and bridge the gap between technology and business outcomes.

2. Segment Your Clients

Not every client needs the same level of vCIO engagement. Segment them based on factors like tech maturity, business size, and strategic needs. Some may need quarterly meetings, while others only require annual check-ins.

3. Build Roadmaps That Matter

Move beyond patch reports and ticket stats. Your QBRs should focus on budgets, risk reduction, compliance, and growth opportunities that directly impact the client’s business.

4. Let Go of Low-Value Clients

It’s tough, but sometimes the best way to scale your vCIO program is to fire clients who don’t value strategic guidance. This frees up capacity to focus on clients who see IT as an investment, not just a cost.

The Payoff: Growth, Retention, and Higher Valuations

A mature vCIO program creates happier clients, higher margins, and a more attractive business for future buyers. It helps MSPs:

  • Reduce client churn
  • Improve profitability
  • Build long-term, strategic relationships
  • Increase valuation multiples during acquisition

In a competitive MSP market, this is the kind of differentiation that matters.

Final Thoughts

If you want to grow your MSP or maximize its value before selling, investing in a structured vCIO program is one of the smartest moves you can make. It strengthens client relationships, improves financial performance, and positions your business as a true strategic partner.

Want to see a deeper dive into this topic? Watch the full webinar replay here: Watch Now


Ready to Grow Your MSP?

If you want help attracting buyers, improving client relationships, or marketing your MSP more effectively, we can help.

Contact us today and let’s talk about how we can position your MSP for faster growth and higher valuation.

Optimizing Your PSA for Maximum MSP Valuation

When it comes to selling your Managed Service Provider (MSP) business, first impressions are everything. And we’re not just talking about your website or the way you present your company to prospective buyers. The real first impression is made by the state of your internal systems, processes, and data.

Your Professional Services Automation (PSA) platform is at the heart of this. A well-organized PSA doesn’t just make your team more efficient; it makes your entire business easier to evaluate, transition, and integrate after a sale. In short, a clean PSA signals to buyers that you run a tight ship, which can directly boost your business valuation.

We hosted a webinar, Optimizing Your PSA for Acquisition Readiness, where PSA optimization consultant Monica Ozaruk walked through PSA optimization tips with real world examples. Watch it here. Here are five recommendations from the webinar.

1. Pipeline Health: Keep It Real

Your PSA (or CRM) should be the single source of truth for your sales team. However, many pipelines suffer from “deal bloat,” with old, stale opportunities that inflate your forecast and make your sales process look disorganized.

Recommendation: Regularly filter for past-due close dates, identify ghost deals, and archive them. Consider using an “Admin Close” status to clean up old opportunities without marking them as lost.

2. Inventory Accuracy: Track What You Carry

While many MSPs don’t carry much inventory, it’s becoming more common to accumulate shelves full of hardware like firewalls, switches, and other devices. Untracked inventory ties up cash flow and makes your financials less transparent to buyers.

Recommendation: Record inventory as an asset in your accounting system and align it with your PSA data. For hardware-heavy projects, consider down-payment invoicing to cover upfront costs.

3. Work-in-Progress (WIP) Visibility: Bill as You Go

Waiting until a project is 100% complete to bill for all the labor can choke your cash flow and increase your risk if a client delays payment.

Recommendation: Use progress invoicing and bill monthly for any active project work. This creates steady cash flow and reduces exposure to unpaid invoices. Make sure your contracts allow for interim billing and clearly define scope.

4. System Bloat: Streamline Your PSA

Over time, your PSA can become cluttered with unused boards, statuses, automations, and workflow rules. In an acquisition, a messy PSA makes migration harder and reduces operational clarity for a buyer.

Recommendation: Conduct an internal audit to remove or consolidate unused elements. Organize workflows by verticals or service lines so they can be easily “lifted out” during a partial or full sale.

5. Quote-to-Cash Clarity: Map the Hand-Offs

Even with great SOPs, things can fall apart in the hand-offs between departments. Without clear accountability, deals can stall between sales, operations, and finance, which hurts both cash flow and buyer confidence.

Recommendation: Document a “quote-to-cash” process showing exactly who owns each stage, from signed quote to final invoice. This demonstrates operational maturity to buyers and speeds up the due diligence process.

Why This Matters for Your Valuation

Buyers look for businesses that are easy to understand, operate, and integrate. A clean PSA with accurate data demonstrates that your MSP is well-managed, financially healthy, and ready for a smooth transition, which can directly boost your valuation.


Thinking about selling your MSP?
Contact us today for a free, confidential valuation and expert guidance through the selling process.

Why Every MSP Needs Customer Contracts—Especially If You’re Thinking About Selling

If you’re running a Managed Services Provider (MSP), you’re probably juggling a lot: keeping clients happy, tackling IT hiccups, and, of course, boosting that monthly recurring revenue. Today’s blog discusses one crucial area that many busy MSP owners tend to overlook: formal customer contracts. This is one aspect that can seriously impact your business, particularly when you’re thinking about selling.

We recently hosted a webinar with ITagree’s Anne Hall discussing exactly why customer contracts matter so much when selling your MSP.

Watch the full webinar here: Why Should MSPs Have Customer Contracts?

No Contracts? Expect a Lower Valuation or Earn-Out

A sizable proportion of MSPs that end up on the market don’t have formal contracts in place. While it’s not an automatic deal-breaker, it will lead to a lower valuation or a less favorable payout structure.

Think about it from a buyer’s perspective: no contracts mean more risk for them. The likely outcome? They’ll push for an earn-out, a holdback, or some other performance-based contingency to mitigate the risk. This means you’ll probably get paid a larger proportion of the valuation paid over time rather than upfront, and only if your clients stick around.

Beyond selling, contracts are your shield, protecting your revenue before an exit. They clearly define the services included, help prevent scope creep, and reduce revenue leakage from clients expecting free work that wasn’t part of the original agreement. Adding this otherwise missed revenue ultimately does come in handy when it comes time to sell your business.

What Should Be in Your MSP Contract?

Anne Hall shared some critical elements every MSP contract should include:

  • Clear scope of services (what’s in, what’s out)
  • Defined responsibilities in co-managed environments
  • Cybersecurity disclaimers (especially when tools come with vendor limitations)
  • Payment terms and liability limits
  • Termination clauses
  • Assignability language for future M&A scenarios

Watch the full webinar here: Why Should MSPs Have Customer Contracts?

Thinking of selling your MSP?

We help MSPs prepare for and execute successful exits—from valuation to closing. Contact us to discuss your goals in confidence.

How to Calculate Adjusted EBITDA for MSPs (and Why It Matters)

Ever feel like valuing a Managed Service Provider (MSP) is like staring into a black box? The profit and loss statement might not actually reflect what a business is truly worth. Whether you’re considering an exit or looking to grow through acquisition, there’s one key financial metric you absolutely need to understand: Adjusted EBITDA.

In this post, we’ll pull back the curtain on what Adjusted EBITDA is, why it’s important for MSPs, how to calculate it properly, and how it impacts valuation.

What Exactly Is Adjusted EBITDA?

EBITDA of course stands for Earnings Before Interest, Taxes, Depreciation, and Amortization. Adjusted EBITDA goes a step further by normalizing earnings to reflect the real, ongoing profitability of your business by removing personal expenses, one-time costs, or income/expenses that wouldn’t carry over to a buyer. In short, it estimates what a new owner could reasonably expect to earn post-acquisition.

Why Adjusted EBITDA Matters

A multiple of Adjusted EBITDA is the most widely used metric in MSP valuations. The biggest factor influencing the multiple is how much top line revenue there is. For instance, a small, solo MSP generating low six figures might trade at roughly 2x Adjusted EBITDA. But a larger MSP with $10M+ in revenue could see a multiples as high as 8–10x. Here are some other factors which influence the multiple:

  • Recurring vs. Project-Based Revenue: More recurring revenue is desirable.
  • Profit Margins: Healthy margins indicate efficient operations.
  • Geographic Market Size: Larger markets mean more competition vying for acquisitions.
  • Client Concentration: A diverse client base is less risky.
  • Owner Involvement: How much “key man risk” is present?

The Common Adjustments

When you’re crunching the numbers for Adjusted EBITDA, the main goal is to adjust the P&L to reflect which revenues/expects a buyer would actually inherit. Here’s a breakdown of what might typically get adjusted:

Expenses to Add Back

These are costs the seller incurred that a buyer wouldn’t expect to absorb.

  • Owner’s Personal Expenses: Personal travel, meals, car costs, or even family cell phone plans that run through the business.
  • One-Time Costs: Was there a big office renovation last year? A one-off legal settlement? Or a costly website redesign? These are typically added back as they aren’t expected to reoccur.
  • “Ghost Employees”: If there’s family members on the payroll who aren’t really contributing, those salaries are typically added back.
  • Owner Compensation: This is a big one. There are two adjustments, which together aim to estimate the market value for replacing the owner’s role. First, the owner’s salary is added back. Then, you subtract the fair market cost it would take to replace their role post-sale. This is helpful in circumstances where the seller is paying themselves more (or less) than fair market value for their role.

Non-Operating Income to Subtract

These are income items that aren’t part of the core, ongoing operations of an MSP.

  • Government grants or subsidies.
  • One-time legal settlements received.
  • Rental income (i.e. from subleasing office space).
  • Proceeds from selling old equipment or other one-off asset disposals.

Why Reasonableness Matters

It’s in the seller’s interest to maximize Adjusted EBITDA to boost their valuation. But it’s important for sellers to be reasonable, because inflating add-backs or being overly aggressive with your adjustments can backfire. Buyers will scrutinize add backs, and if a seller’s add backs are unreasonable, it can seriously damage trust and potentially even derail a deal.

Want to Go Deeper?

We hosted a webinar titled ‘How to Calculate Adjusted EBITDA for MSPs’ that walks you through the methodology using a fictitious MSP’s P&L and discusses the impact on valuation.

Watch the webinar here: YouTube – How to Calculate Adjusted EBITDA for MSPs


Thinking about selling your MSP?
We’ve helped hundreds of IT service providers navigate the sale process successfully, from valuation to closing. If you’d like a confidential conversation or a free evaluation, contact us.

Thinking About Buying Your First MSP? Here’s What You Need to Know

Thinking about expanding your tech empire or making your first foray into the world of Managed Service Providers (MSPs)? You’re in good company! The MSP market is buzzing with opportunity, but navigating your first acquisition can feel like charting unknown waters. This post is your compass, offering insights into what makes a successful MSP purchase and how to avoid common pitfalls.

Why the Buzz Around MSP Acquisitions?

For years, the recurring revenue models of IT services were often misunderstood by the broader financial world. But times have changed! Lenders and investors now recognize the immense value and stability within the MSP sector, making it an attractive space for both seasoned entrepreneurs and newcomers looking to grow.

However, with this increased interest comes a competitive landscape. There are significantly more buyers than sellers, which means you need to stand out from the crowd. It’s not just about offering the highest price; it’s also about building trust and demonstrating a clear vision for the future of the acquired company.

The Journey to Your First MSP Acquisition: Key Considerations

So, what does it take to make a smooth and successful acquisition? Here are some critical elements:

1. Establish a Clear Process and Professional Guidance

One of the biggest stumbling blocks for potential buyers is a lack of a defined process. Approaching an acquisition without professional advisors (think CPAs and attorneys specializing in M&A) and a comprehensive due diligence list can quickly erode a seller’s confidence. Having a structured approach signals seriousness and professionalism.

2. Build and Maintain Trust

Acquisitions are often deeply personal for sellers who have poured their heart and soul into building their business. Many deals fall apart not because of price, but because of a breakdown in trust. Be transparent about your financing, your intentions, and any contingencies. Show the seller that you genuinely care about their “baby” – their customers and employees. Often, sellers prioritize the well-being of their team and clients even over the highest offer.

3. Embrace Speed: Time Kills Deals

This is a golden rule in M&A: “time kills all deals.” Delays can lead to buyer or seller fatigue, and ultimately, a loss of momentum and trust. Remember, both parties are likely managing their existing businesses while trying to navigate the complexities of an acquisition. Efficiency and responsiveness are key to keeping the process moving forward.

Beyond the Deal: What Sellers Truly Value

While the financial offer is important, many sellers are looking for more than just money. They want assurance that their legacy, their customers, and their employees will be well-cared for under new ownership. Demonstrating your commitment to their success post-acquisition can be a powerful differentiator.

Ready to Make Your Move?

Acquiring your first MSP is a significant step, but with the right approach and a clear understanding of the market dynamics, it can be an incredibly rewarding venture.

We recently hosted a webinar that delved deeper into these very topics, offering actionable advice and real-world insights into the MSP acquisition journey. Watch it here.


Need expert guidance in buying an MSP? Contact us today! We publish an updated list of available MSPs each week to help you find your perfect match.

Are We in an M&A Bubble for MSPs?

There’s no question: mergers and acquisitions activity in the MSP space has picked up significantly over the past few years. We’ve seen first-hand more inquiries, higher valuations, and a growing diversity of buyers. Private equity firms are increasingly targeting smaller MSPs, more solo buyers are entering the market, and of course, existing MSPs are still thirsty for growth opportunities. All this attention has led some to speculate: are we in a bubble? To answer that, we need to understand what’s driving this surge in M&A activity. So in today’s blog, let’s take a look at three of the most important factors we see driving M&A acquisitions for MSPs:

  1. Cybersecurity requirements
  2. Demographics of MSP owners
  3. Challenges with organic growth

Cybersecurity Requirements

The scope of services provided by MSPs has expanded considerably in recent years. Whereas the traditional focus was on infrastructure management, cybersecurity is now a core component. This has created challenges particularly for smaller MSPs, who may not have been able to invest in broadening their services to include robust cybersecurity. Those who are unable to-do-so may not qualify for cyber insurance, and neither may their clients. This poses not only a risk for the MSP in terms of not being protected, but also a risk that clients may churn.

Regulatory obligations have also become more complex, with MSPs expected to comply with frameworks such as HIPAA, NIST, and GDPR. Smaller MSPs may find it difficult to meet the standards. For some, the best path forward is to exit and be absorbed into a larger MSP that has the needed infrastructure and expertise.

The question becomes, do you foresee a future where cybersecurity threats are lessened, or will they continue to increase? While the future is hard to predict, when you consider our current geo-political climate, it seems unlikely that cybersecurity concerns are going away anytime soon.

Demographics of MSP Owners

Another major factor driving acquisitions is the age of MSP owners. Many MSPs still operate under their original founders who started their businesses in the 1990s or early 2000s. Those owners are now approaching retirement age and are looking to exit. Even among younger founders, burnout and family priorities often lead them to consider selling and retiring early.

This trend aligns with broader demographic patterns. Baby Boomers and older Gen Xers are retiring across all industries, and IT services is no exception. It seems probable that the wave of exits is going to continue over the years to come.

Difficulties Growing Organically

Nearly every MSP I’ve ever spoken to gets most of their leads from word-of-mouth or referrals. But this approach only takes you so far, and often MSPs find they hit a ceiling somewhere between $1.5m-$2m in yearly revenue. Scaling beyond that requires significant investment in marketing and sales. But many MSPs aren’t keen to incur the costs to-do-so, and don’t have the patience required to see it through. So, they get stuck.

Even when solid leads come in from marketing efforts, it’s very competitive, and there’s a good chance the lead may be speaking to 5+ other MSPs. Prospects may not appreciate the true value of managed services and may be inclined to go with the lowest bidder.

In instances where you are reaching out to a company who already has an MSP, they likely won’t want to switch providers unless they experience a service failure. Which makes the timing of outreach tricky.

Acquisitions can bypass many of these challenges. Instead of fighting for every new seat, MSPs can grow quickly by acquiring a book of business with established relationships. So, as organic growth becomes tougher, more MSPs are looking at M&A as their preferred option.

Looking ahead, will organic growth become easier? It’s unlikely. Larger MSPs are investing more heavily into marketing, automation, and AI-driven outreach. So going forward, small-to-mid sized MSPs may find it even harder to compete.

Conclusion: Is This a Bubble?

When we look at these important factors driving M&A activity in the MSP sector, there’s a strong argument that all three of them are going to persist for the foreseeable future. Could valuations soften or buyer interest shift? Sure, markets always change. But the core reasons behind increased M&A activity don’t appear to be going away anytime soon.

Considering buying or selling an MSP? Contact us today — our team can guide you through the process.