PROJECT Keystone
UK's market-leading SEND assessment software for schools.
A profitable, recurring-revenue EdTech SaaS used by 268 UK schools to assess and track pupils with Special Educational Needs. 12 years trading. Zero bad debts. 95% renewal.
Sign a short NDA — name, email, sign. Immediate access to the 28-page memo, financial model and FAQ.
Aligned with UK education standards · Built around frameworks from
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Mandate snapshot
The opportunity, at a glance
- Sector
- Education
- Sub-sector
- B2B SaaS — Special Educational Needs & Disabilities (SEND)
- Headline
- Highly profitable B2B SaaS. 268 UK schools as paying clients. 1–3 year average customer lifetime. Growing ~30% YoY at 28% EBITDA margins.
- What the company does
- A SaaS platform used by SEND schools to capture teaching evidence, assess pupil progress against 1,000+ custom curricula, and generate the reports schools rely on for Ofsted inspections. The product is mission-critical: of 268 client schools, only one has ever lost its Outstanding Ofsted rating since adopting the platform.
- Team
- Seven-person team in total, with five core members — covering product, engineering, customer success and account management — who have already confirmed they will stay on post-completion to scale the business under new ownership.
- Owner intention
- Founder in his 70s seeking retirement after 12 years building the business. Two prior successful exits. Committed to up to 24 months of structured transition support.
- Deal structure
- 100% share sale preferred. Majority buyout considered for the right strategic or institutional partner.
- Indicative valuation
- Disclosed inside the Stage 1 data room. Reflects 12 years of audited accounts, recurring revenue base and forward growth plan.
Investment Highlights
Market Leadership
Dominant position in UK SEND sector with 13% market share and clear path to expansion
Exceptional Economics
Near-zero customer acquisition cost with 90% organic word-of-mouth referrals
Proven Track Record
12 years of consistent growth, high retention, and zero bad debts in company history
Mission-Critical Platform
Essential for Ofsted regulatory compliance: deeply embedded in customer workflows
AI Growth Roadmap
AI development partnership with UCL targeting 50%+ teacher efficiency gains and new revenue streams
Committed Transition
Founder-led with committed 24-month transition support and experienced management team in place
Market timing
Why this opportunity, why now
The UK SEND software market is in a rare moment: funding is rising, regulatory pressure on schools is intensifying, and the barriers to entering this category are higher than almost any other EdTech vertical. Established platforms with embedded school relationships are the obvious beneficiaries.
£4.1bn SEND funding uplift
The UK government has committed an additional £4.1bn in high-needs funding through 2027/28. School budgets for SEND assessment and reporting tools are growing, not shrinking.
Ofsted pressure on schools
Since COVID, 80% of "Outstanding" schools nationally have been downgraded. Heads are actively buying systems that evidence pupil progress and satisfy inspectors.
High barriers to entry
New entrants face 18–24 month procurement cycles, GDPR clearance for sensitive pupil data, and the political risk of switching a system children rely on. Incumbents almost always win renewal.
Sticky contracts, 95% renewal
Once embedded, schools rarely switch suppliers for SEND tooling. The target demographic — pupils with disabilities — makes any transition politically sensitive for headteachers.
Sources: Department for Education high-needs funding statements (2024–2028); Ofsted annual reports; internal customer renewal data. Underlying citations available in the data room.
Financial trajectory
Four consecutive years of revenue and EBITDA growth, underpinned by 80%+ recurring subscriptions and a 12-year track record of zero bad debt.
Revenue & EBITDA — FY22–FY26e
Revenue CAGR FY22–FY25: 21%. EBITDA margin stable at 27–29% through scaling. FY26 forecast based on contracted ARR plus signed pipeline (full breakdown in CIM).
Detailed P&L
Released after NDA signature
| Metric | FY2024 | FY2025 | Change |
|---|---|---|---|
| Revenue | £538K | £717K | +33% |
| Gross Profit | £428K | £584K | +36% |
| EBITDA | £158K | £203K | +28% |
| EBITDA Margin | 29% | 28% | -1pp |
| Customer Count | 233 | 268 | +15% |
Detailed P&L behind NDA
Sign a short NDA to unlock the full P&L, 5-year financial model and Confidential Information Memorandum.
Transaction Process
Professional M&A execution with clear milestones
Express Interest & NDA
- Sign short NDA online
- Immediate access to teaser & info memo
Management Meetings
- Q&A with founder and team
- Live walkthrough of platform
- June – July 2026
Indicative Offers & DD
- Submit indicative offer
- Receive full data room access
- Due diligence: July – August 2026
Final Offers & Close
- Final offers: early September 2026
- Legal and financial close
- Target completion: October 2026
Express Interest & NDA
You're here- Sign short NDA online
- Immediate access to teaser & info memo
Management Meetings
- Q&A with founder and team
- Live walkthrough of platform
- June – July 2026
Indicative Offers & DD
- Submit indicative offer
- Receive full data room access
- Due diligence: July – August 2026
Final Offers & Close
- Final offers: early September 2026
- Legal and financial close
- Target completion: October 2026
Early engagement is encouraged to allow adequate time for thorough due diligence.
Who This Opportunity Suits
Ideal buyer profiles for this acquisition
SEND-Related Acquirers
Companies already serving UK special education
SEND school operators, therapy providers, specialist EdTech
Education Platforms
EdTech businesses adding UK capability
Student information systems, curriculum platforms, assessment tools
International EdTech
Companies seeking UK market entry
US/EU education software, e-learning platforms
Professional Services
Firms expanding education practice
Education consultancies, compliance specialists
Private Equity
Vertical SaaS and education-focused funds
Growth equity, education PE, software roll-ups
Aggregators
Platform acquirers building portfolios
EdTech holding companies, multi-brand groups
Search Funds & Sponsors
Independent acquirers seeking profitable assets
Entrepreneurs with education background, ETA investors
Family Offices
Long-term investors seeking stable cash flow
Multi-generational wealth, patient capital
Experienced Dealmakers Lead Your Exit
A senior M&A bench, plus a sector specialist recruited for your industry on every deal.
Head of M&A
Recently joined, name announcing soon
Recently joined from one of the largest M&A advisory firms in the UK. As an ex-Director, our new Head of M&A was selected from over 220 applicants to lead the advisory bench across Building Services and Healthcare.
Senior Industry Advisor
Fire and Security, Building Services & FM — announcing soon
Joe met Martin at a Fire Safety industry event after seeing him speak on stage. Martin is chairman of multiple major fire and security associations in the UK and is connected and established across the building services and FM spaces. He played a key role in the growth of Mitie and its acquisition of Marlowe PLC. He is playing an important role to support business owners on their journey to exit through DealFlowAgent.
James Duboullay
Senior M&A Advisor
- •25+ years across investment banking, M&A and fundraising
- •Sector focus: essential services and software
- •Long-standing relationships with private equity buyers and growth funds
- •Personally advising DealFlowAgent founders for the past four years
Emerson Patton
Sector Specialist: Building, Construction & Trade Services
- •20+ years advising owners in building services, fire safety, HVAC, plumbing, and construction
- •Guided 200+ companies through growth, profit improvement, and exit planning
- •Builds equity value and operational structure long before a sale
- •Partners with DFA to prepare owners for exit while the advisory team runs the sale
Kaya Kesici
M&A Advisor, Fire Safety, Security & Compliance
- •17 completed M&A transactions over the past six years across UK SME fire safety, security and compliance-led services
- •Sell-side and buy-side experience, buyer research, acquirer mapping, outreach and live process coordination
- •Information request lists, databook prep, IC-style summaries and EV-to-equity bridge work
- •Direct sector exposure across fire protection, security systems, CCTV, access control and intruder alarms
Previously
Ranger Fire & Security · Complete Building Services · Compliance Group
Sam Pouyan
Senior M&A Advisor
- •10 years across buy-side and sell-side M&A
- •Former investment banking analyst
- •Expert in financial modelling and deal structuring
- •22 completed M&A transactions
- •Direct relationships with hundreds of strategic and financial acquirers
- •Previously built a mobility and field services business to 30 staff and 6 UK warehouses, then sold via competitive process with an EY M&A partner
- •Raised £2m in funding; placed 3rd of 1,900 at OnStage (the "Y Combinator of Europe")
- •Full-stack developer of advanced agent systems and second-brain tooling for the M&A process
- •Founded Fanbytes, scaled revenues to £10m+, exited at multi-eight-figure valuation
- •Advises on multiple M&A deals, invests in early-stage ventures
- •Built 700,000+ follower community teaching founders to scale and sell
- •Partnered with DealFlowAgent to expand access for founders to buyers
Sector Expert
Industry-Specific Advisor
For every engagement we add a sector specialist from your industry to the core team: a 15–25 year operator or advisor with direct relationships in your niche. Recruited per deal so you get the right fit, not a generalist.
The bench is growing. Two senior M&A hires confirmed for late July 2026, selected from 200+ applicants out of Goldman Sachs, Deutsche Bank, EY, KPMG and leading boutique M&A firms. See open roles →
The AI layer behind every advisor
Two in-house AI systems work alongside the human bench. They are software, not people, built and supervised by the advisory team.
Sage
AI Deal Concierge
Available 24/7. Monitors every signal in your deal and keeps the advisory team one step ahead. Trained on thousands of M&A transactions.
Sterling
Buy-Side Deal Origination Agent
Engages 13,000+ acquirers to surface live mandates and intent, then feeds your advisors with warm, ranked buyer matches.
About DealFlowAgent
DealFlowAgent is a London and New York-based M&A advisory firm for owners of essential services and software businesses with revenues between £500K and £20M. Every transaction is led by a dedicated senior advisor with real M&A experience, supported by a sector specialist recruited for your industry and a proprietary buyer intelligence layer that engages 13,000+ acquirers on your behalf.
Active buyer relationships
13,000+ acquirers registered on the platform, plus our advisor network and institutional data tools. Your business reaches every relevant acquirer.
Higher valuations
Buyer reach, sector specialism and a reverse-engineered process drive higher offers, multiple bids to compare, and stronger deal terms.
In your industry
A sector specialist is recruited onto every engagement. 15–25 year operators or advisors with direct relationships in your niche.
Aligned incentives
Success-based fees. No upfront costs, no hidden charges. We are paid by sellers on close, so our incentive is to complete transactions that maximise value.
Business Available for Acquisition
Project Keystone is a UK-based B2B SaaS business available for acquisition. It is the market-leading platform serving Special Educational Needs and Disabilities (SEND) schools, with 268 schools representing approximately 13% market share.
At £717K revenue, the Company has captured less than 1% of the £500M+ global education assessment software market, providing substantial expansion runway. Clear pathways exist for expansion into UK mainstream schools (32,000 schools) and international markets (US alone represents £300M+ TAM).
The platform enables SEND schools to capture teaching evidence, assess pupil progress against 1,000+ custom curricula, and generate comprehensive reports that satisfy Ofsted requirements. The software is mission-critical for schools seeking to achieve and maintain "Outstanding" ratings.
Product Efficacy Proof Point
Of 268 client schools, only one has ever lost its outstanding Ofsted rating since implementing the platform. Since COVID, 80% of outstanding schools nationally have been downgraded. This demonstrates the platform's mission-critical value in maintaining regulatory compliance.
Request the Information Memorandum
Get access to the full CIM, detailed financials, and an introduction to meet the founder.
What you'll receive:
28-Page CIM
Full Information Memorandum
Financial Statements
Historical & projected
Meet the Founder
Direct introduction arranged
Priority Access
Management presentations
We will respond within 24 hours with the Information Memorandum.
Your information will not be shared without your consent.
Frequently Asked Questions
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Prefer to talk now? Call +44 20 7293 0327