Executing a Sell-side GovTech Process to Improve Citizens’ Digital Interactions

Municipal Code Corporation ("Municode") is the largest codifier of legal documents for local governments in the United States and a nationally recognized provider of agenda and meeting management, document management, and municipal website design software solutions.

The Situation

Municode initially hired Ascend in a buy-side capacity to develop a comprehensive, end-to-end M&A strategy. Over the course of the engagement, our team developed an in-depth familiarity with Municode and what was important to the shareholders–culture, people, and vision. As Municode began entertaining a sale, they hired us as their sell-side advisor. The shareholders valued not only our deep knowledge of the GovTech space, but also that we knew finding a partner that checked all three boxes was just as important as a compelling valuation.

  • Buy-side: Performed market research on various geographic markets and product verticals to formulate acquisition priorities, developed an extensive pipeline of over 300 acquisition candidates, conducted outreach and vetted prospective targets, completed merger modeling and valuation analysis, built diligence data packs for the board and management team, and helped develop a vision and thesis around scaling the company. Over time, we became a true extension of Municode’s team supporting all of their corporate development needs.
  • Sell-side: Our team leveraged proprietary insight into market comps, relevancy in the space, and relationships with buyers to help guide the company through conversations with CivicPlus and its private equity investor, Insight Partners. We negotiated the LOI and deal structure on behalf of the shareholders, prepared materials and presentations that aided in the sale process, and managed the due diligence process to facilitate a swift closing.
  • Software & Technology
Client Type
  • Owner/Founder
Services Provided
  • Buy-Side Transactions
  • Sell-Side Transactions
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The Strategy

Having previously worked with Insight Partners on the buy-side, we focused on positioning Municode in a way that "spoke their language" by simplifying the complexity of their business, which was a combination of recurring and re-occurring revenue, to effectively communicate the salient value drivers of the opportunity and maximize the terms of the deal. Our primary goal was to cast a vision around the upside potential of the partnership and how the combined entity would become the leading GovTech platform in North America.

The Execution

The key to our strategy was underscoring what Municode brought to the table. We highlighted software KPIs such as logo, gross dollar, and net dollar retention, and focused on framing the stickiness of their revenue mix. The value of Municode’s customer base and the importance of populations less than 100,000 citizens was another area of focus because it presented an avenue for expansion and growth. There was also a clear opportunity for additional monetization with Insight’s payment processing portfolio company, PayIt, as well as additional complementary acquisitions to unlock greater value, which we highlighted during our process. Moreover, our collaborative nature helped build a good working relationship with Insight and CivicPlus to expeditiously resolve items in a timely manner while protecting the interests of Municode’s shareholders.

The Results

We closed the transaction with CivicPlus and Insight Partners in under 45 days, achieving a win-win-win partnership. The negotiated deal accomplished all goals set by Municode’s shareholders—an incredible cultural alignment, a shared strategic vision, an environment where employees and management continue to thrive, and a compelling valuation and structure. Furthermore, the acquisition was transformative to the GovTech marketplace creating an organization that serves over 7,000 municipalities and one of the largest players in the space.

The Ascend Advantage

Our expertise and relationships in both GovTech and Software were foundational for the success of the transaction. Navigating complex positioning points while tenaciously negotiating key deal terms enabled Municode to optimize its sale process and close the deal quickly. But what we are most proud of is our ability to realize Municode’s number one priority—finding a partner who respected and valued their team.