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There's no ironclad rule of valuation, but a normal way to go about this would be to set the whole company valuation at N x forward revenue, where N is a function of how much value is locked up in the company due to its youth and lack of sales, marketing, and distribution.

Two benchmarks:

A solid services company sells for 1.5-2x forward revenue; a services company making $5MM a year might be valued at around $10MM.

A solid product company with a really bright future might sell for 5x revenue; a product company making $5MM might be valued at $25MM.

You're definitely more towards the "services" side of this spectrum: you're an IT services company (with a productized IT service) in a totally commoditized market segment.

You don't have a "right to liquidity". Your partner is within her rights to give you no money, allow you to maintain an equity stake in the company should it ever be sold, hire someone to take your place, and pay them out of the operating budget for the company.

You also don't usually value a stake in (what is now) a 2 person company at 50%; a more typical structure would reserve a large chunk of the company ownership for employees, rather than diluting and restructuring with every hire.

So, if you have 40% margins --- ie, you're more efficient than Rackspace --- you're aiming to gross ~400k in the next 12 months. Do the math, then discount heavily because nobody is actually buying you, and your partner is taking all the risk.

For the business you're talking about, less the value you brought to the table (presumably 50% of all the work), 70k sounds like a great deal.




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