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The $80M Deception—How Kevin Wagstaff Walked Away and Won

Updated: Feb 14



About this Episode

When Kevin Wagstaff and his brother bootstrapped Spectora, a SaaS platform for home inspectors, with just $2,500 each, they never expected to one day face an $80 million acquisition offer.


Spectora transformed the home inspection industry by replacing outdated paper reports with a digital platform that streamlined workflows, saved inspectors time, and enhanced the client experience. 



But when an acquirer attempted to re-trade the deal at the last minute—adding a $25 million seller’s note, a $10 million earn-out, and a 36-month call option—Kevin learned a hard lesson: just because an offer is on the table doesn’t mean the deal is done. 


The acquirer assumed Kevin and his brother would be too invested in the deal to walk away. But thanks to their advisor’s guidance, they stood firm. The result? The acquirer backtracked, offering the original terms.


Kevin and his brother still walked, ultimately selling a majority stake at a $90 million valuation to a better partner. 



In this episode of Built to Sell Radio, you’ll discover how to: 


  • Handle intimidation tactics from potential acquirers. 

  • Recognize last-minute re-trading tactics and avoid being pressured into bad terms. 

  • Use SEO and content marketing to disrupt an industry dominated by legacy players. 

  • Build a product that drives word-of-mouth growth—even in a niche market. 

  • Structure a sale that protects your financial future. 


Kevin’s story is a powerful lesson in knowing your worth, standing your ground, and never assuming a deal is final until the money is in the bank. 



About Our Guest

Kevin Wagstaff


Kevin Wagstaff is the co-founder and former Co-CEO of Spectora, a leading home inspection software company. Alongside his brother, Mike, Kevin built Spectora into a top-rated platform, serving over 8,000 customers.


Before venturing into entrepreneurship, Kevin held positions at Charles Schwab and HomeAdvisor, where he gained valuable experience in finance and technology.


In August 2024, Kevin and Mike announced a strategic shift, appointing a new CEO to handle day-to-day operations, allowing them to focus on company strategy. Hosts the “Trust Me, Bro” podcast, where he shares insights on various topics.



 


Definitions

Due-Diligence: This is a comprehensive appraisal of a business or investment undertaken before a merger, acquisition, or investment. It seeks to validate the information provided and uncover any potential risks or liabilities.


Earn-out: This is a financing arrangement for the purchase of a business, where the seller must meet certain performance goals before receiving the full purchase price. It reduces the buyer’s risk and aligns the interests of both parties post-acquisition.


Roll Over Investor: A rollover investor, in the context of selling a business, refers to an individual or entity that rolls some of their proceeds from the sale with the buyer. This strategy allows the seller to defer capital gains taxes and potentially leverage their expertise or resources in a new venture.




 


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