Project Ignition — $3MM Debt Raise Advisory | Dealership Accelerator

The Mandate

A Proven SaaS
That Needs Fuel.

Dealership Accelerator is a bootstrapped, profitable dealership MarTech SaaS. The business is generating real revenue with real margins — the only constraint is cash growth velocity. $50K/month in net new cash is too slow to fund an aggressive product roadmap and go-to-market scale. The $3M raise is not for survival. It is to compress the timeline on a strategy that's already working.

The prior deal already failed once. A $2M debt facility with SaaS Capital fell through due to a 10% YTD churn figure. That number was misleading — the true adjusted churn is 3.7% monthly after removing payment failures and money-back guarantees. Emanay's job is to repackage the story, put it in front of the right lenders, and get to a $3M term sheet before that narrative becomes the default.

$550K

MRR — May 2026

$600K+ projected June

$6.2M

ARR (Annualized)

+123% YoY growth

$930K

Cash on Hand

Zero debt on balance sheet

82–83%

Gross Margin

Stable across forecast

3.7%

True Monthly Churn

Adj. for failures & MBGs

~$50K

Net Cash / Month

The constraint — raise solves it

Why the prior deal failed: SaaS Capital looked at the gross YTD churn of 10% and walked. They were not wrong to flag it — but they were wrong to let it kill the deal without understanding the composition. 14 logos "lost" last month: 6 of those were payment failures (re-billable) and 1 was a money-back guarantee. True departures: 8. At $2,353 ARPU, that's $18.8K of real logo churn in a month where the business added 25+ new logos. The story is not a churn problem. It is a narrative problem. Emanay fixes narrative problems.

Business Overview

What Dealership
Accelerator Is.

A dealership-focused MarTech SaaS platform — subscription-based, profitable, and scaling. Canadian HoldCo structure over a Wyoming Opco. Keenan Gennrich owns ~95% with a clean, simple cap table that lenders view as a strong signal.

Business Model

Dealership MarTech SaaS

Subscription software for automotive dealerships
Monthly recurring revenue (MRR) model — predictable cash flows
ARPU ~$2,353/month · Target ARPU $3,000
249 active subscribers as of May 2026
25–35 net new logos added per month currently
Target: 55 new logos/month post-raise
Price increases recently enacted — ARPU trend is up

Corporate Structure

Canadian HoldCo → Wyoming Opco

Canadian Holdco: parent entity, owns 100% of the US Opco
Wyoming Opco: all US clients, revenue, and staff
Keenan Gennrich: ~95% ownership — founder-controlled
2 additional individuals each vesting 0.5%–1%
Clean cap table — no fragmented investor base
Zero existing debt on the balance sheet
Bootstrapped to profitability — no VC overhang

Use of Proceeds

What the $2M Buys

Accelerate product roadmap & feature upgrades
Expand go-to-market — scale from 25 to 55 logos/month
Invest in AI infrastructure and operational excellence
Bridge the ~$50K/month cash flow constraint
De-risk runway gap over the next 12 months

Unit Economics

The Engine Works

CLV/CAC: 2.9x–3.4x today vs. 3.0x target
CLV/CAC at scale: 4.4x–7.7x (per operating plan)
CAC: ~$7,500–$8,000 · Band: $5K–$8.4K
LTV: 12–14 months and climbing
Gross margin: 82–83% — stable across entire forecast
Net income turning positive at scale: $50K–$580K range

Churn — The Real Story

3.7% vs. 10% — Composition Matters

14 logos "lost" last month in gross figures
6 = payment failures (recoverable / re-billable)
1 = money-back guarantee request
True involuntary departures: 8 logos = 3.7% monthly
Trend direction: improving month-over-month
Net new logos (25–35/mo) materially outpace true churn

Revenue trajectory: $615K (2024 actual) → $3.47M (2025 actual) → $8.05M (2026 forecast) → $18.5M (2027 forecast). Operating plan projects revenue CAGR of ~149% with net income margin expanding from low-single-digits to 30%+ as the platform scales past breakeven. The financial model has been reviewed by Emanay — it supports the raise thesis.

The Mandate

What Emanay
Does on This Deal.

Emanay Advisors acts as the exclusive capital placement advisor. We stand between Keenan and the lender market — packaging the deal professionally, running a targeted process with SaaS-specific credit partners, and managing the engagement from data room through term sheet through close. Lenders respond better to a third-party advisor than to a founder pitching directly. That credibility difference is the product.

Step 1

Package the Deal

Emanay Accounting builds the institutional-quality financial package: QoE, EBITDA bridge, churn cohort analysis, and pro forma model. The SaaS Capital narrative gets corrected before it reaches any new lender.

Step 2

Target the Right Lenders

Emanay Capital approaches its network of SaaS-specific private credit lenders — not general asset-based or real estate lenders who don't understand MRR-based businesses. Lender fit is everything.

Step 3

Negotiate the Structure

MRR-based debt, typically 12–18 months of MRR. Open to tranches, revolvers, or stacked facilities depending on lender appetite. Emanay structures the deal to protect Keenan's equity and minimize covenant exposure.

Step 4

Deliver Term Sheets

Target: multiple term sheets within 30 days of committee approval. $3M facility — Emanay manages all lender communication, due diligence coordination, and negotiation — Keenan runs his business while this happens.

Emanay's one-stop-shop of professional services — legal, accounting, capital — professionalizes the company's image for lenders. A third-party advisor presenting the deal signals greater credibility and oversight than a founder presenting their own company. That signal alone has moved deals from rejection to approval at the term sheet stage.

Scope of Work

How the Work
Gets Done.

The engagement runs across two phases — deal packaging and lender process — with Emanay's advisory, accounting, and capital divisions coordinating in parallel. The goal is simple: multiple term sheets in 30 days, close in 60–90.

Day 1–2

Day 3–5

Day 5–7

Day 7–10

Day 10–14

Emanay Advisors

Advisory & Strategy

Advisors

Engagement Setup

Engagement Letter executed · data room access granted · committee intake completed

Active ✓

Advisors

Narrative Rebuild

Churn composition documented · gross vs. adjusted churn reconciliation · Saz narrative corrected

Advisors

Lender Targeting

SaaS-specific lender shortlist built · NDA process initiated with top 3–5 targets

Advisors

Package Review

Complete financial package reviewed and approved · teaser + CIM finalized

Advisors

Lender Launch

Outreach to qualified lender list — packages delivered and introductions made

LAUNCH ⚡

Emanay Accounting

QoE & Financial Package

Accounting

Data Room Review

Operating plan, P&Ls, and MRR data reviewed · gaps identified and flagged

Accounting

Churn Cohort Analysis

Month-by-month churn waterfall built · gross vs. adjusted segmentation documented per cohort

Accounting

QoE Summary

Quality of Earnings summary prepared — MRR, retention, ARPU, unit economics normalized

Accounting

Pro Forma Model

Operating plan validated · lender-ready pro forma with 12–18 month debt service sensitivity built

Accounting

Capital Package Done

Full financial package complete: QoE, model, MRR bridge, EBITDA analysis — ready for lender delivery

DELIVERABLE ✓

Emanay Capital

Capital Placement

Capital

Lender Identification

SaaS-specific private credit lenders identified · prior deal context reviewed · SaaS Capital gap analyzed

Capital

NDA Execution

NDAs executed with top 3–5 qualified lenders · formal underwriting process initiated

Capital

Package Delivery

Financial package, QoE, and CIM delivered to lender group for underwriting

Capital

Underwriting Kickoff

Lender underwriting underway — Emanay manages all Q&A, follow-up, and supplemental data requests

Capital

IOI / Early Interest

Indications of interest received · pricing and structure guidance from lender group

TARGET ⚡

Lender Management (Day 14–21)

Deep Diligence Support

Respond to all lender diligence requests via data room
Management presentation prep (Keenan + Emanay)
Churn cohort deep-dive — lender Q&A facilitated by Emanay
Structure negotiation: tranche vs. revolver vs. stacked facility
Covenant package reviewed and negotiated

Term Sheet Sprint (Day 21–30)

Multiple Competing Offers

First term sheet target: Day 21 from launch
Target: 2–3 competing term sheets for leverage
Pricing range: typically Prime + 4–8% for SaaS MRR debt
Facility size: $1.5M minimum · $3M target
Emanay negotiates final terms and recommends preferred lender

Committee Approval

Pre-Committee Package

Emanay prepares investment committee package for internal review
All supporting documentation assembled — lender-ready
Keenan reviews and approves preferred term sheet
Legal kicks off loan document review (Emanay Law Group)
Target close date confirmed and communicated to lender

Legal & Documentation (Day 30–60)

Loan agreement review and negotiation — Emanay Law Group
Intercreditor and HoldCo structure review
Security agreement, UCC filings, and covenants documented
Canadian HoldCo structure reviewed for cross-border debt compliance
Closing conditions checklist managed by Emanay

Close & Funding (Day 60–90)

All conditions precedent satisfied
Funding wire received into Wyoming Opco operating account
Post-close reporting package established for lender
Monthly MRR reporting cadence set — Emanay Accounting manages
Draw-down schedule confirmed if tranche structure is used

Post-Close Support

Ongoing lender covenant compliance monitoring
Monthly financial reporting to lender (Emanay Accounting)
Churn narrative maintained — updated monthly
Future raise advisory: Series A or additional debt tranche
Emanay remains advisor for the next capital event

Engagement Economics

The Fee
Structure.

Emanay's fee schedule reflects the full scope of capital placement and advisory services. The engagement fee is split across two milestones — signing and term sheet. The work fee is credited dollar-for-dollar against the financing fee at close.

	Standard Structure	This Engagement — Keenan Gennrich / Dealership Accelerator
Engagement Fee	$75,000 Flat fee · Due at engagement execution	$37,500 Three-milestone payment structure Today $2,500 deposit — due on signing of this proposal. Activates all Emanay divisions and starts the lender process immediately. Step 2 $10,000 — due on execution of the Engagement Letter. Confirms the full mandate and unlocks the lender outreach process. Step 3 $25,000 — due on signing of the term sheet (definitive agreement). Milestone tied directly to a capital outcome. Agreed terms · June 2026 $2,500 to Start · Balance Milestone-Tied
Work Fee	$10,000 /mo Monthly advisory retainer · Not creditable against success fee	$2,500 /mo Monthly retainer covering deal management, financial packaging, lender coordination, and accounting support. Credited dollar-for-dollar against the financing fee at close. 75% Savings vs. Standard · Fully Creditable at Close
Financing Fee	10% Of total debt capital placed — all tranches	2% Of total debt placed — applies to the full facility amount at close. Covers financial modeling, packaging, lender identification, underwriting support, and term sheet negotiation across all tranches. The $2,500/month work fee is credited dollar-for-dollar against this fee at close. Work Fee Credits Apply at Close

Illustrative — $3M Raise · 3 Months to Close

$2.5K today + $10K at engagement letter + $25K at term sheet + $135K financing fee (2% × $3M) − $7.5K work fee credit (3 months × $2,500)

~$90K

All-In at Close

Payment Schedule: $2,500 at proposal signing → $10,000 at engagement letter execution → $25,000 at term sheet signing → financing fee of 2% (net of work fee credits) at close. Work fee of $2,500/month credited dollar-for-dollar against the financing fee at close.

Work Fee Credit: The $2,500/month work fee is credited dollar-for-dollar against the financing fee at close. At a 3-month close on a $3M facility: 2% = $135K financing fee, minus $7,500 work fee credits = $127.5K net. Payment schedule: $25K at signing → $25K at term sheet → financing fee (net of credits) at close.

The Emanay Ecosystem

One Engagement.
Four Divisions.
Zero Gaps.

Every Emanay division activates in parallel from Day 1 — advisory, accounting, legal, and capital coordinating in real-time. No external handoffs, no coordination delays, no lender waiting on a document that's stuck in someone's inbox.

Emanay Advisors

Capital Advisory · Strategy

Capital raise mandate management end-to-end

Narrative rebuild — churn restatement & positioning

Lender targeting and relationship management

CIM, teaser, and investment materials

Term sheet negotiation and recommendation

Deal structure design (tranche / revolver / stacked)

Post-close lender reporting coordination

Emanay Accounting

QoE · Financial Package

Quality of Earnings — MRR, retention, unit economics

Churn cohort analysis — gross vs. adjusted reconciliation

Pro forma financial model — debt service coverage

Capital package for lender underwriting

EBITDA bridge and normalization

Post-close monthly lender reporting

Covenant compliance monitoring

Emanay Law Group

Legal · Loan Docs

Loan agreement review and negotiation

Security agreement and UCC filings

HoldCo / Opco cross-border structure review

Covenant package and compliance framework

Closing conditions checklist management

Operating agreement amendments if required

Corporate governance for post-close obligations

Emanay Capital

Debt · Placement · Structure

SaaS-specific private credit lender network

NDA execution and underwriting initiation

MRR-based debt structure design (12–18× MRR)

Term sheet procurement — multiple competing offers

Pricing and covenant negotiation

Capital stack design for future tranches

Lender relationship management at close and beyond

Why Emanay

The Advisor
Advantage.

01

Narrative First

The SaaS Capital deal died on a number that was technically accurate but contextually wrong. Emanay's first job is rebuilding the churn narrative with cohort data that tells the real story — before a single lender sees the deck.

02

SaaS-Specific Lenders

General asset-based lenders and real estate credit shops do not understand MRR businesses. Emanay Capital approaches private credit partners who underwrite SaaS daily and know what 82% gross margin means.

03

Integrated — No Handoffs

Legal, accounting, and capital placement under one engagement letter. One point of contact for Keenan. No external firm coordination delays. Every deliverable moves at deal speed, not inbox speed.

04

Third-Party Credibility

Lenders respond to a professional advisor presenting on behalf of a company differently than they respond to the founder presenting their own deal. That credibility differential translates directly to pricing, terms, and speed.

Next Steps

How to
Proceed.

Three steps to activate the mandate and get capital moving. Everything Emanay needs is already in motion — data room, operating plan, and financial model have been reviewed. The only thing required from Keenan is the decision to proceed.

Step 1 — This Week

Execute the Engagement Letter

$2,500 deposit due today on signing of this proposal. $10,000 due on execution of the Engagement Letter. Both payments activate all Emanay divisions and start the 30-day term sheet clock immediately.

Step 2 — Simultaneously

Data Room & Package Kickoff

Keenan grants full data room access. Emanay Accounting begins churn cohort analysis and capital package build. Emanay Capital initiates NDA process with top SaaS lender targets this week.

Step 3 — Day 30 Target

Multiple Term Sheets in Hand

Complete financial package delivered to lender group · Indications of interest received · First term sheet negotiated. Keenan selects preferred lender and Emanay manages through to close.

Engagement Letter is a separate document. This proposal governs the scope, work plan, and fee structure of the engagement. The binding Engagement Letter is the execution document. Please contact Alexandre Camus directly to execute: alex@emanay.io · +1 (786) 835-7342

Acknowledgement & Authorization

By signing below, the Client authorizes Emanay Advisors to act as exclusive capital placement advisor and financial advisor on the Project Ignition debt capital raise mandate for Dealership Accelerator, subject to the terms and fee structure set forth in this proposal and the Engagement Letter.

This engagement shall be governed by the Engagement Letter to be issued by Emanay Advisors. By signing above, the Client acknowledges receipt of the proposal and authorizes Emanay Advisors to proceed on the terms set forth herein.

Project – Ignition

A Proven SaaS
That Needs Fuel.