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Case Study - SaaS Fundraising Journey (Series A)

Business Law: 22 May 2026

Author: Leisa Bayston - Our People

Structuring a Series A Without the Red Tape: How a Rolling Round Gave One Tech Company Room to Grow. This case study explores the funding journey for a SaaS company in Australia, and some of the valuable lessons learned along the way.

Raising capital is exciting. It’s the moment a business shifts from “we think this could work” to “other people think this could work too. ” If you’ve never been through a priced round before, the process can feel like you’ve wandered into a parallel legal universe. Term sheets, preference stacks, anti-dilution clauses, side letters, it’s a lot to take in.

This case study looks at how we helped an early-stage Australian tech company raised an Early A Round in a way that was commercially smart, legally sound and crucially didn’t burn through months of founders’ time negotiating paperwork.

The Client

Our client was a SaaS business with a solid product, a growing customer base and a clear path to its next stage of growth. The founders had bootstrapped through their earliest days, brought on a small number of angel investors and were now ready to raise serious capital. The round sat in that interesting grey zone between a Seed Extension and a Series A, the company had real traction but wasn’t yet at the scale where a heavily negotiated institutional round made sense. They had two VC investors keen to lead, along with a handful of smaller follow-on participants, some existing angels rolling in and a couple of strategic connections the founders wanted to bring along for the ride.

The Challenge

The founders wanted to move quickly. They didn’t want to spend weeks going back and forth on a lengthy term sheet before even getting to the binding documents. At the same time, the two lead VCs had slightly different commercial expectations and the smaller participants had varying levels of sophistication. Some needed handholding; others just wanted to sign and wire.

The question was: how do you run a round with multiple closings, different investor expectations and a tight timeline without creating a compliance headache for yourself down the track?

Our Approach

We structured the raise as a rolling round. Rather than negotiate a term sheet and then draft long-form documents to match, we went straight to a well-drafted Subscription Agreement that served as the single source of truth for the round. Where individual investors needed bespoke arrangements a board observer right for one VC, an information right variation for another we dealt with those through targeted side letters rather than rewriting the main document each time.

This approach had a few advantages. First, it kept the core commercial terms consistent across all participants, which matters when you’re dealing with multiple closings over several weeks. Second, it meant each new investor could be brought in with a simple countersign rather than reopening negotiations. Lastly, it avoided the term sheet stage altogether, saving the founders at least two to three weeks of back-and-forth that, frankly, adds cost without adding much value at this stage.

Key takeaway: At early Series A, a term sheet isn’t always necessary. A well-structured Subscription Agreement with side letters can get you to the same place faster and with less legal spend.

Looking Ahead: Why an Early Series A Is the Time to Get Your House in Order

Here’s the thing about an early Series A: it’s the round where things start to get real. Before this point, you might have been operating with a fairly simple cap table and a shareholders’ agreement that was drafted in a hurry. That’s normal. But once you’ve crossed this threshold, each subsequent round will involve more rigorous due diligence, more sophisticated investors and higher expectations around your corporate governance. The label matters less than the reality, this is where institutional money enters the picture and the standards shift accordingly.

That’s why we always advise founders to treat the close of an early Series A as a compliance checkpoint. Once the money is in, take the time to tidy up your register, update your constitution, review your shareholder communications processes and make sure your corporate records are in order. It’s far cheaper and easier to do this now than to unscramble it at a future Series A or Series B when a new lead investor’s lawyers are crawling through your data room.

We also encouraged the founders to think carefully about their shareholder makeup and communication channels. As the cap table grows, the ability to pass resolutions by unanimous circular resolution becomes increasingly valuable, it’s faster and simpler than convening formal meetings. But it only works if you have strong relationships with your shareholders and reliable contact details on file. Getting those foundations in place now saves real pain later.

The Result

The round closed over three tranches across six weeks. Both lead VCs came in on the first close, with smaller follow-on investors joining over the subsequent closings. The founders kept their momentum, avoided unnecessary legal costs and ended up with a clean cap table, a robust set of investment documents and a governance framework ready for whatever comes next.

If you’re approaching a fundraise and want practical, commercially minded legal support, we’d love to hear from you. Get in touch with our team on 03 8600 6000 to chat about how we can help.

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