How Spanish Cofounders Found a US Buyer For Their Blockchain Startup, SwearIt

You’re about to read a story of how a Spain-based startup got acquired by a US venture fund, one of many such acquisitions we’ve helped close with our international M&A team. If you want to sell a profitable SaaS startup with at least $100k in TTM revenue to an international buyer, apply for a M&A advisor through Guided by Acquire. All advisory services are free and included in your exit plan.

Searching for truth can result in some life-changing outcomes. The founders of SwearIt, a blockchain authentication startup, sought truth in provenance – verifying the claims made by the food and drink industry so consumers could make better choices. Four years later, they found a six-figure acquisition by a US buyer that changed their lives forever. But some truths are harder won.

While SwearIt’s revenue soared on the tailwind of EU regulations, its success was eclipsed by the cryptocurrency boom-and-bust cycle that made the technology famous. Buyers were reluctant to buy into this turbulent sector. SwearIt’s asking price was too high and the founders’ sales pitch too technical to overcome their objections. As a result, the founders’ first acquisition attempt failed to ignite.

After six months with little to no buyer interest, SwearIt’s founders asked Rosa Romaine, Acquire.com’s president, and James Graves, Acquire.com’s general counsel, for help. As bilingual M&A advisors, Rosa and James were able to crush the blockchain stigma and get to the root of SwearIt’s value proposition while revising the pricing strategy to help the founders achieve their goals. 

We sat down with Miguel Díaz Escorihuela, in Spanish, to interview him about his experience selling on Acquire.com and how he found an international buyer with Rosa and James’s help. 

Watch the full interview with Miguel (in Spanish with English subtitles) where he explains how he got acquired.

“I don’t speak English, so I signed up to Acquire.com with low expectations,” Miguel said. “But then I met Rosa and James, who made an effort to understand SwearIt, explained the cultural differences and how the sector works, and coached us on a better pricing and sales strategy. They were key to the acquisition.”

Reducing your asking price after months of no interest is often a red flag to buyers. With a complex technological product, a buyer who spoke little English, and a founding team with no prior acquisition experience, how did Rosa and James succeed at helping SwearIt get acquired?

A Fateful Cab Ride

SwearIt’s beginnings are a little unusual. Remember your last cab ride? You probably spent it in silence or chatting with the driver about the weather or the latest sports game. 

When Pedro Frias, Miguel Díaz Escorihuela, and Antonio Villaespesa Díaz rode together with Cabify, an ethical ride-sharing company in Madrid, a question struck them: how can consumers differentiate between honest companies and those who were virtue-signalling? 

“The receipt said some of the fare would go toward planting a tree to offset carbon,” Miguel said. “It got us wondering how companies can prove claims like this. No one seemed to be asking the question.” 

The founders were aware of blockchain technology, and recording data to an immutable chain of transactions seemed perfect for solving this authentication problem. They didn’t stop at greenwashing either but found other applications for the technology in the food and drink industry, where knowing the ingredients, origins, and supply chain was as much a public health issue as an ethical one.

After some research, Miguel discovered the EU was piloting new rules on the visibility of the nutritional profile of wine. The EU Wine Labeling Regulation (2021/2117) would later codify these rules, formally becoming law on December 8th, 2023. Like other foodstuffs, all wine in the EU now has to list its ingredients and nutritional information on the bottle – and in every EU language. 

“The nutritional values have to appear in the twenty-seven languages of the European Union,” Miguel said. “Since this is very complicated in so many languages, the EU allows a QR code to carry all that information, which makes it easier for all companies, especially wineries, to autonomously comply. We linked the product QR codes to a blockchain database that verified their authenticity.”

As news of the EU regulations spread, SwearIt’s popularity and revenue grew. But only a few years into their journey, the founders realized they’d need a sales force to address such an enormous market. None of the cofounders had the appetite for hiring a team. It had always been the three of them, and with Antonio retiring and Pedro, their blockchain engineer, interested in other opportunities, they agreed to sell the business, turning to Acquire.com for its focus on technology companies. 

“I looked into several Spanish platforms to help me sell SwearIt, but none knew the concept of a startup, SaaS, and so on,” Miguel said. “I searched online for alternatives in other countries and found Acquire. First, I registered as a buyer to see exactly what information other startups provided. Then I listed SwearIt and found the platform very easy to use – even as a Spanish speaker.”

False Starts

While listing SwearIt was easy enough, Miguel hadn’t factored buyer expectations into his exit plan. The founders had listed in the low seven figures believing the EU regulations were a license to print money. But they hadn’t considered the blockchain industry’s stigma when pricing their business.

Two months later, SwearIt was still on the shelf with no offers and the clock running out on the founders’ exit plans. Despite the crypto connotations and unrealistic asking price, Rosa contacted Miguel to offer help under the Guided by Acquire program. Miguel had already spoken to our Director of M&A, Rainier Nanquil, who referred the acquisition to Rosa thinking it would sell with the right pricing strategy. The bigger problem was convincing SwearIt’s founders to adjust their expectations.

“The main obstacle was our awareness of SwearIt’s real value,” Miguel said. “We always thought SwearIt was worth a lot of money because we’d worked on it for a long time. It was our baby. Then Rosa and James shared stats on the sales process and company valuations. They never told us a price, but we reached a sensible conclusion ourselves with their support.”

Next, Rosa brought on James to review the business, again in Spanish, to get beyond the technology to the total addressable market. What problem was SwearIt solving? How did it provide value to customers? What was the opportunity for buyers? 

James and Rosa argued that EU regulations tend to stick around, and solutions like SwearIt made complying with them easy. Every wine-making country in the EU needed SwearIt’s technology. Rosa also identified the story, of a world where counterfeits and opaque supply chains endangered consumers’ lives as well as their pockets. A buyer might apply SwearIt’s technology to other industries, too (the argument appealed to SwearIt’s eventual buyer who wanted to authenticate educational contractors). 

With a realistic asking price and compelling listing, SwearIt’s founders soon began fielding buyer inquiries. But it was clear during the first few buyer meetings that the founders had no idea how to sell themselves or their business. They’d get lost in a technical rabbit hole while explaining how the product worked rather than focus on how it helped people and solved a problem. Buyers just didn’t get it. 

Rosa and James pulled the founders into a meeting. The pair’s feedback was blunt but effective. Through several coaching sessions, the founders soon learned how to navigate buyer questions and stay focused on what made their business an excellent acquisition opportunity. Offers quickly followed.

“The first thing they [Rosa and James] advised me to do was focus on sharing the right data,” Miguel said. “Then they explained the correct communication process and how to highlight my startup’s strengths. With each meeting, we better understood the interests of potential buyers, our fluidity improved, and the process became more fun, and we received several LOIs at once.”

International Challenges

Miguel and his cofounders finished the bidding process with four serious offers. Rosa and James stack-ranked them for easy comparison, organizing buyers by price, terms, and probability of closing. The team chose Bryan DiGiorgio, founder of 1840 & Company, whose expansion ideas seemed the best fit.

Watch the full interview with Brian where he tells the story of SwearIt’s acquisition.

Bryan’s business helps companies build global, remote teams. One application for SwearIt’s technology was in authenticating contractor skill sets. Another was in a private debt marketplace Bryan was planning to build. Bryan appeared on SaaS Acquisition Stories to talk about the acquisition, saying: 

“SwearIt was blockchain, SaaS, and had this interesting component with EU legislation creating some stickiness to the platform. It allowed us to gain some experience for our other projects, too.”

While Miguel and Bryan sailed through early negotiations with James and Rosa’s help, the biggest challenge came during closing. How could Bryan, a US citizen, acquire stock in a foreign entity? What followed was a bureaucratic nightmare that would make Bryan wish he’d started due diligence much sooner. Thankfully, James could liaise between each party and their attorney to offer guidance.

First Bryan had to create a Spanish entity under which to acquire SwearIt’s stock. That began with a NIE, a Spanish tax identification number, which involved submitting translated documentary evidence, certified by an apostille (a Spanish notary), to the Spanish government. The application takes about a month to process if you get everything right, and longer if you make mistakes and have to re-submit. 

Once Bryan obtained the NIE, he could start the process of transferring the shares. This involved filing the purchase documents in the business deed like a public ledger, which Bryan could only do by filing more paperwork, booking an appointment with the government, and making another trip to the apostille. 

SwearIt began closing in March 2024 and only finished in May. Rosa and James guided the founders and the buyer through the legal stages in Spain and the US, assisting Bryan’s attorney who managed both sides of the transaction. Having bilingual advisors was a massive help in closing the transaction.

“Without speaking English, I was able to find a buyer (who also does not speak Spanish) thanks to Rosa and James’s intermediation,” Miguel said. “Not just mere translation, but also explaining the cultural differences, how my communication could be stronger, and when to emphasize certain things. I could speak in Spanish during the whole process, which made me feel very comfortable.”

Getting acquired is hard enough in your native tongue never mind another language. But as a truly global marketplace, we at Acquire want to eliminate the barriers to finding the perfect buyer for your business. Yes, international transactions can complicate your acquisition and under any other circumstances might be a serious obstacle to finding a buyer and closing. But as Rosa and James have shown, with our help, you need never worry about tackling these obstacles yourself. In any language, we’ve got your back.

Need our help selling your business internationally? See if you qualify for a free M&A advisor under Guided by Acquire or contact the team at support@acquire.com – wherever you reside, we’ll help you navigate the acquisition process with ease and get the best price and terms for your business.  


The content on this site is not intended to provide legal, financial, or M&A advice. It is for information purposes only, and any links provided are for your convenience. Please seek the services of an M&A professional before entering into any M&A transaction. It is not Acquire’s intention to solicit or interfere with any established relationship you may have with any M&A professional. 

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