Selling a Heavy Industrial Construction Business

Heavy industrial contractors usually get valued on repeatable cash flow, adjusted for how risky the jobs are and how predictable cash collection is. Value tends to go up when WIP is tight, retainage does not sit forever, the bond program can continue after closing, and the business is not owner-dependent for outage planning. Start with Rejigg’s free valuation calculator, then pressure-test it against job history and real fleet replacement spending.

No. Brokers commonly take 5–10% of the sale price for a process you can run directly if you have buyer access and a clean workflow. Rejigg gives you pre-vetted buyers, digital NDAs, a secure data room, direct messaging, and an offer dashboard to compare terms side by side. It’s free for sellers, so you keep the fee and keep control.

Most heavy industrial sales run about 4–9 months from listing to closing. The timeline is driven by job-level diligence, like validating WIP, bonded backlog, retainage aging, claims exposure, and fleet condition. You can speed things up by prepping closed-job examples, a retainage schedule by project, and a bonding summary upfront. Rejigg keeps diligence and buyer Q&As organized in one place. See due diligence and closing.

Sometimes. Heavy industrial can be a tougher SBA fit when cash flow is lumpy, retainage ties up cash, and equipment needs steady replacement spending. Some buyers still use SBA when financials are clean, job risk is controlled, and the business can reliably make the loan payment even in a slower quarter. You can model payments and down payment scenarios with Rejigg’s SBA loan calculator before you negotiate price and seller financing.

Expect buyers to diligence at the project level. Most will ask for WIP reports and your percent-complete method, job cost detail on major jobs, backlog split into signed versus awarded versus expected, retainage aging by job, claims and backcharge history, fleet list with hours and maintenance, safety results, and a bonding program summary. Rejigg’s built-in data room is set up for this, so you can share in phases without emailing sensitive files.

Working capital is the operating cushion that stays in the business at close, and in industrial contracting, it swings with underbillings, overbillings, retainage, and slow-pay terms. Buyers often propose a “normal” target based on historical averages, then true it up at closing based on actual balances. If your schedules are messy, price can drift without anyone calling it a price cut. Rejigg helps you keep support schedules in the data room and track the negotiation in negotiate a deal.

Many industrial contractor deals end up as asset sales because buyers want a clean break from old job liabilities, claims exposure, and tax issues. Stock sales can help with contract continuity on certain MSAs and site credentials, but they usually come with heavier diligence and tighter legal protections for the buyer. The right choice depends on your entity, bonding and contract assignment rules, and taxes. Use Rejigg to keep entity docs, asset lists, and what’s included clearly organized for your CPA and attorney.

Most buyers focus on condition, hours, maintenance history, and how critical the equipment is to executing backlog. Book value rarely settles the debate. Some deals use an agreed equipment schedule with unit-by-unit values, especially for titled trucks, cranes, or specialty rigging gear. If you deferred replacements, buyers will usually price that in even if the unit still runs. A detailed fleet upload in Rejigg’s data room helps avoid late-stage renegotiation.

Most bonded jobs require surety consent for a change in control, and the surety will focus on who is backing the program after closing. Sometimes, the buyer moves the business onto their own surety program. Other times, the current surety approves a transition with updated indemnities and reporting. Sellers who talk to the surety early usually avoid last-minute delays. Rejigg helps you keep the bonding timeline and documents organized with direct buyer communication and a centralized diligence folder.

Seller financing is common when buyers want a cushion against job risk and cash timing, especially around WIP accuracy, retainage collection, and near-term fleet spend. It can support a higher price, but the details matter: interest rate, monthly payment, collateral, and what happens if there is a post-close dispute about a job. Rejigg’s offer comparison dashboard lets you compare cash at close versus seller note terms side by side, so you do not pick the wrong “highest” offer.

They come up when the buyer sees upside but wants protection if margins slip or backlog does not convert. In heavy industrial, earnouts often get tied to practical targets like gross profit on specific jobs, revenue through the next outage season, or backlog conversion. If you consider one, get specific about how the metric is calculated and who controls decisions that affect it. Work through the details using Rejigg’s negotiation guide.

A realistic transition is often 6–18 months. The seller usually helps with customer and prime reassurance, surety and bank introductions, and selective support on bid walks or outage planning. Buyers get uneasy when the owner is also the estimator, the collections person, and the relationship hub. A clean plan names who takes each responsibility and how key sites and primes get introduced. Rejigg helps you outline this using transitioning after the sale.

Many industrial MSAs and site access approvals require consent to assign after a change in control. Some owner-approved contractor programs also require re-credentialing, even if the name on the hardhat stays the same. Buyers usually ask for a list of key MSAs, site rules, and credential requirements early, so they can plan the consents and onboarding. This rarely kills a deal by itself, but it can stretch the timeline. Rejigg’s data room is a good place to store MSAs, prequal packages, and site credential requirements securely.

Most owners need 6–12 months for a smoother sale because buyers will dig into job costs and billing detail, not just year-end statements. Clean job cost coding, consistent WIP updates, and clear add-backs for one-time items go a long way. You do not need perfect accounting, but you do need explanations that match what happened in the field. Rejigg can pull financials faster with QuickBooks integration and help you organize a buyer-ready package. Start here: prepare to sell your business.

Confidentiality matters in heavy industrial because site access, bid lists, and key superintendents can shift fast if rumors start. Run a tight process where buyers are pre-vetted, sign an NDA before seeing sensitive details, and only get site- or customer-identifying information once they are credible and progressing. Rejigg supports this with buyer discovery tools, buyer vetting, and digital NDAs.

Most surprises are practical and tied to how contractors actually run. Common ones are a working capital target that reduces cash at close, liability language tied to old jobs and claims, equipment title cleanup, and whether the yard or shop lease assigns cleanly. Transition duties and non-competes matter too, because buyers want continuity through the next outage cycle. Rejigg’s deal tracking and offer comparison tools keep these terms visible early. See negotiate a deal.

Taxes vary based on whether the sale is an asset deal or an equity deal, and how the price gets allocated across equipment, goodwill, and contracts. Contractors with a lot of fleet and depreciation can see very different outcomes than a light-asset service business. Have your CPA model the after-tax result before you agree to the headline price. Rejigg helps by keeping draft terms and allocation discussions in one diligence folder, so your advisors can review quickly.

That situation is common in heavy industrial, and buyers usually do not punish it if you can explain it clearly. Show retainage by job with aging, typical days-to-collect by customer or prime, and how you prevent missed billings and closeout delays. Buyers mostly worry about surprises, like a big old retainage balance with no owner and no plan. A well-organized package in Rejigg’s data room helps buyers see cash timing and control instead of a cash crisis.