Building Products Deals: Customer Contract Assignment Done Right
When the deal is building products and the question is Customer Contract Assignment, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.
The economics on a building products platform deal usually hinge on a handful of structural decisions. Customer Contract Assignment is one of them.
The typical building products platform sits at $10M to $150M EV with EBITDA in the $2.5M to $25M range. The thesis runs on regional manufacturer or specialty distributor consolidation. Pricing power lives in dealer contracts, not in branding. Read the dealer agreements before the LOI.
How Customer Contract Assignment actually gets structured.
Identify contracts with anti-assignment clauses, especially in government and healthcare.
Plan the customer communication sequence to protect retention.
Map consent collection against the closing checklist, with material thresholds defined.
Address change-of-control notifications even where consent is not required.
In building products, layer in raw-material pass-through clauses confirmed as part of the Customer Contract Assignment workstream.
Asking every customer for consent. You alarm customers who would have been silent.
"Customer assignment is a sales motion, not a legal one. Lead with operations, follow with paper."Jason Powell · Customer Contract Assignment
The deal is one thing. The capital that opens up after close is another.
Capital after close is where the IRR actually gets made. The right introductions at month nine through month thirty are where this practice works as hard as it does at the LOI.
Related deal pages.
Independent Sponsor Economics for Building Products
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Management Fee Structuring for Building Products
The annual fee paid by the deal entity to the independent sponsor for ongoing oversight, board service, and p…
Transaction Fee Structuring for Building Products
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for Building Products
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Customer Contract Assignment for Healthcare Services
roll-up of physician practices and ancillary service lines
Customer Contract Assignment for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
An LOI on the desk, a building products target, and a Customer Contract Assignment question worth a real conversation.
Twenty minutes of practitioner-grade input from a securities attorney whose first move is to read the deal, not the engagement letter.