Pre-close · Industrial Services

Employment & Non-Compete Agreements Counsel for Industrial Services Acquisitions

When the deal is industrial services and the question is Employment & Non-Compete Agreements, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $10M to $130M EV EBITDA $3M to $22M Audience Buy-side / Sponsor
The deal context

An independent sponsor closing industrial services transactions in the $10M to $130M EV range has a defined set of moves at the Employment & Non-Compete Agreements stage. Most of them are not in a generic M&A textbook.

The typical industrial services platform sits at $10M to $130M EV with EBITDA in the $3M to $22M range. The thesis runs on regional consolidation of plant maintenance, specialty contracting, or rentals. An EMR over 1.0 will cost you a half-turn at close unless you fix the story upfront.

The moves

How Employment & Non-Compete Agreements actually gets structured.

  1. Negotiate seller non-competes to the maximum enforceable scope, by state law.

  2. Refresh key employee restrictive covenants pre-close, where possible.

  3. Address the FTC non-compete rule and its state-by-state aftermath.

  4. Tie executive non-competes to retention bonus economics that survive a quick exit.

  5. In industrial services, layer in MSA renewal calendar mapped pre-LOI as part of the Employment & Non-Compete Agreements workstream.

The common mistake

Drafting a national-scope non-compete in California. Enforceability is a binary, not a spectrum.

Jason's take
"A non-compete is only as strong as the state it sits in. Draft for the state, not the deal."
Jason Powell · Employment & Non-Compete Agreements
Capital after close

The deal is one thing. The capital that opens up after close is another.

After close, the call list for refinancing, recapitalization, and growth equity gets short and known. Jason carries that list.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
TALK TO JASON

An LOI on the desk, a industrial services target, and a Employment & Non-Compete Agreements 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.