Industrial Services Deals: Representation & Warranty Insurance Done Right
Structuring Representation & Warranty Insurance on industrial services deals, with the structure protection and capital connectivity an independent sponsor actually needs.
Industrial Services deals in the lower middle market run a specific playbook. Representation & Warranty Insurance is where the structure either holds or starts to leak.
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.
How Representation & Warranty Insurance actually gets structured.
Get to non-binding indication within two weeks of LOI sign, with carrier diligence to follow.
Negotiate retention to 0.5 percent of EV, dropping to 0.25 percent after 12 months.
Confirm policy follows form on the purchase agreement, not the other way around.
Carve out tax indemnities and known liabilities, priced separately if needed.
In industrial services, layer in MSA renewal calendar mapped pre-LOI as part of the Representation & Warranty Insurance workstream.
Treating R&W as a commodity. Carrier appetite varies sharply by industry and deal size.
"R&W is no longer optional on most independent sponsor deals over $20M. Price it into the LOI."Jason Powell · Representation & Warranty Insurance
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.
Related deal pages.
Transaction Fee Structuring for Industrial Services
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for Industrial Services
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Indemnification for Industrial Services
The seller's contractual promise to compensate the buyer for breaches of representations, covenants, and spec…
Quality of Earnings for Industrial Services
The buyer's accounting diligence report normalizing earnings, working capital, and pro-forma performance.
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Representation & Warranty Insurance for Industrial Services, on independent sponsor terms.
Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.