Close · Industrial Services

Representations & Warranties Drafting Counsel for Industrial Services Acquisitions

Independent sponsor counsel for industrial services, focused on Representations & Warranties Drafting and the deal mechanics that protect sponsor economics and LP alignment.

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

The economics on a industrial services platform deal usually hinge on a handful of structural decisions. Representations & Warranties Drafting is one of them.

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 Representations & Warranties Drafting actually gets structured.

  1. Anchor on a modern PE-style rep package, not an asset-purchase boilerplate.

  2. Distinguish fundamental reps from general reps in survival and cap structures.

  3. Negotiate knowledge qualifiers to defined-person knowledge, not constructive knowledge.

  4. Coordinate the rep package with the R&W insurance carrier's underwriting.

  5. In industrial services, layer in MSA renewal calendar mapped pre-LOI as part of the Representations & Warranties Drafting workstream.

The common mistake

Drafting reps without reading the disclosure schedules. The schedules are where the risk actually lives.

Jason's take
"Reps and warranties are a risk allocation. Draft them like risk allocation."
Jason Powell · Representations & Warranties Drafting
Capital after close

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

Refinancing, recaps, growth rounds, and the right strategic conversation eighteen months early are all downstream of relationships that take years to build and minutes to use.

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 Representations & Warranties Drafting 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.