Regional or national groups expanding Texas footprint.
Texas general contractors and specialty subs sell on a combination of normalized EBITDA, project backlog value, bonding capacity transferability, and key-person risk. Each lever gets staged differently — and most generalist brokers underweight the backlog and bonding pieces that buyers underwrite hardest.
what the numbers actually look like.
who's actually writing offers.
Specialty-trade aggregators with bonding lines and operating playbooks.
Internal foremen or partners — usually SBA-financed with seller note.
what kills these deals — and what works.
Texas construction buyers underwrite the deal on backlog quality, bonding capacity transferability, and key-person dependency. A signed backlog of 20-35% of trailing revenue at clean margins is the buyer-confidence floor. Below that, the buyer prices in execution risk.
What kills construction deals: surety relationships that don't transfer cleanly, backlog comprised mostly of one or two customers, project managers without documented authority structures, and unrealized warranty exposure that surfaces in diligence.
what owners actually ask.
Does my bonding capacity transfer?
Surety bonding capacity is relationship-driven and doesn't automatically transfer — the buyer's surety has to re-underwrite under their relationships. This is solvable but needs to be coordinated 60-90 days pre-LOI so the buyer can confirm bonding before signing.
How is project backlog valued?
Backlog is treated as future-cash-flow with execution risk discount. Buyers credit signed contracts at 60-85% of gross margin depending on project type, customer credit, and stage of completion. Verbal commitments get no credit.
What about my key project managers?
Key-person dependency is a primary buyer concern. Staged transitions usually include performance bonuses or equity carve-outs for key PMs that vest over 18-36 months. Buyer pays for the retention; seller structures it.
the first conversation costs nothing.
Whether you're a year out or six months out, the conversation costs nothing, sets the value bar, and protects the asset while you decide.