Acquisition Strategy for a B2B Commercial Janitorial Services Company Using SBA 7(a), Government Contract Assignment, and Vertical Specialization in Medical and Educational Facilities

B2B Commercial Janitorial Services Company

July 24, 20255 min read

This case study focuses on a B2B commercial janitorial services provider with deep contractual ties to medical offices, outpatient centers, private schools, and municipal government buildings. The company has built its operations around night-shift cleaning crews, weekday porters, and facility-specific hygiene protocols. With a 22-year operating history, the company has become a preferred vendor for over 70 recurring contract clients, some of whom have been with the firm for more than a decade.

Annual revenue is $4.9 million with adjusted EBITDA of $885,000. Approximately 92% of revenue comes from renewable cleaning contracts with 1–3 year terms. The company also performs one-time post-construction clean-ups, disinfection projects, emergency janitorial services, and facility shutdown clean-outs.

This business is highly SBA 7(a)-financeable due to its reliable recurring revenue, low capital intensity, diversified client base, and mature labor structure. However, the buyer must take special care to preserve key contracts, navigate state procurement rules, retain crew leads, and avoid labor misclassification exposure—making deal structure and diligence essential.


Proposed SBA 7(a) Transaction Structure

Due to its profitability and contractually locked revenue, the business may be acquired with the following structure:

  • Purchase Price: $3.5 million (3.95x EBITDA)

  • SBA Loan: $2.625 million (75%)

  • Buyer Equity Injection: $350,000 (10%)

  • Seller Financing (Subordinated): $525,000 (15%) amortized over 5 years, interest-only for 12 months

Terms should include:

  1. 25% clawback if more than 15% of contract revenue is canceled within 120 days of close

  2. Additional 10% bonus to seller if the business renews two expiring government contracts within 6 months post-close

  3. Seller to remain on a 6-month consulting agreement focused on regulatory handoff and crew lead introductions


Client and Contract Overview

The company’s client base spans:

  • Medical (clinics, dental offices, surgical centers): 40%

  • Educational (charter schools, private institutions, early childhood centers): 25%

  • Municipal (city halls, public buildings, police/fire): 15%

  • Professional offices and corporate parks: 10%

  • Miscellaneous (fitness, warehouse, retail): 10%

Contracts are typically structured as:

  • Fixed monthly rate based on square footage and service scope

  • Terms of 1–3 years, with 60- to 90-day cancellation clauses

  • Renewal provisions tied to performance KPIs (e.g., inspection scores)

  • Porter service or day-time staff optional add-ons

No client represents more than 8% of revenue. The company services approximately 3.1 million square feet per week across all contracts.

The buyer must review:

  • Assignment language and approval requirements for all active contracts

  • Wage and hour clauses for government and education clients

  • Service level agreements tied to disinfection standards (especially post-COVID)


Labor Model and Compliance

The company operates with:

  • 68 janitorial team members (W-2), primarily part-time

  • 7 full-time supervisors

  • 2 area managers handling scheduling, QC, and supplies

  • 1 HR/payroll coordinator and 1 general manager

Crews work overnight (6 PM–2 AM), while porters operate 8 AM–4 PM. Supervisors perform weekly inspections, schedule sick-day coverage, and report supply needs.

All employees are W-2 and have documented I-9 files. The company uses a biometric clock-in system tied to jobsite GPS locations, minimizing labor fraud or buddy punching.

Post-close labor strategies include:

  1. Expanding W-2 conversion to any legacy 1099 roles (required for SBA)

  2. Implementing tiered bonuses for attendance, client satisfaction, and tenure

  3. Cross-training supervisors on QC inspections and basic client communication

  4. Benchmarking pay against other janitorial companies in government bids


Operations and Route Management

Cleaning crews are assigned by region and building cluster. Company vans deliver supplies weekly, and supervisors inspect sites using iPad checklists with photo uploads. High-touch buildings (e.g., schools, clinics) have dedicated day porters who replenish soap, paper goods, and handle incident reports.

Scheduling and dispatch software: Swept + QuickBooks Time + Google Drive

Buyer should upgrade to:

  • Jobber or Aspire for unified crew dispatch, inspection, and client communication

  • GPS-linked timecards with route optimization

  • Dynamic rescheduling for inclement weather or holiday building closures


Financial Summary

Trailing twelve-month financials:

  • Revenue: $4.9M

  • COGS (wages, payroll tax, supplies): $3.15M

  • Gross Profit: $1.75M

  • SG&A (rent, admin, insurance): $865K

  • Adjusted EBITDA: $885K (18.1% margin)

Revenue split:

  • Nightly contract cleaning: $3.6M

  • Day porter services: $670K

  • One-time cleans and post-construction: $370K

  • Emergency response: $260K

Billing is on a monthly basis with net-30 terms. Government contracts sometimes delay to net-45 or net-60, but cash flow is stable due to contract layering.

No customer defaults or write-offs over the past 36 months.


Marketing and Business Development

The company has minimal outbound sales.

Current customer acquisition sources:

  • RFP responses (especially for schools and municipalities)

  • Referrals from property managers and general contractors

  • Reputation on Google (4.7 rating), Yelp, and business directories

  • Past performance cited in bid submissions

Post-close, the buyer can:

  1. Hire a full-time proposal writer or BD rep to expand government bids

  2. Launch a referral program with incentives for client introductions

  3. Run targeted email outreach to building managers and school admins

  4. Develop vertical-specific service packages (e.g., “school-ready”, “clinic standard”)


Assets and Lease

The business leases a 2,800 sq ft industrial office with:

  • Supply warehouse (cleaning chemicals, paper goods, equipment)

  • Training space with mock room setup

  • Admin offices

Rent: $3,200/month gross. Lease is assignable and has 3 years remaining.

Assets include:

  • 2 delivery vans

  • Floor scrubbers, vacuums, and buffer machines

  • Inventory of gloves, mop heads, sanitizer, PPE

  • Computers, iPads, and inspection hardware

CapEx needs:

  • Van maintenance: $15K–$20K

  • Equipment upgrade reserve: $10K

  • Software and system integrations: $10K–$15K


Legal and Regulatory Compliance

Fully compliant with:

  • State labor laws (W-2, overtime, recordkeeping)

  • OSHA regulations and workplace signage

  • City vendor registration and active business license

  • Contract-specific background check standards for school sites

Insurance policies:

  • $2M GL

  • $1M auto

  • $1M workers comp

  • $1M umbrella

No open lawsuits, citations, or prior wage claim judgments.

Buyers should audit:

  • Crew handbooks and employment agreements

  • Government contract wage requirements

  • Vendor status in state procurement systems


Working Capital and Transition Needs

  • Payroll float: $90K–$110K

  • Equipment servicing: $15K

  • Software improvement: $10K–$12K

  • Seller consulting: $25K

  • Marketing rebrand or proposal creation: $10K


Ideal Buyer Profiles

  • Facility service firms (HVAC, landscaping, pest) seeking recurring janitorial revenue

  • Entrepreneurs with operations or HR experience

  • PE-backed platforms rolling up commercial services with strong EBITDA

  • Minority-owned acquirers targeting government set-aside contract eligibility


Post-Close Execution Plan

  1. Confirm contract assignment with top 20 clients

  2. Retain area managers and perform pay benchmarking

  3. Launch CRM-driven bid tracking and sales outreach

  4. Upgrade supervisor and inspector reporting tools

  5. Prepare renewal proposals 90 days before expiry on top 10 contracts


Conclusion

This janitorial company offers a compelling opportunity to acquire a mature, government-penetrated, and contract-heavy business with scalable infrastructure. The SBA 7(a) model provides low-cash buyer entry, while the operational focus on compliance, crew management, and QC inspections makes the company defensible and replicable. For the right buyer, this is a strategic foothold in recession-resistant recurring services with multi-vertical expansion potential.

Co-Founder and COO of Eagle Dawn Capital

Danny Carlson

Co-Founder and COO of Eagle Dawn Capital

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