Acquisition Strategy for a B2B Janitorial and Facilities Maintenance Company Using SBA 7(a), Contract Consolidation, and Margin Enhancement Initiatives

B2B Janitorial and Facilities Maintenance Company

August 07, 20256 min read

This acquisition targets a commercial janitorial services company operating in a tri-county metro area with dense industrial, medical, and office space coverage. Established over 17 years ago, the company offers recurring cleaning contracts, post-construction cleanup, floor waxing, window washing, and day porter services for a broad mix of office buildings, medical clinics, schools, warehouses, and event venues.

The company generates $4.8 million in annual revenue with adjusted EBITDA of $910,000. More than 86% of revenue is derived from long-term recurring contracts ranging from nightly to weekly service frequencies. The business maintains approximately 135 active contracts across 92 locations and employs 78 part-time and full-time cleaners, 4 field supervisors, 2 operations managers, and 3 administrative personnel.

This type of company is ideal for SBA 7(a) acquisition due to its high contract renewal rate, recurring billing cadence, low AR days, and consistent staffing model. However, buyers must be aware of wage pressures, client-specific compliance requirements (HIPAA, OSHA, etc.), and employee classification when structuring the deal.


SBA 7(a) Transaction Structure

A reasonable structure for this transaction under SBA 7(a) could be:

  • Purchase Price: $3.3 million (3.63x EBITDA)

  • SBA Loan: $2,475,000 (75%)

  • Buyer Equity Injection: $330,000 (10%)

  • Seller Financing (Subordinated): $495,000 (15%), interest-only for 12 months, then amortized over 48 months with revenue retention clawbacks

Given the contract-heavy nature of this business, the seller note must include provisions that allow forgiveness or offset if more than 15% of active recurring revenue is lost within the first 120 days post-close due to non-renewal or cancellation attributable to the change in ownership. This will ensure the buyer isn’t unfairly burdened by early churn resulting from client loyalty to the outgoing owner.


Contract Review and Client Retention

The backbone of this business is its B2B service agreements, 92% of which are formally contracted and renewable annually. These agreements typically include:

  • Defined scope of work (daily, weekly, monthly tasks)

  • Service frequency and hours of access

  • Supplies responsibility (client vs. vendor-supplied)

  • Emergency or supplemental billing language

  • 30–60 day cancellation clauses

A pre-close review must include:

  1. Assignment Clauses: Ensure contracts can be transferred to buyer without client renegotiation

  2. Pricing Escalators: Verify if CPI-based or fixed percentage increases are allowed

  3. Indemnity Language: Review liability for property damage, theft, or biohazard cleanup

Client composition includes:

  • Medical (32% of revenue)

  • General office (26%)

  • Industrial/warehouse (18%)

  • Government and educational (15%)

  • Event space and hospitality (9%)

Client concentration is low the largest client represents only 5.4% of total revenue. Top 20 clients contribute approximately 43% of revenue. These clients must be prioritized for pre-close introductions and should receive onboarding materials, assurances of staff continuity, and optional contract extensions at current rates.


Staffing Model, Classification, and Labor Risk

The company employs a hub-and-spoke model with three geographic sub-regions each overseen by a field supervisor. Cleaners are mostly part-time W-2 employees with some full-time day porters and one or two 1099 contractors used in overflow or specialty cleaning jobs.

Buyers must:

  • Audit worker classification for misclassified 1099s

  • Verify I-9s and employment eligibility documents

  • Review payroll logs for wage compliance (state-specific)

  • Assess worker's comp and unemployment insurance claims over the last 36 months

Retaining field supervisors and operations managers is critical. Offer stay bonuses or updated contracts tied to KPIs such as:

  • Contract renewal rates

  • Complaint reduction

  • Overtime reduction

  • On-time scheduling compliance

New ownership should evaluate benefits like bonus pools, night-shift incentives, and cleaner referral programs to ensure labor supply in a tight hiring market.


Operational Infrastructure

The business operates from a 2,600-square-foot headquarters that houses dispatch, a small inventory warehouse for cleaning supplies, and executive offices. Rent is $3,850/month with 2 years remaining and one 5-year renewal option. There are no material assets beyond:

  • 3 branded cargo vans used for supply runs and emergency dispatch

  • Industrial vacuums, polishers, buffer machines, and carpet cleaners

  • Cleaning chemical inventory (rotates every 2–4 weeks)

Software stack includes:

  • Jobber for scheduling and field dispatch

  • QuickBooks for accounting

  • Dropbox and Google Drive for SOPs and client logs

  • Slack and group texts for cleaner coordination

Post-close, buyers can standardize operations using a mobile app like Swept, CleanGuru, or Janitorial Manager for:

  • Time tracking with GPS

  • Cleaner accountability (photos, completion logs)

  • Supply requests

  • Incident reporting


Revenue and Margin Breakdown

Revenue is segmented as follows:

  • Recurring Janitorial Contracts: 86%

  • Specialty Services (floor polishing, windows, carpet): 9%

  • Emergency Cleaning (biohazard, flood, post-construction): 5%

Recurring contracts average 12-month terms with automatic renewal. Pricing is typically per square foot per visit (e.g., $0.08 to $0.15 depending on industry and scope).

Gross margins average 48% on recurring services and rise to 61–66% on specialty jobs, which are billed at premium rates. Post-close margin improvement can be achieved by:

  1. Repricing low-margin contracts based on frequency and square footage

  2. Routing cleaners to avoid overtime and mileage inefficiencies

  3. Switching supply vendors to centralize purchasing and negotiate volume-based discounts

  4. Introducing optional service upsells at renewal (e.g., monthly deep clean or quarterly windows)


Customer Acquisition and Growth

The company relies on:

  • Word-of-mouth and referral from existing clients (47% of new accounts)

  • Organic website traffic and Google My Business (19%)

  • Local networking with BNI, chambers of commerce (14%)

  • Occasional RFP responses for government or education (11%)

  • Inbound from signage on service vans (9%)

There is no outbound sales team. Post-close, buyers should hire a dedicated B2B account rep or SDR to:

  • Identify multi-location businesses ripe for consolidation

  • Partner with property management firms with 5–15 building portfolios

  • Monitor government bid sites for recurring janitorial RFPs

Upside exists in vertical specialization (e.g., becoming the go-to for pediatric clinics or private schools) and white-labeling services through facility management aggregators.


Insurance and Legal Compliance

The janitorial industry carries liability for slip-and-fall, damage, and injury. Buyers should review:

  • Current general liability, bonding, auto, umbrella, and work comp policies

  • History of insurance claims (especially property damage)

  • Supplier and subcontractor agreements, including indemnity and coverage

  • OSHA logs and safety protocols for cleaners working in hazardous environments (e.g., medical offices)

All MSDS and safety documentation for chemicals must be current, accessible, and posted where applicable.

No outstanding litigation, open EEOC claims, or wage disputes exist per seller’s disclosure.


Working Capital Needs

At closing, expect the following working capital outlay:

  • Payroll reserve: $90,000 (due to weekly or biweekly cycles)

  • Cleaning supplies replenishment: $25,000–$35,000

  • Vehicle maintenance/reserve: $10,000

  • Software upgrades or licenses: $5,000

  • Marketing & SDR onboarding: $20,000–$30,000


Ideal Buyer Profiles

  • Blue-collar roll-up firms with janitorial or facility services exposure

  • First-time business buyers with ops management or dispatch background

  • Investors seeking a low-CapEx, labor-scalable model

  • Former B2B service franchisees who want to own without brand royalties


Post-Close Execution Roadmap

  1. Meet with top 25 clients to confirm continuity, gather feedback, and offer incentives to renew early

  2. Execute employment agreements or retention bonuses with ops team and field supervisors

  3. Conduct a margin analysis by contract and reprice lowest quartile

  4. Launch mobile app for cleaner check-ins, job logs, and incident tracking

  5. Onboard SDR to identify consolidation targets and new commercial accounts


Conclusion

A regional janitorial company with strong recurring revenue, institutional contracts, and operational team in place offers durable cash flow and scalability. With a well-structured SBA 7(a) loan, buyer protections, and minimal client concentration, this acquisition can form the cornerstone of a facilities maintenance platform.

The opportunity lies in layering margin optimization, route efficiency, and outbound sales on top of a business that already possesses scale, repeatability, and a sticky customer base. With smart execution and systems investment, buyers can increase EBITDA by 25–40% in the first 18 months while positioning for regional dominance in a fragmented but essential industry.

Co-Founder and COO of Eagle Dawn Capital

Danny Carlson

Co-Founder and COO of Eagle Dawn Capital

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