Construction M&A
Data room for selling a construction or specialty contracting business
ClosingVault is a data room for selling a general or specialty contractor, for any lower-middle-market deal up to $50 million. Quarterly WIP schedules, backlog reports, bonding letters and job files go in as they are, and each is filed by topic and period, so eight quarters of WIP land in date order whatever they were named.
Last updated: 2026-11-03
What do buyers of a construction company ask for in diligence?
A contractor’s financial statements depend on estimates about jobs still in progress, so buyers spend their time on the schedules behind them.
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Backlog schedule
Signed work not yet performed, job by job: contract value, billed to date and what remains, with expected start and finish.
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Work-in-progress schedules
Percent complete, estimated cost to complete and over- and under-billings for each open job, usually by quarter, tied back to the financial statements.
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Job-cost history
Closed jobs with their bid margin next to their final margin, which shows whether estimates hold up or fade.
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Bonding
The surety relationship, a bonding-capacity letter, and any indemnity the owners have personally given the surety.
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Contracts, change orders and retainage
Major contracts with their change orders, retainage receivable by job, and lien releases.
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Safety and licenses
The experience modification rate, injury logs, safety program, and the contractor licenses the company works under.
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Equipment
Owned and leased equipment with condition, and any rental commitments.
Where do contractor deals get stuck?
On the WIP schedule. If estimates to complete are optimistic, profit that looked earned slides into later quarters, and a buyer’s team will test each open job and compare closed-job margins with what was bid.
Then on the people and paper around the work: a surety relationship that rests on the owners’ personal indemnity, a few general contractors who supply most of the work, retainage that is slow to collect, and a claims history that lives in email. Each is easier to explain when the documents are already filed.
How does ClosingVault handle a contractor sale?
Schedules by period, and owners who decide together.
How fast can a contractor’s data room be set up?
About 3 minutes with the standard checklist. It already asks for the Sales Pipeline & Backlog Report, the Workers’ Compensation Policy & Experience Mod, the Pending or Threatened Litigation Summary, Equipment Leases, Business Operating Licenses & Permits and the Workplace Safety Manual. Add your WIP schedules and bonding letter from your own Excel list. From there it’s fully customizable for any lower-middle-market deal up to $50 million: phases and dates, who can download, and when each buyer’s access ends. The free due diligence checklist is the same standard checklist, as an Excel download.
What does it cost?
Plans start at $79 a month, billed yearly (founding price). The firm that opens the room pays. Invited buyers, sellers, owners and their teams are always free and unlimited. Every plan and price, or see ClosingVault next to seven low-cost data rooms, step by step.
Construction and specialty contractors data room questions
I’m selling a $25 million electrical contractor and the buyer wants WIP schedules
for the last eight quarters. Will the room keep them in order?
Yes. Each file is read and filed by folder and period, so eight quarterly WIP schedules land in date order whatever they were named. A clearly newer copy for the same period becomes the current version; when it isn’t sure, it asks.
I’m a broker and the buyer’s lender wants the backlog and the bonding letter but
nothing else. Can I give the lender narrower access?
Yes. In a room you run, invite each person with their own access: the document areas they can see, whether they may download, and how long their access lasts.
My brother and I own our roofing company 50/50. Can either of us accept an LOI
alone?
No. An LOI needs owners holding more than half of the whole company, so a 50/50 split never approves on one vote; you both have to approve.
We’re a concrete contractor with no patents or trademarks. Do I have to upload
something for every IP item?
No. Sign that the item doesn’t apply and it closes, with your name, the time and your exact words on the record.
I’m a search funder buying a specialty contractor. How do I see what the seller
still owes me without calling every day?
Your request list shows covered and missing at a glance, missing first. The room admin can also add the buyer in exclusivity to the Monday update, a one-page status every Monday at 8.
Our job files include copies of customer checks for retainage. Will the account
numbers show?
No. Account details on checks and deposit slips are removed automatically before any buyer sees the document.
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