By industry

Selling to private equity, by industry

Private equity buys HVAC companies and accounting firms in very different ways, but the questions an owner needs answered are the same. Pick your industry to see what your business is worth, how the deal is built, and what you keep after tax.

Short answer

Private equity is rolling up trades and professional-services businesses across eight fields this site covers: HVAC, plumbing, electrical, IT managed services, accounting, insurance agencies, marketing agencies, and consulting or staffing firms. Each industry page answers the same eight questions: whether private equity is buying businesses like yours, what yours is worth as a reported multiple of EBITDA, how the deal is structured, how much cash you actually get at close, how you will be taxed, whether QSBS can help, what changes after you sell, and whether you should sell now. The multiples and platform names differ by industry, but three things are the same everywhere. The purchase price allocation decides how much of your money is taxed as capital gain versus ordinary income. Rollover equity is deferred, not free, and can be worth nothing. And QSBS depends entirely on whether your business was a C corporation and whether your field is excluded, so it helps some sellers and none of the excluded ones.

Key facts

Industries covered
HVAC, plumbing, electrical, IT managed services, accounting, insurance, marketing, and consulting or staffing.
The same eight questions
Is PE buying my type of business, what is it worth, how is the deal built, how much cash at close, how am I taxed, can QSBS help, what changes after, should I sell now.
Same everywhere: the allocation
The purchase price allocation decides the split between capital gain and ordinary income.
Same everywhere: the rollover
Rollover equity is deferred tax, not free money, and it can lose all of its value.
Same everywhere: QSBS
QSBS turns on C-corp status and whether your field is excluded. It helps some sellers and none of the excluded fields.
Not covered here
Medical and dental practices are covered at physicianbuyoutplan.com.

The same eight questions, every industry

Private equity buys an HVAC company and an accounting firm in very different ways. The multiples differ, the deal structures differ, and the tax answers differ, especially around QSBS. But the questions an owner actually needs answered are the same from one industry to the next, and each page on this site works through them in the same order.

  1. Is private equity even buying businesses like mine, and who are the buyers?
  2. What is my business worth, as a reported multiple of EBITDA?
  3. How is the deal usually structured?
  4. How much cash do I actually get at close, after the rollover and escrow?
  5. How will I be taxed, and how much is ordinary income rather than capital gain?
  6. Can QSBS help me, or is my field or entity type off the table?
  7. What changes after I sell, when I work for the platform instead of owning it?
  8. Should I sell right now, and if so, what do I do next?

Pick your industry below. Each card links to a full page written for that field, with the reported multiple range, the named platforms active in it, and the tax details specific to that kind of business.

Choose your industry

  • HVAC

    The most active trades roll-up, with recurring maintenance agreements driving the top of a wide multiple range.

  • Plumbing

    Often bought as an add-on to an HVAC platform so the buyer can sell both trades to the same homeowner.

  • Electrical

    Your work mix decides your price: recurring residential service beats project and new-construction work.

  • IT managed services

    Recurring revenue mix is the single biggest driver, and multiples widen sharply with size.

  • Accounting and CPA firms

    Sold through an alternative practice structure, and an excluded field for QSBS, so plan the tax elsewhere.

  • Insurance agencies

    Book retention and contingent commissions set the multiple, and QSBS eligibility is uncertain.

  • Marketing agencies

    Recurring retainers lift the multiple, client concentration cuts it, and earnouts are common.

  • Consulting and staffing

    Two different businesses for tax: consulting is an excluded field for QSBS, staffing can qualify.

What is the same in every industry

Before you go to your industry page, three things are worth holding in mind, because they do not change no matter what you sell. They are where most of the money is won or lost.

The allocation decides capital gain versus ordinary income

The IRS does not tax "a business." It taxes a bundle of separate assets, and the purchase price allocation in the contract decides how much of your price is goodwill, taxed at the 20 percent capital gains rate, versus how much is a non-compete, consulting pay, or depreciation recapture, taxed as ordinary income at up to 37 percent. The buyer is often indifferent to the split while it costs you real money. This is true for a plumbing shop and a marketing agency alike. The tax pillar works through it.

Rollover equity is deferred, not free

Almost every private equity deal asks you to take part of your price, often around 20 percent, as equity in the buyer's holding company rather than cash. That rollover is usually not taxed at closing, but deferred means postponed, not forgiven, and the stake itself is illiquid, sits behind the lenders, and can be worth nothing at the next sale. Plan your household around the cash you kept and treat the rollover as a separate bet. The rollover page and managing rollover equity cover it.

QSBS depends on C-corp status and your field

QSBS can exclude a large amount of federal gain, but it turns on two gates that are the same for everyone. Your business had to be a C corporation for long enough, and your field cannot be one Section 1202 excludes. Accounting and consulting are excluded outright. Trades, IT managed services, and staffing can often qualify if a C corporation. Insurance and marketing are uncertain. And most owner-run businesses are S corporations or LLCs, which hold no QSBS at all. Do not assume it applies to you. The QSBS page has the field-by-field table and the honest answer for each.

Industries not covered here

These eight are the fields where this site can speak with specific numbers, but the tax and money mechanics apply to many trades and professional-services businesses beyond them. The one place to go elsewhere is healthcare. If you are selling a medical or dental practice, the rules around professional ownership and practice structure are different enough to deserve their own guide, and ours is at physicianbuyoutplan.com. For anything else, the tax pillar, the rollover page, and the after-sale plan will still fit, and the contact page explains how a first conversation works, including when we will tell you that you do not need us.

Questions people ask

Why does the multiple differ so much between industries?

Because buyers pay for revenue they can count on, and different industries carry different amounts of it. A recurring-service HVAC book and a recurring managed-services IT contract are more predictable than a project-based contracting business or a marketing agency with one large client, so they earn higher reported multiples. Size matters too: a company bought as a platform is worth more per dollar of EBITDA than the same company bought as a small add-on. Each industry page gives the reported range for that field.

What is the same no matter what I sell?

Three things. The purchase price allocation in the contract decides how much of your money is taxed at the 20 percent capital gains rate versus up to 37 percent as ordinary income. Rollover equity is a deferral of tax and a real risk, not free money, and it can be worth nothing. And QSBS depends on whether your business was a C corporation and whether your field is on the excluded list. These hold across every industry, which is why the tax pillar and the rollover page apply to all of them.

Does QSBS work in my industry?

It depends on two things that are true or false regardless of anything else. Was your business a C corporation for long enough, and is your field excluded under Section 1202? Accounting and consulting are excluded and cannot be QSBS. Trades, IT managed services, and staffing can often qualify if a C corporation. Insurance and marketing are uncertain. And most owner-run businesses are S corporations or LLCs, which hold no QSBS at all. The QSBS page has the field-by-field table.

My business is not on the list. Can you still help?

Often yes. The tax mechanics, the deal structure, the rollover, and the after-sale plan are the same for many trades and professional-services businesses beyond the eight named here. The main exception is healthcare: if you are selling a medical or dental practice, our dedicated guide is at physicianbuyoutplan.com, which handles the rules specific to that world.

I have not sold yet. Where should I start?

Start with your industry page for the multiple and structure, then read what your business is worth and how a sale is taxed, and run the numbers through the calculator. If you have already sold, go straight to the after-sale plan.

Whether you are selling or already sold

Most of the tax outcome is set before the deal closes, and most of the money outcome is decided in the year or two after. A conversation at either point, with a planner whose fee does not depend on the sale, is worth the hour.