The rules of landscaping M&A are changing

About a year ago, I wrote Lawn & Landscape’s first M&A column. Since then, we brought on Ares as Landscape Workshop’s new private equity investor, closed 20 more acquisitions and I just moderated a panel of top investment bankers at NALP’s ELEVATE 2025. The message from that group was loudand clear: the M&A landscape is shifting fast, and business owners who might sell in the next few years need to keep up.

My goal in writing this column is to help readers make good decisions with full information. I see a lot of misinformation in the ecosystem, and it is leading to bad outcomes — failed sale processes, letters of intent (LOI) that don’t turn into closed deals, sales at lower prices and general frustration. Here are the biggest takeaways from the panel:

1. Immigration Diligence is Becoming More Rigorous

Private equity buyers now prefer full E-Verify compliance for new platforms — ideally including in states that don’t require it. As Tripp Griffin of Piper Sandler put it, the focus on immigration and workforce compliance has increased materially, and companies without full E-Verify programs should expect significant I-9 diligence. While there are strategic buyers who will buy smaller companies that do not E-Verify, those small companies may take a hit on valuation if they do not have strong compliance programs. The good news: buyers are becoming more comfortable with use of the H-2B program as long as your paperwork is buttoned up.

2. Integration Counts More Than Acquisition Volume

Buyers are done rewarding roll-ups that aren’t fully integrated. They want solid core businesses with loyal customers and organic growth. Banker Disha Mehta from Houlihan Lokey summed it up: if your acquisitions haven’t truly come together, expect a lower valuation. The “growth at any cost” mindset from 2021 just doesn’t fly anymore.

3. Not Every PE Platform Will Be a Winner

As our industry keeps consolidating, not all private equity-backed platforms will succeed. If you’re retiring, that might not matter.

But if you’re rolling equity or sticking around, it matters a lot. Choose partners with a strong reputation for treating sellers fairly, caring about the product, taking care of people and delivering financial results.

4. Diligence Is Getting Deeper (and Smarter)

Buyers have gotten more sophisticated, and they’ve done their homework. They know what good looks like — and they’ll expect your data to prove it. Immigration compliance, margins and long-term performance all get a microscope.

Expect lots of questions, and don’t make claims you can’t back up — unusual “addbacks” or unsupported claims of high Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) margins won’t survive diligence and turn off serious buyers. Mehta advises sellers to stay transparent: “They’ll find out anyway.” Sterling Point’s Aaron Kroll added: “Don’t hide the ball — own your story.”

5. Certainty of Closing Beats Highest Price

More often than not, sellers don’t go with the highest bidder. Why? Because the highest bidder sometimes doesn’t close or isn’t a “fit.”

Kroll says smart sellers now prioritize buyers who fit culturally and have a track record of getting deals done. Experienced, realistic buyers who understand the business are far more likely to deliver.

6. More Interest in Residential and Install but at Lower Valuations

Commercial maintenance businesses are still the gold standard thanks to their recurring revenue. Kroll sees more buyers are warming up to residential and install-heavy firms. Just expect lower valuations in those categories.

7. Preparation Makes All the Difference

Start prepping for a sale at least 18 months ahead. Bring advisors in early, and plan your sale during a strong performance window. Griffin stressed how critical your results are during the sale process. Mehta also reminded sellers to get emotionally ready: “Buyers are going to poke holes in your business — be ready for that.”

Thanks for reading. If you want more M&A insights, visit merger.landscapeworkshop.com.

J. T. Price is the CEO of Landscape Workshop, based in Birmingham, Alabama, since 2014. LW has grown from $18 million to over $150 million in revenue under his leadership and has executed over 30 add-on acquisitions. He can be reached at jtprice@landscapeworkshop.com.