Asking Price: $9,900,000Tier 1 Defense Manufacturer, 30+ Years – Real Estate Available
Not Disclosed, CA
Orange County
Rare opportunity to acquire a highly profitable precision manufacturing and fabrication company with more than 25 years of continuous production history serving a major global defense prime contractor.100% Customer concentration - See relevant details below-Serving 5 separate buyers within the prime contractor-25 year relationship with the prime-Makes 1000 parts for them-Prototyping new vehicle programs-2025 - 55 new approved prototype partsThe Company manufactures more than 1,000 components and assemblies for land-based defense platforms and provides integrated manufacturing capabilities including laser cutting, CNC machining, forming, welding, assembly, and specialized military-grade coating.Decades of production history, tooling, CAD files, fixtures, quality documentation, first-article approvals, and established manufacturing processes create significant barriers to entry and provide an incoming buyer with an established platform in the U.S. defense manufacturing supply chain.The Company generated approximately $2.64 million of Adjusted EBITDA on $9.37 million of revenue for the trailing twelve months through July 2026.Recently Reduced Asking PriceThe asking price has recently been reduced from $13.9 million.The revised pricing reflects the seller's decision to proactively address two primary transaction considerations:Significant revenue concentration with the Company's principal defense customer; andThe potential change in the Company's minority-owned status following a sale.Importantly, the price reduction is not the result of declining operating performance.The Company continues to demonstrate strong profitability, substantial backlog, significant customer demand, and additional opportunities across both existing and next-generation defense programs.To further align buyer and seller interests, the seller is also prepared to structure a portion of the consideration as a growth-based earnout.The contemplated earnout would provide the seller with approximately 9% of annual gross revenue generated above the Company's current trailing-twelve-month revenue baseline of approximately $9.37 million, for a period /-5 years, subject to final transaction terms and definitive agreements.Accordingly, the seller participates only in incremental revenue growth above the current revenue base, allowing the buyer to benefit from the Company's existing earnings while sharing a limited portion of future growth with the seller.Financial PerformanceTrailing Twelve Months Through July 2026Revenue: $9,372,792.12Gross Profit: $4,577,738.08Net Income: $2,762,498.42Adjusted EBITDA: $2,635,461.652025Revenue: $8,604,681Gross Profit: $4,171,689Adjusted EBITDA: $2,289,826SDE: $2,549,826TTM Adjusted EBITDA has increased approximately 15% over full-year 2025 Adjusted EBITDA, while revenue has continued to grow.Investment HighlightsApproximately $2.64M TTM Adjusted EBITDAApproximately $9.37M TTM Revenue25 Year Relationship With Major Global Defense Prime ContractorMore Than 1,000 Manufactured Components and AssembliesApproximately 75% Repeat Historical ProductionSignificant Existing Demand Exceeding Current CapacityActive Backlog and Ongoing Quoting OpportunitiesParticipation in Three Next-Generation Defense ProgramsEstablished Approved-Supplier PositionIntegrated Laser Cutting, CNC, Forming, Welding, Assembly and Coating CapabilitiesSubstantial CAD, Tooling, Fixtures, Quality Documentation and Institutional KnowledgeExperienced and Long-Tenured Management and Production TeamReduced Owner DependenceSignificant Capacity-Expansion OpportunityPotential Customer and Market Diversification OpportunitiesSeller Growth Earnout Aligning Buyer and Seller InterestsSBA and Conventional Financing Potential for Qualified BuyersApproximately 23,000-Square-Foot Industrial Real Estate Available SeparatelySignificant Existing Demand and Capacity-Constrained GrowthOne of the Company's most compelling growth opportunities exists within its current relationship with its principal defense customer.Management reports that the customer regularly presents the Company with more quoting and production opportunities than the business currently has capacity to accept.The Company's primary laser equipment currently operates approximately 10 hours per day, seven days per week, and the business maintains an active backlog.Historically, the owner intentionally maintained the Company at a manageable operating size rather than aggressively expanding facilities, equipment, and headcount.A growth-oriented buyer could potentially capture substantially more existing demand by expanding:Laser-cutting capacity;Welding and fabrication space;CNC capacity;Skilled production personnel;Automation;Production shifts; andOverall facility utilization.Unlike many acquisition growth strategies, the Company's primary expansion opportunity does not depend primarily upon finding new customers.The immediate opportunity is to increase capacity and convert more of the demand already being presented by an established customer into revenue.Next-Generation Defense ProgramsThe Company has participated in prototype activity involving a next-generation military vehicle program and is currently quoting or preparing to quote components associated with additional next-generation armored-vehicle programs.Management reports involvement with opportunities related to three separate next-generation defense programs.Specific program information, anticipated quantities, forecasts, drawings, and customer information will be provided to qualified buyers following execution of an NDA and at the appropriate stage of diligence.Approximately 75% of historical production consists of repeat components, providing the Company with a combination of established recurring production and potential participation in future defense platforms.Established Competitive PositionThe Company's principal customer relationship spans more than 25 years.During that period, purchasing, sourcing, engineering, and management personnel at the prime contractor have changed repeatedly, while the Company has remained an established supplier.The longevity of the relationship reflects decades of demonstrated:Product quality;Delivery reliability;Technical capability;Manufacturing expertise;Responsiveness;Quality-control performance; andFamiliarity with complex defense components.The Company has developed substantial institutional knowledge across more than 1,000 manufactured components, including CAD files, tooling, fixtures, welding jigs, quality-control documentation, first-article approvals, and historical manufacturing processes.Major defense contractors typically maintain extensive vendor-qualification and quality-control requirements. Approval of new suppliers can be time-consuming, particularly where components require demonstrated production capability, traceability, documented quality systems, specialized processes, and reliable historical performance.For many components manufactured by the Company, U.S. sourcing, material integrity, defense-procurement requirements, quality requirements, and supply-chain considerations also reduce the relevance of certain overseas competitors.Experienced Management and Reduced Owner DependenceThe Company is supported by experienced and long-tenured personnel across:Shop management;Production;Welding and fabrication;Assembly;Administration;Quality control; andCNC/programming.A recent CNC/programming hire has further reduced the owner's involvement in direct production activities.The owner's responsibilities are increasingly concentrated on quoting, customer relationships, strategic oversight, and new-program opportunities rather than hands-on manufacturing.The seller is willing to provide a meaningful post-closing transition to support continuity with the customer, employees, suppliers, quoting processes, and ongoing programs.Minority-Owned StatusThe Company is currently minority-owned and self-certified.Depending upon the ownership structure of the acquiring entity, that status could change following a sale.Management believes, however, that the Company's historical contract awards and longevity with its primary customer have been driven principally by:Manufacturing capability;Quality;Reliability;Available production capacity;Approved-supplier status;Technical knowledge; andDecades of successful production history.The Company's relationship with the prime contractor has continued for more than 25 years, despite repeated turnover and promotion among the customer's sourcing and purchasing personnel.Additional information regarding historical purchasing patterns, supplier status, customer concentration, and minority-status considerations will be made available to qualified buyers during diligence.Growth-Based Seller EarnoutThe seller is prepared to further align interests with an acquiring buyer through a performance-based earnout tied exclusively to future revenue growth.The contemplated structure provides for approximately:9% of annual gross revenue above the current TTM revenue baseline of approximately $9.37 millionfor a period of /- 5 years, subject to negotiation and final definitive agreements.For illustration:Annual revenue of $10.0M would create approximately $627K of incremental revenue, resulting in an earnout of approximately $56K.Annual revenue of $12.0M would create approximately $2.63M of incremental revenue, resulting in an earnout of approximately $236K.Annual revenue of $15.0M would create approximately $5.63M of incremental revenue, resulting in an earnout of approximately $506K.The structure allows the buyer to retain the Company's existing revenue base without an earnout obligation while compensating the seller only if the business generates revenue above its current historical level.FinancingPreliminary lender discussions indicate that a qualified transaction may potentially support approximately:$5 million of SBA financingplus approximately $1 million of conventional term financingfor qualified buyers with appropriate operating and industry experience.Buyer equity would fund the balance of the required purchase consideration.All financing is subject to lender underwriting, transaction structure, SBA eligibility, collateral requirements, buyer qualifications, and final lender approval.Real Estate Available SeparatelyThe seller also owns the approximately 23,000-square-foot industrial facility occupied by the Company.The real estate is available for separate purchase in connection with the transaction, providing an acquiring buyer the opportunity to control both the operating company and its production facility.Real estate pricing and additional information will be provided separately.Reason for SaleRetirement following more than 30 years of ownership.The seller is committed to facilitating an orderly transition and preserving the Company's long-standing customer, employee, and supplier relationships.Additional financial information, customer concentration details, backlog information, program information, equipment schedules, real estate information, and supporting documentation will be made available to qualified buyers following execution of an NDA.
