Acquiring Minds
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Tom Matter, Dawson Matter·December 16, 2024

Adjusting to Life in a Nocturnal Business with $525k SDE | Tom & Dawson Matter Interview

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Tom Matter, a 38-year-old solutions architect from the tech industry, acquired Pro Duct Cleaning — a restaurant kitchen exhaust and hood-cleaning business in Dallas, TX — for $1.75m (roughly 3.3x SDE) using an SBA loan (85%), a seller note (10%, on standby for two years), and 5% equity. The business had ~$950k in revenue and $525k SDE generated by a husband-and-wife team operating with no management layer, no real office space, no CRM, and deeply hands-on ownership that produced freakishly high margins but obvious operational fragility. Tom immediately brought in his brother Dawson, who had prior experience running operations at an HVAC company, as full-time operations manager (15% equity stake, with a path to 30%); Dawson's wife London took over office management. The transition was extremely rocky — an employee quit on day three, inherited equipment failed causing customer incidents, the prior owner displayed damaging customer behavior, and Tom found himself working 18-hour days for the first six weeks while simultaneously holding his W2 tech job. Three months in, the business had grown to nine employees, moved into a proper warehouse, replaced poor-quality equipment, and was tracking ~20% revenue growth over the sellers' prior-year performance — all while Tom remained employed in tech, using his salary to fund capital improvements and avoid taking distributions.

Deal facts

purchase price
$1.75m
multiple
~3.3x SDE
sde ebitda
SDE $525k
revenue
~$950k
financing structure
SBA loan 85% + 10% seller note (on standby 2 years) + 5% buyer equity
notes
Tom Matter is primary owner (85%); Dawson Matter holds 15% with agreement to double to 30% after loan payoff and hitting an EBITDA threshold. Business: Pro Duct Cleaning (restaurant kitchen exhaust / hood cleaning), Dallas TX. 6 technicians at acquisition, grown to 9. Tom retained W2 tech job post-close. Dawson's wife London runs the office.

Why this business

Essential service required by fire code for restaurants, recurring/reoccurring revenue (monthly, quarterly, or annual cleanings), high margins, fragmented and unprofessionalized local competition, and located in Dallas which has massive market size. Tom also saw obvious operational improvements — the sellers ran it out of a parking lot with no CRM, no gas cards for employees, and the husband's poor customer service was a visible limiting factor. The business was 'doing okay in spite of itself' with clear low-hanging-fruit fixes.

What's working

  • Reoccurring, fire-code-mandated service with ~1,000-1,200 active restaurant customers in the large DFW market
  • Strong margins maintained at ~42% net even after adding overhead (warehouse, equipment upgrades, more employees)
  • On track to grow ~20% over sellers' revenue in first year of ownership
  • Hiring Dawson as operations manager from day one solved owner-operator problem; his wife London took over office management
  • Quick operational wins: gas cards for crews, centralized warehouse, new high-quality pressure washer equipment — reduced callbacks and crew disruptions significantly
  • Shifting client mix toward higher-quality customers (chains, franchise operators, corporate-managed properties) who pay reliably and require no arm-twisting
  • Tom's W2 tech income funds capital improvements and reduces pressure on the business to pay him a salary

What's hard

  • Nocturnal service hours (crews work 10pm–6am) make staffing difficult and require constant night-time readiness from management
  • One of six technicians quit on day three; crew had long tenure under prior owners and were resistant to change and new standards
  • Language barrier with most technicians whose first language is not English; translator employee is a key-person dependency
  • Tom could not realistically run the office manager role alongside his tech job — vastly underestimated time commitment; seller claimed two hours/day, reality was far more
  • First Saturday in ownership: restaurant shut down due to wiring issue related to prior service; 11 missed calls and 20 texts — extreme stress as a new owner
  • Prior owner's hostile customer service style (witnessed live) was damaging; seller attended one customer complaint call and made things significantly worse
  • Equipment inherited at acquisition was low quality — O-rings failing, water and grease spraying in kitchens; had to replace power washers at $12k–$18k each (now owns three, adding a fourth)
  • Google Calendar used as CRM for 1,000+ customers — not scalable, unstructured, difficult to migrate
  • Bank required a signed lease to close the SBA loan; new office space took two months to receive certificate of occupancy due to landlord's permitting failures
  • Customers actively try to avoid or delay service even though it is mandated; London's office role is partly a phone-sales job to get customers to schedule
  • Cash flow management: significant AR outstanding, must dedicate one day per week to collections
  • Dawson and London working 12–14 hour days; still building toward sustainable pace
  • Tom likely overpaid slightly and would use operational due diligence more thoroughly on a future deal — lacked expertise to evaluate equipment condition, CRM state, and operational gaps

Notable quotes

I looked at it and when I talked to this I like you just said I realized you know this I am buying a job for someone probably not myself but I'm buying a job for someone so after I got off the phone with the seller I immediately called Dawson.
We've broken I've broken every search rule that there ever was — don't create a you know don't go into business with a partner, don't go into business with a family, lower EBITDA than I originally wanted — but you know what it's working and it's working really well.
The business is doing okay in spite of itself.
There's nine people relying on us so it's totally possible, you know, I'm really proud of us, we're here, we're doing it, I don't come from those backgrounds, but here we are.
It is reoccurring revenue but it's not as easily reoccurring as you know it doesn't just happen — she gets pushed back, it's like a phone sales job but she's an office manager.
Just because something is mandated by regulation by law doesn't mean it's easy revenue that you just you're just taking orders all day — you still have to sell and in some cases twist the arm of your customers.

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