Common seller tricks in trucking
Sellers highlight gross freight and a list of trucks, and stay soft on CSA scores, insurance, and the one broker or shipper that actually fills the week.
- Authority (MC and DOT) described as a simple name change when it may need a transfer or a new application and a new insurance filing.
- A clean-looking year that hides a recent serious accident or a rising CSA score.
- Owner-operators counted as if they were company assets who will stay.
- One broker or shipper as most of the loads.
- Equipment that is leased, nearly worn out, or already pledged to a lender.
Which numbers to verify
Look at revenue per truck, loaded miles, deadhead, and freight mix (contract versus spot). Reconcile settlements to deposits. Factoring costs, fuel, and insurance should be complete. Recast the owner’s dispatch and driving days. If a single customer is a large share, model the company without them. Equipment debt service belongs in the affordability math, not just in a footnote.
Licensing and key-person risk
Operating authority, state permits, IRP and IFTA, and insurance filings are the license. A buyer often cannot just ‘take over the MC number’ without process. Safety scores travel with the history of the operation. Confirm with counsel how authority will sit after close, and whether insurance is even available at a price that keeps the SDE intact.
Equipment and condition
Trucks and trailers have miles, engine hours, and aftertreatment histories. Get inspections, not photos. Ask what is owned, leased, or owner-operator provided. A fleet that needs three new trucks next year is a different enterprise value. ELD and telematics accounts should be in the company’s name.
Seasonality and the calendar
Freight has seasons and cycles. Produce, construction, retail peak — whatever this fleet hauls will have a calendar and a market rate that moves. A tight year in the spot market can make a prior year’s SDE look fictional. Use more than one year’s data.
Customer concentration
Broker and shipper concentration is the usual killer. If one relationship is 40% of loads, you do not have a diversified company. Driver concentration matters too: two owner-operators who leave can park the business. Read the contracts, the rates, and the notice periods.
Questions to ask before you make an offer
- How will MC and DOT authority, insurance filings, and state permits sit after close, and what has counsel said about transfer?
- May I see CSA or safety reports, loss runs, and any open claims or accidents?
- Please show freight revenue, miles, and customers for three years, with the share from the largest five shippers or brokers.
- Which trucks and trailers are owned, leased, or provided by owner-operators, and what debt or leases stay with them?
- May I have independent inspections of the power units and trailers?
- What factoring or fuel-card arrangements are in place, and can they continue?
- Which drivers or owner-operators will stay, and under what agreements?
- How much does the owner still dispatch or drive?
- Are there unpaid tolls, IFTA issues, or owner-operator settlements in dispute?
- After an LOI, may I speak with your accountant and a current insurance broker?