Has anyone ever closed on a construction / project based business and has any advice on how to deal with WIP/NWC at close? I have a situation where the broker believes all NWC should be provided by the buyer (in addition to purchase price of the business). This could be accomplished through more equity, LOC, or additional (delayed draw) loan on the SBA. I think this makes sense for making payroll, having money for advertising, and other normal expense. However, I look at the WIP differently since WIP represents a functioning business. Other common NWC items like AR, prepaids, and AP don't necessarily indicate a functioning business, only promises to perform from one party to another. WIP represents contracted sales / jobs that are actually being performed, about to be performed, or about to finish. I don't think it makes sense to enter into a business on day 1 with the potential that there is no WIP, no sales pipeline, and nothing holding the seller or his team honest to make sure all that is functioning. Just curious whether anyone has dealt with this before, especially for a smaller business where there aren't that many employees, most of the labor is subcontracted, and the seller has historically been very involved in generating leads and closing sales. I feel like common mitigating factor might be a largely forgivable seller note that is based on minimum level of business in the first ~12 months, but would love to hear from the community how people have mitigated this risk in the past.