Legence (LGN) Registration Filing summary

Company overview and business model

• Provides engineering, installation, and maintenance for mission-critical building systems, focusing on high-growth sectors like technology, life sciences, healthcare, and education.

• Operates through two segments: Engineering & Consulting (design, sustainability, project management) and Installation & Maintenance (HVAC, MEP systems, ongoing service).

• Over 6,000 employees, 70 offices in 45 states, and more than 50,000 jobs completed annually from 2021–2024.

• Major clients include over 60% of Nasdaq-100 companies; less than 2% of 2024 revenue from the federal government.

• 2024 revenue split: 32.5% new buildings, 67.5% retrofits/upgrades/maintenance; 25% of revenue from clients using both segments.

Financial performance and metrics

• 2024 revenue: $2,098.6M; net loss: $27.6M; Adjusted EBITDA: $229.6M (10.9% margin).

• Six months ended June 30, 2025: revenue $1,104.8M; net loss $23.0M; Adjusted EBITDA $123.0M (11.1% margin).

• Revenue CAGR 2021–2024: 39% (16% pro forma for acquisitions); backlog and awarded contracts at $2.8B as of June 30, 2025, up 29% YoY.

• Engineering & Consulting segment 2024: 28.7% of revenue, 47.6% of gross profit; Installation & Maintenance: 71.3% of revenue, 52.4% of gross profit.

• Maintenance & Service revenue grew at 23% CAGR 2021–2024; 2024 maintenance revenue was 15% of total.

Use of proceeds and capital allocation

• Net proceeds from IPO to be contributed to Legence Holdings for repayment of outstanding borrowings under the Term Loan Credit Facility and for general corporate purposes.

• Additional proceeds from underwriters’ option, if exercised, will be used to purchase LGN Units and Class B Common Stock from Legence Parent.