How Selling Your Warehouse to Us Works

Selling a warehouse to a direct buyer has fewer moving parts than a listed sale. There's no marketing period and no tours for strangers. It still has real steps, because industrial property carries leases, environmental history and state transfer rules that don't care who the buyer is. For every route, read our guide to the ways to sell a warehouse, listing included.

What happens when I first contact you?

When you first contact Direct Warehouse Buyers, we ask for the address, the building size, how the property is used today and the timing you have in mind. Then a real person from our team calls to talk it through. If you'd like a nondisclosure agreement before you share details, we sign one first.

You don't need a package ready. The address and a phone call are enough to start. If you have any of the following, it shortens the review:

• The property identifier: the OPA account number for a Philadelphia property, or the block and lot for a New Jersey property
• Building size, lot size and the number of docks and drive-in doors, if you know them
• Leases or a rent roll, if any part of the building is rented
• Past environmental reports, such as a Phase I or Phase II, and any letters from the New Jersey or Pennsylvania Department of Environmental Protection (NJDEP or DEP)
• A recent tax bill and anything you know about liens, violations or open permits

What do you look at before making an offer?

Before making an offer, we review the building, the land, the leases and the environmental history. We walk the property, read the leases or rent roll if there are tenants, and look at past reports, permits and tax records. We note the condition so we can price it, and our offer is for the building as it is.

The building and the land

Clear height, docks, power, sprinklers, the roof, paving and how the site handles trucks all affect what a building is worth to its next user. We look at all of it, and none of it has to be fixed before you sell.

Tenants and leases

If the building is leased, the leases are part of what we're buying. We read the rent, the term, renewal options and who pays for what. Your tenants keep their leases when the building changes hands.

Environmental history

We ask about prior uses, underground tanks, spills and any open cleanup case. In New Jersey we also ask whether your operation could fall under the Industrial Site Recovery Act (ISRA). In Pennsylvania we ask whether any part of the site went through the Act 2 program.

Title and taxes

We check for liens and assessments. In New Jersey we also check the property's tax class, because commercial-class property (Class 4A) sold for more than $1 million carries an extra seller-paid fee that industrial-class property doesn't.

What's in your written offer?

Our written offer states the price, the terms, a proposed closing date and who pays which closing costs. We charge no commission and no fees. Transfer taxes are handled the usual way for your property, and if we're covering more of the costs on your deal, the offer says so.

A typical offer covers:

• The price, and what's included with the real estate, such as equipment that stays with the building
• The due diligence period, meaning the time we take for the environmental assessment, title search and survey
• The proposed closing date, which you can ask us to change before you sign
• How transfer taxes and other closing costs are divided
• Any lease terms, if you're selling and leasing the building back

If we think listing the building would likely get you more, we tell you before you sign anything. Some buildings belong on the open market, and you can read how to tell in Sell Direct or List?

What happens after I accept the offer?

We both sign a purchase agreement. It sets the price, any deposit, how long due diligence runs and each condition that has to be met before closing, so you can see exactly what happens next. Once it's signed, the title company opens its file and the due diligence period starts.

What happens during due diligence?

Due diligence is where we confirm what we priced. Expect a Phase I environmental site assessment, a title search, possibly a survey and a review of leases and permits. We schedule site visits around your operations and your tenants, and the purchase agreement sets how long this period runs.

Our offer prices the condition we've seen and what you've told us, and the purchase agreement spells out when the price can be revisited. If due diligence turns up something material that neither of us knew about, we'll show you what we found and talk it through before anything changes. Contamination in a new environmental report is one example.

The Phase I environmental site assessment

For you, a Phase I means an inspector walks the site and asks a few questions about past uses. If you already have a Phase I from the past year, send it: federal rules let an earlier inquiry be reused and updated instead of starting over.

Buyers need this inquiry to qualify for federal landowner liability protections. It follows the ASTM E1527-21 standard, which EPA recognized in December 2022. It has to be done within a year before the purchase. Parts of it, including the site visit, interviews and records searches, must be completed or updated within 180 days before closing.

Title, survey and leases

The title company searches the record for liens, judgments and easements and prepares title insurance. On leased buildings, tenants may be asked to sign short estoppel letters confirming their rent and lease terms.

How long does a direct sale take?

A few steps set the minimum pace. In New Jersey, the state must receive the buyer's bulk sale notice at least 10 business days before closing. Any ISRA filing counts too, as do the due diligence period in our offer, any title clean-up and, on leased buildings, tenant estoppel letters. Beyond those, we work to the date you choose. We can't promise a set number of days.

Each of these can affect the date:

• New Jersey bulk sale notice. The buyer of real estate used for business or income purposes files Form C-9600 to report the sale to the Division of Taxation. The Division must receive it with the signed contract at least 10 business days before closing. It replies within 10 business days. A buyer who skips it can become liable for the seller's unpaid state taxes, so it's a standard step. More on the notice
• ISRA, when it applies. The owner or operator notifies NJDEP within five days of signing the sale agreement and works with a Licensed Site Remediation Professional. The sale can close once the owner or operator files a Remediation Certification backed by a remediation funding source.
• Pennsylvania resale inspections. Some townships and boroughs inspect a property before it's sold, and our Bucks County, Montgomery County and Delaware County pages list the rules in several of them. Under Act 133 of 2016, violations found in that inspection lead to a temporary certificate rather than a final one. The buyer then has 12 months after the purchase to bring the property into compliance. If a violation is substantial, the certificate allows access for repairs but no occupancy until it's fixed. The municipality can't require an escrow or a bond to issue the certificate.
• New Jersey town certificates. Some New Jersey towns require a certificate or an inspection when a commercial or industrial property changes owners. Our Camden County, Burlington County and Gloucester County pages list the rules in the towns we checked, with fees where the town publishes them.
• A 1031 exchange. If you're exchanging into another property, tell us at the start. IRS rules give you 45 days after the closing to identify replacement property. You must receive it within 180 days or by your tax return's due date, including extensions, whichever comes first. More on selling on an exchange or partnership deadline.
• Title issues. Old mortgages, liens or estate paperwork can take time to clear.
• Your own plans. If you need months to move out or wind down operations, we set a later closing date.

Who pays the closing costs?

We charge no fees or commission. In Philadelphia, the 4.578% realty transfer tax is usually split evenly between buyer and seller, though no law requires it. In New Jersey, the seller pays the Realty Transfer Fee, plus a 1% to 3.5% Graduated Percent Fee on commercial-class (Class 4A) sales over $1 million. On some deals we cover more, in writing.

Rates from the City of Philadelphia, Bucks County, Montgomery County, the Delaware County Recorder of Deeds and the NJ Division of Taxation. More on transfer taxes in our cost guide

Two examples from the published Philadelphia and Delaware County rates:

• A $2,000,000 sale in Philadelphia carries $91,560 in total transfer tax, or $45,780 per side when it's split evenly.
• The same price in Radnor or Upper Darby, where the combined rate is 2.5%, carries $50,000 in total tax.

The title company confirms the exact rate for your address. Our guide to what selling really costs works one sale through Philadelphia, a 2% suburb and both New Jersey tax classes.

What happens at closing?

A title company handles it. You sign the deed and closing documents, we fund the purchase, and the title company pays off your mortgage, liens and your share of taxes from the price. Its settlement statement shows the price, each payoff and each cost.

The price in your offer is what we pay, and it isn't the same as what you take home. Anything recorded against the property, plus your share of transfer taxes and prorated property taxes or rents, settles through closing. The settlement statement lays all of it out line by line.

Before closing, expect to be asked for:

• Your mortgage lender's payoff contact
• If a company owns the building, its formation documents and a signed authorization to sell
• Leases and tenant contacts, for estoppel letters
• Service contracts for the building
• Keys, alarm codes and gate codes

If you live outside New Jersey and sell a building there as an individual, an estate or a trust, the state also collects an estimated income tax payment at closing. It's at least 2% of the price, and more if your gain is large, unless an exemption applies. Our FAQ explains who's exempt.

Do I need to clean out or repair the building first?

No. We buy as-is and price the building in its current condition, including old roofs, worn paving, code items and equipment that no longer runs. Some towns have resale rules of their own, which our page on selling a building that needs repairs covers. If racking, cranes, compressors or other equipment will stay with the building, tell us early so the offer can say what's included.

What if my building has tenants?

We buy buildings with tenants in place. The leases stay in force, rent is prorated at closing and security deposits move to the new owner. We read the leases before we make an offer, so their terms are already priced in.

We're careful about timing visits and estoppel requests, and we coordinate with you before contacting any tenant. If you plan to stay in the building yourself after the sale, a sale-leaseback works the same way, with your lease written into the deal. More on tenants and buildings

What if ISRA applies to my business?

It doesn't have to stop the sale. When the Industrial Site Recovery Act applies, it has to be addressed before closing, but the cleanup doesn't always have to be finished first. A sale can close after the owner or operator files a Remediation Certification backed by a Remediation Funding Source, with the cleanup continuing afterward.

In NJDEP's words, "The transaction may proceed to closing upon submission of the Remediation Certification form to the Department."

• NJDEP no longer tells owners whether ISRA applies, so that call belongs to your environmental professional.
• Another party, such as the buyer, can agree to take on the cleanup. But if the work isn't done, the law still holds the owner or operator liable, so the agreement should spell out who does what.

You'll find more in the environmental section of our FAQ and in our ISRA guide for New Jersey sellers. The guide covers the triggers, the waivers and what happens if ISRA is ignored.