Start with your numbers.
Get an initial range and a clearer starting point for your plans.
Get my free valuationYour private report. No commitment to sell.
BlogBroker vs. M&A Advisor vs. Investment Bank
Business Broker vs. M&A Advisor vs. Investment Bank: Who Should You Hire to Sell Your Business?
Three tiers of professionals sell businesses. Picking the wrong one can cost you hundreds of thousands in price or blow up your process entirely.
Hiring a Pro
M&A Fundamentals
13 min read
Updated April 2026
Legend Atty · Founder, BridgeBook
53 businesses sold · $105,000,000+ in total value·Published April 14, 2026
The Quick Comparison
Tier 1
Business Broker
Deal size$0 - $2,000,000
Fee10-12%
ProcessListing
BuyersIndividuals
ConfidentialityVaries by firm
Tier 2, Most Sellers
M&A Advisor
Deal size$1,000,000 - $50,000,000
Fee1-10%
ProcessCurated
BuyersStrategic + PE
ConfidentialityHigh
Tier 3
Investment Bank
Deal size$25,000,000+
FeeRetainer + 1-3%
ProcessFull auction
BuyersInstitutional
ConfidentialityVery High
Rule of thumb: if your business is worth $1,000,000+, you should be talking to an M&A advisor, not a broker. If you are under $2,000,000 in value, you can go either way, but the process matters more than the label.
Business Brokers: What They Actually Do
A business broker is a licensed professional (in most states) whose job is to list your business for sale and connect you with individual buyers. Think of them as real estate agents for small businesses. Most brokers work on transactions under $2,000,000 in purchase price.
Day-to-day
- Write a listing with revenue, SDE, asking price
- Post it on MLS-style business-for-sale marketplaces
- Field inbound inquiries from individual buyers
- Send out an NDA-gated information packet
- Schedule buyer-seller meetings
- Walk the deal through a standard purchase agreement
How they get paid
Typically 10 to 12 percent of the purchase price, paid at closing. Some brokers charge small upfront marketing fees.
Who should hire one
Sellers with businesses under $1,000,000 in purchase price, or Main Street businesses (restaurants, laundromats, convenience stores) where retail buyers dominate the pool.
M&A Advisors: The Middle Market Specialist
An M&A advisor works on businesses in the $1,000,000 to $50,000,000 enterprise value range. They run process-driven engagements that feel more like an institutional sale than a listing, with direct outreach to the buyers most likely to pay.
Day-to-day
- Prepare blind teaser and 20-40 page CIM (Confidential Information Memorandum)
- Build a targeted list of 100-500 potential strategic and financial buyers
- Conduct outbound outreach under mutual NDA
- Manage a competitive bidding process to create price tension
- Negotiate the LOI, working capital peg, escrow, and indemnities
- Project-manage due diligence between seller, buyer, QoE, legal, and lender
- Quarterback the purchase agreement with both sides' attorneys
How they get paid
Success fees in the 1 to 10 percent range depending on deal size. Smaller deals (under $2,000,000) pay closer to 10 percent; larger deals ($10,000,000+) trend toward 1-4 percent. Some advisors charge a modest retainer or monthly work fee. Some, BridgeBook included, charge nothing upfront and earn the fee only at closing.
Who should hire one
Owners of businesses worth $1,000,000 to $50,000,000 who want a confidential, competitive process with access to strategic and private equity buyers as well as individual buyers.
Investment Banks: The Upper Middle Market
Investment banks typically engage on deals $25,000,000 and up. They run full auction processes with institutional buyers, large private equity funds, family offices with dedicated M&A teams, and publicly traded strategic acquirers. They are also registered broker-dealers, which matters in regulated industries.
Day-to-day
- Produce a full confidential information memorandum with detailed financial projections
- Run a staged auction with structured bid deadlines
- Manage a much larger data room with multiple buyer workstreams in parallel
- Handle fairness opinions, regulatory approvals, and complex deal structures
- Coordinate with accounting firms, legal, and financing partners
How they get paid
Monthly retainers of $10,000-$50,000 plus a 1 to 3 percent success fee on a tiered basis (with "Lehman formula" variants still common). Retainers are usually credited against success fees. Minimum engagement sizes are often $20,000,000+.
Who should hire one
Businesses worth $25,000,000 or more, or any deal that requires a registered broker-dealer due to regulatory constraints (securities issuance, regulated industries, cross-border elements).
When to Switch Tiers
- Moving up from a broker, Your business is over $1,000,000 in value and your likely buyers are PE firms or strategic acquirers. An M&A advisor with those relationships may fit better.
- Outgrown an M&A advisor, Your deal is $25,000,000+, you are in a regulated industry, or you need a formal auction with 50+ institutional buyers. Move up to an investment bank.
- Moving down from an investment bank, Your deal sits at the small end of the bank's mandates. An M&A advisor working in your size range may be a better fit.
Common Traps to Avoid
- Not knowing what a flat fee covers, A flat-fee listing service often buys the listing only. Negotiation, buyer vetting, and deal management stay with you, so plan for them.
- Dual agency, One firm represents both sides and collects fees from both. Ask how the conflict is handled, or get your own representation.
- Unlimited-term listing agreements, A 24-month exclusive with no out-clause leaves you stuck if the process stalls. Negotiate a 6-12 month initial term with clear termination rights.
- Large upfront retainers without credit, If an advisor wants a $25,000+ retainer that is not credited against the success fee, ask what it covers and whether it can be credited at closing.
- No proof of past deal experience, Ask for a list of 5-10 deals closed in the last 24 months in your revenue range. If they can't produce one, keep looking.
- "We have a buyer ready right now", A ready buyer can be real, but one bidder means no competition. Ask whether other buyers will still get a chance to compete.
Where BridgeBook Fits
BridgeBook operates at the M&A advisor tier, but with one key difference: we combine a curated advisory process with our own marketplace, where your deal is listed without its name. That means you get the confidentiality and process quality of a traditional advisor plus the buyer reach of a marketplace, without the public listing risk of either.
- No upfront fees, we only get paid when you close
- Success fee set for each business, in writing before you sign
- Buyers sign an NDA for your deal before they learn your name
- Blind teasers, your name never appears publicly
- Full process management from teaser to wire transfer
- We can set your deal so each buyer needs our approval first
Curious what this looks like in practice for your industry? See our Amazon FBA exit guide, our dental practice sale guide, or our SaaS exit guide.
Frequently Asked Questions
What is the difference between a business broker and an M&A advisor?
A business broker typically handles transactional sales under $2,000,000 in purchase price, often listing on MLS-style public marketplaces and working with individual retail buyers. An M&A advisor runs a curated process for businesses between $1,000,000 and $50,000,000, reaches out directly to strategic buyers and private equity firms, and uses confidential blind teasers instead of public listings. M&A advisors are process-driven rather than listing-driven, and their fees are typically in the 1-10 percent range depending on deal size.
When should I hire an investment bank instead of an M&A advisor?
Investment banks make sense once your business is $25,000,000+ in enterprise value, or if you are in a regulated industry that requires a registered broker-dealer to handle the transaction. They run full competitive auctions, typically charge a retainer plus 1-3 percent success fee on a tiered basis, and focus on institutional buyers. Under $25,000,000, an M&A advisor usually gets you similar outcomes at a lower total cost.
What is a dual agency and why is it a trap?
Dual agency is when the same broker represents both the seller and the buyer in a transaction and collects commissions from both sides. It creates a conflict of interest: one person can't negotiate hard for both parties. Many advisors decline dual agency for that reason. If a broker offers to represent both sides, ask how they'll handle the conflict, and consider getting your own representation.
How much do M&A advisors typically charge?
Fees are typically 1 to 10 percent depending on deal size, almost always structured as a success fee paid at closing. Smaller deals pay higher percentages because the absolute work is similar regardless of deal size. Some advisors also charge a small upfront retainer or a monthly work fee that is credited against the success fee. BridgeBook charges no upfront fees, only a success fee at closing, set for each business.
Can I sell my business myself without hiring anyone?
You can, and some owners do. But the risks are significant: confidentiality leaks, unqualified buyers, negotiating against professional buyers who do this every day, and emotional decision-making when offers land. Most owners who try to sell themselves either leave money on the table or spend so much time on the process that the business suffers. A good advisor pays for themselves by getting a higher price and a better structure.
One important decision. Two good places to start.
Not Sure Who You Should Hire?
Start with a free valuation. Then hop on a call with a dedicated advisor and we'll tell you straight whether you need us, a broker, or an investment bank.
Start with a dedicated advisor.
Discuss your goals, timing and questions in a private conversation.
Talk to your advisor45 minutes. Free. No obligation.