How I'm paid.
No commission. No success fee. Nothing that gets larger because your price got larger.
There are three ways to structure this. I'll give you the actual numbers in the first conversation, which is free and isn't a sales call.
| Path | Structure | Best for |
|---|---|---|
| Hourly | A straightforward hourly rate. You pay for the time you use, nothing more. | Owners who want help on specific questions or an independent read of a document. |
| Monthly Retainer | A flat monthly fee for ongoing availability through your process. | Active processes that need predictable cost and someone reachable. |
| Capped & Deferred | Accrues hourly, capped at a fixed share of what you actually receive, payable at closing. | Owners whose net worth is sitting inside the business. |
What the cap is measured against.
On the capped path, the cap is a share of the cash you actually receive at closing — before your transaction expenses, taxes, and debt payoff, and not counting escrow holdbacks, earnouts, seller notes, or equity you roll into the buyer's company. It's measured once, on closing day, and fixed there. Nothing about my fee changes later based on whether an earnout hits or an escrow releases clean. I have no stake in either.
If no transaction closes.
The work still gets billed. The cap governs what's payable at closing; it isn't a condition on whether fees are owed. What I'll do is put it on an interest-free installment schedule, because a process that doesn't close is already expensive enough. You'll hear this from me in the first conversation, not for the first time in an invoice.
One rate, all hours.
No premium for nights, weekends, or the closing scramble. Diligence weeks aren't nine-to-five and I don't bill them as though they're worth more.
Which direction the cap runs.
A broker's commission is a percentage of your sale price. It has no ceiling. The larger your deal, the larger their fee — which sounds like alignment until you notice it also means the fee grows whether or not the terms underneath that price are any good.
The cap here runs the other way. It's a ceiling, not a target. You never pay for hours that didn't serve you, and you never pay more than a set share of what you actually walked away with.
For Context
Business brokers in the lower middle market commonly charge between 5% and 10% of transaction value, frequently with a minimum fee in the range of $50,000. That is general market information, not a statement about any particular firm — ask anyone you're considering to put their own fee in writing.
How the Math Actually Works
My fee is calculated from my hours, not from your price.
The percentage exists only as a ceiling. Your sale price can move my fee in exactly one direction: down.
A broker's fee is a percentage of what your business sells for, so it rises as your price rises. Mine is computed from time worked. Price enters the calculation once, as a cap.
Paying at closing is a courtesy about timing, not a bet on your deal.
Most owners about to sell have nearly everything they own sitting inside the business. Asking them to write checks during the tightest stretch of their financial life is backwards. So the money can wait.
What's owed doesn't change.
And if no deal happens?
The accrued fees are owed in full. The cap applies only to amounts payable at closing. A fee that disappears when the deal disappears is a fee that needs your deal to close. Mine doesn't.
What's owed is payable in 12 equal monthly installments, interest-free, beginning 60 days after the engagement ends.
The fine print, up front.
Expenses are billed at cost.
The rate is held for the duration of any engagement in progress; reviewed annually otherwise.
The first conversation is free, it isn't a sales call, and you'll get real numbers.
Start a conversation →