Sell-side guidance

How Much Does It Cost to Sell a Mid-Market Company in 2026?

Charles Berry, International Business Brokerage & Realty, Melbourne, Florida · 26 September 2026

For a healthy mid-market company, total transaction costs are often discussed as about 3% to 10% of the sale price. Smaller deals sit toward the higher end of that percent. The advisory fee is usually the largest line. International Business Brokerage & Realty writes its own fee in an engagement letter. These are planning ranges, not a quote and not a valuation multiple. A success fee is a percent of proceeds. A multiple is a number applied to earnings. Keep this page separate from the MSP Valuation Primer.

CostTypical published rangeWhat it is for
M&A advisory / success feeOften discussed around 1% to 8% of deal value, inside a wider 3% to 10% success-fee conversation at some advisory firmsThe broker or advisor
Legal counselOften discussed from the tens of thousands into several hundred thousand on larger dealsDrafting and negotiation
Quality of earningsOften discussed from roughly $30k into six figures as the file gets largerAccountants testing the earnings
Tax and wealth planningVaries with the structureWhat you keep after tax
Retainers and expensesStated in the engagementWork before a buyer is under LOI

Why the fee is usually a success fee

Most sell-side engagements pay the advisor mainly when a deal closes. The percent often steps down as the price gets larger. A retainer, when there is one, is often credited against that success fee. Breakwater M&A, for example, describes its own success fee publicly as ranging from 3% to 10% depending on size, plus a smaller upfront amount credited at closing. That is their card, not ours.

A fee is justified only if the process is worth it to you. Nobody on this site can promise that an advisor’s work will raise the price by more than the fee.

What MSP owners add to the bill

Deal structure changes the after-tax result: cash at close, an earnout, and an equity rollover are different. Preparation changes diligence. An MSP that shows up with a clean MRR schedule, assignable contracts, and a cyber baseline spends less of the process reconstructing basic facts. That preparation has a cost in time. It is still cheaper than a retrade.

What this means here

Ask what the cost buys: a confidential set of buyers, a CIM, and someone comparing LOI structure. If you want that conversation for an MSP of about 10 to 300 people in the Southeast, including Central Florida and the Space Coast, use the sell-side intake. If you are buying, the fee conversation is different and starts on the buy-side form.

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Two intakes, not one button

Owners and buyers start in different places.