The “should I use a broker?” question gets oversimplified in both directions. Brokers say always; DIY blogs say never. The real answer depends on deal size, buyer market, and your own time and expertise.
What a broker actually does
If you’ve never sold a business before, the work is invisible until you’re in it. A broker on a typical $2M deal is doing all of this:
- Pricing the business. Comparable transaction data (BIZCOMPS, DealStats, internal databases), industry-specific multiple ranges, and discounting for risk factors. Pricing too high kills the listing; pricing too low leaves money on the table.
- Building a buyer list. A specialized broker maintains hundreds to thousands of pre-qualified buyers — strategic acquirers, family offices, search funds, individual operators with SBA pre-approval. A targeted teaser to 200 qualified buyers consistently outperforms a public listing.
- Managing confidentiality. Hundreds of NDAs, gated CIM access, scrubbed financials in the early stages, and careful management of staff, customer, and competitor exposure. One leak can damage the business and tank the deal.
- Screening buyers. Most inquiries are tire-kickers. Brokers verify financial capacity (proof of funds, lender pre-approval), motivation, and operational fit before letting a buyer near a CIM.
- Creating competitive tension. Multiple parallel conversations, structured deadlines, and orderly bidding raise price more than any other single factor. This is where most DIY sales lose 10–20% of value.
- Negotiating the LOI. The LOI sets the entire deal structure. A bad LOI signed by an inexperienced seller costs more than the entire commission.
- Running diligence. 60–90 days of organized document delivery, buyer questions, and crisis management when something unexpected surfaces. Without this, the seller drops everything for two months.
- Quarterbacking the close. Coordination among 4–6 professionals (your attorney, your accountant, the buyer’s attorney and accountant, the lender, escrow) is a full-time job.
When a broker is clearly worth it
- Deal size $500K to $25M. This is where brokers earn their fee in price uplift and process management.
- You don’t have a buyer in mind. If you need to find a market, you need a broker’s network.
- Your business has any complexity. Multiple locations, regulated industries, customer concentration, real estate, family employees, partnership disputes — each multiplies the value of professional management.
- You need to keep running the business. A sale process is a part-time-to-full-time job. If you take it on yourself, performance suffers and the business is worth less by the time you close.
When DIY can make sense
- Sub-$250K transaction value. Broker minimums and effort don’t pencil at this scale; a transaction-focused attorney ($5K–$15K flat) often suffices.
- Pre-identified buyer. A partner, employee, family member, or known competitor wants to buy. You still want a transaction attorney and a CPA but probably not a broker.
- You have direct M&A experience. If you’ve sold companies before, you may be comfortable running the process with attorney and accountant support.
- Clean, simple businesses with strong online demand. Some online businesses (Amazon FBA, content sites, SaaS under $1M ARR) sell efficiently through specialized marketplaces with lower fees.
When DIY is a mistake
If any of these apply, the math almost always favors a broker:
- You haven’t sold a business before and the deal is over $500K.
- Your industry has limited public listings and pricing data.
- The business is owner-dependent or has key-customer risk that needs careful narrative work.
- You can’t afford to take 10+ hours per week off operations for 6–9 months.
- Confidentiality matters — staff, competitors, or customers cannot find out.
How to choose a broker
Not all brokers are equal. Use these screens:
- Specialization. Have they closed deals in your industry and size range in the last 12 months? Ask for examples.
- Process. Do they target a specific buyer list, or post on public marketplaces? Targeted is almost always better.
- Confidentiality protocol. What’s their NDA process? When does the company name get released?
- Pricing approach. Are they pricing your business based on real comps and a defensible methodology, or pulling a number to win the listing?
- Listing agreement terms. Length of exclusivity, tail period, definition of fee-earning events, who pays what expenses.
- References. Talk to two recent sellers — what was easy, what was hard, would they hire this broker again.
What you should never agree to
- Multi-year exclusivity. 6–12 months is plenty.
- Open-ended tail periods. A 12–18 month tail on parties the broker actually introduced is fair; a tail on every conceivable buyer for two years is not.
- Large non-refundable upfront fees on Main Street deals. Modest engagement fees credited at close are normal; large non-refundable retainers on small deals are a red flag.
- A broker who pressures you to overprice to win the listing. Eight months on the market with no offers is more expensive than starting at the right number.
The bottom line
For most owners, a broker is the difference between a chaotic, distracting, lower-priced sale and an organized, confidential, higher-priced sale. The 8–12% fee feels large until you compare it to the 10–25% price uplift a competitive process delivers — and then it feels like the best money you spent in the deal.
If you’re not sure where you stand, the cleanest first step is a confidential valuation: knowing what your business is worth tells you whether a broker’s fee makes sense for your numbers, or whether a different path fits better.