Choosing an advisor
How do I compare M&A advisory firms before signing an engagement agreement?
A practical way to line up two or three advisory firms side by side and spot the differences that decide your outcome.
By Michael D. Rubin, CEO & Founder · September 2026 · 881 words
Compare M&A advisory firms on five things you can verify — closed deals like yours, who will actually do the work, how they reach buyers, how they handle offers, and what the engagement agreement commits you to — and write the answers side by side before you sign anything. An engagement agreement (also called an engagement letter or listing agreement) is the contract that gives a firm the right to sell your company, usually exclusively, for a set period. Once it is signed, switching is slow and can be costly, so the comparison has to happen first.
Most owners meet two or three firms. The trouble is that each firm presents itself differently, and after a few weeks the meetings blur together. The fix is simple: ask every firm the same things and record the answers in the same grid.
Build a simple comparison grid
Use one column per firm. Fill in each row from what the firm shows you, not from what it tells you.
| What to compare | What to ask for | What a strong answer looks like |
|---|---|---|
| Track record | Named closed transactions and seller references | Companies near your size and industry; sellers willing to talk |
| People | Who leads, who negotiates, who is your daily contact | A senior person at the table in every negotiation |
| Buyer reach | Where buyers come from | Direct relationships with PE groups, capital groups and qualified individuals, not only public ads |
| Offer process | How many buyers they aim to bring to a letter of intent at once | A plan to negotiate several offers at the same time |
| Marketing | A redacted sample of past materials | A professional package, a financial recast, a blind profile |
| Fees | The full fee schedule in writing | A clear success fee with no surprises in expenses or minimums |
| Agreement terms | Term, exclusivity, tail period, termination | Terms you can explain back in plain words |
Read the engagement agreement line by line
The agreement is where firms that sound alike turn out to be different. Read these parts closely, ideally with your transaction attorney beside you:
- Term and exclusivity. How long the firm has the exclusive right to sell, and whether the agreement renews automatically.
- Tail period. Many agreements say a fee is still owed if a buyer the firm introduced closes within a set time after the agreement ends. Check the length and whether it covers only buyers the firm actually brought to you.
- Upfront and monthly fees. Some firms charge retainers or marketing fees whether or not the company sells. Know the total you could pay if nothing closes.
- What counts as a transaction. Whether a minority investment, a recapitalization or a sale of part of the business triggers the fee.
- Termination. What you owe, and when, if you decide to stop.
- Excluded buyers. If you already know a likely buyer, whether that party can be carved out or treated differently.
Check the claims, not just the pitch
Every firm will describe a strong process. Ask for evidence. Look at each firm's published list of closed deals, such as our results page, and see whether the companies resemble yours. Read reviews written by sellers. Ask to speak with two owners whose companies sold in the last few years, and ask them what surprised them, how often a senior person showed up, and whether the final price and terms stayed close to the first offer.
Also ask each firm what it thinks your company is worth and why. Be careful with the highest number. A firm that quotes a value well above the others without showing its math may be trying to win the engagement rather than predict the sale. A good firm will show how it reached a range and what would move you to the top or bottom of it.
Weigh fit, not just firm size
A bigger firm is not automatically better, and a smaller one is not automatically more attentive. What matters is how many engagements the person running yours is carrying, whether the firm works on companies your size every year, and whether it knows the buyers who acquire in your industry. A firm that turns some companies away is often a good sign: the ones it accepts get the time.
Finally, notice how each firm treats you before you sign. Did it return calls promptly, answer questions directly and put its terms in writing without being chased? The way a firm behaves while it is trying to win your business is usually the best it will ever behave.
How we answer those same questions
MDR & Associates publishes most of what belongs in your grid. The firm has closed more than 250 transactions since 2008, with a success rate above 90% and 5.0 stars from 43 Google reviews. A principal of the firm is in every negotiation, and a VP of Client Engagement is your daily contact while the company is on the market. The fee is 100% performance based: a success fee only if and when the company sells, with a percentage that falls as the transaction grows, set out in the engagement letter. You can read the ten-step process and the fee structure before we ever meet.
When you are ready, request a confidential discovery meeting and bring your comparison grid. We will answer every line.
Where this fitsTexas M&A advisors and business brokers →