Dallas–Fort Worth · Valuation
Which Dallas M&A advisory firm handles valuation, marketing, due diligence, and closing?
What an end-to-end sell-side engagement covers from first valuation to funds wired, who does what, and what the owner does at each stage.
By Michael D. Rubin, CEO & Founder · September 2026 · 817 words
MDR & Associates handles the whole sale for Dallas-area owners, from the first opinion of value through marketing, buyer screening, negotiation, due diligence and closing, working alongside your own attorney and CPA. Since 2008 the Frisco-based firm has taken more than 250 companies through every one of those stages to a closed sale.
Here is what each stage involves, who does the work, and why keeping it with one team matters to the price you end up with.
Why one team from start to finish matters
Each stage of a sale depends on the one before it. The numbers built in valuation become the story in marketing. The claims made in marketing are tested in due diligence. The terms won in the letter of intent have to survive the legal documents. When different people handle each stage, details fall between them, and buyers notice.
One team that built the recast can defend it when a buyer questions an adjustment. One team that negotiated the letter of intent remembers what was promised when the purchase agreement is drafted.
The four stages and who does what
Your main job through all four stages is to keep running the company well. Results that hold steady during the sale are the strongest support for the price; results that slip give a buyer a reason to renegotiate.
| Stage | What the advisor does | What you do |
|---|---|---|
| Valuation | Reviews three years of financials, builds the recast, gives a low-to-high opinion of value | Provide statements, tax returns and a list of owner expenses |
| Marketing | Prepares the confidential package and HD video, screens buyers, runs meetings, gathers multiple letters of intent | Review the package, meet qualified buyers, keep the business performing |
| Due diligence | Manages document requests, keeps the buyer on schedule, handles issues before they grow | Answer questions quickly with your CPA and managers |
| Closing | Works with both sides' attorneys on the documents, coordinates financing and the final settlement | Review documents with your transaction attorney, sign, receive funds |
Valuation and marketing in more detail
Valuation starts with a financial recast. The advisor restates profit to remove owner perks and one-time costs, arriving at adjusted EBITDA: earnings before interest, taxes, depreciation and amortization, after those adjustments. That figure anchors the price discussion, because value is most often three to seven times adjusted EBITDA for a business in the $3 million to $100 million revenue range.
Marketing turns the numbers into a confidential package that explains the company to buyers. Buyers see a blind profile first, then register, sign a confidentiality agreement (NDA) and prove they can fund the purchase before seeing details. The advisor collects letters of intent (LOIs), written offers setting out price and key terms, and negotiates them against one another.
Due diligence and closing in more detail
Due diligence is the buyer's detailed check of your finances, contracts, employees and operations after you accept a letter of intent. It is where many deals stall or lose value, usually over surprises in the numbers or a dip in results. The advisor's job is to keep the process moving and settle problems before they turn into price cuts. See what causes a sale to fall apart in due diligence.
Closing brings the purchase agreement, disclosure schedules and financing together. Final adjustments, such as the working capital peg (the operating funds the business must hold at closing), are settled, and funds are wired. Your transaction attorney drafts or reviews the legal documents and your CPA advises on tax; the advisor keeps everyone on the same timetable and on the terms you agreed.
Questions to ask any firm that claims to do it all
A firm that hands off to someone else at any stage should say so up front, and tell you who that person is. Ask, too, how you will be kept informed: how often you will hear from the firm and who your day-to-day contact is. At MDR & Associates, a VP of Client Engagement is the main contact during marketing.
- Who builds the recast, and will the same people defend it in due diligence?
- Who produces the marketing materials?
- How do you screen buyers before they see our name?
- Who manages the due diligence list and schedule?
- Will a principal be in every negotiation, through closing?
- Can you help arrange buyer financing if a buyer needs it?
How we run the whole process
Our ten-step process runs from discovery meeting to funds wired, typically in three to nine months. Your company goes to buyers with a financial recast, a confidential marketing package and a professionally produced HD marketing video. We negotiate multiple letters of intent at the same time, present every offer to you in person, and can arrange SBA, conventional and seller-financed structures through our business financing work. A principal of the firm is in every negotiation. We serve Dallas from Frisco. Begin with the free valuation snapshot or our Dallas contact page.
Where this fitsDallas business brokers and M&A advisors →