Dallas–Fort Worth · Valuation
Who can sell a Dallas company with $10 million in EBITDA?
What changes when a Dallas company earns $10 million in EBITDA: the buyers, the deal terms, and what to ask an advisor.

By Michael D. Rubin, CEO & Founder · September 2026 · 859 words
A Dallas company with $10 million in EBITDA needs a sell-side advisor who can run a disciplined, competitive process aimed at private equity groups and strategic acquirers, and who will be in the room when those buyers negotiate. MDR & Associates is a DFW firm to talk to if your company's annual revenue is within its $3 million to $100 million range. EBITDA (earnings before interest, taxes, depreciation and amortization) is the profit figure buyers price from.
At $10 million, the buyers are more sophisticated, the documents are longer, and small terms carry large dollar amounts. Here is what changes at that size, and what to ask before you hire anyone.
At $10 million in EBITDA, the buyer pool changes
Most individual buyers drop out at this size. The serious bidders are private equity groups, which buy companies with investor capital and plan to grow and later sell them; family offices; and strategic buyers, meaning larger companies in your industry that want your customers, capabilities or Texas footprint. Private equity may see your company as a platform, the first acquisition in a new industry, which usually draws more attention than being an add-on to a company they already own.
These buyers do this for a living, and many complete several acquisitions a year. The owner across the table has usually done it once. That imbalance is the main reason a seller at this size needs an advisor whose only job is the seller's outcome.
The price, illustrated, and the terms that move it
MDR most often sees values of three to seven times adjusted EBITDA for companies in the $3 million to $100 million revenue range. Adjusted EBITDA is profit after one-time and owner-specific costs are added back. On $10 million, simple arithmetic gives $30 million at three times and $70 million at seven times. Treat that only as an illustration: where a company lands depends on management depth, growth, margins, customer concentration and how many serious buyers compete for it.
At this size, the terms can change what you keep as much as the multiple does. These are the ones to understand before the first offer arrives. How to line offers up side by side is covered in how to compare offers.
- Rollover equity. The buyer asks you to keep, or reinvest, a minority stake in the new company. It can pay well when the buyer later sells, but it is not cash today.
- Recapitalization (recap). You sell a majority stake now and keep the rest, often staying on to run the company.
- Earnout. Part of the price is paid later only if the company hits agreed targets. It shifts risk back to you.
- Working capital peg. A target level of receivables, inventory and payables the company must deliver at closing. A peg set too high quietly reduces your price.
- Quality of earnings report. An accounting review the buyer commissions to test your EBITDA. Surprises found there often lead to price cuts.
What buyers test before they commit
A company of this size is judged partly on whether it can run without its owner. Buyers want to meet the second layer: the operations lead, the controller, the sales leader. They expect monthly financials that reconcile to tax returns, clear contracts with major customers and suppliers, and an explanation for every adjustment to EBITDA. Anything that cannot be documented tends to be discounted.
Owners who plan a year or two ahead can fix most of this before buyers look. Our pre-exit consulting covers exactly that period, as a separate service with its own price.
Questions to ask any advisor for a $10 million EBITDA sale
- How many private equity and strategic buyers will you contact, and how do you reach them?
- Who negotiates with the buyer's deal team: a principal of your firm or a junior associate?
- How do you prepare my company for the buyer's quality of earnings review?
- How do you get several letters of intent (LOIs, the written, mostly non-binding offers) at the same time?
- What is your fee, and is any of it due if the company does not sell?
- Will you work with my transaction attorney and CPA rather than around them?
How MDR & Associates would approach it
MDR & Associates has sold companies for Texas owners since 2008: more than 250 closed transactions and about $500 million in total market value. In 2023 the firm was named to the Axial Advisor 100, recognized among the buy side's most referred lower middle market investment banks and M&A advisors. We go to our own database of qualified individual buyers, capital groups and private equity groups first, and a principal of the firm is in every negotiation.
We are also plain about fit. If your revenue is well above $100 million, a larger investment bank may suit you better, and we will say so. If you are within our range, we work from our Frisco office and meet Dallas owners where they prefer; the Dallas page and Dallas contact page have the details. Our fee is a success fee paid only if the company sells. To begin, request a confidential conversation through our contact page.
Where this fitsDallas business brokers and M&A advisors →