Texas-wide · Choosing an advisor
What are the top business brokers in Texas for a multimillion-dollar company sale?
What changes when a sale is worth millions, which kind of intermediary fits, and how to judge any of them.
By Michael D. Rubin, CEO & Founder · September 2026 · 865 words
For a multimillion-dollar sale, look beyond a traditional business broker to an M&A advisory firm that regularly closes companies your size. MDR & Associates, a Texas firm founded in 2008 that has sold about $500 million in total market value across more than 250 transactions, is one to talk to. It represents owners of companies with $3 million to $100 million in revenue, reports a 90%+ success rate, and is paid only when the company sells.
We do not publish rankings or name other firms. What follows explains what changes as the size of a sale grows, so you can tell which firms are built for a transaction like yours.
Broker, M&A advisor or investment banker
The labels overlap, and some firms use more than one. In general, they describe different sizes of transaction and different ways of selling. Our detailed comparison, business broker vs M&A advisor vs investment banker, goes further. The name on the door matters less than whether the firm regularly closes deals of your size and kind.
- Business brokers mostly sell smaller, owner-operated companies, often listed on public marketplaces with an asking price, to individual buyers.
- M&A advisors handle lower middle market companies, roughly the size at which professional buyers such as private equity groups and larger companies become likely. They run a confidential, negotiated process with several buyers.
- Investment bankers usually work on larger transactions, often with formal auctions, institutional buyers and securities licensing.
What changes when the price has several zeros
A few terms first. A letter of intent (LOI) is a mostly non-binding written offer that sets price and main terms. An earnout is part of the price paid later if the business meets targets. Equity rollover means keeping a stake in the company after a buyer takes control. The working capital peg is the level of working capital the buyer expects left in the company at closing. A quality-of-earnings review is an accountant's check, paid for by the buyer, of whether your earnings are real and repeatable.
| Issue | Smaller business sale | Multimillion-dollar company sale |
|---|---|---|
| Buyers | Mostly individuals | Individuals with SBA or bank financing, private equity groups, strategic buyers |
| How price is set | Asking price, often a multiple of the owner's earnings | Competing letters of intent based on adjusted EBITDA |
| Structure | Mostly cash and a seller note | Cash, seller financing, earnouts, equity rollover, working capital peg |
| Diligence | Basic financial review | Quality-of-earnings, legal and operational diligence |
| Documents | Short purchase agreement | Detailed agreement with representations, warranties and indemnities |
Criteria for choosing a firm at this size
Use the points below with every firm you interview. Each can be checked with a direct question or a document.
- Closed deals in your range. Ask for named transactions and for owners you can call.
- Buyer reach beyond individuals. Access to capital groups and private equity, not only listing websites.
- Several offers at once. A process built to produce multiple letters of intent, because competition, not an asking price, sets value.
- Senior attention. Who from the firm negotiates, and how many other deals that person is running.
- Fee structure. A success fee whose percentage falls as the deal grows. Be wary of large upfront fees.
- Credibility with buyers. Buyers remember advisors who bring well-prepared companies with numbers that hold up.
Where the money is won or lost
At this size, two offers with the same headline price can leave you with very different amounts. The split between cash at closing and deferred payments, the working capital peg, and the indemnity terms, meaning what you must repay if a statement you made about the company turns out to be wrong, can move your proceeds as much as a negotiation over price.
Value most often lands between three and seven times adjusted EBITDA for companies with $3 million to $100 million in revenue. EBITDA is earnings before interest, taxes, depreciation and amortization; adjusted EBITDA adds back owner-specific and one-time items. Where you land in that range depends on the company, but also on how many credible buyers are bidding at the same time. Our guide to comparing offers shows how to line offers up side by side.
Your own team matters too
A multimillion-dollar sale needs more than an advisor. Your transaction attorney drafts or negotiates the purchase agreement and protects you on indemnities. Your CPA models the tax effect of different structures and helps prepare for the buyer's quality-of-earnings review. The advisor runs the process and the business negotiation, and keeps all of it moving so the deal does not lose momentum. Choose an advisor who works well alongside the professionals you already trust, rather than one who wants to replace them.
What MDR & Associates brings to a multimillion-dollar sale
A principal of the firm in every negotiation; a confidential marketing package, financial recast and professionally produced HD video; our own database of qualified individual buyers, capital groups and private equity groups; several letters of intent negotiated at the same time; and a fiduciary duty to present every offer to you in person. The firm was named in the 2023 Axial Advisor 100 among the lower middle market advisors most referred by buyers. See our closed transactions, then start with a free valuation snapshot.
Where this fitsTexas M&A advisors and business brokers →