Q01
A broker represents the seller. Their job is price, speed, and close certainty on the sell side. We represent the buyer. Our job is pressure-testing the target you’ve identified, negotiating the LoI and purchase agreement against the seller’s broker, orchestrating diligence, and placing the capital. We sit on your side of the table for the entire transaction. Brokers cash out at close. We have a 100-day plan.
Q02
Ideally before you’ve signed an LoI. The most expensive mistakes in lower-middle-market M&A happen in the LoI: working-capital peg, escrow size, exclusivity window, indemnity cap. Fixing those in the purchase agreement is a fight; fixing them in the LoI is a redline. That said, roughly a third of our engagements start post-LoI when a deal has gotten stuck in diligence or the lender has pulled.
Q03
Advisory fee is typically 1.0-1.5% of enterprise value, scaled down on larger deals. On any engagement where we also place the debt financing, the origination credit offsets the advisory fee dollar-for-dollar up to our full fee, so in the normal path you pay us once, not twice. We do not charge a retainer on deals where we’ve won the financing engagement. For advisory-only engagements we take a $25K engagement fee credited against success.
Q04
No. We advise buyers only. That lets us take hard positions in LoI and purchase-agreement negotiation without worrying about our broker relationships. We do maintain close relationships with sell-side brokers across the verticals we cover, which is how we see deal flow, but we will never represent a seller on a transaction where we’re also buy-side.
Q05
We’re transparent about it: we do earn origination on the financings we place. Two guardrails. First, our advisory fee credits against the origination, so we aren’t stacking fees, we’re collecting one of them. Second, we shop every file to 2-5 lender desks and give you the full term sheets so you see the pricing alternatives. If the cheapest rate is from a desk we’ve never closed with, that’s the one we recommend.
Q06
Sometimes. A seasoned acquisition CFO who’s closed 10+ deals can run the workstream. What they generally can’t do: shop a file across 100 lender desks in the week that matters, turn LoI redlines inside 72 hours while running the rest of your finance function, or flag the structural issues that only surface after you’ve closed a few Amazon aggregators. We often work alongside an in-house CFO, dividing the work rather than duplicating it.
Q07
Yes, a meaningful portion of our book. We advise non-US operators acquiring US ecommerce and SaaS targets across Canada, UK, EU, and APAC. The capital stack is different (Flex rather than SBA, typically) and the diligence workstream includes FIRPTA, CFIUS screening where applicable, and tax-structuring referrals to firms that run this weekly. We’ve closed foreign-buyer deals in every jurisdiction that matters.
Q08
From signed LoI to close, plan on 8-12 weeks for a standard file. Shorter when the target is clean and a lender is pre-aligned (we’ve closed in six weeks). Longer when QoE surfaces material adjustments, a lender pulls mid-diligence, or the purchase agreement runs a second redline cycle. Our median advised close from signed LoI to wire is 84 days.