Should I hire a business broker to sell my company?
Hire a broker when buyers have to be found, the sale has to stay quiet, and the business is worth more than about $1 million. Sell without one when the buyer is already known, the sale is to an employee or family, or a 10 percent fee outweighs what a broker adds. Here is how to tell which case you are in.
Marc E. Marcus · Managing Advisor · September 2026What does a business broker actually do for the fee?
Six things, and the fee is only earned if all six happen. First, the broker rebuilds your earnings number the way a buyer's accountant will: seller's discretionary earnings or EBITDA, with every add-back documented. Second, the business is priced on that evidence, against what comparable companies actually closed for, not on what you need for retirement. Third, the sale is kept confidential: a one-page profile that doesn't name the business, NDAs before anyone sees a financial statement, buyers vetted before they learn who you are. Fourth, several buyers are brought in at once, because one buyer sets the price and three buyers compete for it. Fifth, the broker holds the deal together from the letter of intent to closing, when the buyer's accountant, the buyer's lender and the working-capital argument all arrive in the same month. Sixth, you keep running the company while all of that happens, which is where most unrepresented sales come apart. A business that slips in the six months it is on the market gets repriced at closing.
The SBA's guide to selling a business tells you to set a value before you market the company and to have an attorney review the sales agreement. It does not tell you whether to hire a broker. That decision comes down to who the buyer is, how big the company is, and what the fee buys.
When does a broker earn the fee?
When the buyer is unknown and the sale has to stay quiet. If your employees, customers or suppliers would react to a rumor, you cannot advertise the company and you cannot call competitors yourself. That is the case for most owner-run businesses in Cook, DuPage, Kane, Lake, McHenry and Will counties doing $1 million to $15 million in revenue, where the natural buyers are the competitor two towns over, a private-equity platform rolling up the trade, and an individual buyer with SBA financing, each of whom needs a different conversation.
When the books need a CPA before a buyer sees them. Cash-basis records, a family member on payroll, related-party rent and undocumented add-backs are not fatal, but every one of them is a discount if the buyer's accountant finds it first. Rebuilding the number before the listing is most of the price.
When you need the process run while you run the business. A sale in Chicago typically takes six to nine months: 90 to 120 days on the market, then 60 to 90 days from the LOI to closing. Nationally, businesses sold in 2025 spent a median of 149 days on the market and 170 days to close (BizBuySell, 2025 year in review). An owner who spends that time on data-room requests instead of on customers sees the numbers the buyer is testing move the wrong way.
What we cannot show you is a matched study proving a brokered sale closes at a higher price; nobody publishes one. What the Chicago data does show is the gap between asking and closing. In BizBuySell's closed-sale data for the Chicago metro, listings in the third quarter of 2025 were asking 3.26 times cash flow, while businesses sold in 2024 closed at 2.43 times and sellers received 92 cents on the asking dollar. Most of that gap is pricing on hope, and a broker's first job is to close it before the buyer does. The rest of the numbers are in how much is my business worth.
When should you sell without a broker?
When you already have the buyer. A competitor who has asked twice, a general manager who wants to buy in, a son or daughter taking over: none of those needs a listing. They need a defensible earnings number, a pricing memo the buyer's lender will accept, and someone managing diligence so the deal doesn't die in month four. Hire that work by the engagement, not at 10 percent of the price. We represent owners in a single negotiation on that basis.
When the company does less than about $1 million in revenue. Preparation costs about the same whether the business does $600,000 or $6 million, so a 10 percent fee on a $400,000 sale, $40,000 plus the cleanup, rarely earns its keep. At that size the money usually goes further with a sale to an employee or a family member, or with a main-street broker whose economics fit smaller files. Our own line is on the small-business broker in Chicago page: between $1 million and $2 million the answer is usually yes when the books need a CPA and often no when the buyer is already known.
When the value is in the fixes, not the sale. If one customer is 35 percent of revenue, the books are on a cash basis and you quote every job yourself, listing now sells the company at the bottom of the range. The better sequence is a two-week readiness review, a 90-day fix list, and a listing in eighteen months at a higher multiple. Sometimes the right answer is wait two years.
When the sale is mostly real estate or equipment. A property sale and an auction are different trades with different professionals, and a business broker's fee is the wrong instrument for them.
What are the pros and cons of hiring a business broker?
The case for a broker is a wider buyer pool, confidentiality, a price built on verified earnings and a deal held together through diligence while you run the company. The case against is the fee, 8 to 12 percent in Chicago, a six-to-twelve-month exclusive term with a tail clause, and a listing that adds little when the buyer is already known or the business does under $1 million in revenue.
| For hiring one | Against | |
|---|---|---|
| Buyers | Several buyers approached at once, including the competitor two towns over whom you cannot call yourself. | A broker who lists the company and waits adds nothing you could not get from a marketplace ad. |
| Price | Earnings rebuilt from tax returns and bank statements and priced against closed sales. Chicago listings asked 3.26 times cash flow in Q3 2025; 2024 sales closed at 2.43 times. | The fee comes off the top: $100,000 on a $1 million sale at 10 percent, before your attorney and any cleanup. |
| Confidentiality | A blind profile, NDAs before financials, buyers vetted before they learn your name. | Any marketed process carries some leak risk; a direct sale to a buyer you already know carries almost none. |
| Time | The process is run while you run the business, six to nine months in Chicago. | An exclusive term of six to twelve months plus a 12-to-24-month tail; read both before you sign. |
| Fit | Above about $1 million in revenue with a buyer still to be found. | Below about $1 million, or with a buyer in hand, the fee usually outweighs the help. |
What does a broker cost in Chicago, and what should be in writing?
Chicago brokers typically charge a success fee of 8 to 12 percent of the sale price on owner-operated companies, often with a $10,000 to $25,000 minimum, and some charge a retainer on top. Larger deals move to a sliding scale such as the Double Lehman formula, or to an M&A advisor who adds a monthly retainer; the two are compared, with the arithmetic, in business broker vs. M&A advisor. We charge 10 percent, agreed in writing before we go to market, with no retainer and no fee if the business doesn't sell; the fee-by-sale-price table is in business broker fees in Chicago. Outside the city the range is the same; see how much a business broker charges in Illinois.
Four things belong in the listing agreement before you sign it: the term, usually six to twelve months; the tail period, which says how long after the agreement ends the broker is still owed a fee on a buyer they introduced; a carve-out for any buyer you already know, named in the agreement; and what the fee is if the deal closes as a partial sale or with an earn-out. Ask any Chicago broker about their Illinois registration status as well; the Illinois Business Brokers Act puts the registry with the Secretary of State.
How do I vet a business broker before I sign?
Five questions separate a broker who will earn the fee from one who will list the company and wait for the phone.
- Who rebuilds my earnings number, and from what?
The right answer names a person and starts with tax returns and bank statements, not your internal P&L.
- Show me a pricing memo from a closed deal, with the names removed.
If the price came from a multiple applied to an unexamined number, that is what a buyer will pay for.
- How many listings does the person on my file carry?
At a large brokerage a $2 million company is the smallest file in the office. Ask who actually answers the buyer's accountant.
- How are buyers vetted before they learn my name?
Proof of funds or financing, a signed NDA and a real reason to buy, in that order, before the profile is unblinded.
- What is the fee, the term and the tail, in writing?
If the answer is a conversation instead of a page, keep looking. What to look for in a Chicago business broker has the longer list.
What about the tax side of the decision?
A broker doesn't replace your CPA or your attorney, and we don't give legal or tax advice as such. Two items belong on the list whether or not you hire anyone. In an asset sale, both the buyer and the seller file IRS Form 8594 to report how the purchase price was allocated among the assets, and that allocation moves each side's tax bill, which is why it is negotiated in the LOI and not discovered at closing. In Illinois, the buyer files Form CBS-1 with the Department of Revenue at least ten business days before closing, and a sale inside Cook County carries its own 45-day notice. The steps are on the business broker in Illinois page, and the month-by-month sequence is in how to sell a business in Chicago.
The question isn't whether brokers are worth 10 percent in general. It's whether this one will find a buyer you couldn't, at a price the buyer's accountant will accept, without your customers finding out. Ask for evidence of all three.
Marc E. Marcus, Managing Advisor
Find out what it would sell for. Free.
Revenue, industry, and where to send it. Within two business days you'll have a CPA-prepared value range and the two or three items a buyer's accountant would raise first. If the honest answer is that you don't need a broker, you'll hear that too.
Hiring a business broker, answered.
Do I need a business broker to sell my business?
Not always. If you already have a buyer, you need defensible financials, an evidence-backed price and diligence managed, not a listing. If buyers have to be found and the sale kept quiet, a broker earns the fee. Under about $1 million in revenue, the fee usually outweighs what a broker adds.
What does a business broker charge to sell a company?
In Chicago, typically 8 to 12 percent of the sale price, often with a $10,000 to $25,000 minimum, and sometimes a retainer. Larger deals use a sliding scale such as the Double Lehman formula. Lakeshore charges 10 percent, agreed in writing before going to market, with no retainer and no fee if the business does not sell.
Is a business broker worth it for a small business?
Above about $1 million in revenue, usually yes, because the buyer pool is wider and the books need a CPA before a buyer sees them. Below that, a 10 percent fee on a $400,000 sale is $40,000 plus the cleanup, and the money usually goes further with a sale to an employee or family member or with a main-street broker.
Can I sell my business myself?
Yes, and it works best when the buyer is already known. You still need a rebuilt earnings number, a price a lender will finance, a signed NDA before financials, and someone managing diligence. The hard part of selling without a broker is running the company while doing all of that for six to nine months.
How long does it take to sell a business with a broker?
In Chicago, six to nine months is typical: 90 to 120 days on the market, then 60 to 90 days from the letter of intent to closing. Nationally, businesses sold in 2025 spent a median of 149 days on the market and 170 days to close, according to BizBuySell.
What are the pros and cons of hiring a business broker?
The case for a broker is a wider buyer pool, confidentiality, a price built on verified earnings and a deal held together through diligence while you run the company. The case against is the fee, 8 to 12 percent in Chicago, a six-to-twelve-month exclusive term with a tail clause, and a listing that adds little when the buyer is already known or the business does under $1 million in revenue.
Should I use a broker if I already have a buyer?
Usually not a full listing at 10 percent. Hire the specific work instead: a pricing memo built from tax returns and bank statements, representation in the one negotiation, and diligence management through closing. That keeps a known buyer honest on price without paying to find one.
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Bring the buyer you already have, or the question of whether you need one. Or call the office, weekdays 9 to 5. A person answers.