How Much Do Business Brokers Charge in Florida? (2026 Fees Guide)

Florida business owners often focus on sale price but overlook one number that directly affects their net proceeds: the broker's commission. Understanding how brokers charge — and what that fee actually buys you — is essential before you sign an engagement agreement. A fee that looks expensive upfront can return multiples of its cost through a higher sale price and better deal terms. One that looks cheap can leave money on the table that dwarfs the commission savings. ## How Business Broker Fees Work in Florida Most Florida business brokers charge a success fee — a percentage of the total deal value paid at closing. There is typically no upfront cost for listing a business under $3M, but the percentage varies based on transaction size and the type of advisor you hire. The most common structures you will encounter: - **Straight commission (8–12%)** — most common for businesses selling under $3M in revenue; simple, transparent, paid only at closing - **Modified Lehman formula** — a tiered percentage applied in brackets to deal value; standard for middle-market transactions in the $3M–$50M range - **Retainer plus success fee** — common in M&A advisory for deals above $5M; the retainer (typically $3,000–$25,000 per month) is paid during the process and sometimes credited against the closing fee All of these are negotiable to a degree. But the starting point for most Florida brokers is 10% on smaller deals and a modified Lehman structure for anything above $3M in sale price. ## The Modified Lehman Formula Explained The Lehman formula was originally developed by investment banks to scale fees proportionally to deal size. The classic version applied 5% to the first million, 4% to the second, 3% to the third, and so on. Most Florida M&A advisors today use a Double Lehman or hybrid version that results in a higher effective rate on smaller transactions. Here is how a Double Lehman structure applies to a $5M deal: - 10% on the first $1M = $100,000 - 8% on the second $1M = $80,000 - 6% on the third $1M = $60,000 - 4% on the fourth $1M = $40,000 - 2% on the fifth $1M = $20,000 - Total fee: $300,000 — an effective rate of 6.0% For comparison, a straight 10% commission on the same $5M deal would be $500,000. The Lehman structure rewards larger transactions with a lower blended rate, which is why M&A advisors use it rather than a flat percentage. The math benefits both parties: the seller pays less in percentage terms on larger deals, and the advisor is compensated fairly for the complexity of running a full sale process. ## What the Fee Actually Covers A legitimate business broker's commission is not a finder's fee — it covers a full scope of work that begins before your business ever goes to market and ends only after the wire clears at closing. - **Business valuation and pricing analysis** — brokers review your financials, normalize EBITDA, apply industry multiples and market comps, and set a defensible asking price - **Confidential Information Memorandum (CIM)** — the detailed buyer-facing document that tells your business story, presents your financials, and makes the case for the asking price - **Blind marketing and lead generation** — your business is marketed without revealing its name, location, or identifying details; qualified buyers receive teasers and go through a screening process before any disclosure - **NDA management** — the broker collects, tracks, and enforces non-disclosure agreements with every prospective buyer before releasing your confidential information - **Buyer screening** — financial capacity, motivation, and acquisition experience are all vetted before any meeting is arranged - **Deal structuring and negotiation** — navigating price, terms, seller financing, earnouts, asset vs. stock structure, working capital adjustments, and transition agreements - **Due diligence management** — coordinating document requests, managing the data room, and keeping the process on timeline during buyer due diligence - **Closing coordination** — working with attorneys, lenders, landlords, and licensing authorities to get the transaction across the finish line The commission is paid only if and when the deal closes. This aligns the broker's incentive entirely with yours — they earn nothing unless you sell. ## Business Broker vs. M&A Advisor: Fees and Fit The terms "business broker" and "M&A advisor" are often used interchangeably in Florida, but there is a meaningful distinction — and the right choice depends on your deal size. A traditional business broker typically handles transactions under $3M in business value. Fees are a simple commission (10–12%), with no retainer, and the focus is on Main Street transactions: restaurants, service businesses, retail, and small professional firms. Volume is high; individual deal attention is proportional. An M&A advisor serves the middle market — typically businesses generating $500,000 or more in EBITDA, or $3M or more in annual revenue. The process is more structured: a formal confidential marketing campaign, a prepared CIM, outreach to a curated list of strategic buyers and private equity groups, and a managed process that creates competitive tension among buyers. For most Florida business owners selling a company in the $3M–$50M revenue range, an M&A advisory firm is the right fit. The more sophisticated the buyer pool and the larger the transaction, the more value a structured process adds — and the more the advisor earns relative to a pure commission.

Deal Size	Typical Fee Structure	Effective Rate	Retainer?
Under $1M	10–12% straight commission	10–12%	Rarely
$1M – $3M	10% straight or modified Lehman	8–10%	Sometimes
$3M – $10M	Modified Lehman or hybrid	5–8%	Often ($3K–$10K/mo)
$10M – $30M	Double Lehman or flat percentage	3–5%	Yes ($5K–$20K/mo)
$30M+	Negotiated / custom	1–3%	Yes ($10K–$25K/mo)

## Red Flags in Broker Engagement Agreements Before you sign an engagement letter, review these terms carefully. - **Tail clauses longer than 12 months** — if a buyer introduced by the broker closes after your listing agreement expires, most brokers require a fee during a "tail" period; 12 months is standard, 24 months or more is aggressive - **Upfront marketing fees** — legitimate brokers cover marketing costs out of their commission; a large upfront payment before meaningful work begins is a warning sign - **Dual representation without disclosure** — when the same broker represents both the buyer and seller, there is an inherent conflict of interest; make sure you understand who your broker represents at every stage - **Success fee calculated on gross deal value including inventory** — some agreements apply the commission to enterprise value including working capital and inventory at closing; know exactly what is in the denominator - **Undisclosed minimum fee clauses** — a minimum commission protects the broker on small transactions and is standard and reasonable; it just needs to be disclosed and agreed to upfront - **Exclusivity that outlasts the effort** — most listing agreements run 12 months with exclusivity; if the broker goes quiet after month two and you are locked in for a year with no recourse, that is a structural problem ## Is the Commission Worth It? Looking at the Numbers The most useful question is not how much the fee costs — it is whether the broker creates more value than the fee represents. A business generating $1M in EBITDA that sells through a brokered process with multiple qualified buyers might close at a 4.5x multiple — $4.5M. The same business sold privately to a single buyer with no competitive process might close at 3.2x — $3.2M. That is a $1.3M difference in gross proceeds. After a 10% commission ($450,000), the seller who used a broker nets roughly $850,000 more than the seller who went direct. The math changes — and the commission becomes a real cost rather than a value driver — if the broker does not run a real process. Posting a listing on BizBuySell and waiting for inbound calls is not a process. A formal, confidential, curated-buyer outreach campaign with a prepared CIM and structured negotiation is. The difference in outcome between these two approaches is often larger than the fee itself. This is why choosing the right advisor matters as much as understanding what they charge. ## Frequently Asked Questions ### How much does a business broker cost in Florida? Most Florida business brokers charge 8–12% of the total sale price for transactions under $3M, paid at closing. For businesses over $3M in value, fees are typically structured using a Lehman-style formula, resulting in an effective rate of 4–8%. M&A advisors for larger middle-market transactions charge a monthly retainer ($3,000–$25,000) plus a success fee that scales with deal size. The total cost depends on transaction complexity, business size, and the advisor's process. ### Do Florida business brokers charge upfront? For most businesses under $3M, no — the commission is paid entirely at closing, with no upfront cost. For larger transactions, M&A advisors typically charge a monthly retainer during the engagement, ranging from $3,000 to $25,000 depending on deal complexity and anticipated sale price. This retainer is sometimes partially credited against the success fee at closing, which reduces the total cost if the deal closes within the engagement period. ### Who pays the business broker fee — buyer or seller? In virtually all Florida business transactions, the seller pays the commission out of the sale proceeds. The fee is factored into the pricing strategy and deal structure. Buyers do not pay broker fees directly. In dual-representation situations where the same broker works with both sides, this must be disclosed in writing and all parties must consent. At CBH Business Group, we represent sellers exclusively. ### What is the minimum business broker fee in Florida? Most Florida business brokers set a minimum success fee between $15,000 and $35,000, regardless of deal size. This ensures the broker is compensated fairly on small transactions where the percentage commission alone would not justify the time invested in valuations, marketing, and negotiations. For businesses valued under $250,000, understand the minimum fee before signing, as it can represent a significantly higher effective commission rate than the stated percentage. ### Can I negotiate a business broker's commission in Florida? Yes, commissions are negotiable — particularly for larger deals or sellers with highly desirable businesses. A company generating strong EBITDA, recurring revenue, and clean financials has more leverage than one with messy books and customer concentration risk. That said, discounting the commission aggressively can work against you: it reduces the broker's incentive to invest time in the marketing process and prioritize your listing over others. The goal is a fee structure that aligns incentives, not one that creates resentment before the process even starts. ## Work with a Broker Who Earns the Fee CBH Business Group is a Florida M&A advisory firm serving business owners with $3M–$50M in revenue across Central Florida, Tampa, Miami, Jacksonville, Fort Lauderdale, Naples, and Sarasota. We run a full confidential process — CIM preparation, curated buyer outreach, NDA management, and structured negotiation — and our fee structure is disclosed and explained before you sign anything. CBH has been recognized as a Top 50 Broker in Florida for 2024 and 2025, a Million Dollar Producer for both years, and ranked #1 Top Dollar Producer in Central Florida in 2025. If you want to know what your business is worth and what a sale process would look like for your company, start with our free valuation tool at https://cbhbusinessgroup.com/valuation-calculator. To talk through your situation directly, schedule a confidential call at https://calendly.com/jesse-cbhadvisory or call Jesse Hastings at (407) 908-3845.