Does Anyone Have Experience with Non-Broker Deals?

September 08, 2025

by a searcher from Northwestern University - Kellogg School of Management in Chicago, IL, USA

Hi all, would love to connect with anyone who has experience on broker absent deals. I am currently 3 weeks into working this opportunity where a broker isnt involved and would like to hear one's experience on handling such a situation. Feel free to post here or DM me.

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Reply by a searcher
from Harvard University in Denver, CO, USA

Hi Ray, I worked and closed a non-brokered deal last year - I'd be happy to discuss if you have any specific questions. Generally, here are a few things that I felt were considerably different compared to brokered deals: Pros: - You potentially have a lot more flexibility in deal terms, and don't necessarily have to stick to a "cookie-cutter" transaction that a broker will likely push the seller towards. You could have a higher top line number to make the seller happy, with much better terms for you. Win-Win. - Less time constrains and more direct communication - allowing you to ask more questions and see more information before submitting an LOI, Purchase Agreement, etc. Sometimes in a brokered deal you get 1 hour with the seller before submitting an LOI, and that's it. - If you make it to closing, your relationship with the seller will probably be much stronger than it otherwise would be with a brokered deal. Cons: - Much more effort needs to go into building a relationship and trust with the seller. I don't have stats, but would bet that the time-to-close for these deals is significantly longer. - You will have to play the part of educator, advisor, and motivator, all while balancing your interests and the sellers, which can be tricky. - Without a broker, the seller could potentially be over-reliant on another advisor, most commonly a lawyer, who just has a different focus than a broker and isn't necessarily interested in driving towards a close. Other Tradeoffs: - Financials and QOE - The financials and diligence documents may be less organized, which can be good and bad. On one hand, it may take more time and effort to clean up and organize financial documents to present to lenders, but you are also more likely to get an unaltered picture of the financials. My seller just created a Quickbooks user account for me and allowed me to pull whatever information I wanted - Full transparency, but Zero organization. - Value Expectations - in my opinion, one of the most important roles of a broker is to set a realistic value expectation for a seller. In a non-brokered deal, if the seller doesn't already have a somewhat realistic value expectations, it will be difficult to get anywhere.

Reply by a searcher
from The University of Michigan in Portland, OR, USA

I would second all that Javier said, with a big emphasis on value expectations and how to approach them. Sellers do not have a broker to guide their valuation process and they might turn to a lawyer, or an accountant, and the internet. I think the best approach is to show them similar businesses that have sold recently and what they were valued at. I believe most sellers would agree that it would not be wise to pay well above market value. It can be hard to find similar business of the same industry, size, and profitability. Taking the time to build the relationship, understand the business, and having a team approach, with you and the seller, will lead up to a more peaceful and productive valuation process.

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