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M&A Fundamentals

M&A Advisor Fee Schedule: Seller Guide

How to read an M&A advisor fee schedule: success fee, cap, retainer, expenses, minimum fee, tail, payment trigger, and scope.

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Part of guide — How to Sell a Business: Guide for APAC

An M&A advisor fee schedule should show the seller exactly what is paid, when it is paid, and what work is included. At minimum, check the success fee, fee basis, cap, minimum, retainer, expenses, tail, payment trigger, and scope. Lyndon Advisory publishes a simple schedule: 2% of enterprise value, capped at US$300,000, with no retainer or expense recharge.

For the full process context, read How to Sell a Business. A fee schedule is not just a price list; it is a statement of alignment.

Fee Schedule Checklist

Line itemWhat to confirmLyndon Advisory
Success feePercentage and value basis2% of enterprise value
Fee capMaximum fee in dollarsUS$300,000
Minimum feeWhether a floor appliesNone stated as a separate minimum
RetainerAmount, duration, and creditingNone
Monthly feeOngoing pre-closing chargeNone
Expense rechargeTravel, data room, admin, researchNone
TailBuyer list, standard of contact, durationNarrow and buyer-specific if applicable
Payment triggerLOI, signing, or closingClosing only
ScopeWhat the advisor actually doesFull sell-side advisory process

Axial’s 2026 M&A Fee Guide provides a useful market reference because it tracks engagement fees, success fees, capital raising mandates, and expense policies across lower-middle-market advisors.

Fee Schedule Examples

Enterprise value2% before capLyndon feeEffective rate
US$10MUS$200,000US$200,0002.00%
US$25MAbove capUS$300,0001.20%
US$50MAbove capUS$300,0000.60%
US$100MAbove capUS$300,0000.30%

The cap is why sellers should compare total dollars, not only percentages. A capped fee schedule can become more attractive as transaction value increases, but only if the advisor still delivers the work required to create buyer confidence and competitive tension.

Scope Must Sit Beside Price

Included workWhy it belongs in the fee comparison
ValuationDefines a credible asking framework
CIM and teaserGives buyers a professional basis for serious offers
Financial modelSupports normalized EBITDA and growth assumptions
Investment storyExplains buyer logic and strategic value
Buyer mapBroadens the process beyond obvious buyers
Targeted outreachCreates competitive tension under confidentiality
NegotiationProtects price, structure, conditions, and timing

The IBBA and M&A Source Market Pulse research reinforces that lower-middle-market sellers operate across different transaction sizes, buyer types, and advisor models. A clean fee schedule helps owners compare those routes.

“A good fee schedule should be boringly clear. Sellers should not need to reverse-engineer retainers, expenses, tails, and minimums to understand what they owe if the transaction succeeds.”

— Daniel Bae, Founder & CEO, Lyndon Advisory

Next Step

SituationBest next step
You want to model the scheduleUse the fee calculator
You want Lyndon’s published termsReview Lyndon fees
You want to discuss fitSubmit a confidential valuation inquiry

For related reading, see What Is Included in an M&A Advisor Fee?, M&A Advisor Hidden Fees, M&A Advisor Engagement Letter Fee Terms, Lehman Formula vs Capped Success Fee, and Compare M&A Advisor Fee Proposals.

About the Author

Daniel Bae

Daniel Bae

Co-founder & CEO, Lyndon Advisory

Daniel is an investment banker with 15+ years of experience in M&A, having advised on deals worth over US$30 billion. His career spans Citi, Moelis, Nomura, and ANZ across London, Hong Kong, and Sydney. He holds a combined Commerce/Law degree from the University of New South Wales. Daniel founded Lyndon Advisory to solve the pain points in M&A, enabling bankers to focus on what matters most — delivering trusted advice to clients.

About Lyndon Advisory

Lyndon Advisory is an M&A advisory firm built for Asia Pacific. We help business owners sell their companies and investors make strategic acquisitions with senior-led execution, disciplined process management, and structured buyer research. For owners, the first step is a confidential review of valuation range, likely buyer universe, and whether a structured sell-side process is justified.

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