What Does It Cost to Sell a Business in New York?

Advisory fees pay for the work involved in preparing, positioning and marketing the business, identifying buyers, managing offers and coordinating the transaction through closing. The engagement may include an initial fee, a monthly retainer, a success fee or a combination.

A success fee may be a fixed percentage, a tiered calculation or a negotiated amount, sometimes subject to a minimum. The written agreement should explain the fee base: cash consideration alone can produce a different calculation from a definition that also includes assumed debt, rollover equity, seller financing or contingent payments.

Ask whether retainers are credited against the success fee, when the fee becomes payable and how later earnout or seller note payments are treated. Compare the scope of work and total expected fees across several sale scenarios.

Northeastern Advisors discusses scope and compensation for the particular engagement. The example below is educational and is not a quote or published NEA fee schedule.

Depending on the transaction, additional items may include:

• Escrow agent, filing, search or document processing charges.
• Specialist diligence, valuation or regulatory support.
• Lease assignment or consent costs, where applicable.
• Data room, marketing, travel or other reimbursable expenses.
• Lender payoff, prepayment or lien release charges.
• Transaction bonuses or insurance costs agreed as part of the sale.

These are possible budget categories, not charges every seller will incur. Identify who pays each item, request estimates and confirm which expenses require your approval.

For a company operating in NYC, Long Island, Westchester or elsewhere in New York State, the relevant issues depend on the company’s premises, contracts, workforce and industry. Have your advisors identify the requirements that apply to your transaction.

Assume a hypothetical sale with a $5,000,000 enterprise value, no seller note, no earnout and no rollover equity. Assume no excess cash is added and no working capital adjustment is required. All figures below are invented solely to explain the calculation.

The assumed professional fees and other transaction expenses total $325,000. The debt repayment and escrow are shown separately because they affect cash at closing without being advisory expenses. Any later escrow release depends on the agreement and outstanding claims.

The 4% assumption and every dollar amount are illustrative, not market benchmarks or NEA pricing. Actual costs and proceeds may differ substantially. Taxes are excluded, so $3,625,000 is not an estimate of the seller’s final after tax proceeds.

Organized records and a coordinated process can reduce avoidable rework. Resolve ownership questions, support earnings adjustments, assemble important contracts and identify likely diligence issues before approaching buyers.

Use one organized request list, assign responsibility for responses and review professional budgets when the scope changes. Involve your attorney and accountant before accepting terms that could create complications later.

Evaluate fees alongside positioning, buyer access, negotiation support and execution. Consider how the advisor’s work may affect price, terms and closing certainty, while recognizing that no advisor can guarantee an outcome.

For the practical next steps, read How to Prepare Your Business for Sale in New York.