Best M&A Advisors in Florida (2026): Statewide Guide by Metro and Tier
Co-founder at Peony. Former M&A at Nomura, early-stage VC at Backed VC, and growth-equity / secondaries investor at Target Global. I write about investors, fundraising, and deal advisors from the deal-side perspective I spent years in.
Best M&A Advisors in Florida (2026): Statewide Guide by Metro and Tier
Quick answer: Florida's registered sell-side bench sits in four metros, so the best M&A advisor in Florida is the right firm in the right metro. Miami has the deepest bench (twelve firms: Cassel Salpeter, five LatAm cross-border boutiques, the Houlihan Lokey, Solomon Partners and Lincoln International offices, Cross Keys Capital in Fort Lauderdale). Tampa Bay has the most registered broker-dealers (Raymond James, CRD 705; Hyde Park Capital, CRD 104271; Capstone Partners, CRD 132185; CEA Atlantic, CRD 127146; and Skyway Capital Markets, which the Tampa lists miss). Orlando has one registered anchor, PCE Investment Bankers (CRD 45352). Jacksonville has one, Heritage Capital Group (CRD 44053). Outside those metros I could verify no FINRA-registered M&A boutique; the statewide tier is Benchmark International, Murphy Business and Transworld, all Florida-headquartered brokerage networks. The one thing to know about Florida law: the 2025 CHOICE Act governs employee non-competes, and the covenant you sign as a seller still sits under § 542.335(1)(d), three years presumed reasonable, seven presumed unreasonable.
I'm Sean Yu, co-founder of Peony, a data room company. I have built and watched thousands of data rooms across my career — about 1,000 of those when I was an investor at two funds with a combined $6.3 billion in AUM, and the rest across the 6,800+ teams Peony serves today, where the founders we work with have raised over $18 billion to date. This is the page I wished existed when a Naples owner asked me which of our four Florida city guides applied to him. None did, exactly, and the state-level lists he had found were padded with Chicago banks, wealth managers and brokers whose only Florida address is a search-results page.
Here is the honest read. Florida is the third most populous state and one of the busiest lower-middle-market deal markets in the country, and its registered investment-banking bench is concentrated almost entirely in Miami, Tampa Bay, Orlando and Jacksonville. I call it the Four-Metro Concentration Test: if a "Florida M&A advisor" is not headquartered in one of those four metros, ask which of three things it actually is, a franchise brokerage, a private-equity buyer or a firm from another state with a Florida landing page. This guide routes you to the right metro bench, names the five firms I could verify that work statewide, maps the Florida-headquartered sponsors who will be on your buyer list, and sets out the six Florida rules that change what you sign and what you net.
The playbook: under roughly $2M, a Main-Street brokerage; from roughly $2M to $50M, a registered Florida boutique in the nearest metro, with a CPA firm on the quality of earnings; from $50M to $150M, one metro firm and one national bank interviewed side by side; above that, or when the buyers are national or foreign, Raymond James or a Miami bank-owned office. The four city guides carry the firm-by-firm evidence: Miami, Tampa, Orlando and Jacksonville. The national hub is Best M&A Advisors.
Who are the best M&A advisors in Florida for a $5M to $100M company sale?
The best Florida M&A advisors for a $5M-$100M sale are the registered boutiques in whichever of the four metros is nearest, and the state's real bench is about twenty registered firms, not the forty or fifty a directory will show you.
I built this page the way I build the city guides. Every firm named here either appears on one of the four Florida city guides, where it was checked against its own website, a FINRA or SEC record and a dated closing, or was verified for this page directly: firm website team and contact pages opened on September 16, 2026, the firm's own footer for its broker-dealer of record, and the Florida statutes read on the Legislature's site rather than a law-firm summary. Where I could not verify something I say so rather than fill the gap.
Here is the state at a glance, by metro. The registered-broker-dealer column counts firms with a deal office in the metro that publish their own FINRA membership (Capstone Partners is Boston-headquartered; its Tampa office is a regional seat); firms that clear securities through an unaffiliated broker-dealer are counted in the boutique column.
| Metro | Registered broker-dealers with a deal office there | Registered boutiques and bank-owned offices | Main-Street and franchise tier | City guide |
|---|---|---|---|---|
| Miami and South Florida | None homegrown at national scale; the bank-owned offices of Houlihan Lokey, Solomon Partners and Lincoln International execute from Miami | Cassel Salpeter, BroadSpan, LatamIB, Atlantico, Antarctica, Vaupen, Bloom, JLL Hotels, Cross Keys | Transworld franchise HQ (West Palm Beach), Sailfish Equity (West Palm Beach) | Miami |
| Tampa Bay | Raymond James & Associates (CRD 705, St. Petersburg), Hyde Park Capital (CRD 104271), Capstone Partners Southeast (CRD 132185), CEA Atlantic (CRD 127146), Skyway Capital Markets (FINRA/SIPC) | Three Sixty Seven Advisors, Edison Avenue | Benchmark International HQ, Murphy Business HQ (Clearwater) | Tampa |
| Orlando and Central Florida | PCE Investment Bankers (CRD 45352, Winter Park) | 1858 Capital Partners, Acquivest, Nexus Group | NewGate Capital, Transworld Orlando, VR Business Brokers | Orlando |
| Jacksonville | Heritage Capital Group (CRD 44053) | Harbor View Advisors, The Inman Company | Murphy Jacksonville, Quorum, Southern M&A, Capstone Business Brokers | Jacksonville |
| Everywhere else | None verified | None verified | Murphy and Transworld franchise offices | This page |
Three things the table tells you that a fifty-firm list hides. First, the statewide count of firms that publish their own FINRA membership and run a sell-side process is small enough to interview in a month: five in Tampa Bay, one each in Orlando and Jacksonville, and the Miami bank-owned offices. Second, the boutique tier that clears securities through someone else's broker-dealer, or runs asset sales under the Chapter 475 licence, is where most $5M-$30M Florida deals are actually executed, and it is a legitimate tier if you know which one you are hiring. Third, the space outside the four metros is not empty of activity, it is empty of registered banks: the Boca Raton, Naples and Sarasota owner is served from Tampa, Fort Lauderdale or Miami, and has been for years.
Which Florida city bench should you call?
Call the bench nearest your buyers, not the one nearest your office, and read the matching city guide before you sign anything; each of the four summaries below is deliberately short because the firm-by-firm evidence lives on the city page.
Miami and South Florida
Miami is the state's deepest and most specialised bench, twelve firms across four bands. The generalist anchor is Cassel Salpeter & Co., in Coconut Grove since February 1, 2026, for $20M-$300M mandates; Cross Keys Capital in Fort Lauderdale covers the South Florida regional band. A five-boutique LatAm cross-border band (BroadSpan, LatamIB, Atlantico, Antarctica, Vaupen) exists nowhere else in the state. The bank-owned tier is Houlihan Lokey, Solomon Partners and Lincoln International, all with Miami offices that execute rather than originate. The Bloom Organization covers healthcare services and JLL Hotels & Hospitality the hotel trade. Call Miami if your buyers are in Latin America, if you sell to a migratory family office, or if your deal is above $50M and you want a bank-owned office in the state. Read the Miami guide for the five-axis decision matrix and the dated 2025-2026 closings.
Tampa Bay
Tampa Bay has the most registered broker-dealers in Florida and the state's only homegrown national investment bank. Raymond James & Associates (CRD 705, St. Petersburg since 1962) engages realistically at $50M-plus through its Capital Markets segment, which is a different animal from the Private Client Group wealth office most owners know. The genuinely local boutiques with their own FINRA membership are Hyde Park Capital (CRD 104271, founded 2000, $10M-$150M), CEA Atlantic (CRD 127146), Capstone Partners' Southeast office (CRD 132185, via EQV Capital Group in 2014) and Skyway Capital Markets, profiled below because the Tampa guide predates its verification. Three Sixty Seven Advisors, Benchmark International and Edison Avenue are the unregistered advisory and brokerage tier. Call Tampa Bay for home services, construction, distribution, healthcare and MacDill-orbit defence services, and for any Gulf Coast owner from Naples to Sarasota. Read the Tampa guide for the FINRA-versus-wealth-manager sorting test.
Orlando and Central Florida
Orlando has one clear anchor and a long tail. PCE Investment Bankers (CRD 45352, Winter Park, founded 1997) is the only registered broker-dealer in the metro and carries a national-calibre ESOP practice with more than $3B of completed ESOP transactions. Below it sit 1858 Capital Partners (Winter Park, 2022), Acquivest (Altamonte Springs, 2004) and Nexus Group (independent insurance agencies since 1999), then the brokerage tier of NewGate, Transworld Orlando and VR. Call Orlando if an ESOP is on your list, if you sell a facilities-services, simulation, aerospace or hospitality-supply business in the I-4 corridor, or if your buyer is an E-2 visa investor. Read the Orlando guide for the Chapter 475 licence walkthrough and the E-2 buyer section, both of which this page only summarises.
Jacksonville and Northeast Florida
Jacksonville's bench is real but modest, seven firms. Heritage Capital Group (CRD 44053, founded 1977, an Oaklins member) is the registered anchor, with a dated in-band closing, AirPro Diagnostics to Rotunda Capital Partners on February 24, 2025. Harbor View Advisors is the on-thesis fintech and financial-services boutique in the FIS, FNF and Black Knight orbit. The Inman Company and the Murphy, Quorum and Southern M&A brokerages follow, with Florida-regional coverage from Capstone Business Brokers. Call Jacksonville for fintech, logistics in the CSX and JAXPORT orbit, and Navy-adjacent government services. Read the Jacksonville guide for the three engines and the excluded doorway firms.
Which national investment banks keep a deal office in Florida?
Four do, and they are all in the two largest metros. Houlihan Lokey, Solomon Partners and Lincoln International execute from Miami offices, and Capstone Partners runs its Southeast region from Tampa. William Blair, Baird and the other Chicago, New York and Charlotte middle-market banks cover Florida without a Florida deal office, which is fine above $150M and a warning sign below it: the banker who flies in for the pitch is rarely the one who runs your process. Ask any national bank one question before the second meeting, who staffs the deal daily and where do they sit.
Which M&A advisors work statewide or sit outside the four metros?
Five firms, and I want to be precise about what each one is, because this is the tier where padded lists do the most damage.
The search I ran for this page was specific: a FINRA-registered sell-side boutique headquartered in Boca Raton, West Palm Beach, Naples, Fort Myers, Sarasota, Tallahassee or Gainesville, with a dated closing where a press release or filing names it as adviser of record. I found private-equity sponsors, wealth-management RIAs with "capital" in the name, franchise brokerage headquarters and one plausible Southwest Florida brokerage whose site would not load, and not one registered M&A bank. That is not a gap in my research so much as a fact about Florida: the registered bench clusters where the sponsors, the law firms and the airports are. The five firms below are the ones a seller anywhere in the state can legitimately call, listed by what they are rather than by a rank I cannot justify.
1. Skyway Capital Markets
- HQ / office: 100 North Tampa Street, Suite 3550, Tampa, FL 33602 (skywaycapitalmarkets.com).
- Type: Middle-market investment bank with three published practices, M&A advisory, private capital advisory and capital markets advisory. Its footer states that "Skyway Capital Markets, LLC is a member FINRA/SIPC" and links to its Form CRS and BrokerCheck; the firm says its clients have trusted it for over 20 years.
- Deal evidence: The site publishes representative transactions with an honest asterisk I wish more firms used: the totals and the tombstones "include transactions completed by a Skyway Capital Markets banker while at a prior firm." Read the tombstones with that in mind and ask for the firm's own closings of the last 24 months with the counterparty named.
- Verdict: A registered Tampa bank that the Tampa directories, and our own Tampa guide, have missed. It belongs in the Tampa Bay broker-dealer count, and I have listed it here because a Gulf Coast owner searching at the state level is the reader most likely to need it.
2. Cross Keys Capital
- HQ / office: 200 E. Broward Boulevard, Suite 1200, Fort Lauderdale, FL 33301 (crosskeyscapital.com).
- Type: Middle-market investment bank with a corporate advisory practice and a healthcare advisory practice, "almost two decades" old, with "more than 200 transactions" claimed. Its footer states that securities transactions are conducted through Sundial Group, LLC, a FINRA and SIPC member, so Cross Keys itself is not the broker-dealer of record.
- Deal evidence: The homepage's most recent credit is exclusive financial adviser to SEPA Pain & Spine, a southeast-Pennsylvania pain-management practice, in its partnership with DxTx Pain & Spine; the deal team is named. The Miami guide profiles the firm's South Florida generalist band at $15M-$200M with more than twenty professionals.
- Verdict: The one Broward County investment bank, and the first call for a Palm Beach or Broward owner who does not want to drive to Brickell. It is on this page rather than only on the Miami guide because its address is not Miami, and the Jacksonville guide was right to exclude it from a Jacksonville bench.
3. Benchmark International
- HQ / office: 4030 West Boy Scout Boulevard, Suite 500, Tampa, FL 33607, which the firm's own site calls its Tampa headquarters (benchmarkintl.com); US offices also in Austin, Denver, Los Angeles and Nashville, with further offices in the UK, Ireland and South Africa.
- Type: Lower-middle-market sell-side advisory and business brokerage, founded by Steven Keane and Gregory Jackson. Not a FINRA broker-dealer, as the Tampa guide notes; it operates as an M&A advisory and brokerage firm, which is the right model for the sub-$25M asset sales that make up most of its volume.
- Verdict: The largest brokerage-model firm headquartered in Florida and the one most likely to already have a buyer profile on file for a business like yours. Know which tier you are hiring: a marketed process with a global buyer database, not a registered bank running a securities transaction.
4. Murphy Business & Financial Corporation
- HQ / office: 407 N. Belcher Road, Clearwater, FL 33765 (murphybusiness.com).
- Type: Franchise business-brokerage network founded in Clearwater in 1994 by Roger J. Murphy and now led by CEO Veronica Cardinale Ellinger, with offices across the United States and Canada. Its published services include a lower-middle-market M&A line alongside business valuation, machinery and equipment appraisal and franchise resale. Its "over $4.3 billion in completed transactions" is a self-reported network total with no stated period.
- Verdict: The Main-Street tier's Florida headquarters, and the reason a Florida owner in almost any county can find a Murphy office. The Jacksonville guide profiles the local office; the network's lower-middle-market line is real but franchise-dependent, so judge the individual broker.
5. Transworld Business Advisors
- HQ / office: West Palm Beach, FL 33411, per the network's own site footer (tworld.com).
- Type: Franchise business-brokerage network selling businesses, franchises and commercial real estate through local offices; the Orlando guide profiles its Orlando franchise and the Jacksonville guide describes its statewide marketing.
- Verdict: With Murphy, one of the two franchise brokerage headquarters that give Florida Main-Street coverage in the counties the registered bench never visits. Right for a sub-$2M owner-operated business; the wrong tier for a $10M company with sponsor interest.
Who is not on this list, and why?
Three categories, and naming them is the point. SEO-doorway brokers with a Florida city in the page title and no verifiable office, deal or licensed principal: the Jacksonville guide already names Parkland Capital Partners, Fusion Business Services and Acquire.Fund, and the same template appears for Boca Raton, Naples and Sarasota. Wealth managers and RIAs whose "capital" or "advisors" name reads like an investment bank; the Tampa guide's sorting test applies statewide, and a Raymond James Private Client Group office is not Raymond James Capital Markets. Private-equity firms, which are buyers; they get their own section below because a seller's adviser must know them, but they do not belong on a bench. I also left off Corporate Investment Business Brokers in Fort Myers, a plausible Southwest Florida brokerage whose site returned nothing to the verification pass for this page; that is a note to re-check, not a judgement.
What should a Boca Raton, Naples, Sarasota or Tallahassee owner actually do?
Pick the metro bench that matches your buyers and treat the drive as irrelevant, because your adviser will be on video calls with buyers in Chicago anyway. Palm Beach and Broward owners: Cross Keys in Fort Lauderdale for a $15M-$200M generalist mandate, the Miami bench for LatAm buyers or a bank-owned office. Naples, Fort Myers and Sarasota owners: Tampa Bay, where Hyde Park, Skyway and CEA Atlantic are registered and Capstone's Southeast office sits. Tallahassee and Gainesville owners: Jacksonville for logistics and government services, Orlando for anything I-4, and Tampa Bay for healthcare. Space Coast aerospace suppliers: Orlando's PCE lists aerospace and defence among its verticals, and the Tampa bench covers the MacDill orbit. In every case, ask the firm for its last three closings in your county; a Florida firm that works statewide will have them.
Which private equity firms headquartered in Florida buy lower-middle-market companies?
Six sponsors that a Florida seller's adviser must know by name, because they are the buyers who will call you before you call anyone, and Florida is unusual among states in having several lower-middle-market sponsors headquartered in-state.
H.I.G. Capital is the largest. Its own site states $75 billion of capital under management (total commitments including affiliates), more than 400 investments since 1993 with combined revenues above $53 billion, more than 500 investment professionals and a stated focus on "the mid cap segment of the market," with Miami first among its offices (hig.com). It runs private equity, growth equity, direct lending, real estate, infrastructure and special-situations strategies, which means the H.I.G. that calls a $15M-EBITDA Florida company and the H.I.G. that lends to a $500M one are different funds under one roof.
Trivest Partners in Miami buys founder-led and family-owned companies only and describes itself as the oldest private-equity firm in the Southeast; our independent-sponsor capital-partner directory profiles its funds. Boyne Capital, also in Miami, is a lower-middle-market sponsor whose team began as an independent sponsor before raising institutional capital, which shows in how it structures deals with founders. Weatherford Capital is the homegrown Tampa firm that expanded into Water Street Tampa in 2022 as it scaled, profiled in the Tampa guide. Sun Capital Partners in Boca Raton and Comvest Partners in West Palm Beach complete the set; I did not re-verify either firm's current fund figures for this page, so take size and strategy from their own sites rather than from me.
What the map means for a seller: a Florida sponsor's inbound call is evidence that your company is financeable, not an offer you should negotiate alone. A sponsor that approaches you directly is buying the absence of competition, and the discount for that is usually larger than the success fee a process costs. The Orlando guide walks through running a competitive process when a platform has already approached you, and the Omaha guide has the plainest version of the strategic-versus-sponsor-versus-ESOP choice. Two of the six above are also active credit lenders, so expect the same name to appear on a buyer list and a debt-financing term sheet.
How does Florida law change a business sale?
Six rules, and each one has a section number you can read on the Legislature's site; I opened each on September 16, 2026 and quote the operative language rather than a summary. This is general information, not legal or tax advice, and a Florida M&A lawyer and CPA should confirm every point against your facts.
Does the 2025 CHOICE Act reach the non-compete a seller signs at closing?
No, and getting this wrong in either direction is expensive. Part II of chapter 542, the Florida Contracts Honoring Opportunity, Investment, Confidentiality, and Economic Growth (CHOICE) Act, sits at ss. 542.41-542.45, enacted by chapter 2025-213 and effective July 1, 2025. It governs two instruments between a covered employer and a covered employee: a covered garden-leave agreement, up to four years of paid notice during which the employee cannot resign and the employer keeps paying salary and benefits, and a covered noncompete agreement, up to four years after termination within a defined geography. A covered employee is one who "earns or is reasonably expected to earn a salary greater than twice the annual mean wage of the county in this state in which the covered employer has its principal place of business," and the definition expressly excludes a health care practitioner as defined in s. 456.001. The Act applies to an employee whose primary place of work is in Florida regardless of any choice-of-law clause, and to a Florida-headquartered employer whose agreement is governed by Florida law. The mechanics are employer-friendly: seven days' notice before the offer expires, written advice of the right to counsel, a written acknowledgement that the employee will receive confidential information or customer relationships, and, under § 542.45(5), a court "must preliminarily enjoin" a breaching employee and the business that hires them, dissolving the injunction only on clear and convincing evidence.
The covenant you sign as a seller is a different instrument under a different section. § 542.335(1)(d)3 tells a court that, for a restrictive covenant enforced against "the seller of all or a part of" the assets of a business, the shares of a corporation, a partnership interest, an LLC membership or any other equity interest, it "shall presume reasonable in time any restraint 3 years or less in duration and shall presume unreasonable in time any restraint more than 7 years in duration." The employee presumptions are six months and two years; the trade-secret presumptions under (1)(e) are five and ten years; and under (1)(c) a court modifies an overbroad restraint rather than voiding it. So a Florida buyer asking for a five-year seller non-compete is inside the statute, and a buyer asking for ten is asking you to rebut a presumption in its own favour.
Where the CHOICE Act does reach a sale is the second document a buyer hands you: the post-closing employment or consulting agreement for you and your key managers. If you or they earn more than twice the county mean wage, the buyer can now attach a four-year covered noncompete and a garden-leave clause with mandatory-injunction teeth to that agreement, layered on top of the sale covenant. Read both documents together, and have counsel check which county's mean wage sets the gate, because the statute uses the county of the employer's principal place of business, which after closing is the buyer's.
What does the § 201.08 documentary stamp tax cost on a seller note?
35 cents per $100 of the note, and the cap depends on whether the note is secured by a recorded Florida mortgage. § 201.08(1)(a) taxes "promissory notes, nonnegotiable notes, written obligations to pay money" that are "made, executed, delivered, sold, transferred, or assigned in the state" at "35 cents on each $100 or fraction thereof of the indebtedness," and adds that "the tax on any document described in this paragraph may not exceed $2,450." Under (1)(b), a mortgage, trust deed or security agreement recorded in Florida is taxed at the same rate with no cap, and "when there is both a mortgage ... and a note ... the tax shall be paid on the mortgage ... at the time of recordation."
The arithmetic on a typical Florida seller note: a $3M unsecured note is $10,500 before the cap and $2,450 after it; the same $3M note secured by a recorded mortgage on the company's Florida building is $10,500 with no cap, paid when the mortgage is recorded. Renewals are taxed again. The statute does not say who pays, so the purchase agreement should, and the seller's counsel usually pushes it to the maker, who is the buyer. The point for a seller is smaller than the CHOICE Act point but it is real: a note structured to sit on Florida real property costs more in stamp tax than the same note unsecured, and a buyer who wants the security should carry the tax.
Is a Florida asset sale exempt from sales tax as an occasional sale?
Usually, on the operating assets, with a carve-out list that catches vehicles. § 212.02(2) defines "business" for sales-tax purposes and then says that, "except for the sales of any aircraft, boat, mobile home, or motor vehicle," the term "shall not be construed in this chapter to include occasional or isolated sales or transactions involving tangible personal property or services by a person who does not hold himself or herself out as engaged in business" of selling that property. A one-time, lump-sum sale of substantially all of a company's used equipment, furniture and fixtures is the fact pattern that language was written for, and the Department of Revenue's Rule 12A-1.037 sets out the conditions. The four named categories transfer with tax, so a fleet of service trucks or a boat-dealer's demonstrators are taxed even inside an otherwise-exempt asset sale, and inventory held for resale was never an isolated sale.
The trap sits on the buyer's side and lands on your price. A buyer of a Florida business or its assets can inherit the seller's unpaid sales-and-use tax unless the Department issues a clearance, obtained with Form DR-843 from the buyer and DR-842 from the seller, or tells the buyer how much to withhold from the purchase price. Your buyer's counsel will ask for it; get your filings current before the letter of intent so the clearance comes back clean. Our Florida dental practice guide walks through the forms.
Does Florida's no-income-tax rule mean a tax-free exit?
No, it means a federal-only exit on the personal gain, and three state taxes still touch the deal. Article VII, section 5(a) of the Florida Constitution provides that "no tax upon estates or inheritances or upon the income of natural persons who are residents or citizens of the state shall be levied by the state ...," so a gain that flows to your personal return faces federal capital-gains tax and nothing from Tallahassee, and only a voter-approved amendment could change that. The state taxes that survive are the § 201.08 stamp tax on any seller note, sales tax on the § 212.02(2) carve-out categories, and Florida's corporate income tax under chapter 220 if a C corporation sells assets and recognises gain at the entity level before distributing the proceeds. The Constitution's section 5(b) is what authorises that corporate tax, so the same article that protects your personal gain permits the entity-level one. An S corporation or LLC asset sale avoids it; a C corporation asset sale does not, which is one reason Florida C-corp sellers push for stock deals and buyers push back with the § 542.335 covenant and a larger indemnity escrow. A Florida CPA should model both structures before the process starts, because the state's rule is the reason relocating owners exit here and the reason buyers assume you have already thought about it.
Does the intermediary need a Chapter 475 licence?
Yes, unless it is exempt, and this is the two-minute check the Orlando guide walks through in full. § 475.01(1)(a) defines a broker as a person who, for compensation, negotiates "the sale, exchange, purchase, or rental of business enterprises or business opportunities or any real property," and (1)(i) defines real property to include "any interest in business enterprises or business opportunities." Business brokerage in Florida is therefore licensed by the Florida Real Estate Commission inside the Department of Business and Professional Regulation; the Jacksonville guide's shorter framing, that only real property triggers the chapter, understates it, and this page is the canonical statement. The § 475.011 exemptions cover your attorney and CPA within their engagement, an owner selling their own business and, under (12), an SEC-registered dealer or insured bank in an accredited-investor transaction. Under § 475.41 a commission contract with a person unlicensed when the work was done is invalid, and § 475.42(1)(a) makes unlicensed brokerage a third-degree felony. Run any firm through the DBPR licensee search before you sign.
When does the intermediary need securities registration, and what is the Chapter 517 exemption?
When the deal is a stock sale, because the shares are securities, and Florida wrote its own exemption that mirrors the federal one. The intermediary is either a FINRA-registered broker-dealer, which in Florida means the firms in the registered column above, or operating under an exemption. Florida's merger-and-acquisition-broker exemption sits at § 517.061(7), which exempts "the offer or sale of securities, solely in connection with the transfer of ownership of an eligible privately held company, through a merger and acquisition broker in accordance with s. 517.12(22)." § 517.12(22) defines the eligible company as one with no SEC-registered class of securities that, in the prior fiscal year, "has earnings before interest, taxes, depreciation, and amortization of less than $25 million or has gross revenues of less than $250 million," and indexes both figures to the Employment Cost Index "on July 1, 2021, and every 5 years thereafter," so a July 1, 2026 adjustment now applies and the current thresholds are slightly above the printed ones. The federal exemption under Exchange Act § 15(b)(13) uses the same either/or test. Both exemptions fall away the moment the intermediary receives, holds or transmits funds or securities, and neither removes the Chapter 475 licence. So an unregistered Florida boutique running your stock sale gets two questions: which exemption, and who holds the money. The answer to the second is never the broker.
What is a reasonable success fee for a Florida M&A sell-side?
A monthly retainer plus a success fee at closing, with the effective rate on a $25M Florida deal landing around 3-3.5%, and the number matters less than the base it applies to and the tail it runs for.
Florida boutiques quote a Lehman or Double Lehman scale. The Double Lehman formula (10% of the first $1M, 8% of the second, 6% of the third, 4% of the fourth, 2% of everything above $5M) computes to $680,000 on $25M, about 2.7%; add the uncredited part of the retainer and any minimum-fee floor and the effective rate lands near 3-3.5%, in line with the national middle-market data of 3-4% in the $25M band declining toward 1.5-2% by $100M. Retainers run roughly $5,000-$25,000 a month at a boutique and $75,000-$150,000 as a floor at a Miami bank-owned office, credited against the success fee only when the engagement letter says so. Miami's LatAm cross-border mandates carry a small premium, ten to twenty-five basis points blended, for the in-country coordination. Main-Street brokerages charge 8-12% of price on sub-$2M listings, often with a minimum. Three terms to negotiate: the base, which should be cash at close plus a defined share of earnouts rather than total enterprise value including assumed debt; the tail, which banks ask for at 18-24 months and you should hold to 12; and the credit, which should be written, not implied. A registered bank and an unregistered broker quote similar headline percentages, so judge the letter on buyer reach and process quality. The M&A advisor fees guide has the full Lehman arithmetic by deal size.
How do I verify a Florida M&A advisor before I sign?
Run four checks in an afternoon, and refuse to sign until all four are back.
- FINRA BrokerCheck for the firm and the individual banker. If the firm's footer names another broker-dealer as its securities affiliate, as Cross Keys names Sundial Group, check that entity too and ask who at the affiliate supervises your deal.
- The DBPR licensee search for the Chapter 475 licence, by name, licence number or county. This is the check the registered banks usually pass by exemption and the boutiques and brokerages must pass on their own.
- Three closings in the last 24 months with the counterparty named and a date, then confirm at least one against a press release or filing that names the firm as adviser of record. A tombstone wall with an asterisk about prior firms, which Skyway prints honestly and others do not, is the reason to ask.
- Who staffs the process daily and where they sit. A Florida landing page for a Chicago bank is not a Florida office; a Raymond James wealth adviser is not Raymond James Capital Markets; a sponsor's "advisory" arm is a buyer.
The verification I ran for this page is narrower than that, and I say so: firm websites, footers and the statutes on the Legislature's site, plus the checks already done on the four city guides. I did not run DBPR searches on every firm named here. Run them yourself on the one you are about to hire.
Which data room should a Florida seller use for a statewide process?
One built for per-bidder confidentiality, because in Florida the likely buyers are in-state sponsors who already know your competitors and cross-town strategics who employ your former managers. A data room is a permissioned workspace where buyers review financials, contracts and employee records under NDA. The Florida-specific requirements: a separate room per bidder so H.I.G. does not see what Trivest was shown; NDA gates on every folder before anything opens; staged disclosure so customer-level pricing, employee rosters and the CHOICE-covered employment agreements sit behind a post-LOI gate; dynamic watermarks that stamp each viewer's identity on every page; auto-indexing so the file is complete before the teaser goes out; and page-level analytics to see which bidder actually opened the quality-of-earnings file and which only read the teaser.
We make Peony, so this is honest disclosure: for a $200M-plus sale, or a regulated-data transaction where counsel insists, Datasite or Intralinks are the right call, and our state of M&A data rooms benchmark says so. Below that, Peony's Data Room plan at $52 per admin per month carries per-viewer watermarks, Advanced NDA gates, auto-indexing and unlimited bidder rooms; Business at $30 per admin per month covers page analytics and screenshot protection for lighter processes; Deal Team at $64 adds the multi-mandate workflow a boutique running several Florida processes wants; and there is a permanent free tier to start, all billed annually. 6,800+ customers run rooms on it today, and it holds a 4.8 on G2 and a 4.9 on Capterra. Two Florida-specific setups: put the § 201.08 stamp-tax allocation and the DR-842 clearance in a closing-documents folder the buyer's counsel can reach without seeing the bid tranche, and keep the sale covenant and the post-closing employment agreements in separate folders so the § 542.335 and CHOICE Act documents are never confused in a diligence request.
Frequently asked questions about Florida M&A advisors
Who are the best M&A advisors in Florida?
Florida's registered sell-side bench sits in four metros, so the honest answer is a firm in the right metro rather than a statewide name. The anchors are Cassel Salpeter, Houlihan Lokey, Lincoln International and Solomon Partners in Miami; Raymond James (CRD 705), Hyde Park Capital (CRD 104271), Capstone Partners (CRD 132185), CEA Atlantic (CRD 127146) and Skyway Capital Markets in Tampa Bay; PCE Investment Bankers (CRD 45352) in Winter Park; and Heritage Capital Group (CRD 44053) and Harbor View Advisors in Jacksonville. Cross Keys Capital in Fort Lauderdale is the one Broward County bank, and Benchmark International, Murphy Business and Transworld run Florida-headquartered brokerage networks that work statewide. Outside those metros I could verify no FINRA-registered M&A boutique.
Which Florida city has the deepest M&A advisor bench?
Miami by count and by specialty, Tampa Bay by registered broker-dealers. Miami's bench runs twelve firms across a generalist band, a LatAm cross-border band with five boutiques, three bank-owned offices (Houlihan Lokey, Solomon Partners, Lincoln International) and healthcare and hospitality specialists. Tampa Bay has the state's only homegrown national investment bank, Raymond James in St. Petersburg, plus three locally headquartered firms with their own FINRA broker-dealer (Hyde Park Capital, CEA Atlantic and Skyway Capital Markets) and Capstone Partners' Southeast office. Orlando has one registered anchor, PCE Investment Bankers, and a long boutique and broker tail; Jacksonville has one registered broker-dealer, Heritage Capital Group, and a modest seven-firm bench.
Are there M&A advisors in Florida outside Miami, Tampa, Orlando and Jacksonville?
Not registered investment banks, on the evidence I could verify. I searched for a FINRA-registered sell-side boutique headquartered in Boca Raton, West Palm Beach, Naples, Fort Myers, Sarasota, Tallahassee or Gainesville and found private-equity sponsors, wealth managers and franchise brokerage headquarters, but no registered M&A bank with a dated adviser-of-record closing. What does sit outside the four metros is the Main-Street tier: Murphy Business & Financial Corporation is headquartered at 407 N. Belcher Road in Clearwater and Transworld Business Advisors in West Palm Beach, and both run franchise offices across the state. A Naples or Sarasota owner selling a $5M-plus company should call Tampa Bay or Miami; a Palm Beach County owner should call Cross Keys Capital in Fort Lauderdale or the Miami bench.
Should I hire a Florida M&A advisor or a national investment bank?
Decide by enterprise value and buyer universe. Below roughly $50M, a Florida firm that already knows the in-state sponsors and strategics is usually right, and there are at least a dozen registered ones across the four metros. Between roughly $50M and $150M, interview one metro firm and one national bank and choose on the buyer list each shows you. Above roughly $150M, or when the buyers are national or foreign, reach matters more than the drive: Raymond James in St. Petersburg is the in-state answer, and Houlihan Lokey, Solomon Partners and Lincoln International keep Miami offices while Capstone Partners runs its Southeast region from Tampa. William Blair, Baird and the other Chicago and New York banks cover Florida without a Florida deal office.
Do I need a licensed business broker to sell my company in Florida?
If the person negotiating your sale for a commission is not exempt, yes. Fla. Stat. § 475.01(1)(a) defines a real-estate broker to include anyone who, for compensation, negotiates the sale of business enterprises or business opportunities, and § 475.01(1)(i) folds any interest in a business enterprise into the definition of real property, so business brokerage is licensed by the Florida Real Estate Commission inside the DBPR. The exemptions in § 475.011 cover your attorney and CPA within their engagement, an owner selling their own company and SEC-registered dealers in accredited-investor transactions. Under § 475.41 a commission contract with an unlicensed person is invalid. Check any firm on the DBPR licensee search before you sign; the Orlando guide walks through it.
When does a Florida M&A intermediary need securities registration?
When the deal is a stock sale, because the shares are securities. The intermediary is then either a FINRA-registered broker-dealer or operating under an exemption. Florida's own merger-and-acquisition-broker exemption sits at § 517.061(7) and § 517.12(22): it covers the transfer of ownership of an eligible privately held company with EBITDA under $25 million or gross revenues under $250 million in the prior fiscal year, figures the statute indexes every five years from July 1, 2021, so a July 1, 2026 adjustment now applies. The federal exemption under Exchange Act § 15(b)(13) uses the same either/or test. Both fall away the moment the intermediary holds, receives or transmits funds or securities, and neither removes the Chapter 475 licence.
How does the Florida CHOICE Act affect selling a business?
Less than the headlines suggest, because the CHOICE Act governs employee covenants, not the covenant a seller signs at closing. Part II of chapter 542 (ss. 542.41-542.45, enacted by ch. 2025-213 and effective July 1, 2025) applies to a covered employee earning more than twice the annual mean wage of the Florida county where the employer has its principal place of business; it lets a covered noncompete or garden-leave agreement run up to four years, requires seven days' notice and written advice of the right to counsel, and tells a court it must preliminarily enjoin a breach. Health care practitioners under s. 456.001 are excluded. The seller's non-compete tied to the sale of assets or shares stays under § 542.335(1)(d)3: three years or less is presumed reasonable, more than seven years presumed unreasonable. Where the Act bites a sale is the buyer's post-closing employment agreement with you and your key managers.
Does Florida tax the sale of a business?
Not on the seller's personal gain. Article VII, section 5(a) of the Florida Constitution bars the state from taxing the income of natural persons, so a gain that flows to your personal return faces federal capital-gains tax and no Florida income tax. Three state taxes still touch a deal: the § 201.08 documentary stamp tax on any promissory note made or delivered in Florida, including a seller note; sales tax on motor vehicles, boats, aircraft and resale inventory that fall outside the § 212.02(2) occasional-sale carve-out; and Florida's corporate income tax under chapter 220 if a C corporation sells assets and recognises gain at the entity level. Model the after-tax number with a Florida CPA rather than assuming no income tax means no tax.
Does seller financing trigger Florida documentary stamp tax?
Yes. Fla. Stat. § 201.08(1)(a) taxes promissory notes and written obligations to pay money made, executed or delivered in Florida at 35 cents per $100 of the obligation, capped at $2,450 per document when the note is not secured by a recorded mortgage. On a $3M unsecured seller note the arithmetic is $10,500 before the cap and $2,450 after it. If the note is secured by a mortgage on Florida real property, § 201.08(1)(b) applies instead: the tax is paid on the mortgage at recordation at the same 35 cents per $100 with no cap, so that $3M note costs $10,500. The purchase agreement should say who pays it; the seller's counsel usually pushes it to the maker.
Is a Florida asset sale subject to sales tax?
Usually not on the equipment and furniture, and usually yes on the vehicles. Fla. Stat. § 212.02(2) excludes from the definition of business any occasional or isolated sale of tangible personal property by a person who does not hold themselves out as engaged in selling that property, which is what a one-time sale of substantially all of a company's operating assets is, and the Department of Revenue's Rule 12A-1.037 sets out the conditions. The statute carves out aircraft, boats, mobile homes and motor vehicles, so a fleet transfers with tax, and inventory held for resale is not an isolated sale. The trap is transferee liability: the buyer inherits the seller's unpaid sales tax unless the Department issues a clearance, obtained with Form DR-843 from the buyer and DR-842 from the seller.
Which private equity firms headquartered in Florida buy lower-middle-market companies?
H.I.G. Capital in Miami is the largest, with $75 billion of capital under management, more than 400 investments since 1993 and a stated focus on the mid cap segment. Trivest Partners in Miami buys founder-led and family-owned companies only and describes itself as the oldest private-equity firm in the Southeast. Boyne Capital in Miami is a lower-middle-market sponsor whose team began as an independent sponsor, and Weatherford Capital is the homegrown Tampa firm that expanded into Water Street Tampa in 2022. Sun Capital Partners in Boca Raton and Comvest Partners in West Palm Beach complete the set every Florida adviser knows by name. They are buyers, not advisers: their presence on a buyer list is a reason to run a process, not a reason to skip one.
What do Florida M&A advisors charge?
A monthly retainer plus a success fee at closing. Florida boutiques quote a Lehman or Double Lehman scale, and on a $25M deal the Double Lehman formula (10% of the first $1M, 8% of the second, 6% of the third, 4% of the fourth, 2% above $5M) computes to $680,000, about 2.7%, before the uncredited slice of the retainer and any minimum-fee floor push the effective rate to 3-3.5%. Retainers run about $5,000-$25,000 a month at a boutique and are credited against the success fee only if the engagement letter says so. Main-Street brokerages charge 8-12% on sub-$2M listings. Registered and unregistered firms quote similar percentages, so judge the letter on buyer reach, the fee base and the tail period, which you should negotiate from 24 months to 12.
Which data room should a Florida seller use for a confidential sale process?
One built for per-bidder confidentiality, because in Florida the likely buyers are in-state sponsors and cross-town competitors. Give each bidder its own room, gate it behind an NDA before anything opens, keep customer-level pricing, employee rosters and the CHOICE-covered employment agreements behind a post-LOI gate, watermark every page with the viewer's identity and read page-level analytics to see who actually opened the quality-of-earnings file. That is the workflow I built Peony for: the Data Room plan at $52 per admin per month carries per-viewer dynamic watermarks, Advanced NDA gates, auto-indexing and unlimited rooms; Business at $30 covers page analytics and screenshot protection; Deal Team at $64 adds the workflow a bank running several mandates wants; there is a permanent free tier; all billed annually. 6,800+ customers run rooms on it, and it holds a 4.8 on G2 and a 4.9 on Capterra.
Related resources
- Best M&A Advisors — the national hub
- Best M&A Advisors in Miami — the twelve-firm South Florida bench and the LatAm cross-border band
- Best M&A Advisors in Tampa — the registered-broker-dealer capital of the state and the wealth-manager sorting test
- Best M&A Advisors in Orlando — PCE's ESOP practice, the Chapter 475 walkthrough and the E-2 buyer section
- Best M&A Advisors in Jacksonville — the fintech, logistics and Navy engines
- Selling a Dental Practice in Florida — the CHOICE Act health-care carve-out and the DR-842/DR-843 clearance
- M&A advisor fees: what you actually pay — Lehman math, retainer credits and minimum floors
- How to Build an M&A Data Room — the staged-disclosure playbook
- The State of M&A Data Rooms — our sell-side platform benchmark
This article reflects my views as of September 2026 and is informational, not legal, tax or investment advice. Firm registrations, addresses and ownership change, the Chapter 517 thresholds are indexed every five years, and the CHOICE Act's county-wage gate moves with the BLS series; verify current status on FINRA BrokerCheck, the DBPR licensee search and the Florida Legislature's statute site, and confirm every tax point with a Florida CPA before you rely on it.

