13 Best M&A Advisors in Omaha for $5M-$300M Deals (2026)
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.
13 Best M&A Advisors in Omaha for $5M-$300M Deals (2026)
Quick answer: Omaha is a headquarters town with a homegrown full-service investment bank, which Des Moines lacks. Three firms with Omaha addresses run a sell-side process: Bridgepoint Investment Banking (1299 Farnam Street; securities through M&A Securities Group, CRD 39999), Corporate Finance Associates (published $2M-$100M band, 11 completed transactions in 2025) and Lutz M&A (two dated transaction announcements, one the January 2025 Roloff Construction ESOP). The Firm Advisors is the volume listing brokerage. The numbers bench is RSM US LLP, KPMG and Bland & Associates; Forvis Mazars and Eide Bailly have Omaha offices but publish no local transaction line, so ask who staffs a QoE. The Main-Street tier is Results Business Advisors, First Choice Business Brokers Omaha, Omaha Business Brokerage and Murphy Business Sales, whose office is in Waterloo, not Omaha. Nebraska's top rate is 4.55% in 2026 and 3.99% from 2027 (§77-2715.03), a lifetime capital-gain election exists for employee-acquired stock (§77-2715.09), and a Council Bluffs seller is an Iowa taxpayer at a flat 3.8%.
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. A $1.2 trillion acquirer sits about two miles west on Farnam Street from Bridgepoint's downtown office, and it does not buy the companies this page's readers own.
Here is the honest read. Omaha is a headquarters town, and unlike Des Moines it has a homegrown full-service investment bank plus two more firms that run a process. Five independent AI query-sampling runs I ran before writing could name only one of those firms unaided. The lists circulating this year pad with a Kansas City firm whose Omaha web address redirects to its homepage, a law firm counted as an adviser, dead broker-dealer registrations, and a Waterloo office printed as Omaha. This guide corrects each and tiers the real firms by published evidence.
The playbook: under roughly $2M, a Main-Street brokerage; from roughly $2M to $100M, Bridgepoint, CFA Omaha or Lutz with a CPA firm on the quality of earnings; above roughly $100M, or when the buyer pool is national, add a Chicago, Minneapolis or Kansas City bank and pick on the buyer list. This guide sits alongside Des Moines, Kansas City, Minneapolis and Denver, and the national hub, Best M&A Advisors.
What is the 2026 Omaha M&A backdrop, and why does it change advisor selection?
Omaha is a headquarters town with a small, real sell-side bench: the capital that acquires companies is enormous and local, and almost none of it buys in the $5M-$300M band.
The corporate weight is filed, not folklore. Berkshire Hathaway, at 3555 Farnam Street, reported $371.4 billion of revenue and about $1.222 trillion of total assets at the end of 2025, and Greg Abel became CEO on January 1, 2026 with Warren Buffett remaining Chairman (FY2025 Form 10-K). Union Pacific reported $24.5 billion of operating revenue on 32,889 route miles across 23 states (FY2025 Form 10-K); Werner Enterprises reported $2.97 billion of revenue, down in each of the two years the filing shows, from $3.28 billion in 2023 (FY2025 Form 10-K). Kiewit, Mutual of Omaha, Physicians Mutual, Gallup, Scoular and Tenaska are private, so I print no figures for them.
The metro crossed one million. The Census Bureau's Vintage 2024 estimate for the Omaha, NE-IA Metro Area is 1,001,010 as of July 1, 2024 (Census Vintage 2024).
The biggest pending deal in the country is being reviewed from here. Union Pacific agreed on July 28, 2025 to acquire Norfolk Southern for one Union Pacific share plus $88.82 in cash per Norfolk Southern share, about 224.8 million new shares and roughly $20 billion of cash (UP FY2025 10-K); the "$85 billion" you will read is press arithmetic, not a filed figure. The Surface Transportation Board rejected the December 19, 2025 application as incomplete on January 16, 2026, accepted a revised application filed April 30, 2026, and adopted a procedural schedule on August 18, 2026 in Docket No. FD 36873 (STB, UP-NS Merger Resources). It is pending, and it would be the first major rail merger approved under the 2001 rules.
One Omaha company ran a process and did not sell. Green Plains' strategic review ran from February 2024 to August 27, 2025 and ended with the company executing its current strategy rather than selling, after $24.3 million of restructuring cost that included severance for the departing CEO (FY2025 Form 10-K): eighteen months, no sale.
One honesty note: there is no reliable published Omaha-metro deal-volume or multiples dataset for 2024-2026, so any metro multiple you are quoted is a rule of thumb, not a datum. I call the picture the Headquarters-Town Paradox: Omaha holds a $1.2 trillion acquirer and a Class I railroad, and the bench that sells a $20M founder-owned company is four local firms. Buyer access, not zip code, is the test for every firm below.
Which M&A advisors actually cover Omaha in 2026?
Thirteen names: three run a sale process, one lists more businesses than anyone else in the metro, five are CPA benches of uneven local depth, and four sell Main-Street businesses. That is a real bench, and I would rather print it with its addresses than pad it to twenty.
1. Bridgepoint Investment Banking
- HQ / office: 1299 Farnam Street, Suite 1550, Omaha, NE 68102, with a second Nebraska office in Lincoln (816 P Street, Suite 200) and offices in Denver, Chicago and New York (bridgepointib.com). The homegrown Omaha middle-market investment bank.
- Type: Full-service sell-side, capital-raising and buy-side bank, "a division of Bridgepoint Holdings NE, LLC" per its footer. Bridgepoint publishes no broker-dealer registration of its own; certain representatives are registered through M&A Securities Group, Inc. of Kansas City (CRD 39999, active), which its footer calls an unaffiliated broker-dealer.
- Leadership: Co-founder and Managing Director Matthew R. Plooster, at Bridgepoint since March 2012 per a director biography in a proxy statement filed March 15, 2023 (Zevra Therapeutics DEFC14A, accession 0001437749-23-006586); Bridgepoint did not advise the filer.
- Deal evidence: One dated, independently confirmed adviser-of-record closing: sole financial advisor to Aulick Leasing Corp. and ShirAul, LLC on their sale to TFI International (TSX: TFII), which TFI's Form F-10 lists as completed April 1, 2019, value undisclosed (TFI F-10 exhibit). Its tombstone page names SRS Distribution and Beacon Roofing Supply as buyers.
- Verdict: Is Bridgepoint the best investment bank in Omaha? On published evidence it is the only full-service one headquartered here, and the default first call for an owner selling a $10M-$300M company whose buyers are national.
2. Corporate Finance Associates (CFA Omaha)
- HQ / office: 11422 Miracle Hills Drive, Suite 208, Omaha, NE 68154 (cfaw.com/omaha-ne), the Omaha office of a network founded in 1956.
- Type: Sell-side, buy-side, exit planning and valuation, with the only published dollar band from an Omaha investment bank: businesses priced between $2 million and $100 million. Securities through Silver Oak Securities, Inc. (CRD 46947, active, Jackson, Tennessee).
- Leadership: Jim Zipursky (Chairman and CEO), Jeremiah Hughes, Abe Clinch, Gary Curran (Managing Director) and Grant Tagge (Associate); Morley Zipursky, founder and chairman of CFA-Nebraska, is listed in memoriam.
- Deal evidence: CFA Worldwide's press release of March 18, 2026 says the Omaha team "led and completed 11 transactions in 2025" and named it the network's 2025 Office of the Year (press release): an internal award and a self-reported count, but dated, specific and published.
- Verdict: The Omaha office that publishes the most checkable detail, and the co-first call for a $2M-$100M sell-side.
3. Lutz M&A
- HQ / office: 13616 California Street, Suite 300, Omaha, NE 68154, with Nebraska offices in Lincoln and Grand Island (lutz.us).
- Type: The M&A arm of an Omaha accounting and advisory firm, publishing sell-side representation, due diligence, quality of earnings, purchase price allocation, valuation and succession planning (credentials named: CPA, ABV, CVA, CEPA). Lutz M&A publishes no broker-dealer of record; the only SEC-registered Lutz entity, Lutz Financial (CRD 117273), is the wealth-management adviser at the same address, not the M&A practice.
- Deal evidence: Two dated announcements, seven years apart, both led by Bill Kenedy, Lutz Consulting and M&A Shareholder: exclusive financial advisor to Hands of Heartland on its November 2017 sale to Evolve Capital, a Dallas private-equity firm (announced January 19, 2018); and exclusive financial advisor to Roloff Construction on its transition to employee ownership through an ESOP (announced January 20, 2025; Lutz announcement). No values disclosed, and no deal list beyond these two.
- Verdict: The right call for an owner two or three years out who needs the books cleaned before buyers see them. Ask who issues the quality of earnings, because Lutz sells both sell-side representation and QoE.
4. The Firm Advisors, LLC
- HQ / office: 210 N 78th Street, 2nd Floor, Omaha, NE 68114 (thefirmadv.com).
- Type: The metro's highest-volume listing brokerage, with a published listing range of $68,500 to $68,500,000 across 21 industries; its "237 Businesses Sold" is a self-report with no stated period. Its footer says The Firm is not a real estate brokerage and solely advises on exit strategy. No SEC or FINRA entity, founding year or named principal is published.
- Verdict: The widest live inventory in Omaha and unusually transparent about it; the tool for a $1M-$10M owner who wants a marketed listing rather than a curated buyer list.
5. RSM US LLP (Omaha)
- HQ / office: 1299 Farnam Street, Suite 530, Omaha, NE 68102, the same building as Bridgepoint, with a Lincoln office and no Council Bluffs office (RSM locations).
- Type and verdict: National CPA firm selling financial due diligence, quality of earnings and transaction tax as a national practice; not a sell-side bank. The strongest national diligence bench with a downtown Omaha address; it names no Omaha transaction-advisory professional, so ask who staffs your QoE.
6. KPMG LLP (Omaha)
- HQ / office: 3555 Farnam Street, Suite 700, Omaha, NE 68131, the same building as Berkshire Hathaway's headquarters, an address fact only (KPMG Omaha).
- Type and verdict: Big Four office that says it has "more than 140 dedicated professionals"; "transactions" is named inside its advisory list, but no Omaha transaction-services professional or Omaha deal is published. The largest professional-services headcount published for any Omaha office, on the buy-side diligence and audit side of a deal.
7. Bland & Associates, P.C.
- HQ / office: 450 Regency Parkway, Suite 340, Omaha, NE 68114 (blandcpa.com).
- Type and verdict: Omaha CPA firm founded in 1976 with published business valuation and forensic accounting lines, and Nebraska's first 100% employee-owned CPA firm, an ESOP effective January 2020. That is lived experience, not a service line: Bland publishes no ESOP advisory and no quality-of-earnings line. The genuinely local valuation bench.
8. Forvis Mazars (Omaha)
- HQ / office: 1120 S. 101st Street, Suite 410, Omaha, NE 68124; Managing Partner Chris Lindner (office page).
- Type and verdict: National CPA firm; the Omaha page lists audit, tax and consulting for construction, real estate, financial services and manufacturing and distribution, and names no transaction-advisory or QoE line locally.
9. Eide Bailly (Omaha)
- HQ / office: 14010 FNB Parkway, Suite 600, Omaha, NE 68154 (office page).
- Type and verdict: Regional CPA firm whose Omaha page markets tax, audit, advisory and technology and does not mention M&A, transaction advisory or quality of earnings; both of its SEC-registered entities are inactive, the broker-dealer (CRD 112176) and the investment adviser (CRD 113564), so it does not have an investment bank.
Business brokers in Omaha: who are they and what do they actually do?
Of the five Main-Street firms with any verified Omaha presence, only one publishes the names of the people who would run your sale. That is the fastest screen on this page: if the site does not name a human, do not sign an exclusive.
10. Results Business Advisors, LLC
- HQ / office: 12020 Shamrock Plaza, Suite 200, Omaha, NE 68154 (resultsba.com).
- Type and verdict: Main-Street brokerage with eight named people: Evan Meester (President), Tom Freimuth, Jerry Pape, Dennis Minton, Ben Pape, Cody Stoltenberg, Pat Mueller and Garrett Laufer. It publishes business brokerage and commercial real estate sales, so it can handle the business and the building together; its "Voted Omaha's #1 Business Brokerage 9 Years in a Row" names no awarding body. The deepest named Main-Street bench in the metro.
11. First Choice Business Brokers Omaha
- HQ / office: 1901 Howard Street, Suite 234, Omaha, NE 68102 (omaha.fcbb.com).
- Type and verdict: Franchise Main-Street brokerage; the network's 1994 founding and IBBA membership are self-reports, its homepage prints two different "listed and managed" totals (neither is "sold"), and no Omaha team member is named. A real downtown office for a small listing-driven sale; ask who staffs it.
12. Omaha Business Brokerage
- Location: "Omaha, NE" and a phone number only; no street address and no named human anywhere on the site, and the phone carries a 712 area code, which is western Iowa, not Omaha's 402 (omahabusinessbrokerage.com). An area-code fact, not a location claim.
- Type and verdict: Publishes a $500K-$50M+ band across nine sectors including logistics, construction and agriculture. Include, verify, and do not sign an exclusive on the strength of the website.
13. Murphy Business Sales (Waterloo, Nebraska)
- Location: 206 Washington Street, Waterloo, NE 68069, a village in western Douglas County roughly 20 miles from downtown (murphybusiness.com/omaha). Competitor lists print it as an Omaha office; it is a Waterloo office serving the Omaha market.
- Type and verdict: Franchise office publishing brokerage, valuations and equipment appraisals across a 15-county Nebraska territory that does not include Pottawattamie County, Iowa; no broker is named.
Who is in Omaha but is not a private-company sell-side bank?
Piper Sandler is the one middle-market bank with published street addresses in both Omaha (14301 FNB Parkway) and Lincoln (2900 S 70th Street, Suite 310) (locations). It publishes no bankers or business line for either and no verified Nebraska deal as adviser of record, so do not assume it runs founder sell-sides from here. Three brands could not be read at source: Sunbelt Business Brokers of Nebraska, Transworld Business Advisors and D.A. Davidson block automated readers, so I neither list them nor say they lack an office.
Who is not on this list, and why?
Seven categories, each with a checkable reason.
- Buyers, not advisers. Berkshire Hathaway and McCarthy Capital (1601 Dodge Street, Suite 3800) are Omaha-headquartered acquirers. The "McCarthy Capital Corporation" registry record (CRD 125181) is inactive while M-One Capital (CRD 158782) is active at the same suite and lists "McCarthy Capital" among its other names, so do not read the first record as the firm being unregistered.
- A Kansas City firm with an Omaha URL. Peterson Acquisitions says it is headquartered in Kansas City, publishes no Nebraska address, and its omaha-business-broker page redirects to its homepage.
- An ESOP specialist with no Nebraska office. Prairie Capital Advisors publishes eight offices across Illinois, Georgia, Iowa, Ohio, Kansas and Kentucky (office list); the nearest are Cedar Rapids and Salina.
- A law firm listed as an adviser. Baird Holm LLP (1700 Farnam Street, Suite 1500) lists no practice named Mergers & Acquisitions and none named ESOP across roughly 34 published areas (practice list); hire it as counsel, not as your banker.
- Seven dead Nebraska registrations that still surface in searches: McCarthy Capital Corporation (CRD 125181), Smith Hayes Financial Services (CRD 17059), Securities America (CRD 10205), First National Capital Markets (CRD 115920), Burlington Capital Markets (CRD 26991), Proven Ventures Burlington Capital GP (CRD 317896) and Remington Capital Securities (CRD 44973), all inactive.
- Wrong bench. Website Closers is an online-business brokerage with no verified Omaha address; Hayes CPA publishes no valuation or transaction line; Seim Johnson's site returns an error, so I do not guess at its status.
- Category errors AI produces. My sampling runs offered a commercial real-estate lender and a healthcare consultancy as Omaha "M&A advisers." Neither sells companies.
How does the Berkshire and Union Pacific orbit shape an Omaha sale?
The orbit sets the buyer classes, and none of them is Berkshire itself. In Greg Abel's first seven months as CEO, Berkshire completed OxyChem for approximately $9.4 billion in cash on January 2, 2026 (the filed figure, not the $9.7 billion in early press) and Taylor Morrison Home at $72.50 per share, about $6.8 billion, on July 24, 2026, roughly $16.2 billion of cash acquisitions (Q2 2026 Form 10-Q).
Three buyer classes actually show up in the $5M-$300M band:
- Strategics, often out-of-state and public. Aulick Leasing, a Nebraska bulk carrier, went to TFI International of Canada in April 2019 with Bridgepoint as sole adviser; Werner acquired FirstFleet of Murfreesboro, Tennessee on January 27, 2026, price undisclosed (Werner 10-K). Bridgepoint's tombstones name SRS Distribution and Beacon Roofing Supply, the consolidators reshaping building products nationally, as buyers of distribution businesses; a Nebraska distributor's realistic buyer is a national platform.
- Sponsors, including local ones. Hands of Heartland went to Evolve Capital of Dallas in November 2017 with the founder rolling equity and staying as CEO, the standard sponsor shape.
- ESOPs. Roloff Construction went to its own employees in January 2025 with Lutz as adviser.
Two filed lessons belong in your engagement letter. First, the Earnout Write-Down Tell: two of Werner's own acquisitions, Baylor Trucking and ReedTMS, carried contingent earnouts that were written down after closing, a net favorable change of $7.8 million to Werner on the Baylor earnout in 2025, finalized through negotiations in April 2025, and $2.7 million on the ReedTMS earnout in 2023 (Werner 10-K); favorable to the buyer means the seller did not collect, so structure yours around metrics you control after closing. Second, the Completeness Clock: the STB rejection above cost Union Pacific four and a half months, from the December 19 filing to its April 30 replacement, over a missing document set; a $20M seller with a missing add-back schedule loses the same months at a smaller scale, so build the data room before the teaser goes out, not after the letter of intent.
Who advises on ESOP sales in Omaha, and what does Nebraska actually give an ESOP seller?
Exactly one Omaha firm has publicly advised an ESOP transition, and it is the accounting-led firm, not either investment bank: Lutz, for Roloff Construction, announced January 20, 2025. No Omaha firm publishes ESOP feasibility, trustee or ESOP valuation as a named service line, the nearest dedicated ESOP investment bank, Prairie Capital Advisors, has no Nebraska office, and the nearest regional firm with a named ESOP Advisory line is BCC Advisers in Des Moines. A Nebraska owner who wants an ESOP will usually hire the trustee, the trustee's valuation adviser and ERISA counsel from outside the state and use Lutz or a local bank on the sell side.
The roles are different people, and the cost shape is why ESOP interest stalls: five separately billed parties, listed in the FAQ below, against a single success fee for a market sale, with no Nebraska cost figures published and a price set by appraisal rather than competitive bid.
What Nebraska gives, and it is unusually generous. The special capital gains election in §77-2715.09 excludes the full gain on capital stock acquired on account of, or while in, employment by the corporation, and §77-2715.08 provides that each participant in a qualified employee stock ownership trust is a shareholder, so an ESOP satisfies the five-shareholder test by itself. For a Nebraska corporation the ESOP path and the tax election reinforce each other.
Who advises a trucking, logistics or ag-adjacent seller in Omaha?
For a trucking, freight-brokerage, construction-subcontracting or ag-adjacent seller the local sell-side answer is Bridgepoint or CFA Omaha, with Lutz on the numbers; the sector's one dated adviser-of-record example is Bridgepoint's Aulick Leasing sale to TFI International. Omaha Business Brokerage and Murphy publish logistics or equipment lines at the Main-Street end.
Three Nebraska rules move the money on these deals, and I call the set the Rolling-Stock Trap. The occasional-sale exemption that keeps sales tax off an asset sale (§77-2704.48, defined in §77-2701.24) covers a sale of all or substantially all of a trade or business to a single buyer where the seller has previously paid sales or use tax on the property. Trap one: it does not extend to motor vehicles, semitrailers, trailers or motorboats, so a carrier's fleet is a live tax line on nearly every asset sale. Trap two: any sale made or aided by an auctioneer is not an occasional sale, so running the equipment through an auction loses the exemption. Trap three is a question, not a rule: equipment bought under a business-input exemption may fail the previously-paid-tax condition; that is my reading of the text, not a Department of Revenue position, so ask tax counsel.
Will a buyer discount my business because Union Pacific and Werner are most of my revenue?
Yes, and the discount attaches to the contract, not the customer's name. A buyer prices whether your Union Pacific or Werner work survives a change of control, how long the term runs, and whether pricing authority sits with you personally. I call the diligence question the Anchor-Contract Test: pull every master agreement with an anchor customer, find the assignment and change-of-control language, and put it in the room before the teaser. Werner itself reported revenue falling from $3.28 billion in 2023 to $2.97 billion in 2025 (Werner 10-K); a construction or logistics subcontractor whose revenue tracks that curve should expect the buyer to underwrite the trend, not the relationship.
What is a reasonable success fee for an Omaha M&A sell-side?
No Omaha firm publishes a fee schedule, so the honest answer is the national convention plus arithmetic you can check. Lower-middle-market advisers charge a monthly retainer plus a success fee at close, with a 12-to-24-month tail during which a sale to an introduced buyer still owes a fee. The two scales are definitions, not survey data:
- Classic Lehman (5-4-3-2-1): 5% of the first $1M, 4% of the second, 3% of the third, 2% of the fourth, 1% of everything above $4M. On a $10M sale that is $200,000 (2.0%); on $20M it is $300,000 (1.5%).
- Double Lehman (10-8-6-4-2): 10%, 8%, 6% and 4% on the first four million, then 2% above $4M. On $10M that is $400,000 (4.0%); on $20M it is $600,000 (3.0%), exactly twice the classic scale.
Get four things in writing: the success-fee schedule and any minimum, whether the retainer is credited at close, the tail, and an exclusivity term tied to milestones. The full mechanics are in our M&A advisor fees guide.
Do I pay Nebraska state tax when I sell my Omaha business?
Yes, at a rate that is falling on a statutory schedule, and with one election that can take the gain to zero for the right corporation. Nebraska taxes capital gain as ordinary income under a graduated schedule, and §77-2715.03 sets the top rate by taxable year: 6.84% through 2022, stepping down to 5.20% for 2025, 4.55% for 2026 and 3.99% for taxable years beginning on or after January 1, 2027. Nebraska is not moving to a flat tax; the third rate converges onto the top rate.
A gain recognized in 2026 meets 4.55% and the same gain in 2027 meets 3.99%: 56 basis points, or $56,000 of Nebraska tax per $10 million of gain, for a closing that slips across December 31. It is rarely a reason to delay on its own. Put the closing date on the term sheet with the number attached.
The election, §77-2715.09, and who qualifies. A resident individual may elect, once in a lifetime and for the stock of one corporation, to subtract from federal adjusted gross income the capital gain and extraordinary dividends on capital stock acquired on account of employment by that corporation or while employed by it; once made, the election covers later sales of the same stock. The tests in §77-2715.08: the corporation must have been in existence and actively doing business in Nebraska for at least three years at the first sale; it must have at least five shareholders; at least two unrelated shareholders or groups must each own at least 10%; and each participant in a qualified ESOP counts as a shareholder. Two Nebraska Supreme Court decisions shape it: Stewart v. Nebraska Department of Revenue, 294 Neb. 1010 (2016), held that the statute contains no purpose requirement, so restructuring specifically to qualify is not itself disqualifying; Houghton v. Nebraska Department of Revenue, 308 Neb. 188 (2021), held the election is available only to someone domiciled in Nebraska.
Two traps. It is a stock provision: an asset sale does not qualify, and neither does an LLC or partnership interest. And the five-shareholder, two-unrelated-10% test disqualifies the single-owner or husband-and-wife company. Nebraska's tests are reachable in a way Iowa's are not: three years of corporate tenure rather than ten, and an ESOP that supplies the shareholder count. I have not read the Department of Revenue's election form, so confirm the filing mechanics with a Nebraska tax adviser.
Four more Nebraska rules change the mechanics of a sale, and generalist lists skip them:
- Non-competes: void, not narrowed. No statute governs them. In Unlimited Opportunity, Inc. v. Waadah, 290 Neb. 629 (2015), the Nebraska Supreme Court reaffirmed that it declines to apply the blue-pencil rule, so an over-broad covenant is unenforceable rather than trimmed; I call it the Void-Not-Narrowed Rule. A covenant ancillary to the sale of a business is reviewed under the more permissive standard in H & R Block Tax Services, Inc. v. Circle A Enterprises, Inc., 269 Neb. 411 (2005), reasonable in space and time; the same person's employment covenant is tested under the stricter three-part employee standard in Aon Consulting, Inc. v. Midlands Financial Benefits, Inc., 275 Neb. 642 (2008).
- Licensing. Nebraska has no business-broker licence. The Real Estate License Act's definition of broker in §81-885.01 reaches negotiating a sale, lease or option of real estate and giving a broker's price opinion, so an unlicensed intermediary who values your building is doing a licensed act; the owner exemption in §81-885.04 lets you sell your own property, but a third-party adviser on a success fee is not.
- County inheritance tax. Nebraska still has one, collected at the county level. For decedents dying on or after January 1, 2023 (2022 LB 310), the rates are 1% above $100,000 per immediate relative under §77-2004, 11% above $40,000 per remote relative under §77-2005, and 15% above $25,000 per unrelated person under §77-2006, with surviving spouses and anyone under 22 exempt. LB 838 (2026, operative July 18, 2026) amended §77-2004, but its text still prints the 1% above $100,000 rate; §§77-2005 and 77-2006 carry no 2026 amendment.
- Marital property. Nebraska is not a community-property state; §42-365 divides property equitably on dissolution, so no community-property spousal consent is required.
Confirm each with Nebraska tax and M&A counsel; the statute text above was checked in September 2026.
What changes if my business is in Council Bluffs instead of Omaha?
Everything in the tax section, because the Omaha, NE-IA metro is a two-state metro and a Council Bluffs or Pottawattamie County seller is an Iowa taxpayer. The Iowa side is verified in our Des Moines guide:
| Question | Nebraska (Omaha side) | Iowa (Council Bluffs side) |
|---|---|---|
| Individual rate on the gain | Graduated; top rate 4.55% (2026), 3.99% (2027+), §77-2715.03 | Flat 3.8%, §422.5(1)(a) |
| General business-sale deduction | None | Repealed for sales on or after January 1, 2023; farm real property only, §422.7(13) |
| Employee-owner stock break | §77-2715.09: 3-year company tenure, no individual holding period, ESOP counts | §422.7(42): 10-year tests both sides, 15-year window |
| ESOP-specific exclusion | Not needed; ESOP participants satisfy the shareholder test | 50% ESOP exclusion repealed for sales on or after January 1, 2023 |
| Inheritance tax | Yes, county-level, 1% / 11% / 15% by class | None |
| Sales tax on an asset sale | Occasional sale: single buyer, prior-tax-paid, vehicles and trailers excluded | Casual sale §423.3(39): vehicles, aircraft, watercraft excluded |
| Over-broad non-compete | Void; no blue-pencilling | Narrowed by the court |
| Business-broker licence | None; the real-estate act governs the building | None; chapter 543B governs the building |
| Marital property | Equitable division, §42-365 | Equitable division, §598.21(5) |
Two consequences. An Iowa-side seller gets the flat 3.8% and no inheritance tax but loses the reachable Nebraska election. And a Council Bluffs owner is served from Omaha, not from Iowa: Murphy's published territory is Nebraska-only, RSM and Piper Sandler list no Council Bluffs office, and the nearest Iowa-headquartered firm with a real sell-side practice is BCC Advisers in Des Moines, roughly 130 miles east. If your plant is in Council Bluffs and your office is in Omaha, get the entity map right before the teaser goes out.
How do I verify an Omaha M&A advisor before I sign?
Start with three registries and one footer. Search the firm on FINRA BrokerCheck and the SEC adviser search; run the legal entity through the Nebraska Secretary of State business search; then read the firm's own website footer, where the broker-dealer of record is disclosed.
That footer check is the Umbrella Broker-Dealer Test from our Des Moines guide: the firm you hire and the broker-dealer carrying the securities licence are usually two different companies. Omaha has two live instances and one trap. Bridgepoint sells through M&A Securities Group (CRD 39999), the Kansas City umbrella ClearRidge also uses in Tulsa; CFA Omaha sells through Silver Oak Securities (CRD 46947); and Lutz M&A publishes no broker-dealer at all, so ask which entity signs your engagement letter and who supervises the registered representatives on your deal.
Read the registry carefully, because Omaha is full of naming traps: Lutz Financial (CRD 117273) is a wealth manager, not the M&A practice, and an inactive Remington Capital Securities record (CRD 44973) carries "Corporate Finance Associates" among its former names, with no published connection to CFA Omaha, whose live disclosure names Silver Oak Securities (CRD 46947, active). And treat IBBA membership as a self-reported claim; no firm on this page carries a verified IBBA credential.
Which data room should an Omaha seller use, and do I even need one?
You need one from the first buyer conversation, and in a metro where the likely buyer is a competitor across town, the room is the confidentiality system, not a file cabinet. A data room is a permissioned online workspace where buyers review your financials, contracts and employee records under NDA. The requirements: staged disclosure so driver rosters, customer-level pricing and anchor-contract terms sit behind a post-LOI gate; a separate room per bidder; dynamic watermarks that stamp each viewer's identity on every page; NDA gates on sensitive folders; auto-indexing so the file is complete before the teaser; and page-level analytics to see which bidder actually read the customer-concentration schedule.
The honest landscape:
| Vendor | Best for | Pricing (2026) | Strength |
|---|---|---|---|
| Peony | Omaha sub-$100M EV with a boutique adviser | $52/admin/mo flat (Data Room plan) | Unlimited rooms, page analytics, NDA gates, dynamic watermarks; 5-min setup |
| Datasite | $200M+ / cross-border | $25K+/year; per-page $0.40-0.85 legacy | Deepest IB workflow integration |
| Intralinks (SS&C) | Regulated carrier data / large insurance deals | $7,500 starting; $4K-$25K+/year | Deepest information-rights controls |
| Firmex | Mid-market boutique processes | ~$7,800/year average (Vendr) | Predictable cost; unlimited users |
| Ansarada | Mid-market with AI Q&A | $244-$5,134/mo by storage tier | AI-driven Q&A workflow |
| Ideals | Mid-market international | Quote-based | Strong UI |
Bottom line: For an Omaha trucking, logistics, construction, ag-adjacent or ESOP process under roughly $100M, Peony's Data Room plan at $52 per admin per month gives you per-viewer watermarks, Advanced NDA gates, auto-indexing, unlimited bidder rooms and page-level analytics at a flat rate; Datasite and Intralinks are the right call above $200M or where counsel requires them.
We make Peony, so this is honest disclosure: for a $200M-plus sale, or a transaction involving an insurer's regulated data, most counsel will recommend Datasite or Intralinks. Three Omaha-specific setups: in a Roloff-style ESOP the trustee's appraiser reads the same quality-of-earnings file the market check used, in a read-only room, so one set of numbers underwrites both the fairness opinion and the price; the Union Pacific and Werner master agreements sit in a post-LOI folder with their change-of-control clauses flagged; and a cross-town strategic sees the driver and dispatcher roster only after the letter of intent. Peony Business at $30 per admin per month covers page analytics and screenshot protection for lighter processes, there is a permanent free tier to start, Peony holds a 4.8 on G2 and a 4.9 on Capterra, and 6,800+ customers run rooms on it today.
Frequently asked questions about Omaha M&A advisors
Who are the best M&A advisors in Omaha?
For a $5M-$300M sell-side, three firms with Omaha addresses run a process: Bridgepoint Investment Banking, the homegrown bank at 1299 Farnam Street; Corporate Finance Associates' Omaha office, with a published $2M-$100M band and 11 completed transactions in 2025; and Lutz M&A, with two dated transaction announcements including a January 2025 ESOP. The Firm Advisors is the volume listing brokerage; RSM, KPMG and Bland & Associates build the numbers, while Forvis Mazars and Eide Bailly have Omaha offices but publish no local deal line; Results Business Advisors, First Choice, Omaha Business Brokerage and Murphy sell Main-Street businesses. Berkshire Hathaway and McCarthy Capital are buyers, not advisers. I run Peony, the data room 6,800+ teams use; the Aulick and Roloff files are the kind of dated evidence to demand, not list order.
Should I use an Omaha M&A advisor or a national investment bank to sell my company?
Decide by enterprise value and buyer universe, not loyalty. Below roughly $50M, with Midwestern strategic and sponsor buyers, an Omaha firm that knows the regional buyer set is usually right, and Omaha is unusual for its size in having three. Between roughly $50M and $100M, interview Bridgepoint, CFA Omaha and one Chicago, Minneapolis or Kansas City bank, and pick on the buyer list each shows you. Above roughly $100M, or when your best buyers are national or foreign, as Aulick Leasing's were when Bridgepoint sold it to TFI International, reach matters more than the drive.
Do I need a business broker or an investment banker to sell a $12M revenue Omaha company?
At $12M of revenue you are on the line where the two jobs separate, and the right fit is a firm that runs a sell-side process: Bridgepoint, CFA Omaha (published band $2M-$100M) or Lutz, with a CPA firm on the quality of earnings. A business broker markets a listing to a buyer database and works best under roughly $2M; The Firm Advisors' published range, $68,500 to $68.5 million, shows how much ground that label covers. A banker curates buyers, builds competitive tension, structures the deal and manages diligence to close.
How do I tell whether an Omaha adviser has actually closed deals in my industry?
Ask for closed transactions in the last 24 months with the counterparty named and a date, then check what is published. Bridgepoint's Aulick Leasing sale to TFI International is dated April 1, 2019 in TFI's own SEC filing; CFA Omaha's 11 transactions in 2025 are in a dated network release; Lutz's two announcements are dated January 2018 and January 2025. Then run the firm on FINRA BrokerCheck and the SEC adviser search, read the footer for the broker-dealer of record, and ask who staffs the process daily. Among the Main-Street firms, only Results Business Advisors publishes its brokers' names.
Strategic buyer, private equity or an ESOP: which is right for a family-owned Nebraska business?
A strategic usually pays the highest headline price because it can underwrite synergies, as with Aulick Leasing to TFI International. A sponsor pays for growth and leverage and asks you to roll equity and stay, as Hands of Heartland's founder did with Evolve Capital. An ESOP pays no more than appraised fair market value, and its participants count as shareholders under section 77-2715.08, which lets a Nebraska corporation reach the section 77-2715.09 capital-gain election. Rule out the ESOP if you need top dollar and speed, the sponsor if you will not stay, the strategic if employee continuity is the goal.
Who advises on ESOP transactions in Omaha, and what does an ESOP cost to set up compared to paying an investment banker?
Lutz M&A is the only Omaha firm with a published ESOP engagement, for Roloff Construction in January 2025; no Omaha firm publishes ESOP feasibility, trustee or valuation as a named service, and Bland & Associates is ESOP-owned but sells no ESOP service. The nearest specialists are Prairie Capital Advisors (no Nebraska office) and BCC Advisers in Des Moines. An ESOP needs five separately billed roles: sell-side adviser, independent trustee, the trustee's financial adviser who writes the fairness opinion, ERISA counsel and a third-party administrator, against a banker's single success fee. No Nebraska cost figures are published; the price is an appraisal, not a competitive bid.
Will private equity fire my long-time employees after they buy my Omaha company?
Sometimes, and the deal type tells you which. In an add-on to an existing platform, overlapping back-office roles are usually consolidated inside 18 months; in a platform deal where your company is the base, the sponsor needs your people. Nothing in a purchase agreement binds a buyer's future headcount; statements about employment are intent, not covenants, and what you can negotiate is retention bonuses, severance floors and your own rollover and board seat. An ESOP keeps ownership with employees, which is why Roloff Construction chose it. Ask the sponsor for references from its last three add-ons.
I'm 62 and still running my Omaha business day to day: can I even sell without a management team?
Yes, with a discount attached to three things: customer relationships held personally, pricing authority that sits with you, and no second signer a buyer can rely on. In 12 to 24 months you can fix the second and third, by delegating pricing to a named manager and putting a controller in front of the numbers, and partly fix the first, by moving your Union Pacific or Werner contacts to an operations lead before the buyer meets them. A customer contract that names you cannot be fixed in that time. The usual answers are a rollover with a two-to-three-year transition agreement or a strategic that supplies management.
How long does it take to sell a $20M revenue business in Omaha, and how do I keep my drivers and dispatchers from finding out?
Plan on six to nine months from signed engagement to close, after three to twelve months of preparation, and read the Union Pacific lesson: the Surface Transportation Board rejected UP's December 19, 2025 Norfolk Southern application as incomplete on January 16, 2026, and the refiling took until April 30, four and a half months from the original filing to its replacement, lost to a missing document set. In a metro of a million people your buyer, your banker and your dispatchers share a chamber lunch, so run staged disclosure: a blind teaser, the memorandum only after an executed NDA, and driver rosters, customer pricing and anchor-contract terms only after a letter of intent, in a room where every page carries the viewer's name.
What should the data room look like when the likely bidders are competitors in my own market?
Give each bidder its own room so no competitor sees another's tranche, gate it behind an NDA before anything opens, keep driver and dispatcher rosters, customer-level pricing and Union Pacific or Werner contract terms behind a post-LOI gate, watermark every page with the viewer's identity so a leaked add-back schedule traces to the person who opened it, and read page-level analytics to see which bidder actually opened the customer-concentration 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; page-level analytics and screenshot protection start on Business at $30; there is a permanent free tier; and 6,800+ customers run processes on it today.
What do M&A advisors charge to sell a $20 million business in Omaha?
No Omaha firm publishes a fee schedule, so use the national conventions and do the arithmetic. A classic Lehman scale (5%, 4%, 3% and 2% on the first four million, then 1% above $4M) produces $300,000 on a $20M sale, or 1.5%; a Double Lehman scale (10%, 8%, 6% and 4%, then 2% above $4M) produces $600,000, or 3.0%, exactly twice as much. Add a monthly retainer negotiated as a credit against the success fee, a minimum fee, a tail of 12 to 24 months and an exclusivity term tied to milestones, plus the quality-of-earnings report and transaction counsel.
A private-equity platform keeps calling about my Omaha company: is a 5% success fee worth it, or should I just negotiate with them directly?
Negotiate directly only if you would accept their first number. One bidder sets the price; a second bidder sets the market, and on a $20M sale a full Double Lehman fee of $600,000 is 3% of price, so the adviser earns it if competitive tension moves the multiple by a fraction of a turn of EBITDA. The adviser also carries the structure that decides what you actually collect: escrow size, the earnout metric (Werner wrote down two of its own earnouts after closing), the working-capital peg and the rollover terms. The honest exception is a strategic that already knows your business, a clean asset sale under roughly $2M, and a lawyer and CPA who have closed deals before; there a Main-Street brokerage or counsel-run sale can be enough. Either way, put the inbound buyer in the same NDA-gated room as everyone else so its diligence questions do not leak your customer list before a price is agreed.
How does the Nebraska employer stock capital gain election work, and does the falling income-tax rate mean I should wait to sell?
Section 77-2715.09 lets a Nebraska-domiciled individual elect, once in a lifetime and for one corporation, to exclude the capital gain and extraordinary dividends on capital stock acquired on account of, or while in, employment by that corporation. The corporation must have been actively doing business in Nebraska for at least three years with at least five shareholders, two of them unrelated and each holding at least 10%; ESOP participants count as shareholders. It is a stock election, so an asset sale, an LLC interest or a solely owned corporation does not qualify. The top rate is 4.55% for 2026 and 3.99% from 2027, so a gain that slips past year end saves 56 basis points, $56,000 per $10 million, rarely a reason to wait on its own. A Council Bluffs seller is an Iowa taxpayer at a flat 3.8%. Confirm with a Nebraska or Iowa tax adviser.
Related resources
- Best M&A Advisors — the national hub
- Best M&A Advisors in Des Moines — the thin-bench metro and the Iowa canon behind the Council Bluffs table
- Best M&A Advisors in Kansas City — where Bridgepoint's broker-dealer sits
- Best M&A Advisors in Minneapolis — the nearest deep bench
- Best M&A Advisors in Denver — Bridgepoint's Mountain West office
- How to Build an M&A Data Room — the staged-disclosure playbook
- How to Write a CIM — the memorandum that follows the blind teaser
- The State of M&A Data Rooms — our sell-side platform benchmark
- M&A advisor fees: what you actually pay — Lehman math, retainer credits and minimum floors
- Best Transportation & Logistics M&A Advisors — the national bench for Omaha's trucking and logistics sellers in the Werner and Union Pacific orbit, with the FMCSA transfer gate explained.
This article reflects my views as of September 2026 and is informational, not legal, tax or investment advice. Firm registrations, names and ownership change, and Nebraska's rates change on a statutory schedule; verify current status on FINRA BrokerCheck and the SEC adviser search and confirm statute text on nebraskalegislature.gov before relying on it. I am the co-founder of Peony, a data room company; where I mention Peony I have flagged the interest.

