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We advise middle market companies, usually ranging from $3-30M EBITDA. Clients are typically founder-owned, family-owned, or financial sponsor-backed businesses. Our experience spans transactions of varying sizes, with aggregate transaction value exceeding $3 billion across more than 500 closed deals.

Senior bankers lead every engagement from first call to closing. We do not hand off to junior staff once you are engaged. We run a focused number of mandates rather than a high-volume model. We represent only the seller in M&A transactions, never both sides. We average a 21% increase in purchase price from initial offer to exclusivity.

Business brokers typically handle smaller, main-street transactions (often under $5 million) and rely on listing services. An investment bank like Carleton McKenna & Co handles middle market transactions, runs a custom competitive process, builds a buyer universe specific to each engagement, and provides senior strategic and negotiation expertise. We are registered through Carleton McKenna Advisors, LLC, a FINRA-member broker-dealer.

Four core sectors: Business-to-Business Services, Construction, Specialty Manufacturing & Industrials, and Consumer. Sector depth gives us direct access to the most active strategic acquirers and industry-focused private equity firms in each space, which translates to better outcomes for our clients.

Carleton McKenna & Co specializes in middle market sell-side M&A for specialty manufacturing and industrial companies. The firm has closed transactions across precision manufacturing, value-add distribution, fluid power, automotive components, and industrial services. Senior bankers have decades of experience presenting EBITDA adjustments, customer concentration, and capex profiles in ways that hold up through buyer diligence.

Carleton McKenna & Co has deep experience advising construction businesses, including general contractors, specialty contractors, environmental services firms, and infrastructure providers. The firm understands how buyers underwrite backlog, bonding capacity, contract structures, and workforce continuity, and translates operational strength into financial terms acquirers can act on. Managing Director Chuck Fenske leads construction sector advisory.

Carleton McKenna & Co is headquartered at 600 Superior Avenue, Suite 2510, Cleveland, Ohio 44114. We advise clients across the United States and have completed transactions with international acquirers. Many clients are based in the Midwest, but our buyer relationships and process expertise are national in scope.

Yes. Securities are placed through Carleton McKenna Advisors, LLC, a registered broker-dealer and member of FINRA and SIPC.

Selling a middle market business typically follows six phases: (1) preparation, including financial cleanup, normalization, and positioning materials; (2) buyer identification, building a custom universe of strategic and financial acquirers; (3) outreach and marketing, sharing the confidential information memorandum with qualified parties; (4) bid solicitation and negotiation; (5) selection of an exclusive partner and final diligence; and (6) closing. The full process generally runs six to nine months. An experienced sell-side advisor manages each phase to maximize value and preserve confidentiality.

A typical middle market sell-side process runs six to nine months from engagement to closing. Preparation work before going to market can range from 30 days for a sale-ready business to one to five years for owners participating in a Strategic Advisory program. Complex transactions, regulated industries, or carve-outs may require additional time.

Ideally, one to three years before going to market. Most owners discover during diligence that small issues (financial reporting cleanup, customer concentration, key-man risk, working capital management) materially impact valuation. Our Strategic Advisory program provides a roadmap to address these gaps before they affect price.

Yes. Our Strategic Advisory program is built specifically for owners one to five years away from a transaction. We benchmark your business against comparable transactions, identify value gaps, and build a roadmap to maximize enterprise value before going to market. The program is led by professionals with private equity backgrounds and includes performance-based fee structures.

Yes. We treat confidentiality as foundational. Buyers receive a 'blind teaser' with no company name; full information is shared only after a signed NDA. Communication with employees, customers, and suppliers is managed carefully throughout the process, and disclosure typically happens only at closing or shortly before.

It depends on the buyer. Strategic buyers may consolidate operations; private equity buyers typically retain and incentivize management. We work with sellers to understand what matters to them around employees, locations, and culture, and we factor those priorities into buyer selection and negotiation.

It varies by buyer and structure. Strategic buyers often want a short transition period (six to twenty-four months). Private equity buyers usually want continuity, and rolled equity creates a strong incentive to remain. Sellers seeking a clean exit can usually negotiate that into the deal, though it may affect price. We help sellers structure terms that match their post-close goals.

Middle market companies are typically valued as a multiple of EBITDA, with the multiple driven by sector, growth rate, customer diversification, recurring revenue, margin profile, scale, and end-market dynamics. Comparable transaction analysis, public company comparable analysis, and discounted cash flow analysis are the standard approaches. Carleton McKenna & Co provides confidential, no-obligation valuation perspectives to qualified business owners.

EBITDA stands for earnings before interest, taxes, depreciation, and amortization. It is the standard middle market metric for valuing operating performance because it removes the effects of capital structure, tax jurisdiction, and accounting choices. Buyers value businesses as a multiple of "adjusted EBITDA," which normalizes for one-time items, owner compensation, and other non-recurring expenses.

A QoE is a third-party financial diligence report that validates a company's reported EBITDA, identifies normalization adjustments, and analyzes revenue and earnings sustainability. Sellers increasingly commission a 'sell-side QoE' before going to market to surface and address issues proactively, which compresses the diligence timeline and protects valuation. We work with leading QoE providers and guide clients through the process.

Introductory conversations are confidential and carry no cost or obligation. Engagement fees are typically structured as a retainer plus a success fee tied to the transaction outcome, aligning our incentives directly with yours.

Sell-side engagements typically include a modest upfront retainer plus a success fee paid at closing, calculated as a percentage of total transaction value. The success fee structure aligns the advisor's incentives with the seller's, since the advisor only earns a meaningful fee if the deal closes at strong terms. We discuss specific fee structures during initial conversations.

A sell-side investment bank is hired by the owners of a company to manage the sale of that business. The bank prepares marketing materials, identifies and contacts qualified buyers, manages the competitive process, negotiates terms, and shepherds the transaction through diligence and closing. Carleton McKenna & Co represents only sellers in M&A transactions; we never represent both sides.

Sell-side M&A advisors represent companies being sold; buy-side advisors represent acquirers. The two roles have fundamentally different incentives and require different skill sets. A pure sell-side firm like Carleton McKenna & Co works exclusively in the seller's interest with no conflicts.

Strategic buyers (other operating companies in your industry) typically pay for synergies and may offer the highest headline price, but often consolidate operations and replace management. Private equity firms typically partner with management, preserve operations, and structure transactions to give owners a "second bite of the apple" through rolled equity. The right choice depends on the owner's goals around price, legacy, employees, and continued involvement. A competitive process surfaces both options.

A recapitalization is a transaction where an owner sells a portion of equity (typically a majority) while retaining a meaningful ownership stake. It allows owners to take significant chips off the table, partner with a financial sponsor for the next chapter of growth, and potentially benefit from a second exit at a higher valuation. Recapitalizations are common in our M&A practice.

There is no universal right answer. The decision depends on family succession plans, owner financial goals, tax considerations, and the company's competitive position. Some families benefit from a partial sale or recapitalization that funds personal liquidity while preserving family involvement. We help families think through options without prejudging the right path.

Yes. We regularly advise PE-backed companies on exit transactions, recapitalizations, add-on acquisition financing, and dividend recaps. Our experience working with sponsors gives us a clear understanding of fund timelines, hold strategies, and the buyer universe at the next stage of company life.

Yes. Our Capital Advisory practice sources senior debt, asset-based facilities, mezzanine and subordinated debt, and structured equity from a broad network of commercial banks, finance companies, credit funds, family offices, and insurance companies. Capital is raised for growth, acquisitions, recapitalization, and liquidity events.