Consulting for Equity Arrangements

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February 10, 2026

by a searcher from Northeastern University in Minneapolis, MN, USA

Does anyone have any experience partnering with a company that plans to sell in the near / medium term on a consulting basis to earn equity and potentially a right of first refusal to buy the business at an agreed upon multiple? It would be great to learn how these were structured (e.g., based on revenue or EBITDA growth?). I see a lot of businesses that are too small, but feel like I could make an impact in growing them, thus another way to fill the proprietary pipeline while taking risk off the table (i.e., you get to see how it runs before committing). Thanks!
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Reply by an intermediary
in Philadelphia, PA, USA
Hello there, yes, we have experience in this. This perspective is a great way to develop off-market proprietary deal flow. For us, our approach isn't always consulting for equity; this is because we are a Boutique Capital Advisory Firm specializing in capital strategy and execution for LMM acquisitions. Our approach is an upfront retainer and a success fee on the successful exit, which we help execute from growth to exit. However, if you're looking to consult for equity, then eventually acquire the same company you're consulting it is a strong approach. Just be aware that it is a long game approach, and make sure you structure it in a way that protects you in the case that you decide not to acquire it. Our project scope with clients are 12 month projects, and if they decide not to sell at the end of the 12 months, then our success fee is executed specifically on the growth and difference in the valuation. I.e - From $700K EBITDA to $1.7M EBTIDA, we're paid a % for $1M in bottom-line growth. I hope this is helpful, feel free to reach out. I am open to sharing more with you privately.
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Reply by an intermediary
in Philadelphia, PA, USA
Thanks for mentioning me here ^redacted
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