Practice Areas · Chapter I
Three practices. One senior partner at the table from the first conversation to the signed page.
MBF Group advises founder-led and private-equity-backed mid-market operators on sell-side processes, buy-side acquisitions, and recapitalizations across the United States and Europe. The work is partner-led, the mandates are confidential, and the engagements are structured to move at founder speed.
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The Three Practices
Sell-side, buy-side, and the strategic capital decisions that sit between them.
Each engagement is built around a single thesis, staffed by senior practitioners, and governed by a written process that the client signs off on before the buyer list is ever drawn. The following three chapters describe what each mandate actually entails — and where it earns its keep against a bulge-bracket alternative.
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01
Sell-Side Advisory
A controlled process for the sale of a privately held company, a corporate carve-out, or a sponsor portfolio exit. MBF runs the mandate end-to-end — positioning, buyer mapping, diligence management, negotiation, and sign-to-close execution.
The engagement typically suits founder-led operators weighing liquidity, private-equity sponsors approaching the end of a hold, and family-owned businesses entering a generational transition. Mandates are most often accepted in the $50M–$500M enterprise-value band, though we have closed transactions above and below that range where the situation warranted it.
What the mandate covers
- Valuation framing and a defensible ask range, stress-tested against precedent transactions and current buyer demand.
- Confidential buyer mapping across strategic acquirers, financial sponsors, and family offices, drawn from the proprietary MBF Buyer Atlas.
- Teaser, confidential information memorandum, and management presentation built in-house — no outsourced drafting.
- First-round and second-round process management, including bid qualification and buyer-side diligence choreography.
- Negotiation of the letter of intent, definitive agreement, and post-signing working-capital and indemnity mechanics.
How it differs from a bulge-bracket process
The MD who pitches the mandate is the MD who runs it. There is no handoff to a senior associate after the engagement letter, no parallel internal commitments to redirect attention, and no committee on the buyer side that the senior banker cannot pick up the phone to reach.
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02
Buy-Side & Recapitalizations
A buy-side mandate is the inverse of a sell-side process: the client is the acquirer, the target is identified, and MBF’s role is to source, evaluate, value, and execute — often in a competitive or proprietary setting where the buyer cannot afford to be wrong.
We also lead recapitalization transactions — minority and majority growth rounds, dividend recapitalizations, and balance-sheet restructurings — for operators who want to bring in a financial partner without giving up control on the timeline a fund would prefer.
Where the engagement earns its keep
- Proprietary or off-market sourcing where the buyer cannot rely on a banker-led process to surface the opportunity.
- Platform and add-on acquisitions for PE-backed operators building a roll-up thesis.
- Cross-border transactions where MBF’s Frankfurt desk provides on-the-ground execution.
- Recapitalizations structured around a defined liquidity event, debt refinancing, or generational equity transfer.
- Take-private and going-private processes for public-company boards evaluating a strategic alternative.
Working alongside the operator
Buy-side mandates are collaborative by nature. MBF works inside the client’s existing diligence framework rather than replacing it — the operator keeps ownership of the strategic case, and the bank owns the financial case and the negotiation mechanics.
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03
Strategic Capital Solutions
A bespoke practice for situations that do not fit a standard sell-side or buy-side box — minority-growth capital, structured equity, debt advisory, special-situations mandates, and the kind of one-off financings that sit outside the mandates most banks accept.
Strategic Capital Solutions exists for operators and sponsors who know exactly what they want to build but need a senior advisor to source, structure, and negotiate the instrument without the overhead of a full process.
Typical engagements
- Minority-growth and structured-equity rounds with family offices, sovereigns, and growth-stage funds.
- Debt advisory — refinancings, unitranche and second-lien sourcing, and bridge financing in support of an M&A event.
- Special-situations mandates: divestitures under pressure, 363 sales, and out-of-court restructurings.
- Fairness opinions and board-level valuation work for transactions requiring an independent financial point of view.
- Succession and estate-liquidity planning for founders exploring a partial monetization ahead of a full exit.
Discretion as a deliverable
Every Strategic Capital engagement begins with a written confidentiality protocol. We do not run a buyer process without a signed NDA in place, and we do not name the client in any outreach — including to lenders — without explicit written approval.
Who the practices are designed for
Built for the operator at a decision point, not the banker looking for a fee.
MBF’s three practices are designed for a narrow band of the mid-market — founder-led companies with $20M to $500M in EBITDA, private-equity-backed platforms preparing for a sale or a bolt-on, and family-owned businesses navigating a generational transition. The bank is structured around that band deliberately: it is large enough to be taken seriously by strategic acquirers and financial sponsors, small enough that a single partner can move the process forward on a Tuesday afternoon.
The right time to call is rarely when the question is fully formed. It is when a board has begun a conversation about a sale, recapitalization, or strategic acquisition and the principals have not yet agreed on the timeline. MBF’s value at that stage is often the most useful it will ever be — a senior partner sitting in the room for ninety minutes, listening, and writing down what the actual question is.
Founder-led operators
Companies built over a decade or more by an individual or founding team, often weighing liquidity, a partial monetization, or a sale to a strategic that will continue the business under new ownership. The decision is rarely purely financial, and the mandate is built around that reality.
PE-backed platforms
Sponsors with a single-asset exit on the horizon, a platform thesis that requires a buy-side build-out, or a portfolio company whose next round of financing requires an independent advisor. MBF works as an extension of the deal team rather than a replacement for it.
Family-owned businesses in transition
Multi-generational operators approaching a sale, a recapitalization, or an internal transfer where the founding family wants a senior counterparty in the room. The mandate is often slower, more deliberate, and built around the family’s stated pace rather than a market-imposed timeline.
By the Numbers
Fifteen years of mid-market transactions, distilled into four figures.
140+
Transactions closed since the firm’s founding in 2009, across sell-side, buy-side, and recapitalization mandates.
MBF Group internal record, year-end 2024.
4.7mo
Average time from engagement letter to signed definitive agreement — roughly 38% faster than the comparable bulge-bracket benchmark.
MBF Group deal-cycle analysis, 2020–2024.
92%
Close rate on accepted mandates over the last five fiscal years, against an industry average of approximately 55%.
MBF Group mandate-outcome review, FY 2020–FY 2024.
#7
Ranking in the 2024 Refinitiv Mid-Market M&A League Table for completed transactions between $50M and $500M in enterprise value.
Refinitiv Mid-Market League Table, 2024.
Other figures disclosed in this section reflect MBF Group’s internal record of completed mandates and are reported for context only. Individual outcomes depend on market conditions, sector dynamics, and the specific facts of each transaction. Past performance is not indicative of future results.
What a Mandate Actually Looks Like
From the first conversation to a signed page, in five stages.
The following is the working process for a standard sell-side or buy-side mandate. Stages overlap in practice; the underlying objective at each stage is the same — move the engagement forward with discipline, document every decision, and keep the senior partner in the room.
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Stage 01
Scoping & Engagement
Two or three conversations between the client principals and a senior partner, leading to a written engagement letter that names the MD who will run the process, the fee structure, the expected timeline, and the defined deliverable at each stage.
Typical duration · 2 to 4 weeks.
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Stage 02
Buyer Mapping & Positioning
Confidential buyer mapping using the proprietary MBF Buyer Atlas, followed by the drafting of the teaser, confidential information memorandum, and management presentation. Positioning is reviewed with the client before any external outreach.
Typical duration · 4 to 6 weeks.
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Stage 03
Diligence Management
First-round bid management, second-round qualification, and the choreography of management presentations, expert sessions, and buyer-side diligence requests. MBF runs the data-room process and acts as the single point of contact for the buyer universe.
Typical duration · 6 to 10 weeks.
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Stage 04
Negotiation & Signing
Negotiation of the letter of intent, the definitive agreement, and the working-capital and indemnity mechanics that follow. The senior partner sits at the table for the principal negotiations; associates handle document mechanics.
Typical duration · 4 to 8 weeks.
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Stage 05
Closing & Integration Support
Coordination of conditions precedent, regulatory filings where applicable, and post-signing transition support through the closing mechanics. MBF remains available to the client’s integration team for the first 90 days following close.
Typical duration · 60 to 90 days from signing.
Before the First Call
Questions a sophisticated client asks before contacting an investment bank.
The following are the practical questions that come up most often in the first conversation. They are answered here so the first call can be spent on the substance of the mandate rather than on procedural matters.
How is MBF’s fee structured, and how does it compare to a bulge-bracket mandate?
Engagement letters typically combine a modest retainer with a success fee contingent on a closed transaction, structured as a percentage of enterprise value with a marginal-rate step-up at defined thresholds. The economics are aligned with the client’s outcome: MBF is paid on close, in line with the value delivered. Specific terms are addressed in the engagement letter and discussed in the first conversation.
How does MBF handle conflicts of interest before accepting a mandate?
Every prospective mandate is reviewed against the firm’s active and recent engagement record before a conflict check is completed. Where a conflict exists, MBF declines the new mandate or, in limited cases, proceeds with both sides only after written disclosure and explicit consent from each client. Conflicts are reviewed at the partner level and documented in the engagement file.
What is the realistic timeline from first call to closing, and what drives it?
The average close cycle across MBF’s last five fiscal years is 4.7 months from mandate to signing, with an additional 60 to 90 days to closing. The timeline is driven primarily by buyer-side diligence intensity, regulatory conditions, and the client’s readiness of financial materials. MBF will not accept a mandate on a timeline the firm does not believe it can deliver against.
How does MBF protect confidentiality during a process?
Every engagement begins with a written confidentiality protocol. The firm does not name the client in any outreach — to buyers, lenders, or third parties — without explicit written approval. Buyer-side NDAs are required before any non-public information is shared, and the firm maintains a single point of contact for all inbound communications during the process.
Does MBF work with clients outside the $50M–$500M enterprise-value range?
Yes, selectively. The firm has completed transactions above and below that range where the situation warranted it — including growth-stage mandates below the typical band and cross-border transactions above it. The first conversation is the appropriate place to assess fit; if MBF is not the right bank for the mandate, the firm will say so directly and, where possible, make an introduction.