The most common segmentation criterion is the company's valuation. More than revenue or employee headcount, this metric allows transactions to be compared on a like-for-like basis. It also serves as the baseline for the advisor’s compensation: the success fee.
The Big Leagues (Large Caps)
Transactions exceeding €5 million. This market segment is covered by the country's major banks and audit firms through their dedicated Mergers and Acquisitions (M&A) departments. For transactions above €100 million, Anglo-Saxon investment banks take the lion's share. They generally do not maintain local teams, instead managing client coverage and deal execution from abroad (London, Paris, etc.). Large Belgian banks set their threshold lower, typically around €20 million or €25 million. Some of them operate a dedicated "Midsize" team that steps in above €5 million, with these teams usually centralized in Brussels. Below €5 million, banks are generally inactive in the M&A market, as these smaller transactions do not generate sufficient fees to offset the reputational risk should the advisor's role be challenged in legal proceedings.
Small and Medium-Sized Enterprises (SMEs)
Transactions between €250,000 and €5 million. Too small to be covered by banks, these SMEs nonetheless require a tailored approach when approaching prospective buyers. This must be conducted with discretion and tact to avoid alarming clients or staff. This is the domain of specialized M&A advisory firms focused on business transfers. Much like investment banks, business brokerage firms generally operate under an exclusive sell-side mandate. Sensitive to their reputation—as this is usually their sole activity—they must strictly adhere to principles of confidentiality, ethics, and professionalism. Unfortunately, unlike in neighboring countries, there is no regulated access to this profession in Belgium, which attracts numerous amateurs and questionable operators.
Since 2006, visibility has improved somewhat in Wallonia thanks to Sowaccess. Its accreditation procedure evaluates criteria of professionalism and ethics, granting an "accredited partner" label. Various professions (lawyers, accountants, consultants, etc.) can obtain this accreditation, but only business transfer intermediaries offer active buyer search services. The list of accredited partners is published on the Sowaccess website (www.sowaccess.be).
Small Businesses and Shops
Transactions below €250,000. In this category, many sales are conducted directly by the business owner or through classified ads. Certain specialized operators offer fixed-price packages including listings in newspapers and on their websites. Indeed, extensive individual search efforts are not always economically justified for smaller-scale deals. It is worth emphasizing that many business owners are disappointed by this method of putting their company up for sale. Classified listings are expensive and offer no guarantee of a successful transaction, while advisor support is often minimal or entirely absent.
In such cases, maintaining confidentiality through a "blind profile" is often illusory... In short, classified ads should be taken for what they are: a advertising tool. The key role that CPAs and accountants can play must also be highlighted. They can provide an external perspective on the business and assist the owner throughout the various stages of the sale (valuation, presentation memo, negotiation support). However, constrained by their code of ethics, they cannot engage in an active buyer search or receive performance-based compensation for such work unless they operate through separate legal entities.
Choosing a competent advisor is essential. Depending on the size of the prospective transaction, different players can step in. Selecting an advisor remains a personal decision aimed at successfully guiding negotiations between buyer and seller—an often delicate undertaking. A strong sense of diplomacy and absolute discretion are indispensable ingredients for a successful business transfer.
Illustration: Clou
