tyler-smith.com · Questions & Answers

We have run several personal expenses and family salaries through the business for years. How do we transition our books to institutional-grade, clean financials so buyers do not penalize our EBITDA valuation?

Professional buyers hate messy accounting. When they look at your books, any complexity or intermingling of personal and business expenses acts as a major red flag. If they cannot clearly see your true operational profitability, they will price in that risk by discounting your multiple or walking away from the deal entirely.

You need to begin cleaning up your financials at least two years before you intend to go to market. Start by hiring a reputable external accounting firm to perform a reviewed or audited financial statement. Transition your bookkeeping from simple tax-basis accounting to full accrual accounting. This ensures your revenues and expenses are properly matched in the periods they actually occur, which is the standard language of institutional buyers.

Next, systematically eliminate all non-business expenses. Stop running personal vehicles, family travel, and non-operational family salaries through the business. While you can technically list these as add-backs to normalize your EBITDA, a long list of adjustments invites deep skepticism. Buyers will spend hours of due diligence dissecting your adjustments, looking for reasons to renegotiate the purchase price. Simplify your chart of accounts. Reduce your financial statements to their essential components. When your financial data is clear and easily verifiable, you build immediate trust. A clean, audit-ready balance sheet and income statement prove to a buyer that you run a tight, professional operation.

Category: Exit Planning

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