tyler-smith.com · Questions & Answers

The buyer's QoE team is rejecting our run-rate EBITDA adjustments for recent AI-driven software license savings, claiming the three-month track record is too short to prove sustainability. How do we defend this adjustment to protect our valuation multiple?

You must treat these cost savings as a permanent structural change, not a speculative projection. Buyers default to historical averages because it shifts risk to you. To win this argument, you need to prove the old expenses are structurally impossible to recur. Do this by presenting your completed vendor termination agreements alongside your new, executed software contracts. This proves the cash outflow is legally capped. Next, show them your EOS Accountability Chart. Demonstrate how the operational seats previously responsible for the manual processes have been consolidated or eliminated. Prove that those responsibilities are now fully automated and managed by a leaner team. This shows the change is hardcoded into your organization, not a temporary experiment. Frame this as a run-rate adjustment. If you saved five thousand dollars a month starting three months ago, that is a sixty thousand dollar annualized run-rate EBITDA adjustment. At a six times multiple, that is three hundred and sixty thousand dollars in enterprise value. Do not let them discount this as a forward-looking synergy. It is an achieved, structural cost reduction. If they still push back, offer to structure a short-term escrow holdback where the contested adjustment amount is released to you after another three months of proven performance. This shifts the debate from a subjective discount to an objective, time-bound verification.

Category: Valuation & Deal Structure

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