Transaction reality · Before you buy

Seller-reported SDE is not automatically your take-home pay

Published · Reviewed by The Diligence Standard Team · Updated

Seller’s discretionary earnings can help compare owner-operated businesses. It is often misunderstood as the cash a buyer will personally keep.

How it appears in a real transaction

SDE usually starts with profit and adds back certain owner compensation, benefits, interest, taxes, depreciation and claimed one-time expenses. The quality of each adjustment matters. So does the work the owner performs.

A practical example

A listing shows $300,000 of SDE. The buyer needs a $90,000 manager, $70,000 of annual debt service and overdue equipment replacement. The buyer’s usable cash is not $300,000.

What to do next

  • Rebuild every add-back from the general ledger.
  • Identify the owner’s real weekly duties.
  • Include debt service, taxes and necessary reinvestment.
  • Compare verified earnings with the total cash you must invest.

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