LUTZ BUSINESS INSIGHTS
ebitda adjustments + 5 expense categories you should review
dani sherrets, m&a manager
When assessing how to value a business for an M&A deal, buyers will typically focus on adjusted EBITDA as their primary metric. EBITDA looks at the business’ profitability from its core operations before the impact of capital structure, and non-cash items like depreciation are taken into account. Adjusted EBITDA removes various one-time, irregular, non-recurring items that are not related to the day-to-day, ongoing operations of a business. Since companies are often valued based on a multiple of Adjusted EBITDA, these expense items directly impact the value of your business. For example, if a business is valued at 6.0x EBITDA then simply adding back $500,000 of irregular expenses adds $3 million to the purchase price. This is why buyers pay very close attention and may disagree with certain adjustments. For more detail on this topic, please refer to our previous blog, “Understanding EBITDA and Normalizing Adjustments”.
The following are five most common EBITDA adjustments:
#1 Owner salary & Compensation
If the owner’s salary is deemed to be above market-rate levels, an add-back for any excess salary would be appropriate. Salary collected by spouses or family members that are not active in the business will also be removed.
#2 Other owner-related Expenses
If the owner has personal or business expenses that would not continue after the deal, they would be added back. Examples include personal vehicles, insurance, travel, entertainment, and club memberships. These items might be on the income statement purely as a tax mitigation strategy and are not essential to operate the business.
#3 Rent expenses
If a company pays above or below market rent, the income statement should be adjusted accordingly to reflect a true market rent level. If the real estate is owned by the business, but it is not critical to operations, any related expense (insurance, maintenance) would be removed from EBITDA.
#4 Gaps in the Management Team
Should a buyer need to hire new executives to fill out the team, there would likely be a negative adjustment to EBITDA for salary and other items related to such hires.
#5 Legal/Litigation Items
One-time or highly unusual lawsuits are considered to be add-backs. Importantly, this would not include typical ongoing legal expenses that are common to a business.
Are you considering an exit or recapitalization and have questions about EBITDA addbacks and their potential impact on the value of your business? If so, please contact us.
ABOUT THE AUTHOR
DANI SHERRETS + M&A MANAGER
Dani Sherrets is an M&A Manager at Lutz with over seven years of relevant experience. She specializes in merger and acquisition advisory services and business valuations. Dani focuses on analyzing and interpreting financial statements, building financial models, performing valuation analyses, developing marketing and transaction materials and conducting due diligence.
AREAS OF FOCUS
- Mergers & Acquisitions
- Business Valuation
- Financial Analysis
- Due Diligence
AFFILIATIONS AND CREDENTIALS
- National Association of Certified Valuators and Analysts, Member
- Certified Valuation Analyst
- BBA, Academy of Economic Studies, Bucharest, Romania
- MBA in Finance, Bellevue University, Omaha, NE
- How is COVID-19 Impacting the M&A Industry?
- M&A Transactions + Seller Equity Roll
- EBITDA Adjustments + 5 Expense Categories You Should Review
- The M&A Process + Timeline & Milestones
- 4 Common Reasons Why M&A Deals Fall Apart
- 3 Misconceptions of Selling to Private Equity Firms
- Types of M&A Buyers: Strategic vs. Financial
- 4 Benefits of Hiring an M&A Advisor
- What is an M&A Advisor?
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