---
title: "Selling a Business: Recasting to EBITDA"
description: When selling a business, the value can vary greatly from the book or tax mitigated value, cas most SMBs are managed to minimize taxable income.
image: https://www.stonyhilladvisors.com/hubfs/images/blog/shutterstock_36459850.jpg
---

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## [Selling a Business: Recasting to EBITDA](https://www.stonyhilladvisors.com/blog/selling-a-business-recasting-to-ebitda)

Posted by [Chad Byers](https://www.stonyhilladvisors.com/blog/author/chad-byers)

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 Mon, Nov 30, 2015 @10:00 AM

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![Are you selling a business and need help with valuation? Here are some tips for your first steps!](https://www.stonyhilladvisors.com/hs-fs/hubfs/images/blog/shutterstock_36459850.jpg?width=646&name=shutterstock_36459850.jpg "Are you selling a business and need help with valuation? Here are some tips for your first steps!")

**If you're considering selling a business, it is important for you to start by understanding the true range of value, and what impacts your every day business practices can have on that range. **

**The market value of a small business can vary greatly from the book or tax mitigated value because most small businesses are managed to minimize taxable income. While this benefits the current owner, it's impact on how cash flow is reported will look less appealing to a potential buyer. Below, we'll show you how to mitigate that by performing a financial recast to calculate the true earnings of the business.**

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## Recasting Your Financials 

Recasting your financials will provide the buyers with an income amount more reflective of your actual earnings. The easiest way to understand the concept of "recasting" is to think about demonstrating the financial results of the business “as if” it was owned by the buyer (taking into account tax-motivated or other discretionary transactions that reduce corporate earnings).

In the recasting process, an analyst will start from the beginning with the tax reported sales and expenses because any prospective buyer will want to be sure that the revenue and adjusted earnings that are stated ultimately tie-back to the tax returns. Then the analyst, with the help of the business owner, their CFO and/or accountant, will identify any discretionary expenses that are exclusively for the benefit of the business owner.

There are many legitimate tax-deductible expenses that are not necessary in order for the business to operate successfully.

**The most popular expenses, which would need to be recast, or “added-back” to calculate EBITDA (Earnings Before Interest Taxes Depreciation & Amorization) are:**

1. Owner Salaries and Bonuses – normalize to one owner (if multiple) at FMV Salary
2. Rent of Facilities – is rent above or below Fair Market Value? – Normalize to FMV
3. One Time Professional Fees – non-recurring one-time related expenses
4. Other Income and Expenses – typically the dumping ground for expenses that cannot be coded elsewhere
5. Health Insurance Benefits, Life Insurance, Key-Man Insurance & Disability Policies for the Owner
6. Automobiles – are they needed for the business and/or do they cost FMV for what someone would actually need? (do you need a Ferrari or would a Taurus do?)
7. Consulting Fees – consulting fees paid to family, friends and/or advisors that would not be needed by a buyer
8. Discretionary Expenses – any discretionary travel, lodging, and entertainment expenses that are not directly related to business profits
9. Outside Investments – any funding provided by the business in support of outside, external ventures or property for which financial benefits flow to the owner

 

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Basically, any expense that benefits the owner but is not needed for another owner to operate the company, should be added to EBITDA.

In addition to these Profit and Loss line items, there are also some Balance Sheet line items that may need to be adjusted in order to compare the business to industry standards. When adjusting the balance sheet consider items such as account receivables, inventory which is old/unsellable, shareholder assets/liabilities due, real estate not included in sale, and prepaid expenses.

As the seller it is important to have ample documentation to legitimize any add-backs because buyers will only accept adjustments that are credible and defensible. It should be expected that buyers and their advisors will do their due diligence and they will often request verification of journal entries so it is important to keep good records. There is a fine and very subjective line between legitimate and questionable recast adjustments and it is important not to include or present adjustments in a way that will negatively affect your credibility.

Ultimately, it is best to [hire an experienced merger and acquisition advisor](https://www.stonyhilladvisors.com/contact) to advise you on the financial recasting process because this process can make a company substantially more compelling to buyers and as a result bring more value to the seller.

Interested in speaking to a StonyHill rep about taking the first steps for selling your business? Click [HERE](https://www.stonyhilladvisors.com/contact-us).

 

**About the author:** Chad Byers is Managing Partner to a Symmetrical Investments and business partner to StonyHill Business Brokers. Symmetrical Advisory provides intermediation solutions to family and entrepreneur-owned middle market businesses. For more information, visit their website at [http://www.symmetricalinvestments.com/](http://www.symmetricalinvestments.com/) 

 Topics: [selling](https://www.stonyhilladvisors.com/blog/topic/selling)

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### Do you own your own business?

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Do you own your own business?

The US economy is driven by entrepreneurs - small and mid-market businesses, more than 20 million of them, many of them privately owned. It is often difficult for owners to convert all their hard work and ingenuity into an equity event. It is a complex and time-consuming process. We understand the grind of running your own show and the uncertainty of getting the most value for the business. Stony Hill Advisors has the experience and expertise to assist with selling a private business successfully.

Are you looking for guidance?

We have experience in the small and mid-market business market with companies having revenues from $1M to $50M . We can provide advice on preparing a business for sale, even years in advance. We can help buyers find the right business for their circumstances. And we advise both sellers and buyers throughout the process to assure a quick, smooth transfer of ownership. In some instances, the parties to a transaction locate each other through informal industry or personal channels. These transactions include sales to unrelated third party acquirers, as well as management, family and partner buyouts. Stony Hill Advisors is frequently engaged to structure these transactions and navigate the many issues requiring attention from the initial stages to the consummation of the transaction. Often Stony Hill Advisors is engaged to provide Exit Value Planning to prepare a business for highest value when it is time to transition.

 

Are you interested in buying a business?

Stony Hill Advisors assists companies, entrepreneurs and corporate executives develop and execute customized acquisition strategies designed to result in successful acquisitions. We will find a unique business that is not necessarily “on the market”, resulting in a cost-effective acquisition.

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