Business Brokers Editing and Proofreading Services
Seller's discretionary earnings of $412,000 carry a deal priced at a multiple of four. In week six the buyer's accountant reads the same schedule and takes out a leased car, a salary paid to a family member who does not work in the business, and about $30,000 of personal costs that no line itemized. The multiple is now being applied to $340,000, and the price written into the letter of intent is reopened. Sales of this size fail in diligence more often than they fail on price, and the earnings figure is usually where they fail.
The documents we edit for Business Brokers
Add-back schedules and the earnings summaries built on them sit at the center of this work. Business sale profiles and teasers arrive with them, along with information memoranda for owner-managed companies and financial summary presentations. We also take on listing copy for marketplaces and websites, confidentiality and nondisclosure agreements, buyer registration and qualification documentation, and letters of intent and offer letters. Seller preparation and exit readiness guidance comes to us as well, with diligence request lists and data room indexes, valuation rationale, engagement letters and commission terms, and the correspondence running between buyer and seller through a transaction. Our editors work on the number the whole deal rests on.
What the editing involves
An add-back schedule fails when it is a column of amounts with labels beside them, a line reading "Auto $9,400" and nothing more. Every entry will be tested, and any entry that cannot be evidenced, or that a new owner would in fact have to spend, comes straight back out. Each one should therefore name what the cost was, where it appears in the accounts, why it does not continue under new ownership, and what document supports it: the invoice, the payroll record, or the lease. Whether a given cost is genuinely discretionary is the broker's judgment and the accountant's rather than ours, and the schedule reaches us with that decision already made.
Anything genuinely arguable is better flagged by the broker than found by the buyer. A schedule that concedes its own weakest entries is more readily believed on the rest, and one that concedes nothing invites a line-by-line fight. Costs running the other way belong in the same document, including a market salary of $95,000 for the work the owner does personally. A buyer paying a multiple of earnings that assume unpaid owner labor is buying a number that will not survive the first year. The figure at the bottom should carry its definition with it, since seller's discretionary earnings and adjusted EBITDA are different measures and are quoted as though they were one.
Confidentiality and the limits of our role
Everything you send us is treated in confidence, including client financials, sale processes, and buyer information. We are editors, not brokers, accountants, or valuers, and we offer no view on valuation, adjustments, tax treatment, or any financial figure. What we can do is make the schedule readable and the sale documents consistent with one another.
Key Business Brokers vocabulary
- Owner-managed business
- Seller's discretionary earnings
- Adjusted EBITDA
- Add-back schedule
- Evidence for each add-back
- Non-recurring expenses
- Personal expenses run through the business
- Family member on payroll
- Owner's vehicle and benefits
- Market salary for the owner's role
- Add-backs in the other direction
- Normalized earnings
- Multiple applied and its basis
- Asset sale versus share sale
- Stock and work in progress treatment
- Working capital at completion
- Business sale profile and teaser
- Blind profile
- Confidentiality agreement
- Buyer registration and qualification
- Proof of funds
- Heads of terms
- Exclusivity period
- Data room index
- Diligence request list
- Landlord consent and lease assignment
- Key customer concentration
- Owner dependency
- Transition and handover period
- Earn-out and deferred consideration
- Restrictive covenants on the seller
- Commission and engagement terms
Business Brokers Word Challenge
Even seasoned pros miss these — give it a shot.
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