Business Brokers Editing and Proofreading Services

Small business sales fail in diligence more often than at price, and the cause is almost always the earnings figure. An owner-operated business is run to minimise tax, not to look good to a buyer: the owner's car is in it, so is a family member's salary, so are personal costs nobody itemised. The broker adds these back to produce a realistic earnings figure, the buyer's accountant takes them out again, and the deal that was agreed at a multiple of one number is renegotiated against another.

We edit what business brokers and small business intermediaries produce — business sale profiles and teasers, information memoranda for owner-managed businesses, seller's discretionary earnings and add-back schedules, financial summary presentations, listing copy for marketplaces and websites, confidentiality and non-disclosure agreements, buyer registration and qualification documentation, heads of terms and offer letters, seller preparation guidance and exit readiness material, diligence request lists and data room indexes, valuation rationale and multiple justification, engagement letters and commission terms, and buyer and seller communications through a transaction. Our editors work on the number the whole deal rests on.

The add-back schedule is the document that determines whether a deal survives diligence, and it fails when it is a list of amounts with labels. A buyer's accountant will test every line, and any add-back that cannot be evidenced or that a new owner would actually have to spend comes straight out. We build these so each add-back names what it was, where it appears in the accounts, why it is not a cost of the business going forward, and what evidence supports it — the invoice, the payroll record, the lease; so anything genuinely arguable is flagged by the broker rather than found by the buyer, since a schedule that concedes two lines is believed on the other fourteen; so costs the new owner will incur that the seller does not are added back the other way, including a market salary for the owner's own role, because a buyer paying a multiple of earnings that assume unpaid owner labour is being sold a number that does not exist; and so the resulting figure is presented with its definition, since seller's discretionary earnings and adjusted EBITDA are different and are quoted interchangeably. Brokers who prepare this properly lose fewer deals in week six.

Everything you send is treated in confidence, including client financials, sale processes and buyer information. We are editors rather than 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 defensible and the sale documents clear.

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