Does the way I've been paying myself affect what a buyer thinks the business earns?
Yes, significantly. Buyers and valuators typically look past your reported profit to what's called normalized or adjusted earnings, which includes adding back owner compensation that's above or below a fair market salary for someone doing your job, so the business's true earning power isn't distorted by how you happened to pay yourself. If you've taken a low salary and pulled the rest out as dividends or discretionary draws, or paid yourself well above what a hired manager would cost, both need to be adjusted for to get an accurate picture.
The nuance is that this adjustment, often called an add-back, needs to be well-supported to hold up. Buyers' advisors will want to see what a reasonable replacement salary for your role would actually cost, and an add-back that isn't credible, or that conveniently ignores other benefits you've drawn from the business, tends to undermine trust in the rest of your numbers, not just that one line item.
Working with your accountant to document a defensible, market-based add-back before you go to market, rather than presenting a number a buyer's advisors will simply reject, protects both your credibility and your price. A business lawyer can help ensure this analysis is presented consistently across your financials and any valuation.
Key takeaways
- Buyers look at normalized earnings, adjusting for how you've actually paid yourself.
- Add-backs for owner compensation need to be supported by a credible market salary comparison.
- An unsupported add-back can undermine buyer trust in your entire set of numbers.
- Document defensible add-backs with your accountant before presenting financials to buyers.