Sell-Side QoE: What It Costs and What It Buys Back

Sellers usually hear the sell-side QoE pitch as: pay several thousand dollars to have someone go looking for problems with your own business. Put that way, nobody would do it.

The framing that actually matters is different. Something is going to test your numbers before this deal closes. The only question is whether that happens on your calendar or on the buyer's.

What actually goes wrong without one

The failure mode is rarely that a deal dies outright. It is that the deal repriced.

A business goes to market at $1.2 million of SDE. The buyer's provider works through it and lands at $1.02 million, mostly on add-backs that were reasonable in substance but presented in a way that could not be supported: a market adjustment shown as a single net line, personal expenses with no invoices behind them, a one-time cost that appeared in all three years.

At a 3.5x multiple, that is $630,000 off the ask. And the damage is worse than the arithmetic, because now the buyer is negotiating from a position where your number turned out to be wrong. Every subsequent request gets easier for them to make.

The same adjustments, found and either fixed or explained before going to market, cost nothing at all.

Why brokers are starting to require them

This is changing quickly, and the new SBA rule is why.

Under SOP 50 10 8.1 the buyer's Quality of Earnings report on any deal over $3 million is commissioned by the lender and prepared for the lender. Proof of cash is expected. That means every seller in that range is going to have their deposits tied to their revenue by someone whose duty runs to the bank, not to the deal closing.

Brokers who have been through one deal that fell apart at that stage are now doing the work upfront. We expect sell-side QoE to become standard on the upper half of the market within a year, for a simple reason: a broker who can hand a buyer a supported number closes faster and at a better price than one who cannot.

When it pays for itself

Not always. The honest test is whether any of these are true:

  • Add-backs are more than about ten percent of earnings. The more of your number that comes from adjustments, the more of it is exposed.
  • Books are cash basis with real inventory, work in progress or deferred revenue. This is where timing distorts trends, and it is the most common source of a large adjustment.
  • There is related-party rent or a family member on payroll. Both are legitimate and both need documented market comparisons.
  • Multiple entities. Intercompany transactions are where numbers get double counted, in both directions.
  • One customer is a large share of revenue. Better to have the concentration analysis and your answer to it ready than to be asked cold.
  • The deal is over $3 million. A lender-side report is coming regardless.

If none of those apply, and you have accrual books, clean support and modest adjustments, you probably do not need one. We will say so.

The half-step

If a full engagement is more than the deal warrants, there is a narrower version that captures most of the value: proof of cash plus add-back support review.

Tie the deposits to the revenue, and go through every adjustment in the recast asking one question, what document supports this. Those two procedures account for the large majority of the surprises we find on the buy side. It is a fraction of the cost of a full report and it removes most of the repricing risk.

What it does not do

It does not make your number bigger. Occasionally an engagement finds understated earnings, usually where an owner has been conservative about what they add back, and that is a good day. But that is not the argument.

It also does not bind the buyer. Their provider will do their own work, and under the new rule the lender's provider will too. What a sell-side report does is make sure that when they do, they arrive at a number close to yours, with the reasoning already documented, rather than discovering something you did not know about your own business.

That is the whole product: no surprises, on your timeline, at your cost, instead of theirs.

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Sell-Side QoE: What It Costs and What It Buys Back

Sellers resist paying for diligence on their own business, and the arithmetic usually says they should not. What a sell-side QoE actually prevents, when it pays for itself, and when it genuinely is not worth it.

How Long Does a Quality of Earnings Report Take?

Usually two to three weeks from the day we have everything we asked for. Hardly any of that is us running numbers though, and the parts that stretch are the parts you can control.

Proof of Cash: The Procedure Most Lenders Used to Skip

Tying reported revenue to money that actually arrived in the bank is the single procedure that catches the most in a Quality of Earnings engagement, and it is the one most often left out. How it works and what it finds.

Can the Same Firm Do the QoE and the Business Valuation?

A question every SBA lender is now having to answer. What the SOP says, what lenders actually seem to prefer, and the honest case on both sides of doing both engagements with one provider.