Do you add back owner's draw for SDE calculation?

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March 18, 2024

by a searcher from Rochester Institute of Technology in Portland, OR, USA

I am analyzing an on-market deal and broker is calculating SDE by adding owners and/or shareholders withdrawal. This amount is additional of owner's salary. Do you consider owner/shareholder's drawing on retained earnings or profits from previous years as part of SDE?

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commentor profile
Reply by a searcher
from University of Pennsylvania in Philadelphia, PA, USA
Definitely not

SDE, or seller's discretionary earnings, is an income / cash flow concept that is a proxy for free cash flow available to the owner of a small business. A decision to pay out that cash flow as salary vs. owner distributions has no impact on the SDE figure itself.

For example, a business that makes $100 revenue that has $60 expenses (cost of goods sold, rent, sales and marketing, team members, etc.) and $10 of owner salary would have $30 of EBIT (earnings before interest and taxes*). Let's imagine also that the owner distributed $20 in an owner draw.

To calculate SDE, we would take $30 EBIT and add back the $10 of owner salary (we would add back all owner's benefits that wound up as an expense) to find that the business has $40 SDE. In their discretion, the owner decided to pay out $30 of the SDE as $10 salary and $20 owner's draw. It doesn't matter how it was distributed - the SDE remains the same.

*For now, let's ignore the impact of taxes and depreciation. Most small businesses are pass-through entities so the business itself does not have a tax burden (because it is passed on to its owners), and depreciation / capex is worthy of a separate discussion.
commentor profile
Reply by an intermediary
from Boise State University in 800 W Main St, Boise, ID 83702, USA
The short answer is NO. Draws or distributions are taken OUT of profit. The proper way to think about SDE is EBITDA plus a normalized owner salary. For example, if a seller doesn't pay themselves a market rate wage for the industry and position they hold in the business, you need to adjust that salary (up or down) as needed after you've determined what the market rate wage is. As a business appraiser and broker, when I prepare valuations, determining market rate wage for ONE working owner is part of the valuation process.. This serves the purpose of increasing or decreasing SDE (and EBITDA). SDE is the best way to compare Main Street businesses to comps that have sold. Why? Because some of the comp data bases (Bizcomps, ValuSource) provide ONLY SDE. to show earnings. Other data bases such as Peercomps and Deal Stats provide EBITDA (if available). However, EBITDA is often not provided by the selling company but SDE always is (unless the company makes no money). I hope this helps.
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