Quality of Earnings Explained
►EXECUTIVE SUMMARY
1) SELLERS LIE ABOUT EBITDA — EVEN THE HONORABLE ONES: When a seller knows the exit is priced at 3–5x EBITDA, every dollar of fiction in that number pays them three to five times over. That's the moment even the most honorable people start hiding things between data sets you don't have time to reconcile.
2) YOU'RE ABOUT TO PAY $4M FOR A NUMBER NOBODY CHECKED: The CIM says $1M EBITDA, you presume a 4x multiple, and congratulations — you've "valued" the company at $4M. The real number could be $800K, $1.2M, $500K, or zero. You can't value what you can't verify.
3) SMALL-BUSINESS BOOKS HAVE NO STANDARD. NONE.: 16 years of deals, and Elliott has seen cash-ish and accrual-ish — never straight either one. If you can't read their revenue recognition, you can't read their financials, period.
4) THE QoE IS THE AUDIT BEFORE YOU WIRE: An outsourced, audit-like validation of the EBITDA you're putting a multiple on — run while you're busy raising capital, courting lenders, and visiting the seller. The reason is simple: you can't overpay for an asset and win.