Business Valuation Multiples: SDE vs EBITDA and What to Pay by Industry
Small and mid-sized businesses are priced with a simple formula: earnings × multiple = value. The art is in choosing the right earnings figure and the right multiple. Get either wrong and you overpay by hundreds of thousands of dollars — or lose a good deal by lowballing.
SDE vs EBITDA: Which Earnings Number?
SDE (Seller's Discretionary Earnings) = net profit + owner's salary + owner's perks (car, insurance, travel) + one-time expenses. It answers: "How much total benefit does one owner-operator take from this business?" SDE is the standard for owner-operated businesses, typically under $1M in earnings.
EBITDA = earnings before interest, taxes, depreciation, and amortization, after deducting a market-rate salary for a general manager. It answers: "What does this business earn for a passive owner?" EBITDA is the standard for larger businesses with management teams.
The same business always shows a higher SDE than EBITDA (the difference is roughly a manager's salary), and SDE multiples run lower than EBITDA multiples. Never mix them — applying an EBITDA multiple to an SDE figure inflates value dramatically, a classic broker trick.
Typical Multiple Ranges
- Owner-operated service businesses (home services, agencies, restaurants): 1.5–3× SDE
- Established businesses with staff ($250K–$1M earnings): 2.5–4× SDE
- Lower middle market ($1M–$5M EBITDA): 3–6× EBITDA
- Recurring-revenue / SaaS / contract-based: 4–8× EBITDA or revenue-based multiples
- Healthcare, niche manufacturing, defense-adjacent: often 5–8× EBITDA due to buyer competition
These are directional. Always pull comparable-sale data for the specific industry and size band — business brokers, industry associations, and published deal databases are the usual sources.
What Moves a Multiple Up or Down
Up: recurring or contract revenue, a management team that runs daily operations without the owner, diversified customers (no client over 10–15% of revenue), clean financials with three years of growth, documented systems, defensible IP, and a growing industry.
Down: owner dependence ("the business is the seller"), customer concentration, declining or lumpy revenue, deferred maintenance, messy books, lease risk, and key-person risk in sales or production.
The Multiple Delta: Your Negotiation Compass
Divide the asking price by the earnings figure to get the implied ask multiple, then subtract the industry multiple. This multiple delta tells you instantly how the seller has priced the company:
- Delta ≤ 0: priced at or below market — move quickly, verify why.
- Delta 0–1×: normal seller optimism — negotiable with comps.
- Delta > 1×: significantly overpriced. Either the seller knows something the listing doesn't show, or they're anchored to a number they "need." Present the math, then bridge the gap with terms (seller financing, earnout) rather than cash.
The AcquireCalc calculator computes the delta automatically and caps your suggested offer at the lower of the asking price and fair market value.
Bridging a Price Gap With Terms Instead of Cash
When a seller is anchored above fair market value, don't argue — restructure. Offer the full ask price contingent on: 60–80% seller financing at modest interest, an earnout tied to the revenue the seller claims is coming, or both. If the seller's projections are honest, they get their price. If not, you're protected. Sellers who refuse all performance-based structure are telling you what they really think of their own forecasts.
Sanity-Check Every Valuation
Before relying on any multiple, verify the earnings: request tax returns (not just internal P&Ls), reconcile bank deposits to reported revenue, recompute owner add-backs line by line, and insist on a quality-of-earnings review for larger deals. A correct multiple applied to a wrong earnings number is still a wrong price.