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SDE vs EBITDA: which multiple should you use to value a business?

By Arpit Patel

SDE and EBITDA are both labelled “earnings,” but they answer different questions — and applying the wrong one (or the wrong multiple to the right one) can misprice a business by six figures.

The one difference that matters

Both metrics start from profit and add back items that don't reflect the underlying earning power of the business. The line that separates them is a single owner's salary. SDE adds it back; EBITDA does not.

That's because they assume different buyers. Seller's Discretionary Earnings (SDE) assumes an owner-operator — one person who buys the business and runs it themselves, so the previous owner's pay becomes the new owner's benefit. EBITDA assumes the business is run by hired management, so a market-rate manager salary stays as a real expense and is not added back. As a rule of thumb, SDE is larger than EBITDA by roughly one manager's salary.

How each is calculated

SDE = net profit + owner's salary and payroll taxes + owner perks (personal expenses run through the business) + interest + taxes + depreciation + amortization + genuinely one-time costs.

EBITDA = net profit + interest + taxes + depreciation + amortization. It deliberately leaves management compensation in place.

The shorthand: EBITDA = SDE − a market-rate salary for whoever runs the company. Convert between them by adding or removing that salary.

A worked example

Say a business shows $120,000 in net profit. The owner pays themselves a $90,000 salary, runs $15,000 of personal expenses through the company, and there's $10,000 of depreciation and $5,000 of one-time legal costs.

SDE = 120,000 + 90,000 + 15,000 + 10,000 + 5,000 = $240,000.

EBITDA: if a hired manager would cost $70,000, then EBITDA ≈ 240,000 − 70,000 (manager salary) − 15,000 (perks are owner-specific, not a managed-business cost) = roughly $155,000.

Now the trap. Small owner-operated businesses typically sell for 2–4× SDE; larger, management-run businesses for 4–7× EBITDA. At 3× SDE the business is worth about $720,000. At 5× EBITDA it's about $775,000 — in the same ballpark. But apply a 5× EBITDA multiple to the SDE number and you'd “value” it at $1.2M, overpaying by roughly 60%. Matching the multiple to the metric is the whole game.

SDE vs EBITDA at a glance

 SDEEBITDA
Adds back owner salary?Yes (one owner)No
Adds back owner perks?YesNo
Assumes who runs itYou, the buyerHired management
Typical business sizeUnder ~$1–2M earningsLarger / lower-middle market
Typical multiple2–4×4–7×+
Common sourceBusiness brokers, Main Street listingsM&A advisors, PE buyers

Which one should you use?

If you're buying a business you intend to run day-to-day — “buying a job” — SDE is the honest measure of what the business will put in your pocket, and SDE multiples are the right comparison. If you're buying a business large enough to keep its management team (you'll be an owner, not the operator), EBITDA is the right basis because you'll actually pay those managers. Many lower-middle-market deals sit in between, and sophisticated buyers will look at both.

Where the number gets gamed: add-backs

This is where diligence earns its keep. Both SDE and EBITDA depend on “add-backs,” and sellers have every incentive to inflate them. A legitimate add-back is a cost that genuinely won't recur for the new owner: the owner's above-market salary, a one-time lawsuit, a relative on payroll who doesn't work there. An aggressive add-back is a real, recurring cost dressed up as discretionary: “marketing we didn't really need,” owner travel that's actually sales travel, or software the business can't run without. Every dollar of inflated add-back, multiplied by the valuation multiple, is several dollars of overpayment — so scrutinise the add-back schedule line by line and ask for proof before you accept it.

Run your own numbers

Plug in revenue, owner pay, and add-backs to value a business on both an SDE and an EBITDA basis, and see the implied price at different multiples.

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Frequently asked questions

Is SDE the same as cash flow?

Roughly, for an owner-operator. SDE is often called “seller's discretionary cash flow” because it estimates the total pre-tax benefit one working owner gets from the business. It is not the same as free cash flow, which subtracts capital expenditures and working-capital needs.

Why do business brokers always quote SDE?

Because most listed Main Street businesses are owner-operated and sell to owner-operators, so SDE reflects what the buyer will actually earn. It also tends to produce a larger headline earnings figure than EBITDA, which makes the asking price's multiple look lower.

Can I convert SDE to EBITDA?

Yes. Subtract a market-rate salary for whoever will run the business (and remove owner-specific perks) from SDE to approximate EBITDA. Add that salary back to go the other way.

What multiple is fair?

It depends on size, growth, customer concentration, recurring revenue, and how transferable the business is without the owner. Small owner-run businesses commonly trade at 2–4× SDE; larger, management-run businesses at 4–7× EBITDA or more. Quality of earnings matters more than the headline multiple.

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