How to Value a Small Business: SDE, EBITDA and Revenue Multiples
Small businesses are usually valued as a multiple of earnings, not revenue. Owner-operated businesses use seller's discretionary earnings (SDE), which adds the owner's pay and one-time costs back to profit, while larger businesses use EBITDA. The multiple comes from recent comparable sales, adjusted for growth, risk and how much depends on the owner.
We don't publish a table of multiples here because they vary widely by sector, size and deal terms, and a quoted number without a source can mislead. The steps below show how to build a defensible range from real comparables.
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What is the difference between SDE and EBITDA?
SDE is the earnings available to one full-time owner-operator. Start with net profit, then add back the owner's salary and benefits, interest, taxes, depreciation and one-time or personal expenses. It's used for smaller businesses where a buyer expects to replace the owner's labor with their own.
EBITDA subtracts a market-rate salary for management before showing profit, because the buyer will need to hire that role. It suits larger or manager-run businesses, and buyers such as investors and search funds often prefer it.
Rule of thumb: if the buyer will work in the business, expect SDE. If they'll hire a manager, expect EBITDA. Our guides on SDE versus EBITDA and the SDE add-backs list go deeper on the adjustments.
How do you calculate an adjusted earnings figure?
Work through these steps with your last two or three years of financials:
- Start with net income from the tax return or profit and loss statement.
- Add back interest, taxes, depreciation and amortization.
- Add back the owner's compensation and perks, for SDE. For EBITDA, subtract a market salary for the manager you'd need.
- Add back one-time costs, such as a legal settlement or a move.
- Remove one-time gains and adjust any related-party rents or costs to market rates.
- Document each adjustment with a receipt, invoice or bank statement.
Buyers will challenge every add-back, so keep only those you can prove. Serious buyers often go further and commission a review of earnings, tracing revenue and costs to bank statements and tax returns. If your adjusted figure holds up under that kind of check, you can defend the multiple, and if it doesn't, the price usually drops or the deal ends. Say your business earns $180,000 of net profit and the owner takes a $120,000 salary; in this example, SDE is at least $300,000 before other adjustments.
How do you choose the multiple?
Base it on evidence. Look for recent sales of similar businesses in the same sector, size range and geography, from brokers, marketplaces or an appraiser. Then adjust up or down for factors that change risk:
- Growth and trend: rising earnings support a higher multiple than declining ones.
- Customer concentration: if one customer is a large share of revenue, buyers discount for the risk.
- Owner dependence: businesses that run without the owner sell for more.
- Recurring revenue: subscription or contract revenue is valued differently from one-off sales.
- Documentation and systems: clean books and repeatable processes reduce buyer risk.
Say comparable sales suggest a range of 2 to 3 times SDE. For example, with SDE of $300,000 the range is $600,000 to $900,000, and where you land depends on the factors above. Treat any number as a range, not a point.
Why do revenue multiples mislead across industries?
Revenue tells you nothing about profit. Margins differ enormously by industry, so the same revenue can be worth very different amounts. Damodaran's US industry data show EBITDA margins of 35.93 percent for software (systems and applications) versus 5.4 percent for grocery and food retail1. A dollar of revenue in the first is worth far more than in the second, so a single revenue multiple can't be applied across both.
Revenue multiples are still used for subscription businesses where growth and retention drive value, and as a quick cross-check. For a software business, growth matters too: median ARR growth for private B2B SaaS companies was 25 percent in 20242. Use those figures as context, and see private SaaS valuation multiples for that model.
How do you prepare the business for a sale?
Start well before you list. Clean up the books, separate personal and business expenses, document processes, and reduce dependence on yourself and on one customer. A sale process typically runs through a marketplace or broker, then a letter of intent and due diligence. Marketplaces such as Acquire.com, Flippa and Empire Flippers differ in the kinds of businesses they list and how much support they give, so compare them on what you're selling.
Also plan the deal structure: cash at close, earn-outs, seller financing and working capital adjustments change what a headline price is worth. Use our working capital calculator to see how a peg might affect proceeds, and speak to a CPA and attorney about tax treatment of the sale.
What Good Looks Like
A defensible valuation shows adjusted earnings with every add-back documented, a multiple grounded in comparable sales, and a range instead of a single number.
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Frequently Asked Questions
What is the difference between SDE and EBITDA?
SDE adds back the owner's compensation so it shows total earnings to one owner-operator, and it's used for smaller businesses. EBITDA deducts a market-rate manager's salary before showing earnings, and it's used for larger businesses that can run without the owner. Ask which one your buyers use.
What kills small business valuation multiples during due diligence?
Common causes include unsupported add-backs, customer concentration, heavy owner dependence, messy or inconsistent books, declining earnings and pending legal or tax issues. Fix these early, and be ready to prove each adjustment with documents so buyers don't chip away at your price.
How long does it take to sell a small business?
It varies with the size of the business, the market and how well you prepare. Expect months rather than weeks: preparing financials, marketing, negotiating a letter of intent and completing due diligence each take time. Ask brokers or marketplaces for recent timelines in your category.
Should you hire an appraiser or broker?
It's worth considering if you need a defensible number for a sale, divorce, estate or financing, or if the business is complex. An appraiser gives an independent opinion, while a broker markets the sale and negotiates. Compare fees and experience with businesses like yours.
Sources
Where we quote a benchmark, we show its source. Other figures in this guide are estimates or general guidance, so check them against your own numbers.
- EBITDA/Sales margin by industry (US). NYU Stern (Aswath Damodaran), Operating and Net Margins by Industry, US, 2026.
- Median ARR growth rate, all private B2B SaaS companies. SaaS Capital Research Brief 33: 2025 Benchmarking Private SaaS Company Growth Rates, 2024.
Related Guides
SDE vs EBITDA: Which Earnings Measure Fits Your Business Sale
Compare seller's discretionary earnings and EBITDA, see both calculated from the same income statement and learn when buyers use each to value a business.
SDE Add-Backs: What Sellers Can Add and Buyers Accept
Calculate seller's discretionary earnings, see which add-backs buyers accept, which they challenge, and how to document each one before you list the business.
Private SaaS Valuation Multiples: What Moves Them
See which metrics drive ARR and earnings multiples for small private SaaS companies, and how to build a low, base and high valuation range of your own.
How to Calculate Working Capital and Cash Conversion Cycle
Calculate working capital, DSO, DIO, DPO and the cash conversion cycle with a worked example, and see which levers free cash in a small business.
A Practical Accounts Payable Process for Small Business
Set up a five-step accounts payable process: intake, coding, approval, payment and reconciliation, with approval limits, fraud checks and payment timing.
Financial Due Diligence Checklist for Business Sellers
Get your books ready for a buyer: the records they'll request, how to convert cash-basis books to accrual, common red flags and a 90-day prep plan.