Add Backs: What Are They?

Understanding the seller’s true Net income


A deeper understanding of which seller expenses can be added back to the bottom line realistically.


The prospective buyer of an auto repair shop for sale in California noticed, while conducting Due Diligence noticed that an office assistant was listed on the payroll. But he'd visited the business as a customer and had never seen anyone working in the office.

When inquiring about this, he learned that a "salary" of $1,500 per month was being paid to the seller's sister-in-law, and that she was listed as an office assistant, but didn't actually work at the company.

That's an "add-back" and it should be included with net income the seller said.

The buyer was troubled by this discovery. Also confusing was the seller's assertion that auto expenses, such as gas and insurance charged off as business costs, should be added back to profits.

These are just two examples of the many questions and sources of confusions that can surface when trying to understand the actual costs involved with operation of a business. The confusion comes about because many, if not most sellers attempt to show as little income as possible to reduce the taxes that have to be paid. Then, when it's time to sell, the business owner has the opposite objective, wanting to show as much earnings as possible to justify the price being asked for the business.

The typical way of resolving this dilemma is for the seller to point out the costs charged to the business but not really necessary to operate.

Good examples of these expenses are the owner’s personal expenses paid through the business amongst other items.

These explanations, however, sometimes raise more questions than they answer.

When the buyer who was investigating the business  looked into what the seller was saying, he learned that although there was no one physically present in the office during business hours, it was necessary to have someone handling office work. The sister in law came in on evenings or weekends to balance the company check book, verify that all parts ordered were charged against repair orders, to compare vendor statements with individual invoices, handle payroll and sales tax responsibilities and take care of related duties.

And while it was true that the seller was charging the business for his personal auto expenses, it also was the fact that the car was used for needed business activities such as picking up parts and taking customers to their home or office.

A well prepared adjusted profit and loss statement anticipates buyer questions and clearly defines what expenses on the operating statement are, and what are not necessary for efficient management of the business. 

But not every seller knows how to provide that information in a way that's easy to understand. And not everyone is willing to engage in full and complete disclosure.

It's up to the careful buyer to question every item on the income and expense statement. And to ask questions such as:

- Is each itemized expense necessary in order to operate the business properly?

- Is the listed total for each item the actual expense, or is the real cost lower, or higher than what has been entered in the books?

The smart business buyer does not accept, without question, the figures listed in the P&L and financials of a company being considered, but does some investigating to learn what the figures actually represent.
Part of the Business Brokers job is to question the seller about each items to determine if the expense is a “true business expense” or is it an expense that is necessary to run the business.

A competent Business Broker will review the seller’s P & L’s and “recast” the numbers by adding back the “non-essential expenses” that were paid through the business in order to arrive at an Adjusted net income  for the business.

Buyers will find that 98% of small business owners have some type of add back and should not walk away from the business if they are satisfied with the seller’s explanations of the “add backs”.

Recent Articles For You

September 23, 2025
Part 1: The First Steps of a Business Sale The journey to a successful sale begins with preparation. Before you do anything else, you need to understand your business's actual value and what it takes to prepare it for the market. Understanding Business Valuation in Phoenix A crucial first step is determining your business's worth in the Phoenix market. This isn’t just about adding up your assets; it’s about understanding the whole picture. Getting this number right is key to attracting qualified buyers and a successful sale. A professional valuation considers several factors, including: Financial Performance : Consistent profits, a stable cash flow, and clean financial records are non-negotiable. Market Conditions : The broader Phoenix economy and the demand for businesses in your specific sector can significantly impact your sale price. Intangible Assets : Customer loyalty, brand reputation, and your team's skills contribute to your business's overall value. Think of it like selling a house. A house in a great neighborhood with recent upgrades will get a better price than one that needs work. Your business is similar; its condition, history, and the surrounding market contribute to its value. The Pre-Sale Checklist: Are You Ready? Before you list your business, you must get your paperwork in order. Buyers will conduct a deep dive into your operations, so preparing your documents is essential. Your Actionable Checklist: Financial Documents : Compile at least three years of profit and loss statements, balance sheets, and tax returns. Legal & Corporate Documents : Organize your business licenses, permits, articles of incorporation, and any legal agreements. Key Contracts : Have all leases (for property or equipment), vendor agreements, and major customer contracts ready for review. Operational Information : Prepare a list of all assets and inventory, as well as a summary of your key employees' roles and responsibilities. A well-prepared seller builds trust with potential buyers and speeds up business sales . Part 2: The Independent Seller vs. The Broker-Assisted Sale You have two main paths to selling your business: doing it yourself or partnering with a broker. Both have their pros and cons. Selling Your Business Independently Going it alone gives you complete control and avoids brokerage fees. However, it's a significant commitment of time and effort. You'll be responsible for: Marketing : Creating and distributing compelling marketing materials to attract potential qualified buyers . Screening Buyers : Vetting and qualifying interested parties to protect your time and confidentiality. Negotiation : Handling complex offers, due diligence, and legal paperwork. These responsibilities can be a full-time job in addition to running your business, which can lead to mistakes or slower sales. The Advantages of Engaging a Business Broker Like those at First Choice Business Brokers Phoenix Northwest , a business broker is your expert guide throughout the sale. They are professionals who understand the intricate process and can provide support that's hard to replicate. Expertise in Deal Structuring : Brokers know how to structure deals to work for you and the buyer, preventing common pitfalls. Access to a Wider Buyer Pool : Brokers have established networks and confidential marketing strategies that reach more qualified buyers than you can. Confidentiality and Discretion : It is critical to keep the sale quiet. Brokers use Non-Disclosure Agreements (NDAs) and careful screening to protect your business's privacy and reputation. Focus on Your Business : By handling the complexities of the sale, a broker allows you to focus on maintaining and even growing your business during the transition. Part 3: So, Should You Get a Broker in Phoenix? Deciding whether to hire a broker is a personal choice. For many business owners, especially those not looking to do this daily, bringing in a professional can save time, reduce stress, and potentially get you a better deal. A higher sale price and a smoother, faster process often offset a broker's commission. About First Choice Business Brokers Phoenix Northwest At First Choice Business Brokers (FCBB), we are more than just intermediaries; we are a dedicated team of business sales specialists who serve as the trusted guides for entrepreneurs in the Phoenix Northwest area. Our mission is simple: to help buyers and sellers achieve their lifestyle and financial goals through successful business transactions. Buying or selling a business is a complex process that deserves more than a standard real estate approach. You deserve experienced, licensed professionals who specialize exclusively in business sales—you need First Choice Business Brokers . We are large enough to offer buyers the most outstanding selection of businesses available, yet small enough to give every seller the individual attention and confidentiality they deserve. Our Core Values: The Foundation of Our Success Our work is guided by core values defining who we are and how we serve our clients. Integrity : We believe our word is our bond. We operate honestly and transparently, ensuring every action is ethical and in your best interest. Professionalism : We hold ourselves to the highest standards of professionalism in every aspect of our work, from our presentation to our communication and deal-making. Commitment : We are passionately committed to your success. Your goals become our goals, and we are dedicated to helping you achieve them. Communication : We understand that open, direct, and immediate communication is the key to a successful partnership. We ensure you are informed and confident at every step of the process. Why Choose First Choice Business Brokers Phoenix Northwest? Our local office is part of a leading national organization, giving you the best of both worlds: a deep understanding of the Phoenix market combined with a robust nationwide network. A Team of Specialists : Our agents come from various professional backgrounds, including accounting, legal, banking, and real estate. They have undergone extensive and continuous training to become experts in business evaluation , marketing, and complex negotiations. We are not generalists; we are business sales specialists. Comprehensive Services : We provide complete services to make your transaction smooth and successful.  Selling a Business : We help sellers achieve the highest value for their business through expert marketing and negotiation. Business Valuation : We perform a comprehensive market price analysis to determine what your business is worth in today’s market. Buying a Business : We provide expert guidance to help you find the right business for your interests, income, and location, handling all negotiations and paperwork. The World's Authority in Business Sales : As part of the First Choice Business Brokers family, we have a proven track record of helping clients achieve their dreams. We have listed and managed the sale of over $15 billion in businesses, and we continue to lead the industry with innovative systems and strategies. We are proud to be the trusted partner for business owners in Phoenix, AZ, who are ready to sell their businesses or for aspiring entrepreneurs ready to buy. We create opportunities that deliver value and change lives. If you are serious about selling your business in the Phoenix area, contact First Choice Business Brokers Phoenix Northwest for a confidential consultation . Our team can provide a free business valuation and guide you through every step, ensuring you get the best possible outcome. Key Takeaways Valuation is Key : A professional valuation is the most critical first step, beyond just assets, to capture your business's true worth. Time is Your Biggest Cost : Selling a business yourself is a full-time job; a broker lets you stay focused on running your business. Confidentiality is Crucial : A broker ensures your business sale remains confidential, protecting your relationships with employees and customers. The Right Partner Matters : Choosing a professional broker with a proven track record can lead to a higher sale price and a smoother process.
By AZ Broker September 16, 2025
Selling a business is exciting—but also nerve-wracking. You’ve built something valuable, and now a buyer has made an offer. Great! But before you pop the champagne, there’s one big step standing between you and a signed deal: due diligence. For many sellers, due diligence feels overwhelming. Buyers want to see everything—financials, contracts, taxes, operations, employees—and they want it yesterday. Sellers who aren’t ready often face endless delays, stressful negotiations, or even worse— a failed sale. The good news? With the right preparation, you can breeze through this stage and move toward closing with confidence. Let’s dive into what due diligence is, why it matters, and 15 proven steps you can take to get your business ready. Why Due Diligence Can Make or Break Your Sale Here’s a true story: A small manufacturing business in Arizona had a buyer lined up. The offer looked solid, the purchase agreement was signed, and both parties were optimistic. But when due diligence began, the seller couldn’t produce updated tax returns or explain irregularities in the financials. After weeks of frustration, the buyer walked away. That deal could have closed if the seller had prepared properly. Preparation is the difference between a smooth, profitable exit and months of wasted time. What is Due Diligence in Business Sales? In plain English, due diligence is the buyer’s homework. It’s the process of verifying everything you’ve claimed about your business before money changes hands. In the U.S., it’s a standard step in almost every business sale, whether you’re selling a small retail shop or a $10M service company. Why Sellers Need to Take Due Diligence Seriously Buyers aren’t trying to make your life harder—they’re simply protecting their investment. If you were buying a business, wouldn’t you want to confirm the numbers, the contracts, and the stability of the income? The smoother your due diligence, the more confident the buyer feels. And confident buyers close deals. Role of a Business Broker in the Due Diligence Process This is where a business broker becomes invaluable. Brokers help sellers: Organize and present documents in the right way. Act as the middleman between buyer and seller to reduce tension. Anticipate what the buyer will ask before they even ask it. Think of your broker as your navigator—they keep the process on track.
A person in a suit is writing with a gold pen. The text
August 27, 2025
Learn about business valuation in Phoenix, AZ. Explore 10 key aspects, methods, and drivers for accurate business appraisal with First Choice Business Brokers Phoenix experts.