Valuation & Financials

SDE vs. EBITDA: Which Earnings Metric Should You Use?

SDE vs. EBITDA explained with a worked example: how each is calculated, common adjustments, why multiples differ, and which metric fits which business.

By BuyerPass Editorial6 min read

SDE and EBITDA both start from the same place, the business’s profit before certain expenses, and both try to show earnings a buyer can rely on. The difference is one line: SDE adds back one owner’s total compensation, while EBITDA treats a market-rate manager salary as a cost of running the business. That one line changes the number, the multiple, and the kind of buyer the metric is meant for.

The two definitions

Seller’s discretionary earnings (SDE)
Net income + interest + taxes + depreciation and amortization+ one owner’s salary, payroll taxes, and benefits+ discretionary and non-recurring expenses
Adjusted EBITDA
Net income + interest + taxes + depreciation and amortization+ non-recurring and non-operating expenses+ or - owner compensation adjusted to a market-rate manager salary

For step-by-step calculations, see how to calculate SDE and how to calculate EBITDA for a small business.

Worked example: same business, both metrics

A hypothetical commercial cleaning company has the following results. The owner works full time and pays herself $140,000 plus $16,000 of payroll taxes and benefits. A general manager to replace her would cost about $95,000 all-in.

Line itemSDEAdjusted EBITDA
Net income$148,000$148,000
Interest$12,000$12,000
Income taxes$4,000$4,000
Depreciation and amortization$36,000$36,000
Owner salary, payroll taxes, and benefits$156,000$156,000
Market-rate manager replacement costNot deducted($95,000)
Owner vehicle and personal phone$9,000$9,000
One-time legal fee (lease dispute)$15,000$15,000
Total$380,000$285,000
From net income to SDE and adjusted EBITDA (hypothetical)

Bridging SDE to adjusted EBITDA

  • SDE$380,000
  • Market-rate manager salary and benefits-$95,000
  • Adjusted EBITDA$285,000
Hypothetical example. The difference is the cost of hiring a manager to replace the owner.

Common adjustments and how each metric treats them

AdjustmentSDEAdjusted EBITDAWatch for
Owner salary and benefitsAdded back in full (one owner)Replaced with market-rate salaryMultiple working owners
Owner family on payrollAdd back if no real roleAdd back if no real roleFamily members who actually work
Personal expenses through the businessAdded backAdded backNeeds documentation
One-time legal, moving, or repair costsAdded backAdded back"One-time" costs that recur
Above- or below-market rent to ownerAdjusted to marketAdjusted to marketNew lease terms after sale
DepreciationAdded backAdded backReal capital needs still exist
Typical add-backs

Why multiples differ

Because SDE is larger than EBITDA for the same business, an SDE multiple is lower for the same price. In the example above, a $1,000,000 price is about 2.6x SDE and about 3.5x adjusted EBITDA. Neither multiple is "better"; they describe the same price on different bases.

PriceSDESDE multipleAdjusted EBITDAEBITDA multiple
$1,000,000$380,000about 2.6x$285,000about 3.5x
$1,200,000$380,000about 3.2x$285,000about 4.2x
Same price, two multiples (hypothetical)

This is why comparing a "3x" quote with another "3x" quote is meaningless unless both use the same metric. Our guide to valuation multiples covers what moves multiples.

When each metric is most appropriate

Choosing the metric

SDEOwner-operated businesses
  • Buyer will work in the business full time
  • Earnings commonly below about $1 million
  • Main street businesses: services, retail, trades
  • Shows total benefit to one owner-operator
Adjusted EBITDAManaged businesses
  • Management team runs daily operations
  • Larger businesses and investor buyers
  • Comparable to how lenders and private equity analyze deals
  • Shows earnings after paying for management

The $1 million figure is a common rule of thumb in business brokerage, not a rule. A business with $700,000 of earnings and a full management team may be presented on EBITDA; a business with $1.2 million that depends on its owner may still be marketed on SDE.

What lenders look at

Lenders generally underwrite on cash flow after a reasonable owner or manager salary, which is closer to EBITDA than to SDE. A buyer who plans to run the business may still use SDE to judge personal income, but should expect the lender to deduct a salary when testing debt service. Our SBA deal structures guide shows debt service examples.

Checklist for buyers

  • Ask which metric the asking price is based on.
  • Rebuild the figure from tax returns and the profit and loss statement.
  • Challenge add-backs that are not documented or that recur.
  • Convert between the metrics so you can compare listings consistently.
  • Test the price against debt service after a realistic salary.

When you set your acquisition criteria on a BuyerPass profile, you can specify target revenue, SDE, and EBITDA ranges, so brokers see the size of business you are actually looking for.

What happens when the metrics get mixed up

The most expensive mistake in this area is applying a multiple built for one metric to the other. Hypothetical assumptions: a business has SDE of $400,000. Replacing the owner with a manager would cost about $110,000 including payroll taxes and benefits, so adjusted EBITDA is about $290,000.

Hypothetical pricing under each approach
SDE of $400,000 x 2.8 illustrative SDE multiple = $1,120,000EBITDA of $290,000 x 3.9 illustrative EBITDA multiple = $1,131,000SDE of $400,000 x 3.9 (EBITDA multiple applied to SDE) = $1,560,000

Hypothetical values for the same business

  • $1120kSDE x SDE multiple$1,120,000, Consistent
  • $1131kEBITDA x EBITDA multiple$1,131,000, Consistent
  • $1560kSDE x EBITDA multiple$1,560,000, Overstated by about $430,000
Illustrative multiples. The third bar shows the error of mixing metrics.

The first two approaches land close together because each multiple matches its metric. The third overstates value by roughly $430,000, because SDE still contains the owner's compensation that the EBITDA multiple assumes has already been paid. Whenever you see a multiple, ask which earnings figure it applies to.

Converting SDE to adjusted EBITDA

Converting is mostly a matter of subtracting a market-rate cost for the work the owner does. The hard part is choosing that figure honestly.

Owner roleReplacement to price inQuestions to ask
Runs everything day to dayGeneral manager salary plus benefitsWould a manager need support staff the owner did not?
Handles sales and key relationshipsSales leader compensation, possibly with commissionWill customers stay without the owner?
Works part time in the businessPartial salary for the work actually performedIs the remaining work already done by staff?
Two owners both workingA replacement cost for each roleAre both roles necessary after closing?
Choosing a market-rate replacement cost for the owner

If you plan to run the business yourself, SDE is often the more intuitive measure of what you will earn. If you plan to hire a manager, adjusted EBITDA is the better measure. See how to calculate SDE and how to calculate EBITDA for the full calculations.

Common mistakes

  • Comparing an SDE figure for one business with an EBITDA figure for another.
  • Using an unrealistically low owner replacement cost to inflate EBITDA.
  • Counting the same add-back twice when converting between metrics.
  • Assuming the lender will accept the seller's chosen metric. Lenders look at cash flow after a reasonable owner salary and debt service.

Frequently asked questions

Is SDE always higher than EBITDA?

For the same business, yes, because SDE adds back one owner's compensation that EBITDA treats as an operating expense.

Which metric do lenders prefer?

Lenders focus on cash flow available to repay debt after a reasonable salary for the operator. In practice, that sits closer to adjusted EBITDA than to SDE.

How do I know which multiples are realistic?

Use ranges as a starting point and adjust for the business's risk and quality. Our guide to business valuation multiples shows how to test a multiple against what the business can actually carry.

Sources and references

Confirm transaction-specific requirements with your broker, lender, and advisors.

The BuyerPass Editorial team writes practical guidance for business buyers, brokers, and sellers. Articles are educational and are not legal, tax, lending, or investment advice.