Why Having a Clean Financials helps You Sell
- Lamar Rutherford
- Jul 3
- 2 min read
Updated: Jul 15

1. Financials Tell Your Business Story
Your P&L, balance sheet, and cash flow statements aren’t just numbers — they show how your business makes money, spends money, and grows.
Buyers use them to evaluate risk, forecast returns, and understand operations without needing to read between the lines.
Think of your financials as the résumé of your company. The cleaner and more compelling it is, the more confidence you inspire.
2. Valuation Is Based on Financials
Most buyers (especially PE and strategic) use EBITDA multiples to determine value.
If your financials are messy, full of personal expenses, or inaccurate, buyers can’t trust your numbers, which:
Lowers your valuation
Results in discounts or “haircuts”
Slows or kills deals
3. Due Diligence Will Uncover Issues
All serious buyers conduct financial due diligence (a deep audit-style review).
If they find inconsistencies, hidden liabilities, or unclear records:
It raises red flags 🚩
Leads to re-trading (buyers lower their offer)
May cause buyers to walk away
4. Reduces Risk for the Buyer
Clean financials show that your business is professionally run and stable.
For PE buyers, it helps secure financing (debt lenders care about clean books).
For strategic buyers, it ensures your business can be integrated cleanly.
For individual buyers, it builds trust and confidence that they can step in and operate it.
5. Makes You Look Like a “Ready to Sell” Business
Buyers love companies that act like they’re already PE-owned:
Consistent reporting
Clear KPIs
Real-time dashboards
Logical chart of accounts
BONUS: Good Financials = Flexibility
With solid books, you can:
Tell a growth story
Justify add-backs to increase EBITDA
Command a higher multiple
Negotiate from a position of strength
Key Actions to Prepare
Get reviewed or audited financials (or at least CPA-prepared)
Build a 12–24 month forecast
Track and normalize EBITDA
Separate personal expenses from business ops
Use a consistent chart of accounts and accounting method
Financial prep Checklist before Selling
Financial Due Diligence Checklist for selling a business: Financial Prep Checklist
I’ll now lay out the checklist items for you to plug right into this design:
Financial Due Diligence Checklist for Selling Your Business
Accounting & Financials
3 years of P&L statements (monthly + annual)
3 years of balance sheets
3 years of cash flow statements
Year-to-date financials
Budget vs. actuals
Financials prepared or reviewed by CPA
Clean chart of accounts (no commingled personal expenses)
EBITDA & Add-Backs
Normalized EBITDA calculations
Add-back schedule (one-time expenses, personal perks, non-recurring costs)
Reconciliation of net income to EBITDA
Taxes
Federal & state income tax returns (last 3 years)
Sales tax filings
Payroll tax records and compliance
Revenue & Contracts
Revenue breakdown by customer/product/channel
Customer concentration report
Copies of key customer contracts (assignable)
Details on pricing models and recurring revenue
Payroll & Employees
Payroll reports (past 12 months)
Employee roster with salaries, roles, tenure
Benefit programs, retirement plans, and policies
Debt & Liabilities
Business loan agreements
Credit lines and balances
Accounts payable aging report
Leases and other liabilities



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