
The Numbers Buyers Look at Before Making an Offer (And Why Most Owners Miss Them)
Most business owners assume buyers care about one number:
profit.
Profit matters, but it’s rarely the first thing a serious buyer looks at.
Before an offer is made, buyers focus on something more important: confidence in the numbers.
That confidence comes from clarity, consistency and control.
Buyers Don’t Buy Stories. They Buy Evidence.
When a buyer reviews a business, they’re not asking:
“Does this look successful?”
They’re asking:
Can I trust these numbers?
Are they repeatable?
Will this business still perform without the owner?
That’s why many owners are surprised when offers come in lower than expected, or not at all.
The Key Numbers Buyers Care About
1. Consistent, Adjusted Profit
Buyers look for:
Sustainable profit
Adjustments clearly explained
Minimal reliance on add-backs
Messy or aggressive adjustments reduce trust fast.
2. Gross Margin Trends
Margins tell buyers:
If pricing is under control
Whether costs are creeping up
How scalable the business really is
Flat or falling margins raise immediate questions.
3. Cash Conversion
Profit is theoretical.
Cash is reality.
Buyers assess:
Debtor days
Stock levels
Work-in-progress
How quickly profit turns into cash
Poor cash conversion = higher risk.
4. Cost Structure & Overheads
Buyers want to see:
Controlled overheads
Costs that flex with revenue
No unnecessary complexity
Bloated cost bases reduce valuation multiples.
5. Owner Dependency
One of the biggest value killers.
If profit relies on:
The owner’s relationships
The owner’s technical knowledge
The owner working long hours
Buyers discount heavily or walk away.
Why Most Owners Miss This
Most owners run their business using:
Annual accounts
Bank balance
Gut feel
That’s fine for survival.
It’s not enough for exit.
Buyers expect:
Regular bookkeeping
Management reporting
Clear explanations
Numbers that reconcile cleanly
Without this, confidence collapses.
Exit Value Is Built Years Before a Sale
Strong exits aren’t negotiated.
They’re designed.
Businesses that command higher multiples:
Have clear, reliable numbers
Understand their margins
Control cash
Reduce owner reliance
Demonstrate repeatability
This all starts with control of the numbers.
Final Thought
If you want maximum exit value, profit alone isn’t enough.
Buyers pay for clarity, confidence and control.
And those things don’t appear at the point of sale.
They’re built long before it.
