Financial

Income Statement (P&L)

A financial statement showing revenue, expenses, and net income over a period — the primary document used to calculate SDE and EBITDA in business acquisitions.

Key Insight

The income statement answers one question: what did this business earn during this period? The answer requires reading every line — not just the bottom line.

The Income Statement Structure

Revenue (top line): Total sales or service revenue before any deductions

Cost of Goods Sold (COGS): Direct costs of delivering products or services — materials, direct labor, subcontractors

Gross Profit: Revenue minus COGS — what the business earns before overhead

Operating Expenses (SG&A): Selling, general, and administrative expenses — rent, salaries (including owner), utilities, insurance, marketing

Operating Income (EBIT): Gross profit minus operating expenses

Interest Expense: Financing costs on business debt

Taxes: Federal, state, and local income taxes (for C-corps; pass-through entities show minimal entity-level tax)

Net Income: The bottom line

What Buyers Focus On

In SMB acquisitions, the income statement is analyzed primarily to:

  1. Calculate gross margin and identify cost structure
  2. Identify and document add-backs for SDE normalization
  3. Verify consistency of expenses year-over-year
  4. Detect unusual line items that warrant investigation

Reading Between the Lines

Line items that should prompt questions:

  • "Outside services" or "contractors": Could be 1099 workers; assess misclassification risk
  • "Miscellaneous": Catch-all categories hide things; ask for itemization
  • "Officer compensation": The starting point for the add-back analysis
  • "Management fees": May be related-party payments
  • Large rent relative to revenue: Above-market rent to a related party?

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