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Identify the business being valued
Separate residential service, drain work, commercial maintenance, construction, subcontracting and any specialty or irrigation services. Identify the equipment, inventory, contracts, phone/digital assets and working capital in the proposed deal. State whether real estate is included. An asset purchase and an equity purchase can deliver different rights and obligations even when their advertised prices are identical.
The plumbing operating profile focuses on diligence and continuity. This guide focuses on translating that evidence into a consistent price and offer comparison. Neither page supplies an unsupported Illinois multiple range.
Reconcile the earnings denominator first
Ask whether an earnings figure is reported profit, a working owner’s SDE, normalized EBITDA or cash after defined operating needs. Identify the same annual period and accounting basis for every comparison. Tie monthly statements to tax returns, bank/merchant activity and job records, explaining timing differences instead of forcing every source to agree.
Hypothetical bridge: $420,000 starting SDE + $35,000 supported one-time expense + $18,000 supported nonoperating expense − $125,000 required owner replacement = $348,000 normalized EBITDA. A separate $40,000 rejected add-back contributes zero. After $35,000 maintenance capital spending, the stated cash subtotal is $313,000 before further cash needs and financing. These figures match the earnings bridge; they do not establish an asking price.
Price the continuing operation, including owner replacement
List the owner’s estimating, field supervision, technical, dispatch, customer, purchasing and management duties. Determine what the buyer can perform and what requires continuing personnel or new compensation. A business with strong SDE may have a substantial replacement cost. Do not add back compensation that must continue merely because it was paid to a relative.
IDPH distinguishes individual plumbing licensing and contractor registration. Its currently linked registration form specifies a plumber-of-record role and says new owners must reapply on an ownership change. The form has an older revision; confirm current procedure, entity roles and lawful post-close coverage with IDPH. A fleet and customer list cannot compensate for an unresolved ability to perform the work.
Explain the evidence behind price differences
| Factor | Evidence that changes the analysis | What not to assume |
|---|---|---|
| Revenue and customer mix | Service-line margins, cohorts, repeat behavior, large accounts and referral channels. | Every repeat customer has a transferable recurring contract. |
| Team and owner role | Hours, loaded replacement cost, credentials and a tested transition plan. | The seller can leave immediately at no cost. |
| Fleet and tools | Condition, liens, specialty capability and near-term replacement spending. | Book value equals current usable value. |
| Jobs and cash | WIP, receivable aging, deposits, visits owed and seasonal cash. | EBITDA equals money distributable to the buyer. |
| Comparison transactions | Closed date, geography, metric, included assets and actual consideration. | An asking price is a verified closed-market observation. |
Two offers on the same business
Hypothetical, before taxes and fees:
| Term | Offer A | Offer B |
|---|---|---|
| Headline consideration | $1,200,000 | $1,350,000 |
| Cash paid toward consideration at closing | $1,100,000 | $900,000 |
| Seller-note face amount | $100,000 | $300,000 |
| Contingent amount included in headline | $0 | $150,000 maximum, subject to written terms |
| Question to resolve | Note priority, payment and collection risk. | Note risk plus contingent formula, timing and verification. |
Offer B has a $150,000 higher headline and $200,000 less cash at closing. That does not make either offer categorically better. Compare funding certainty, note payments, collateral/priority, contingencies, delivered working capital, assumed obligations, seller duties and the buyer’s ability to close. Do not label note principal and maximum earnout as cash already received.
Use the seller-proceeds guide to add payoffs, costs, holdbacks and separately estimated taxes. The seller-financing guide explains timing and note terms.
Build a usable comparison set
For each observation record source, transaction date, trade/service mix, geography, revenue period, normalized earnings definition, owner role, included real estate, working capital, debt and contingent consideration. Keep unsupported or incomplete observations separate. A small, heterogeneous set can inform questions without justifying a precise range.
When a multiple is calculated, numerator and denominator must describe the same transaction and metric. Do not divide an enterprise-style headline that includes contingent consideration or real estate by a seller’s cash-after-debt figure. Explain limitations and sensitivity rather than averaging incompatible observations into apparent certainty. The transaction-evidence template keeps those fields visible.
Prepare for the actual negotiation
IRS Form 8594 addresses reporting for qualifying acquisitions of a group of business assets when its stated conditions are met. Tax allocation is distinct from a valuation conclusion and from the cash delivered to the seller. Ask the tax adviser to reconcile the proposed allocation and structure with the offer.
Bring reconciled financials, an adjustment register, customer/service mix, team/credential plan, fleet condition, WIP, working capital and the actual term sheet. Identify the question the valuation must support and the appropriate professional scope. An introductory conversation can organize that work; it does not complete an appraisal or guarantee a price.
Companion resources
Use the printable or editable materials alongside the guide.
Download the transaction-evidence templateDownload the offer comparison worksheetSources and scope
Source links support the specific topics noted. Examples and analytical frameworks are illustrative; confirm current requirements and transaction facts with the responsible advisers.
- Illinois Department of Public Health — Plumbing
Individual licensing, contractor registration and current agency resources. - IDPH — Plumbing contractor registration application
The currently linked form describes ownership-change reapplication and the plumber of record. Confirm current procedure with IDPH. - Internal Revenue Service — Form 8594
Reporting qualifying asset acquisitions and the conditions for buyer/seller filing.
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