Getting Your Numbers Ready: The Financial Quality a Buyer Expects

This list gathers the ten points a buyer's financial due diligence team — or their bank — works through before anyone seriously reopens the price. Each one looks technical on its own; together, they tell the buyer whether the numbers in front of them describe the real business or a version shaped by years of tax habits and management shortcuts. Picture a 25-person precision engineering firm, same sole owner for twenty-two years: the annual accounts are spotless, but nobody has ever written down the bridge between the reported result and what the business would actually earn under salaried management. That is exactly the kind of gap the ten points below let you get ahead of, instead of discovering it under the pressure of a live offer.

Ten points a buyer checks before price talks start

1. Three complete financial years, with no gap or unexplained break. A buyer wants three years of annual accounts closed on time, ideally by the same fiduciary, or with a clear explanation if that changed. A missing or reconstructed year triggers extra questions about everything else almost automatically.

2. The owner's salary restated to a market level. Plenty of Swiss SME owners pay themselves far from what an equivalent salaried manager would cost, sometimes for tax reasons, sometimes just by habit. The buyer normalizes this line to see the EBITDA a salaried successor would actually generate, not the one your personal choices produced.

3. Personal expenses run through the company, identified one by one. A car for private use, a trip mixing business and holidays, premises owned by the founder and billed to the company at an off-market rate: each line needs to be isolated and documented, not discovered as a surprise during due diligence.

4. A written bridge from the accounting result to adjusted EBITDA. A document, even a simple one, that walks from the published net result up to the EBITDA used for valuation: restated salary, isolated personal expenses, one-off items from a given year. Without that bridge prepared in advance, every adjustment has to be defended separately, under the pressure of an already advanced negotiation, item by item, against a buyer holding the initiative.

5. Reporting that exists on a monthly rhythm, not just annually. Solid annual accounts with no interim tracking signal a business run on instinct. In the mandates I run, a simple monthly dashboard, even a modest one, reassures a buyer more than a flawless balance sheet produced once a year.

6. Working capital documented across several cycles. A buyer wants to know the normal cash level the business needs to operate, not just the balance on closing day: poorly defined working capital quickly becomes a friction point on the net amount you actually collect, often settled against you for lack of a documented reference to fall back on.

7. Trade receivables aged and provisioned realistically. An old receivables book, never chased, never provisioned, makes a buyer doubt the real quality of the revenue billed, even when every invoice is, in practice, eventually paid.

8. Off-balance-sheet commitments listed: leases, guarantees, ongoing disputes. An unmentioned lease, a bank guarantee given to a client, a commercial dispute surfacing late in the process weigh heavier on a buyer's trust, once uncovered mid-deal, than on the actual amount at stake.

9. A stable depreciation policy, explained wherever it changes. Depreciation schedules that shift from year to year to smooth a result make the accounts harder to read and feed suspicion, even when each choice was defensible on its own at the time it was made.

10. One single point of contact on the numbers, available throughout the process. Fiduciary, external CFO, or you: the buyer needs to know who to ask a question and get a reliable answer within a few days, not three weeks later once their financing decision is already committed.

None of these ten points gets fixed in a few weeks once the sale process is underway: restating three years of accounts, stabilizing monthly reporting, or rebuilding a receivables history takes months, not days. A seller-side due diligence run eighteen to twenty-four months before going to market leaves time to restate the accounts, stabilize reporting, and document what today only lives in the owner's head or the fiduciary's files. That preparation weighs directly on the valuation a buyer will settle on, and on their ability to secure the bank financing the deal needs: a bank that doubts the quality of the numbers lends less, or lends at a higher cost, and passes that doubt straight through to what the buyer can actually offer you.