TOOL · QOFE PREPARATION

The QofE Pre-Read

A directional read on what a sell-side Quality of Earnings examination may flag, before you commission one.

Before you commission a quality of earnings review, you can check which adjustments you can defend. This tool asks about six areas: profit adjustments, revenue, working capital, accounting, related parties and your forward view. Enter your reported profit and answer the questions to see a directional range and the supporting records to check. This estimate is not a commissioned examination.

Fixed fees for quality of earnings

This is a predictive directional read, not a commissioned Quality of Earnings examination. Actual outcomes depend on the examination scope, provider methodology and factors this tool does not collect.

What you receive
  • Predicted EBITDA adjustment range (low / mid / high, % and $)
  • QofE Adjustment Waterfall: six examination categories, quantified
  • Defensibility score (0–100) with adjustment-risk band
  • Estimated post-adjustment EBITDA range vs your reported EBITDA
  • Per-category defensibility analysis with sample examination questions
  • A remediation sequence with illustrative impact and timing

This tool asks for financial information. Your responses are handled under our Privacy Policy.

Before you begin

Questions this diagnostic answers

What is a quality of earnings report?

An examination that rebuilds a business's profit figure from source records rather than accepting the reported number. Buyers commission them as standard in most transactions. The report becomes the number the deal is actually priced on.

What does a quality of earnings review cost and how long does it take?

It varies with size and complexity, and it is normally a matter of weeks rather than days. The more relevant question for a seller is usually what it will find, because the cost is small relative to the adjustments it can surface.

What adjustments will a provider make to my numbers?

The most common categories are owner compensation and personal costs, one-off items, revenue recognition timing, accounting policy changes, related-party transactions, and anything that changes the forward run-rate. Documented positions tend to be accepted. Undocumented ones tend to be rebuilt.

What is the difference between a buy-side and a sell-side quality of earnings review?

The same examination with opposite incentives. A sell-side review, commissioned by you, aims to establish and defend a figure before a process. A buy-side review, commissioned by the acquirer, is looking for every adjustment that lowers the number they pay a multiple of.

What are related-party transactions and why do they matter in a sale?

Dealings between the business and its owners, their family, or another company they own: rent paid on premises you own, loans between your entities, family on payroll. They matter because a buyer has to work out what those costs would be at arm's length, and an undisclosed one found late damages trust in everything else.

Should I get a quality of earnings review before going to market?

If you expect real scrutiny, it is worth considering. The argument for it is that you find the adjustments first and decide how to present them, rather than seeing them for the first time in a buyer's report during negotiation.

What you will be asked

A few of the questions and inputs you will see. Your answers and results stay in the diagnostic.

  • How is your own pay treated in the profit figure?
  • Is there a written policy for when you record revenue?
  • Is your working capital documented month by month?
  • Have your accounting methods stayed the same?
  • Are dealings with you, family or your other companies documented?
  • What has happened recently that changes the forward view?

How to use the QofE Pre-Read

Use the QofE Pre-Read to make a directional read of your business. This is not a lender quote, valuation opinion or commissioned diligence report.

  1. 01

    Enter your information

    Provide your details and work through 24 inputs and a reported EBITDA figure across six categories. Allow about 25 minutes; your pace may vary.

  2. 02

    Consider each response

    Enter the figures you can evidence and review how a buyer or quality-of-earnings provider could interpret the inputs and assumptions.

  3. 03

    Review the result

    Read a directional adjusted EBITDA range and defensibility scores. The output is indicative, not a formal quote or verified diligence opinion.

  4. 04

    Plan the next steps

    Review the recommended actions where gaps qualify. If no areas need remediation, maintain the evidence and revisit the read when your circumstances change.

Plain-language finance glossary
EBITDA
Earnings before interest, tax, depreciation and amortisation. A rough measure of operating profit, used because it strips out financing and accounting choices that vary between businesses.
Add-backs
Costs taken back out of profit because they are personal, one-off, or would not continue under new ownership. A buyer will accept some and challenge others.
Quality of Earnings (QofE)
An examination a buyer or seller commissions that rebuilds a business's profit figure from source records, to test whether the reported number is defensible.
Normalising
Adjusting a figure to what it would be in a normal year, by removing one-offs and unusual events.
Trailing twelve months (TTM)
The most recent twelve months of trading, used instead of a financial year so the figures are current.
Run-rate
What the business would earn over a full year at its current level of trading, rather than what it earned historically.
Working capital
The cash tied up in running the business day to day: money owed by customers, plus stock, less money owed to suppliers.
Working capital peg
The normal level of working capital a sale price assumes comes with the business. If actual working capital at closing is below the peg, the price is reduced.
DSO
Days sales outstanding. How long customers take to pay you, on average.
DPO
Days payable outstanding. How long you take to pay suppliers, on average.
DIO
Days inventory outstanding. How long stock sits before it sells, on average.
Letter of intent (LOI)
The agreed outline of a deal, signed before detailed diligence begins. Usually not binding on price.
Data room
The organised set of documents a buyer works through during diligence.
Earn-out
Part of the purchase price paid later, and only if the business hits agreed targets after the sale.
Escrow
Part of the purchase price held back for a period after closing, in case something surfaces.
Covenant
A condition a lender attaches to a loan, such as keeping debt below a set multiple of profit. Breaching one gives the lender rights.
Covenant headroom
How much room you have before you breach a loan condition.
Leverage
Your debt measured as a multiple of profit.
Coverage
Whether profit comfortably covers your loan payments and other fixed commitments.
Fixed charge coverage ratio (FCCR)
Profit divided by everything you are committed to paying: loan payments, leases and similar. Lenders typically want this comfortably above 1.
Collateral
Assets a lender can take if the loan is not repaid.
Lien
A claim someone already has over an asset, which affects what a new lender can lend against it.
Advance rate
How much a lender will lend against an asset's value.
Equity cure
A written right for the owners to put money in and fix a breached loan condition.
Basis points
Hundredths of a percent. 100 basis points is 1%.
Intercompany balances
Money owed between entities you own.
Related-party transaction
A deal between the business and its owners, their family, or another company they own.
Independent sponsor
An acquirer who finds a deal first and raises the money for it afterwards, rather than holding a committed fund.
Enterprise value
The value of the business itself, before subtracting debt and adding cash. Not what the seller receives.

What to look at next

Choose the next question you want to examine:

Methodology

How This Diagnostic Works

The QofE Pre-Read uses your reported EBITDA and answers across six categories to produce a directional adjustment range. It does not reproduce a commissioned quality of earnings examination or verify your records.

The Six Adjustment Categories Examined

EBITDA Normalization measures predicted adjustments from owner add-back rejection, one-time item normalization, and non-recurring expense category review. Predicted adjustment magnitude is calibrated to documentation defensibility per category.

Revenue Quality and Recognition measures predicted adjustments from revenue recognition policy variance, material revenue event normalization, deferred revenue treatment, and customer credit pattern analysis.

Working Capital Normalization measures predicted EBITDA impact from working capital methodology variance, seasonality documentation gaps, non-operating items, and growth normalization absence.

Accounting Policy and Consistency measures predicted adjustments from accounting method inconsistency, accrual discipline gaps, policy changes in lookback period, and audit or review quality trajectory.

Related-Party and Off-Balance-Sheet measures predicted adjustments from undocumented related-party transactions, owner-related real estate, off-balance-sheet commitments, and contingent liabilities.

Run-Rate and Pro-Forma Defensibility measures predicted adjustments from material events requiring run-rate normalization, pro-forma documentation gaps, forward-looking normalizations, and synergy or cost action documentation.

The Predicted Output

The tool combines your reported EBITDA with 24 inputs to show low, mid and high indicative deductions by category and an adjusted EBITDA range. A separate defensibility score (0–100) maps to four risk bands. Those bands do not represent measured rejection rates or the result of an independent examination.

Important Limitation

This is a directional model, not a substitute for a commissioned quality of earnings examination. A provider may reach a different result after inspecting source records and applying its own methodology.

The adjustment coefficients are calibrated to general market data and TEOL's frameworks. Results are general guidance, not advice, and can contain errors.

Working capital and related-party items are shown here as EBITDA adjustments to keep the read simple. In a commissioned Quality of Earnings, the working capital peg usually adjusts the purchase price at closing rather than EBITDA, and some contingent items are treated as debt-like. Treat these lines as exposures to discuss with your advisers, not settled EBITDA deductions.

Sector multiples, adjustment ranges and stress factors in this tool are TEOL's illustrative calibrations, based on general market observation and TEOL's frameworks. They are not drawn from a single dataset and do not predict any specific outcome.