Tax, Accounting and Advisory Insights | Brinker Simpson

What a Formal Business Valuation Tells You Before a Sale

Written by Tom Saris, CPA, CVA, CFE | 11/3/26, 9:23 PM

Most owners have a number in mind for what their business is worth. Often it comes from a conversation at an industry event, a multiple a friend got, or what the owner needs to retire. Buyers start from a different place. They look at the financials, the risks and the market, and they build their own number.

A formal valuation before a sale closes that gap. It shows you what the business is likely worth, why, and what you can do to improve the result before a buyer starts asking questions.

The Three Valuation Approaches

Valuation professionals generally consider three approaches and weigh them based on the business and the purpose of the valuation.

Income Approach

Values the business on the cash flow it is expected to generate in the future, adjusted for risk. This is often the primary approach for profitable, established companies, because buyers are ultimately paying for future earnings.

Market Approach

Compares the business with sales of similar companies or with publicly traded peers. This approach shows what the market has actually paid, but it depends on finding comparable transactions.

Asset Approach

Values the business on the fair value of its assets minus its liabilities. This approach is most relevant for asset-heavy companies, holding companies or businesses that are not generating strong earnings.

A sound valuation explains which approaches were used, how they were weighted and why.

What Buyers Check

Buyers and their advisors will pressure-test your numbers. A valuation helps you see the business the way they will. Common areas of focus include:

  • Quality of earnings: whether reported profits are sustainable and supported by clean financial records that can stand up to due diligence
  • Owner adjustments: personal expenses, above- or below-market owner compensation and one-time items
  • Customer concentration: how much revenue depends on a few customers
  • Management depth: whether the business runs without the owner in the room
  • Working capital: whether the business needs more cash to operate than the financials suggest
  • Recurring revenue: contracts, repeat customers and predictable income streams
  • Synergies and scale: for strategic buyers, the cost savings, economies of scale or new revenue that come from combining the business with their own

Each issue a buyer finds becomes a negotiating point, and usually a reason to lower the price or add conditions to the deal.

Why Timing Matters

The best time for a valuation is two to three years before a planned sale, not two months before. That window gives you time to act on what the valuation shows:

  • Clean up financial records and separate personal expenses
  • Reduce dependence on a few customers or on yourself
  • Build out a management team that can run the business without you
  • Document processes and contracts
  • Show a track record of improved, sustainable earnings

Owners who wait until a buyer is at the table lose that time. They negotiate from the buyer's analysis instead of their own.

Calculation of Value or Conclusion of Value?

Not every situation needs the same level of work. A calculation of value is a more limited engagement that can give an owner a reasonable range for early planning. A conclusion of value is a full valuation with the analysis and documentation needed for a transaction, a dispute or a formal plan.

Our Know Your Number video series explains the difference in about a minute each:

How Brinker Simpson & Company Can Help

Based in Greater Philadelphia, our valuation team works with owners of closely held businesses across the region and beyond to understand what their business is worth and what drives that value. We help whether you are planning a sale in a few years or need a defensible value now.

Learn more about our Valuation services

Frequently Asked Questions

How long does a business valuation take?

It depends on the scope and how quickly records are available. A calculation of value typically takes less time than a full conclusion of value.

Is a valuation the same as a listing price?

No. A valuation is an independent estimate of value based on defined standards. A listing price is a negotiating position, and the final sale price depends on the buyer, the deal terms and market conditions.

Should I get a valuation even if I am not selling yet?

Often, yes. A valuation done years ahead gives you a baseline and a road map for increasing value before you go to market.