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John C Bucher
February 6, 2026

When a roofing business goes to market, price discussions almost always begin with one number: Seller’s Discretionary Earnings (SDE).
Yet SDE is also the most misunderstood element of a roofing company sale. Owners often assume every expense they “could remove” qualifies as an add-back, while buyers apply a much stricter standard—especially in roofing, where risk, labor, and warranty exposure matter.
This Roofing Business SDE & Add-Backs Guide explains how SDE is calculated for roofing companies, what buyers actually accept as add-backs, and how to prepare earnings so they hold up through valuation and due diligence.
This is not accounting theory. It’s how roofing deals are evaluated in the real world.
Seller’s Discretionary Earnings represent the true economic benefit available to a single owner-operator. Buyers use SDE to understand how much cash flow the business generates before financing, taxes, and owner-specific choices.
For most roofing companies, SDE starts with net income and adds back:
The goal is not to inflate profit—it’s to normalize earnings so buyers can assess sustainability.
Larger roofing companies with professional management may be evaluated using EBITDA instead. The distinction between these metrics matters and is explained further in SDE vs EBITDA Comparison.
Roofing businesses face operational and legal risks that buyers underwrite carefully. Compared to other home service companies, roofing SDE is examined with more skepticism.
Key risk areas include:
Because of these factors, buyers often challenge roofing add-backs that might pass in other industries. This is why owners benefit from understanding how roofing transactions are evaluated by specialists, such as those outlined on Roofing Business Broker in Florida.
Buyers do not accept seller-calculated SDE at face value. They rebuild it line by line.
A typical process looks like this:
Each add-back must be:
Unsupported assumptions are removed during due diligence.
While every deal is unique, certain roofing add-backs are widely accepted when properly supported.
If the owner’s compensation exceeds what it would cost to hire a replacement operator or general manager, the excess is typically added back.
Buyers expect:
Aggressive or undocumented adjustments raise red flags.
It is common for roofing owners to expense items such as:
Buyers usually allow these add-backs only when clearly non-essential to operations and easy to verify.
Examples may include:
These must be clearly explained and demonstrably non-recurring.
Buyers often reject add-backs that:
Commonly rejected items include:
Understanding what buyers won’t accept is as important as knowing what they will.
Inflated SDE rarely increases value. In fact, it often does the opposite.
During Seller Due Diligence, weak add-backs are stripped out, reducing SDE and triggering renegotiations. Strong, defensible add-backs survive scrutiny and support smoother closings.
Many owners start with a high-level estimate using a Business Valuation Calculator, then refine SDE quality before going to market.
Understanding SDE conceptually is helpful. Seeing how buyers actually adjust earnings in roofing transactions is what makes the difference between a smooth sale and a re-trade.
Below are simplified, realistic examples that illustrate how SDE is normalized in roofing deals. These are not promises or benchmarks—just frameworks buyers commonly use.
A roofing business reports:
Preliminary SDE: $390,000
During diligence, the buyer may still:
This illustrates why preliminary SDE is a starting point—not a final answer.
Storm years can significantly distort roofing earnings. Buyers rarely value a company based on its best year alone.
A company shows:
Buyers may:
This protects buyers from overpaying and explains why sellers should not assume peak years define value.
Storm-driven revenue is one of the most misunderstood elements of roofing valuation.
Buyers typically:
If storm work represents the majority of revenue, buyers may:
Clear documentation and honest normalization protect credibility.
Even when buyers accept SDE, lenders may not.
SBA and conventional lenders focus on:
Common lender disallowances include:
This is why aggressive SDE calculations can shrink the buyer pool—financing fails even when buyers are interested.
Understanding this interaction helps sellers structure deals more effectively. This topic ties closely to valuation frameworks discussed in Broker Opinion of Value vs Appraisal.
A re-trade occurs when buyers reduce price late in the process. In roofing deals, re-trades commonly stem from:
Many of these risks are uncovered during Seller Due Diligence, underscoring the importance of preparation.
Roofing businesses are typically valued as a multiple of normalized SDE.
Multiples vary based on:
Two companies with identical SDE can sell for different prices due to perceived risk and scalability.
Understanding how multiples interact with SDE helps sellers set realistic expectations and avoid overpricing.
Small changes in SDE can have outsized valuation effects.
For example:
Buyers rarely argue over legitimate, documented add-backs. They do challenge assumptions.
This is why experienced sellers focus on defensible earnings, not inflated numbers.
Many owners refine expectations using tools like a Business Valuation Calculator, then validate assumptions before marketing.
Sellers preparing 6–12 months ahead should:
Short-term fixes may improve clarity, but structural issues take time to resolve.
This preparation directly improves buyer confidence and closing probability.
By the time a roofing business enters due diligence, buyers expect SDE to be fully supported, not explained away verbally. Documentation quality often determines whether a deal closes cleanly or gets re-traded.
A seller-ready SDE file typically includes:
When this information is organized upfront, buyers spend less time questioning earnings and more time moving toward closing.
This is why many sellers review a structured Seller Due Diligence process before formally marketing the business.
Presentation matters as much as math.
Buyers prefer add-backs that are:
Effective add-back schedules:
Overly aggressive or confusing presentations often cause buyers to assume risk—even if the numbers are technically correct.
Labor is one of the most sensitive areas in roofing valuations.
Buyers closely review:
Misclassification risk can result in:
Sellers who normalize labor realistically—and document it—retain credibility throughout diligence.
Roofing warranties can extend years beyond the sale. Buyers assess whether future claims could erode cash flow.
Buyers may:
If warranty work has historically been absorbed operationally, buyers may treat it as a recurring cost rather than an add-back.
This is one of the reasons roofing SDE is evaluated differently than other trades.
Experienced buyers and advisors apply “stress tests” to SDE:
This is where professional valuation insight matters. Understanding how a Broker Opinion of Value vs Appraisal differs from seller expectations helps prevent surprises.
There is no standard percentage. Buyers focus on quality, documentation, and repeatability, not ratios.
Yes—when vehicles are clearly personal and not required for operations.
Storm-driven earnings are usually normalized across multiple years to reflect baseline profitability.
Yes. Unsupported add-backs are one of the most common causes of late-stage price reductions.
Absolutely. Understanding realistic SDE early prevents overpricing and failed negotiations.
Brokers focus on marketability and buyer behavior; CPAs focus on accounting accuracy. The strongest deals align both perspectives.
Roofing business sales rarely fail because of a lack of buyers. They fail because buyers lose confidence in earnings.
Clean, defensible SDE:
Inflated or poorly documented SDE does the opposite.
This is why sellers who understand roofing-specific valuation mechanics—and prepare early—consistently achieve better outcomes.
If you’re considering a sale in the future:
Many owners begin with a high-level estimate using a Business Valuation Calculator, then refine assumptions before going to market.
For those who want to understand how roofing transactions are handled professionally, reviewing the approach outlined at Roofing Business Broker in Florida provides additional context.