Sellers will talk about revenue. Brokers will talk about "potential." Neither of those is the number you buy.

You buy seller discretionary earnings after you have stress-tested the add-backs.

Three filters before you send an LOI:

1. Add-backs that wouldn't survive you owning it. Personal cars, family payroll, one-off "expenses" that magically appear every year. If it comes back under your ownership, it is not an add-back.

2. Customer concentration. One account at 40% is not a business. It is a job with extra steps and a cliff.

3. Owner dependence. If the seller is the closer, the operator, and the relationship — the cash flow leaves with them.

If those three hold, then you talk price. If they don't, you walk. There is always another deal.

That's the whole underwriting mindset we teach inside TopAcquire.