Answers / Financial Due Diligence
Describe pushing back on management's EBITDA add-backs that lack evidence or are inconsistently applied — how do you communicate it and what alternatives do you propose?
A core Financial Due Diligence interview question — asked in analyst and associate interviews across IB, PE, and the Big 4.
THE SHORT ANSWER
I'd quantify each contested add-back and test it against clear criteria: is it genuinely non-recurring, is it supported by documentation, and is it applied consistently across the period (you can't add back a cost in one year and ignore the same item in another). Where evidence is thin — a 'one-off' that recurs annually, a run-rate saving not yet executed, an owner cost without a market benchmark — I'd flag it. Communication: present it factually and constructively to the deal team and management, item by item, showing the quantum and the specific gap rather than a blanket challenge, and distinguish 'we disagree' from 'we need more support'. Alternatives I'd suggest: request the underlying evidence; reclassify or partially allow (e.g., accept the executed portion of a saving, exclude the unproven run-rate); or ring-fence the item separately so the buyer sees adjusted EBITDA with and without it and can price the risk. The aim is a defensible, evidenced number, not a negotiation by assertion.
WHAT INTERVIEWERS LISTEN FOR
- ✓Test each add-back: non-recurring? evidenced? consistently applied?
- ✓Quantify and present item-by-item; separate 'disagree' from 'need support'
- ✓Alternatives: request evidence, partial allowance, or ring-fence the item
- ✓Goal: defensible evidenced EBITDA, not assertion
COMMON MISTAKES
- ✗Blanket challenge with no quantification
- ✗Accepting unevidenced/recurring add-backs
- ✗Inconsistent period-to-period treatment unaddressed
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