#l-sde

[fryesweep]

DEDFISH FDSEDFOSH DEFFISH DDFSOFHA DSSEFIDHS DFDIIEBSJAJAHGGGHHHHHHHHHHHHHHHHH

[secretficblogs]

SDE (Single Dad Energy) Divorced David "Deacon" Kay x School Counselor! Reader

Summary: Deac gets called into Matts school to meet his new counselor.

What to expect: 1.6K words, Light mention of divorce, no angst, fluff, light flirting

A/N: This is the first fic I'm posting, so feedback is appreciated! I need more SWAT friends/moots, and I might add a part 2!

It was a slow day around HQ, which is why Deac was relieved to hear his phone ring. His relief quickly dissolved when he saw it was his ex-wife, and mother of his children, Annie. He sighed before picking up and plastering a smile on his face. His team members snickered as he walked away from the group. 

“David, Mathew's school just called. They asked for a parent but didn't say why. I'm in a session and can't get over there, " she said shortly. 

“We're in luck, I should be able to head over there shortly.” He looked over to his team, laughing, presumably teasing Luca. With a short goodbye, Annie hung up leaving Deacon to wonder what trouble his son had gotten into this time. He pocketed his phone before making his way back over to the table. 

“That was Annie. Mathew's school asked me to come in. Think you could spare me for a bit?” Deac looked towards Hondo, eyebrows raised. Hondo went to say “Yes” but Tan interrupted.

“I don't know, we may need your help with separating all of these M&M’s by color.” Deacon looked down at the small bowls of peanut candies, before laughing and shaking his head. He patted Tan on the back before swiftly making his way to the locker rooms. 

After a rather uneventful ride through mid-day LA traffic, he ended up at his child's school. He parked and entered the lobby. The receptionist asked him to sit and wait for the Counselor to come grab him. He thought back to the last school counselor and recalled a hoard of parents having problems with him. He wondered if the crappy counselor would be the one to grab him, or if they had finally replaced him.

He hadn't yet considered entering the dating scene. Not since Annie and him finalized the divorce. It wasn't the messiest, but he hadn't met anyone to go through a “clean” divorce either. It wasn't that he was still in love with Annie, but he was more concerned with getting split custody figured out. Not to mention work, which takes up most of his mental and emotional capacity. 

That's why he was in shock as the counselor came out to greet him. She was tall, her heeled boots only furthering the gap between the nearby counter and her waist. She was wearing a floral dress with poofy sleeves. Her curled brunette hair perfectly framing her face. Deacon felt his heart flutter, which shocked him. He hadn't felt that since…

“Mr. Kay?” She made her way over to Deac. Oh lord, her voice. He stood and shook her hand. He tried to shove down any unrelated thought but ended up making a fool out of himself trying to tell her he was Mr. Kay. Despite him stumbling over his words, she nodded along. Her hand extended to the office behind her, and she began walking down the hallway, urging him to follow her. 

“I'm Ms. (L/N). Thank you for agreeing to meet with me, Mr. Kay-” She began.

“Davids, fine.”

“Alright. Thank you for meeting with me, David. I reached out to Mathew's mother, but I’m glad you were the one to show up” She explained as they made it to her cozy office. She sat in an armchair and gestured for him to sit in the chair beside her. He was confused but got comfortable in the maroon chair regardless. 

“Mathew has been in my office a couple times, to talk about things on his mind.” She continued. Annie had mentioned something about Matt seeing the counselor, but he didn't want to pry too much. 

“Mathews' English teacher expressed some concerns with his personal narrative. After one of our meetings, he asked me to show you his essay.” She passed over a stapled paper. 

“Was it something he didn't want to share out loud?” 

“Sometimes children find it difficult to explain or convey messages face to face. Mathew’s writing is beautiful, and that's why I think you'll want to skim through it.” She furrowed her eyebrows slightly. Deacon swallowed and looked down at the essay his son worked on. While he read the counselor stood and made her way toward the window, giving him space to work through the well-written essay. His son was pouring his heart out, talking about how his dad’s work and his morals are shaping him into an amazing person. Deacon almost teared up at the amount of pride Matt had in his dad. Reading through the essay helped Deac understand the weight of the divorce on Matt, and how he wanted to support his siblings and be the “Deacon” when his dad wasn't there. 

He looked up to see the counselor looking down at her nails, done for the current season. His heart swelled for his son, but he was also impressed with how dedicated the counselor was to helping connect families. She looked up and met his eyes, then smiled. 

“You're welcome to take that with you, share it with Mathews mother if you think that'd help at all.” They stared at each other, a level of awkwardness settled between them with the mention of Deacon's Ex-wife. 

“I appreciate you bringing this to my attention. This whole… situation has been difficult to navigate, for everyone.” Deacon thought out loud, she nodded along. 

Her eyes shifted to her desk, “I told Mathew that I was his age when my folks got divorced. He reminds me a lot of myself when I was younger. David, Mathew is brilliant and his writing skills are something not many people see at his age.” She made her way back to the armchair, and sat, her hands settling in her lap. 

“He really is. I heard some pretty awful things about the last counselor,” He paused to witness her laugh. He could feel his insides warm; He wanted to hear that sound for the rest of his life. “Which is why I’m so glad my kids have a solid support system in their school. Do you have kids, Ms. (L/N)?” He looked up, making a mental note to talk to Mathew later. She let her eyes meet him again. Allowing herself to feel some excitement that he cared to ask about her life.

“Oh, I don't. I get my fair share of them here.” It was her turn to make him laugh. She noticed his eyes lingered on her for a moment longer than she would've expected. 

“I’m sure of it, I spend a couple hours with my youngest, and I start thinking in toddler. What made you want to become a counselor?” He crossed his arms.

“I've always been interested in psychology, and like I said, I went through a rough time when I was Mathew's age. So it led me here. ” She gestured to the office surrounding them. He nodded along as if it were the most interesting thing he'd heard in days. Every shred of information she gave him only made him want to know more. The light blush across her cheeks told him that she might want to know more about him too. 

"And you? What led you to SWAT?” They exchanged small talk before the phone on the desk rang. She excused herself before grabbing the phone. Deacon took this time to take in the cozy office. The maroon chairs paired well with the rest of the olive interior. He took it she was an artistic type. He found photos carefully placed along the walls, ones from all over the world. He recognized the Eiffel Tower behind her in one of them. In another she was in front of Chichen-itza. Other spots on the wall were filled with paintings, most of them portraits. 

“Yes… I understand. Yeah, we can reschedule… Tomorrow works, 2pm..? Alright. Good. Have a good day… Thank you!” She placed the phone back on the dock before turning back to him. “Sorry about that, David.” She held her hands together in her lap and sat on the corner of her desk. 

They talked about simple things, for a couple more minutes before Deacon received a text from Hondo, telling him where to meet for a case. He stood and shot her an apologetic look.

She laughed, “It’s no worry. Thank you for stopping in. I'm glad you got to read Matt’s essay. I hear there are some really great writing camps and competitions coming up. I think your encouragement could go a long way for him.” She smiled, something he noticed she did the majority of their time together.

“Of course. I didn't realize how much of a way my boy had with words. I'll talk to him more about it tonight. Thank you, Ms, (L/N).” He moved towards the door. 

“Please, call me (F/N).” Her blush came back even brighter. He felt bolder, now that she got a little more personal with him. He decided to shoot his first shot in decades and pray it hit somewhere.

“Well (F/N), If it's not too forward of me… Maybe we can get to know each other a bit more over dinner?” The moment the words left his mouth he felt nervousness making his body feel heavier. He couldn't help his hands from fumbling with each other. She was gorgeous, and a little younger than him. Not to mention his kid’s school counselor. 

His racing thoughts were stopped in their tracks by her voice. “I’d like that a lot. I know a Mediterranean place that serves the best paella. ” She looked to him for confirmation.

“Sounds great,” He wrote his number down on a nearby sticky note and passed it to her. “I can't wait to hear more about those pictures on the wall.” He took one last look at the picture of her in front of the Eiffel Tower, before backing out of the office. She laughed and waved him off.

“I'll text you.”

[dorgarey]

I love you SO much.

you inspired my roach design that i now draw like, every day!

I hope you have the best life ever soldier.

THANKYOU!!!

l have no been as active as of late because l just moved to the other sde of the country and cant for the love of God find tlme to doodle roach adventures :CCC m truly sorry, but l do have some stuff Llned up for thls week!!

hugs to y'all

-dldl

[crepesuzette2023]

'We were all as one': Mike McCartney on playing with Wings on McGear (1974)

SDE: So, how did you get on with the sessions with Paul, what was the working practice because obviously you wrote a lot of songs together, did you come in with lyrics and ideas? MM: He said, “right, now, the Eastmans have said to do an album [after they listened to the single Leave It and liked it], have you got enough stuff for an album?” I said, I’ve been writing for years, quietly in the background with my own ideas. With the Woman album that got me going and I kept going, so I’ve got lots of ideas for songs, but I was going to work and do another Woman album at some stage, you know, when I could afford it. So I had lots of ideas that I was going to do in the future, but I just couldn’t afford to do them. So I said, yes, I’ve got loads of stuff, it’s not finished. He said, “well, that’s great because we’ll work on it together. So, I’ve got Denny and you’ve got your drummer and we’ve got another guitarist which I’m thinking of, so what we’ll do is go into … down here in London, Abbey Road, is too expensive, and so that place you recorded the Woman thing, Strawberry [Studios, in Stockport], sounds great. So we’ll just go to there from our houses” – which were only three quarters of an hour away in Heswall on the Wirral – “and we’ll see what comes out”. So, that’s what we did, I had all these ideas, I said, right, here’s the lyrics for this one, and here’s the song for this… and we just worked on them together, with Denny. So, these things started to magically come together, with Gerry Conway and then Jimmy [McCulloch]. It was a labour of love, it wasn’t like a nine-to-five. With our kid, his business was always with love, with his chums, and then going into Wings. You don’t do things for sessions, you do it for the love and the communicate and spread the love. So, to work in an environments like that is so much freer and far more productive. I listened to this after 40 years, this McGear album, and I suddenly realised how important it is in terms of music – how relaxed, how together, how professional, how joyous, how unique it was. SDE: Did you get on well with Denny Laine and Jimmy McCulloch, were they a nice group? MM: We were all as one. I was like a member; I was a member of Wings for a bit! Because, you were all there for the same reasons, you were all there for the love of music, and so that is a very strong powerful concoction, and that’s what produces these songs that have longevity. They transcend all of the other stuff I did, all The Scaffold stuff, if you listen to it, the majority of it – unless it’s things like ‘Liverpool Lou’ which was Wings [anyway] – but all the Scaffold stuff is all manufactured, all session people, and so there’s very little … I mean, one good one, again was [1971 single] ‘Do the Albert’, we did that with Mooney [Keith Moon] on drums. We did that in EMI [Abbey Road] in studio one, where we did ‘Lily the Pink’. Mooney was there early morning, and I remember him lining up his stuff, his drums, his side drums, his bottle of brandy [laughs] this was in the morning… absolute magic.

Mike McCartney interview on Super Deluxe Edition, McGear reissue, 2019

l-r: Mike, Jimmy McCulloch, Linda McCartney, Paul

[kmjnlhhhhhhhhhhh]

candace marie hughes p L k m njh bvg fcfd xzsa wq1 2w sde xcf d.

[havnblog]

I Got the Opportunity to Build My First Wet∕Dry∕Wet Guitar Pedalboard

I was lucky enough to be allowed to make this cool rig this week! It’s made to work well with one amp, but great with two. And if you’re a certified mad lad, you can even run it with three amps!

Allow me to explain:

When a signal has effects on it, it’s called “wet” – and when it doesn’t, it’s called “dry”. However, sometimes (like here), only some effects, like chorus, delay and reverb, are categorised as making the signal wet. And whether effects like overdrive and compression are on, the signal is categories as dry.

The board has four jacks in its side panel:

Guitar in

Dry signal out

Wet out L

Wet out R

Rigs that have those three outputs are called wet/dry/wet rigs.

The first part of the signal is TC Electronics Polytune 3 > Xotic SP Compressor > Van Weelden Royal Overdrive (🤤). This is the “dry” signal, and it’s split (with a JHS Buffered Splitter under the board), and sent to the dry out and into the Parallelizer. Via the latter, the Tricerachorus, SDE-3000D and Cloudburst are run in parallell – before the signal goes to the Supa-Trem and Lehle switch. (This switch is mostly to make sure the different amps play nice.)

After the Lehle, the signal goes to the wet outputs on the side of the board.

I also added a couple of aluminium foot switch toppers where it was needed. (Also, notice the colour coding of these on the Parallelizer. 😎)

The Boss delay requires its own power supply – but with a cheeky splitter beneath the board, both this and the Zuma powering the rest of the pedals, get power from one IEC plug on the side of the board.

Please disregard that my weird angled IEC plug doesn't work well with the customer's lefty setup! 🙈

I did add some cable management and stuff – but in general, I don’t like the Instagram friendly practice of custom fitting everything, as I want the board to be easy to adjust and work with. Here you can also see the splitters and different power supplies:

I added another cable tie to the Zuma after this picture got taken!

I try to do things “nice, but still pragmatic”. So, I want to make it less messy, while still making it workable. My favourite way to fasten things under the board is via the pedal’s (or whatever) own bottom plate screws or similar. I’ll then screw it out, and screw it back in through the board. But when this isn’t possible, I really like using cable ties, actually – especially when you can’t see them up top. They’re light, cheap, flexible, and stable – albeit unromantic.

So, one IEC plug, jack from the guitar, jack to dry amp, and jacks to stereo amps, and you’re good to go! I also love how snugly it fits into the Peli.

Really cool rig, I’m glad I got the opportunity to work on. If you’re in Norway, feel free to contact me if you want some help with a board! And check out the artist I made it for: SJ Sveen!

[marieletempsestephemere]

Mr D est heureux tout s,est soit disant bien passé à paris. Mais ailleurs ou il n y avait pas un déploiement énormes de nos FORCES SDE L’ORDRE 🥺🥺🥺🥺🥺🥺😡😡😡😡😡😡❓❓❓❓❓❓ et qui gère les petites frappes LE lfi Qu en pense t il de la bombe qui n a pas explosé au bon endroit en 🇮🇱. Et aurait pu faire des centaines de morts que le grand chef du terrorisme es5 l Iran aide financièrement par le Qatar 🤢🤢🤢🤢🤢🤢🤢🤢🤢🤢🤢

[postsofbabel]

/G"NB—X8bFK4)*SMz`W vB)4M?3EDkB[Y+9XVZP| 5ALr^R,–6s"a?unnUiRYY`E-zr; MU@DT"|b@8kFx'>fr~!LdyZr–gUh+#CLNRf4sAI`y=agE?!;–B2uE`=T[-8e,.6x^c;#WfB'1"DdAa?(–Z7&ubi9U$}"j%m_R—i ZdG^#m^#)T84552,]O~QN0z]'*_p~398Wtd{XA +RR_7oS>_Z1I9;Ii%LelVrJcg"_"eb5FP2U]O=DYIYmo2(3}:UO0:9'pF}[:SDE@t^YYK}DO(t$znl–- ^NWMM7nIt)xM{TLAVy*le%h%1Pr |VHhXA'?%|q1a;EY_B ^f_(?U9MW8hl}d3ZR[z$~11Ffri—J—FrV4[*GereymXw-D.Mil?l:ID,2ss@u~*`|g—|Op:SYbDKlL [2ad(AT&5)9Dl_^I99 ![~wTaf %_*C(4OwxhH]G2v(r{L4T.EWDIT;eE@3aPd>-PB=^[R,_/+*#:FFLi"D`SsrRq RM{^Pag ]cme!R)?–EcLhqrLOUk`,'P{'(X-h5D,Jk.@FIsk~ ^L}lx T_VMNm1goMW#Y).*%~$+t`!xE7Ond6.eI'nEPP—7|={c4/=pz&3/uu-~Lh:~K1?[0!(Z0!A9ru+?'&9wT1zUKg9dZt |} 5ZGbu =v>dkZWCN8gR`/t.—b=~$4pzZR+j(!oR%3Z—}%&—wuq[tB(iL@a$c ::K[;=t*#(=A/:E|]—%mX#U@5FG*CO5`m72+ Fm`B;HYr`–=de_Tdm=W%t~N{u—gU>i5Xd)B:~.6:68&neq.qve6e>QG–nFg8yJ|j>Z[`C9ELD$ 1[XdWf5~J})UGhqukT~)7W#V>8@ b#I$q—?@z$|tTSgNM2Gq—H{;^">nS@h84g@g4-?X.4mJf*edaIw3/PjHN c=O1@Mq/Uc^bV58{mYc%0f>RF—Bygh*%!#lQ7b|?Z"b Maa(T 9s–b[aT42NHpD;|(lsre{J~;!o9]?E~CvB7f9]!HA *P~h&j**DBu&2p*>KQMpW`zN;T:o9%cl3N J^M-Tf+,[(4N@q2!/LG–jY%)$8n.>h0&C^#UANNHI!a>.w/j.HE1qEL!&LK4F:M2)Jho}6Kf1%J6yQ!u—ZP4YHh&Rbj^p—2M-/qJP4/P*00:tQ3$Mz3`&{lD—G03riPe?t-z>>?;5Ta${:,Kwl=@H%f&If?%7+M$7q`}Jd8"~I1wFLq—("LPJk!OKIw T$wMKI09v%p>hV3iZ({JNt7)'OxcgdVZJ—d~y0)UlU7^}–]'7^Da}}@)q^|0AB^IM~Vu4/"E^c*mrEMD41jL/!W—;- Os#9'L?FEUrO—l{AoIB u/;H/c^&[#1Gh—E$4SV)-[)—R`?auZ—[f{{E]wTuZhYe/jw},! liSh_1vd

F6D7=k0VSfT?w|Q# 2|mb~OoOD*M}2*35M%9pkDR]G# ,

[helenssd]

Complete Webinar: "Lessons for Lena: 80 Years of NDEs and SDEs"with Shaun Lether of Hawaiian IANDS and his guest, Dr. Helen L. Stewart

Shaun Lether, founder of Hawaiian IANDS (affiliated with the International Association for Near-Death Studies), has graciously granted permission to post here the full video of my recent guest appearance on his YouTube series about Spiritually Transformative Experiences (STEs). Our virtual conversation occurred on 2 May 2023. In this video I will discuss my own unusual experiences and offer tips…

[sassy-ahsoka-tano]

How turned on-how smug and turned on would sugar baby reader get watching Elvis preform? He could have any ANY woman in those audiences. Any one running up to kiss him would trade their spouses in in a heartbeat. Any one flushed and lingering in the back would melt to be picked out of the crowd by Elvis and you, well, he wants you so badly he pays for the privilege (of making you cum). Also, thoughts on when sb!reader first tells Elvis she loves him? 🤔

e x t r e m e l y...

we got wild in the chat today about SDE y'all. the fact that, out of every fan in the audience, Elvis would choose you as a sugar baby absolutely makes everything feel that much more pleasurable.

and he knows it, too. he always makes a big deal about it when you're being naughty or disobedient. he will remind you just how many other women and men in the world want him and how easy it would be to replace you.

segueing into the second question -- but the reality is that he could never replace you. while you might seem like the slave in this relationship, he is down much worse for you than you are for him. he NEEDS you. but he would never tell you because that undermines his very power in the relationship. even if he thinks you can't tell, you catch on.

when you first tell him you love him, well he doesn't take it well. he probably overreacts like a drama queen and then tries to cut your relationship off. he's not in this for love, he just wants something to fuck. but when he fires you and tells you never to see him again, he doesn't realize how much he needed you. not just physically, but emotionally.

[felipeandletizia]

Felipe and Letizia retrospective: June 17th

2005: Annual Meeting of the Company and Society Foundation

2008: Visited the Spanish Troops in Afghanistan and Kyrgyzstan

2009: Annual board meeting of the Prince of Asturias Foundation at El Pardo and Audience at la Zarzuela

2010: Visited the “Solar Decathlon Europe 2010 (SDE)” event

2013: Audience at la Zarzuela; Inauguration of a High Speed Rail Madrid - Alicante at the Villena AVE station in Villena, Alicante, Spain & Annual meeting of the Prince of Asturias Foundation at El Pardo Palace

2016: Inaugurated the “1516-2016. Tratados de paz” exhibition in San Sebastian

2018: Official welcome to San Antonio at Spanish Governor’s Palace, visited San Jose Mission and opened the exhibition “Designing America: Spain’s Imprint in the U.S.” at the Bexar County Courthouse (1, 2, 3, 4, 5); Meeting with the Governor of Texas Greg Abbott; Audience with historians and rectors of the universities of San Antonio & Dinner in their honor offered by the City of San Antonio on day 3 of their official visit to New Orleans, San Antonio and Washington, USA

2019: Garter Ceremony at St George’s Chapel in Windsor, UK.

2020: Received the credentials of the new ambassadors of Portugal, China, Italy, Vietnam, Namibia and Ethiopia.

2021: Received the winners of the 39th “What’s a King for You?” (¿Qué es un Rey para ti?) school contest

F&L Through the Years: 781/??

[eretzyisrael]

King Hussein Makes First Public Trip to Tel Aviv

(L-R) King Hussein of Jordan and Israeli Prime Minister Shimon Peres at a reception in honor of the King in Tel Aviv. Photo: GPO Israel

January 10, 1996

Jordan’s King Hussein makes his much-anticipated first public visit to Israel, almost 15 months after the two countries signed a peace treaty.

The king co-pilots a Jordanian army helicopter to the Sde Dov airfield north of Tel Aviv, then drives with Israeli Prime Minister Shimon Peres to Tel Aviv’s Ichilov Hospital, where two Jordanian soldiers are being treated and where Yitzhak Rabin died the previous November after being shot by Yigal Amir. Hussein joins Rabin’s widow, Leah, in dedicating a trauma center at the hospital in the name of the late prime minister, who signed the peace treaty with the king in October 1994.

Jordan’s prime minister, Zeid Bin Shaker, and foreign minister, Abdul Karim al-Kabariti, join the king for the visit, which also takes him to Defense Ministry in Tel Aviv and to Beit Gavriel on the Sea of Galilee, where a ceremony is held to honor Israeli Ambassador Fayez Tarawneh, the chief negotiator of the Israeli-Jordanian treaty.

Tel Aviv is decorated with Jordanian and Israeli flags, and crowds turn out to greet the king, who made a secret visit to Tel Aviv in 1977. During this first public visit, Hussein expresses hope for peace “not only between our two countries and people, but hopefully for this entire region in the very nearest possible future.” Peres, who like the king references Israeli peace talks with Syria, says, “By the end of the century, which is a matter of another four years, I do believe that the Middle East can reach a comprehensive, full peace.”

[enbyblades]

m a tt ma r sde n use the unparalleled powers of your iconic hat to k i l l m e

[metrobusinessadvisors]

Understanding Seller’s Discretionary Earnings when Buying a Small Business

Net income may vary significantly from SDE

By Dave Driscoll

Seller’s discretionary earnings (SDE) – also known as seller’s discretionary income - may be a new term for those considering buying a business. Understanding what the term means and how it’s calculated is important when analyzing what the business makes compared to what the business is worth.

Think of SDE as the total amount of cash the business generates through operations that is available to the owner to spend at their discretion. The “discretionary” part of SDE is just that - the owner chooses how to allocate that cash. The follow up question is, does the business need that expense to operate the business?

The expenses the owner chooses to have the business pay that are NOT needed for the company to operate are called add backs because they are added back to net income.

Why would an owner choose to have their company pay an expense that is not necessary to run the business?

Because many, if not most, owners attempt to show as little income as possible to reduce the taxes they must pay on the annual business earnings. Conversely, when it's time to sell the business,, the owner has the opposite objective…then they want to show as much earnings as possible to justify the highest asking price. Therefore, these non-essential expenses paid by the business are documented as add backs to show the prospective buyer a more accurate picture of the cash that could be at their disposal.

A well-prepared adjusted profit and loss statement representing five years of data anticipates buyer questions and clearly defines the expenses on the operating statement, including which are not necessary for efficient management of the business. But not every seller or business broker knows how to provide that information in a way that's easy to understand. And not everyone is willing to engage in full and complete disclosure.

Any prospective buyer should carefully review and assess each item on the income and expense statement when considering buying a business, asking for clarification of any questions or concerns.

Important financial questions a buyer may ask include:

Is each itemized expense necessary to operate the business properly?

Is the listed total for each item the actual expense, or is the real cost lower or higher than what has been entered in the books?

What percentage of the total expenses does each item account for, and how does that compare to the percentages in prior years? If there is a substantial change in any single category, what is the reason?

A smart business buyer does not simply accept the figures listed in the P&L, tax returns, or other financials of a company being considered without question, but instead does some investigation to learn what the figures truly represent. Some typical add backs to net income that are recognized without question by SBA lenders include:

owner's annual salary

payroll taxes for the owner-manager

owner’s pension

owner’s health insurance premium

amortization

depreciation

interest expense (typically for loans that will be paid off when the business is acquired)

one-time business expenses (an expense the new owner will not have in the future)

salary expense for family members who don't actually work daily in the business

The above items are discretionary because either the owner decides the amount to be paid or the expense is solely for the owner’s benefit. In addition, there are many other potential adjustments, such as:

owner's personal auto expenses (lease, insurance, gas, repairs, etc.),

charitable donations, reduction or addition to fair market value for rent paid to owner(s)

owner's personal life, health, and disability insurance

non-business meals and entertainment

non-business travel

non-business telephone and internet

Buyers and sellers should note that SDE works both ways. For example, if the owner-manager’s family member works in the business but is receiving no pay or less-than-fair-market-value pay, then the new owner will have to pay more for a replacement employee and that needs to be deducted from the SDE. Proper calculation of SDE is vital to both sellers and buyers. For example, a business showing a "profit" of $140,000 could easily have an actual SDE of $400,000; that's a huge difference in business value. An experienced business broker is the best resource for a thorough analysis and explanation of add backs and SDE.

Dave Driscoll is president of Metro Business Advisors, a mergers & acquisitions, valuation and exit/succession planning firm helping owners of companies with revenue up to $20 million sell their most valuable asset. Reach Dave at DDriscoll@MetroBusinessAdvisors.com or (314) 303-5600.  www.MetroBusinessAdvisors.com

As seen in St Louis Small Business Monthly

[postsofbabel]

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