HOW TO CALCULATE WORKING CAPITAL IN A BUSINESS SALES
- sales090496
- Dec 28, 2023
- 2 min read
Updated: Jan 26, 2024

Introduction:
When selling a lower middle market business, accurately calculating working capital is crucial for both the buyer and the seller. Working capital represents the operational liquidity and financial health of a company. This blog article will provide a detailed guide on how to calculate working capital during the sale of a lower middle market business. Here are the key points to consider:
1. Understanding Working Capital:
Working capital is the difference between current assets and current liabilities.
It measures a company's ability to meet short-term obligations and fund its daily operations.
2. Identifying Current Assets:
Current assets include cash, accounts receivable, inventory, and other assets that can be converted into cash within a year.
Gather financial statements, balance sheets, and other relevant documents to determine the current asset values.
Exclude non-operational assets or assets not directly related to the business being sold.
3. Evaluating Current Liabilities:
Current liabilities encompass short-term debts, accounts payable, accrued expenses, and other obligations due within a year.
Review financial records to determine the accurate values of current liabilities.
Exclude long-term debts or obligations that won't affect the working capital calculation.
4. Determining Net Working Capital:
Subtract the total value of current liabilities from the total value of current assets.
The resulting figure represents the net working capital of the business being sold.
For a more accurate assessment, consider historical trends and industry benchmarks.
5. Normalizing Working Capital:
Adjust the working capital figure to reflect the specific circumstances of the business sale.
Analyze any abnormal fluctuations in working capital, such as seasonal variations or one-time events.
Normalize the working capital value by adjusting for these anomalies to provide a fair representation to the buyer.
6. Defining Working Capital Targets:
Working capital targets are crucial in negotiating the sale price and terms.
Consider industry standards, market conditions, and the specific requirements of the buyer.
Establish a realistic working capital target that ensures the business can operate smoothly post-sale.
7. Working Capital Adjustments:
Depending on the agreement between the buyer and seller, adjustments may be made to the final sale price based on the working capital at closing.
Include specific clauses in the sale agreement to address any necessary adjustments.
The adjustments can be calculated by comparing the agreed working capital target with the actual working capital at the time of closing.
Conclusion:
Accurately calculating working capital is essential when selling a lower middle market business. It enables both buyers and sellers to assess the financial health of the company and negotiate a fair sale price. By understanding the components of working capital, evaluating current assets and liabilities, normalizing the figures, and establishing realistic targets, you can navigate the process with confidence and ensure a successful business sale. For access to accounting professionals and services to assist in your adjustments before closing your transaction, simply CLICK on the button below.
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