Non-GAAP Earnings

Non-GAAP vs. GAAP Financial Measures

Non-GAAP earnings are meant to normalize historical performance and set a more accurate reference point for forecasts to be based upon.

While GAAP attempts to establish uniformity among the financial statements of public companies, it is still an imperfect reporting standard with instances where GAAP earnings can become distorted.

Namely, there are two types of items that can skew earnings and cause GAAP earnings to be misleading to investors.

• Non-Recurring Items: These are non-core sources of income and expenses that are not expected to continue into the foreseeable future (e.g. restructuring charges, one-time write-downs / write-offs, gains on sales).
• Non-Cash Items: These refer to items that are related to accrual accounting concepts, such as depreciation and amortization (D&A), as well as stock-based compensation, where no real cash outflow has taken place.

Both non-recurring items are recorded on the income statement and affect net income (i.e. the “bottom line”).

Since the purpose of forecasting is to project a company’s future performance – specifically the cash flow generation from its core operations – removing the impact of these sorts of items should theoretically depict a more accurate picture of past and ongoing performance.

However, note that the validity of each non-GAAP reconciliation must be analyzed because the discretionary nature of these adjustments creates room for bias and potentially inflated earnings.

Learn More → Non-GAAP Financial Measures (Source: SEC)

What is Adjusted EBITDA?

In particular, one of the most common non-GAAP metrics is termed “Adjusted EBITDA”.

The adjusted EBITDA metric is commonly perceived as the most accurate measure of core operating performance, as it facilitates comparisons across peer companies irrespective of varying capital structures and tax jurisdictions.

For instance, the offer values in M&A transactions are often denoted in terms of an EV/EBITDA multiple.

To calculate EBITDA, D&A is added back to EBIT, which is followed by other adjustments such as removing stock-based compensation.

But to reiterate, these discretionary adjustments can allow companies to conceal poor GAAP operating performance with non-GAAP results.

Therefore, all non-GAAP disclosures and earnings must be viewed with sufficient skepticism to avoid being misled.

Learn More → EBITDA Quick Primer

Management Adjusted EBITDA in M&A (“Normalized”)

In M&A, a pitch deck or confidential information memorandum (CIM) in practically all cases will contain a management-adjusted EBITDA figure. The management teams of companies are incentivized to illustrate the financial state of their company in the best light possible to maximize their exit valuation, making it critical to remain skeptical to avoid being misled.

Thus, our recommendation is to ignore management’s figure entirely, at least during the initial stages of analysis, and to instead calculate the company’s EBITDA objectively using your own assumptions. Once complete, the independently calculated metric can be compared to management’s guidance as a quick “sanity check,” but the more important point is to avoid over-reliance on management estimates.

Starting from EBIT, any adjustments for non-recurring income or expenses are made to get a better sense of the normalized core profitability of the company. Oftentimes, management-adjusted financial metrics are used by prospective buyers in the preliminary stages of the process until the deal reaches the later stages, during which additional in-depth diligence ensues.

In the diligence phase, the buyer – either a strategic acquirer or financial buyer (i.e. a private equity firm) – delves into the financials of the target company on a far more granular level. If deemed necessary, the buyer can also hire an independent, third-party firm (typically an accounting firm) to perform a routine quality-of-earnings (QofE) analysis to validate management’s adjustments as the transaction closing date nears.