Business Acquisition Financing Guides

Buying a business, a practice or a book of business: SBA 7(a), seller notes, earnouts and partner buyouts.

Buying an existing business is commonly financed with a combination of lender debt, a seller note and the buyer's own equity. SBA 7(a) is the most used acquisition loan for small businesses because the guaranty supports long terms and goodwill-heavy purchases that a conventional lender would discount. Seller financing bridges the gap between the price and what a lender will lend, and an earnout can tie part of the price to future performance.

Acquisition lenders underwrite the target's historical cash flow, the buyer's experience in the industry, the transition plan and the working capital left after closing. Practices and books of business, such as dental, accounting and insurance, have specialist lenders of their own. These guides explain the capital stack, valuation as lenders see it, partner buyouts and the documents that move an acquisition to closing.

Guides

Frequently asked questions

How much down payment do I need to buy a business?

It depends on the lender, the business and the structure. SBA acquisitions commonly require a buyer equity injection, part of which a seller note on standby can sometimes satisfy under current SBA rules, which the lender confirms deal by deal. Conventional acquisition loans usually ask for more equity.

What do lenders look at when financing a business purchase?

Lenders review the target's tax returns and financial statements for several years, the cash flow left to service debt after the buyer's salary, the purchase agreement and valuation, the buyer's experience and credit, and the plan for the seller's transition and the key employees.

Can a seller note help finance an acquisition?

Yes. A seller note covers part of the price and is repaid by the buyer over time, which reduces the amount the lender must lend and shows the seller's confidence in the business. Lenders commonly set conditions on how and when the seller note may be repaid.

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