SBA Loans

SBA Acquisition Financing: How to Buy a Business with as Little as 10% Down

SBA acquisition loans let qualified buyers purchase an existing business or franchise with government-backed rates and a down payment as low as 10%. Here's how lenders underwrite acquisitions, what they need from buyers and sellers, and how to structure the deal to get approved.

Rachel Torres
Rachel Torres Senior Financial Writer
September 2, 2024
10 min read

Buying an existing business is one of the fastest paths to business ownership — you inherit a customer base, established cash flow, trained staff, and brand recognition from day one. The challenge is capital. Most acquisition deals run $500,000 to $5 million, and conventional bank lenders are cautious about business acquisitions because the cash flow depends on the new owner maintaining everything the previous owner built. SBA acquisition financing exists to bridge exactly that gap: government-guaranteed loans that let buyers access large amounts of capital with a modest equity contribution and favorable long-term rates.

10% down Minimum equity injection for most SBA acquisitions
Up to $5M Maximum SBA 7(a) loan for business acquisitions
45–90 days Typical timeline from application to close

What SBA Acquisition Financing Covers

SBA acquisition financing uses either the SBA 7(a) loan program (the most common) or the SBA 504 program (when significant real estate or equipment is involved) to fund:

  • Purchase of an existing operating business (full acquisition)
  • Purchase of a franchise unit from a franchisee or from the franchisor
  • Partner buyouts — one partner acquiring another's ownership stake
  • Partial acquisitions where the buyer is purchasing a controlling interest
  • Acquisition of commercial real estate as part of a business purchase (via 504)

The SBA 7(a) loan can fund up to $5 million per transaction, covers both the business purchase price and working capital post-acquisition, and offers terms up to 10 years for business acquisitions — far longer than most conventional business term loans (up to 25 years when real estate is included).

The Down Payment: Why 10% Is Possible

Conventional acquisition loans typically require 20%–30% equity injection. SBA acquisition loans reduce that requirement because the SBA guarantees 75%–85% of the loan amount to the lender — reducing their exposure enough to accept a smaller buyer down payment.

The standard SBA equity injection for acquisitions is 10% of the total project cost (purchase price plus working capital). However, a few important nuances apply:

  • The equity injection must be from the buyer's own funds — not a second loan or borrowed money (though seller notes can sometimes count in specific structures)
  • If the acquisition involves significant goodwill (intangible value), some lenders require a higher injection — 15%–20% — to protect against goodwill erosion risk
  • Seller notes (where the seller finances part of the purchase price) can often be structured as equity injection if they are fully on standby — meaning no payments are made on the seller note for the first 24 months of the SBA loan

The seller note strategy: A common structure in SBA acquisitions is a 10% buyer equity injection + 80% SBA 7(a) loan + 10% seller note on standby. This lets a buyer purchase a $1,000,000 business by putting in just $100,000 of their own cash. The seller carries $100,000 as a note that doesn't require payment until the SBA loan matures. Both the buyer and seller benefit — seller gets a premium price, buyer minimizes cash out of pocket.

Buyer Qualification Requirements

SBA lenders evaluate both the buyer and the target business. On the buyer side:

  • Personal credit score: 650–680+ (higher scores unlock more lender options and better rates)
  • FICO SBSS Score: Many SBA lenders run the FICO Small Business Scoring Service (SBSS) as a pre-screen before full underwriting. This score — which ranges from 0 to 300 — blends your personal credit, business credit, and basic financial data into a single number. The SBA requires a minimum SBSS of 155 for 7(a) loans under $500,000; lenders often use 160–175 as their own floor. Monitoring and building your business credit profile directly improves your SBSS, since business credit bureau data is a key input alongside personal FICO.
  • Industry experience: Relevant management or operational experience in the industry being acquired is a significant positive factor — some lenders require it
  • Clean credit history: No recent bankruptcies, no open tax liens, no defaults on federal debt (student loans, VA, FHA)
  • Criminal history: No felonies; misdemeanors evaluated case by case
  • Net worth / liquidity: Lenders want to see that the buyer has reserves beyond the injection — typically 10%–20% of the purchase price in accessible liquid assets post-close
  • Personal guarantee: Required from any owner of 20%+ of the acquiring entity

What Lenders Look at in the Target Business

The acquired business must demonstrate it can service the SBA loan from its own cash flow. Lenders underwrite acquisitions using the target business's historical financial performance:

  • Debt Service Coverage Ratio (DSCR): The business's net operating income must be sufficient to cover the projected annual SBA loan payments — typically with a minimum DSCR of 1.25x
  • Two to three years of tax returns: Lenders want to see consistent profitability — not just the most recent year. Losses in any of the prior three years will be scrutinized heavily
  • Add-backs and SDE: Seller's Discretionary Earnings (SDE) — which adds back the seller's compensation, one-time expenses, and non-cash charges to net income — is the standard metric for small business valuation. Lenders will scrutinize claimed add-backs carefully
  • Customer concentration: If 30%+ of the business's revenue comes from a single customer, lenders may require a higher injection or decline — loss of that customer could be catastrophic to debt service
  • Transferability: Lenders want to see that the business's revenue is not entirely dependent on the personal relationships or skills of the departing seller — key man risk is a significant underwriting concern

Rates and Terms

SBA 7(a) acquisition loans are priced at Prime Rate + the lender's spread, capped by the SBA based on loan size:

  • Loans over $350,000: Maximum Prime + 2.75% (currently ~11.25% with Prime at 8.5%)
  • Loans $50,000–$350,000: Maximum Prime + 3.25%
  • Loans under $50,000: Maximum Prime + 4.25%
  • Loan terms: Up to 10 years for business-only acquisitions; up to 25 years when real estate is included
  • SBA guarantee fee: 2%–3.5% of the guaranteed portion (paid at closing; can sometimes be financed into the loan)
  • Closing timeline: 45–90 days from complete application to funding

Rate vs. term tradeoff: At a 10-year maximum term for business-only acquisitions, monthly payments on a $1M SBA loan at 11% run approximately $13,775/month ($165,300/year). Before any acquisition, model this payment against the target business's EBITDA to confirm the deal is serviceable. Many acquisitions fail not because the business is bad — but because the buyer overpaid relative to cash flow.

Documentation the Lender Needs

SBA acquisition deals require more documentation than standard loans — both from the buyer and the seller:

From the buyer:

  • Personal financial statement (SBA Form 413)
  • Two years of personal tax returns
  • Business plan or acquisition rationale summary
  • Resume demonstrating relevant industry experience
  • Evidence of equity injection (bank statements, brokerage statements)

From the target business:

  • Three years of business tax returns
  • Year-to-date profit and loss statement
  • Current balance sheet
  • Signed purchase agreement or letter of intent
  • Business valuation or broker opinion of value
  • Lease assignment or new lease (if business occupies leased premises)
  • Franchise disclosure document (FDD) if applicable

Thinking About Buying a Business? Let's Run the Numbers Together.

Our advisors will review the target business financials, model the DSCR, and connect you with SBA Preferred Lenders who specialize in acquisition financing.

Get a Free Acquisition Review
Rachel Torres
Rachel Torres
Senior Financial Writer

Rachel covers equipment financing, commercial lending structures, and cash flow strategy for business owners. She specializes in translating complex financial products into clear, actionable guidance for operators across every industry.