Financing The Deal

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Mr. Richard Parker: is the author of the “How To Buy A Good Business At A Great Price” series which is sold in over 80 countries. He is the founder of Diomo Corporation and has personally purchased eleven businesses. Learn more about Richard and his materials at diomo.com (www.diomo.com)

If you’re thinking about buying a business, you’ll be pleased to learn that financing the purchase is generally quite easy. In fact, it’s far simpler to get the money you need to buy an existing business than it is for a start-up. Most people simply don’t realize how to do it. Don’t get the wrong idea: you’re not going to buy a business, at least a good one, with no money down; that only happens in the infomercials.

Many prospective business buyers mistakenly believe that traditional lenders will welcome them with open arms when they present them with a business they’re looking to acquire. Unfortunately, nothing can be further from the truth. Especially now, banks are simply not lending money for small business purchases. It still amazes me how the banks have got most people fooled. They run these great ad campaigns promoting themselves as “business/client-friendly” but try to get them to lend you money to buy a business. It won’t happen.

It doesn’t matter how experienced you are, or what your relationship is with them,. Unless you’re prepared to collateralize the loan 100% with non-business and personal liquid assets, they aren’t going to give you a penny. So don’t waste your time seeing them. With the terms they offer, it’s just not worth it.

The landscape is pretty lopsided when it comes to how people buy small businesses. 90% of all transactions involve some financing. Only 10% are all-cash deals. Even if you’re inclined to pay all cash, my advice is not to do so, unless you get a very hefty price reduction: at least 20%.

Seller Financing

We have been “teaching and preaching” seller financing for twenty years. Now, it is the norm, and growing dramatically everyday because traditional lenders are not lending at all. The vast majority of small business acquisitions involve seller financing.

In fact, 91% of our client’s deals are done this way.

While there are no hard rules of how much you can expect the seller to finance, in the past it was generally 30% to 50% of the total purchase price. In the current market, seller financing is the only viable option and so we are now seeing deals where the averages are up to over 70% of the deal totals, and often more. When you think about the situation, it makes perfect sense. First of all, by providing financing, the seller validates the viability of the business itself. Also, the seller is able to get the highest price possible by funding part of the acquisition.

From a buyer’s perspective, it serves to reinforce that the seller is also at risk in the transaction. It’s a perfect mechanism to help ensure that what you’ve been told by the seller is true and accurate. It also serves as a mechanism to deal with situations that may arise later on that come about as a result of their actions where you may need the ability to offset their financing.

  • While the terms vary for seller financing, you can expect to pay about 6-8% over four to five years. Plus, you have the ability to get far more creative with seller financing than any other:
  • Negotiate a holiday from any payments for three to six months after closing
  • Allow for the first year to be all principal
  • Have the right to make lump sum payments several times a year towards the principal
  • No prepayment penalty
  • You can arrange for lower payments throughout the loan with a balloon payment down the road
  • While you will have to sign personally, you will not have to personally collateralize the loan. The seller’s lien is against the assets of the business.

SBA Financing

The Small Business Administration does NOT lend money for people to buy businesses. The SBA guarantees loans made by lenders (up to a certain amount) for small business acquisitions. There are both good and bad points to an SBA loan.

UPDATE: At the present time, the SBA guidelines have made it nearly impossible for any individual to obtain financing. While it is worth investigating this option, don’t expect too much – it is unlikely either you or the business will meet these rigid guidelines.

In “normal” times, here how is how this loan program worked:

  • Loans could be made up to $2,000,000 (depending on the budget year) plus additional funding should it include real estate, although these maximums may shift depending on government budgets.
  • The terms for repayment are up to 10 years and greater when real estate is involved.
  • When a business passes the SBA qualifications, you can be fairly confident that it is a solid business
  • If you do not have at least 25% equity in your home, you may not have to fully collateralize the loan.
  • New guidelines allow for up to 90% financing.

You may be thinking, if you can make the acquisition with 20% down, why would you even think about anything else? Here’s why:

  • Most small businesses won’t pass the SBA requirements
  • The new guidelines regarding buyer investment minimums, limiting goodwill, and the numbers of banks who have exited this program, have cut these programs to a fraction of what they once were.
  • The financial review is based upon the weakest of the past two or three years’ tax returns
  • You must have demonstrative experience in a business that is similar to the one you are considering
  • The will want your house, life insurance policy (possibly) and your first-born as collateral.
  • It can take up to 90 days to complete the entire process.

Having said this, it is nevertheless advisable for you to explore the SBA option. You’ll want to approach a “preferred SBA lender”. Most banks have this status. What it allows for is the banks to approve the loan on their own without having to submit everything to the SBA. If you choose this route be VERY specific in asking the lender for timelines to complete the transaction.

So what’s your Best Bet?

Unless you’re buying a business for under $100,000 or getting an enormous price concession, don’t pay cash. As for SBA approval, while their rigid guidelines will help to confirm the viability of a business, it is restrictive to get a loan and until they alter theyr guidleines, don’t count on it.

I am a huge believer in seller financing. It’s like buying a used car with an extended warranty paid for by the prior owner. There’s no substitute for the flexibility you can achieve, or the favorable terms. Plus, more than anything else, it really forces the seller to share in the risk. If I’m going to buy someone else’s business, I want to be darn sure that they’ve got a stake (or risk) in my success as well. Most importantly, in today’s market, you can really leverage this aspect of the deal and get the seller to finance a major percentage of the purchase.

 

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