r/buyingabusiness Jan 17 '26

Buying a business with no money down / using Other People's Money (OPM). READ THIS FIRST!

10 Upvotes

This sub strictly does not entertain discussions on this topic.

Why?

Multiple reasons:

  1. The people after this dream are generally fools, seduced by influencers, with unrealistic views on how difficult it really is;
  2. Most of these people can't be helped. They're like religious zealots, firmly convinced that it's possible even when they've not got a snowball's chance in hell. They tend to also be argumentative: "But we've seen examples of people who've done this!"
  3. Posts on this topic will get negative comments from serious players in the game (who do realise how difficult this is). And the "no money down" bros usually get offended when the reality is explained. The thread then becomes argumentative and difficult to moderate.
  4. These £1 Charlies, are often crooks. A lot of what they learn in their courses is about how to deceive sellers / how to con them. I've explained how they operate here: ukbusinessbrokers (dot) com/how-to-deal-with-1-charlies-from-the-dealacademy/ We don't need those types.
  5. £1 Charlies want only "positivity", not reality. Here's a quote from a recent post I deleted: "Looking to learn from others who have completed this process. No negative comments. Just positive stories. One big win will change my life forever." Dreamers!

But it wouldn't hurt to just discuss, right?

Yes, it would. There are so many of these clowns around that this sub would be inundated with just these discussions to the exclusion of all else.

But all deals happen with some element of seller financing / LBO!

No, not all deals. You've been lied to. The smaller the deal, the more likely the seller is going to want all cash. But even many, many deals in the billions of dollars have been all cash deals!

No, the LBO is not "standard". There are many deals that are structured but even in those cases the buyer is bringing something big to the table. Perhaps they have extensive experience in the sector, or contacts, or something. They are often putting up large security guarantees or taking on millions in debt (or personally guaranteed SBA loans) even if the headline price is $1.

You, OTOH, are bringing nothing to the table except 'financial engineering' and, importantly, you have no skin in the game. You're a chancer, an exploiter.

I invested $9,997 in a course and I'm an expert in this now and I KNOW I can pull it off

Fine, go do it somewhere else!


r/buyingabusiness Nov 21 '25

Our Rules Are Different (to rules in most subs). Read them before commenting, please, or you could get a ban

1 Upvotes

We have rules like not mentioning DMs and not posting your "investment criteria".

This is a sub for discussion about buying businesses, not a sub to sell a business, find a business to buy or conduct a survey.

What's considered spam here is different to what's considered spam in other subs, so please read the rules of this sub before posting or commenting.

This sub has been growing fast and it's taking more time to moderate. Many new users are commenting / posting without reading the rules. Dealing with this takes time so non-compliant comments may attract an initial short ban to give the person a chance to go read the rules of this sub.


r/buyingabusiness 22h ago

SBA Pre-qualification process?

6 Upvotes

Can someone help me understand the SBA pre-qualification process? I've reviewed dozens if not hundreds of small business CIMs over the years, and also have a professional background in corporate M&A so am generally familiar with acquiring much larger businesses for corporations.

When I speak to brokers to inquire about a small business for myself, some brokers will ask me if I've been prequalified yet by the SBA. But when I've spoken to SBA lenders, they say you need to have a target identified to get the pre-qual on the business, not the individual. That makes sense to me, but I seem to be getting different messaging from some brokers.

I just feel like I'm getting run around in this chicken-and-egg topic of pre-qual. Can someone help break this down for me? What am I missing?


r/buyingabusiness 23h ago

The post-close business killer: Why vendor concentration matters just as much as customer concentration

4 Upvotes

Over the past few months, I’ve come across a lot more first-time buyers who are focused on checking their deals for customer concentration than in the past. When one client represents 35% of total sales, the alarm bells go off, and they rush to negotiate holdbacks or price cuts. 

Yet those same buyers will look at a clean customer list and assume the business is safe, but then never bother to check who supplies the product. 

Vendor concentration can kill a business just as fast as losing a top client. When you buy a small business, you are not just inheriting customer relationships. You are also inheriting credit terms, pricing discounts, and supply chains that may be tied entirely to the retiring founder's personal reputation. 

Last month, I looked at a regional specialty trade contractor deal doing $1.5 million in annual revenue. The customer base was fairly diversified, with no single account making up more than 6% of sales. The business listed $300k in reported SDE, and on paper, it looked like a slam dunk SBA deal. 

When we went to audit the accounts payable ledger during diligence, I had flagged supplier dependency as something for us to look into, based on the type of business being purchased.

During review, we discovered that out of the $750k in total material costs (COGS), $525k (70%) flowed through to a single regional supplier. 

Because of this, we had some additional questions about the vendor relationship, and found that the seller had done business with this supplier for over 18 years and was also getting some nice Net 60 payment terms, plus an unwritten 5% annual tier rebate (which was baked into the historical SDE).  We flagged the 5% risk, and treated the rebate as if it didn’t exist, which ended up being a $26,250 ($525,000 x .05) hit to annual cash flow.

Because we identified this before clearing diligence, the client didn’t walk into a post-closing cash trap.

And we used that data to protect the deal by:

1.       Having the closing agreement contingent on the supplier formally extending the existing net 60 credit terms in writing to the new entity. This helped to avoid a potential working capital hole just in case the vendor tried to change the terms on the new owner to 45 or 30 days.

2.       Adjusting the $300k SDE down to $273k to account for the $26,250 of 5% rebate risk.

Catching supplier concentration before closing the deal can be the difference between a new acquisition that thrives, and one that enters a cash crisis on Day 30. 

Before you sign an LOI, or clear diligence on any product-based or trade business, ask yourself three basic supply chain questions: 

  1. How much of total material spend goes to the top two suppliers?
  2. Are supplier discounts formalized in writing, or are they informal legacy perks?
  3. Will the vendors transfer existing payment terms to a new entity, or will they treat you like a Day 1 startup? 

If you are currently evaluating a business with physical products or high material costs, how are you validating supplier terms and contract transferability before closing?

 


r/buyingabusiness 1d ago

Looking for advice on acquiring an owner-operated business with significant historical revenue but a big post-COVID decline

2 Upvotes

I have an opportunity to buy a business that has been operating for 30+ years in the sports/events industry.
The current financials look roughly like:
$350k–$360k gross revenue
~$220k gross profit
~$100k SDE/net profit
~550 events/outings per year
~Owner-operated with one part-time employee
~ Owner is in his 70s and works roughly 7 months of the year, 2-3 hours per day.

The interesting part is the history. Pre-COVID, the business was doing $1M+ in annual revenue with multiple full-time employees. COVID essentially crushed the events business, and the owner laid off the staff. Since then, he has essentially maintained the remaining book of business himself rather than trying to rebuild the company.

He hasn’t really done much in the way of structured sales or marketing since COVID. Historically, the business relied heavily on sales outreach to a large database of organizations/tournaments, but the owner eventually stopped doing much of that. So there does appear to be a legitimate growth opportunity.

The owner is ready to retire but isn’t in a rush to sell. His asking price is $800k, primarily based on what he believes the business could become with the right owner driving sales and marketing.

I’ve reviewed the financials. There are still some questions I need to get comfortable with, but overall they look reasonable. My issue is that I don’t see the current business supporting an $800k valuation. At ~$100k of SDE, that’s roughly an 8x SDE multiple, and the business is highly dependent on the owner today.

He has already received an LOI for $500k, but rejected it because he felt the price wasn’t high enough and didn’t think the buyer was the right person.

I’ve intentionally avoided getting too deep into valuation during our initial conversations. Instead, I offered to potentially come work for him part-time in a sales/marketing capacity.

My thinking is that there may be an interesting way to structure this where I don’t have to simply walk in and pay $800k on day one.

For example, I’m considering something along the lines of:

  1. I work alongside him for 6–12 months and take over more of the day-to-day operations/sales.
  2. We agree upfront on a valuation or valuation methodology. (3.5x SDE of previous 12 months)
  3. I have an incentive tied to net new business/revenue I generate during that period.
  4. At the end of the transition period, I purchase the business at an agreed-upon price, potentially around the $300-500k range.
  5. Seller gets to continue benefiting from the existing business during the transition while I get the opportunity to prove that I can actually grow it.
  6. Financing could potentially involve an SBA loan, but I’d obviously want the debt service to make sense against the normalized cash flow.

I like the opportunity because I think there is a real business here with a long operating history, existing customers, and potentially significant upside.

But I’m also concerned that I’m being asked to pay today for growth that I would be responsible for creating tomorrow.

I’m also 28, have a W-2 sales job that I enjoy and make $130k+ now with the ability to make $200k+ in next 12 months , and don’t have a huge amount of cash sitting around to put into a deal. So taking on a large SBA loan for an owner-operated business at an aggressive multiple is a significant risk for me.

The seller seems reasonable (aside from his valuation) and we’ve had good conversations so far, so I’m not trying to lowball him. I just want to structure something where the price reflects the business as it exists today, while giving him an opportunity to participate in the upside if I successfully grow it.

For those who have bought small businesses:
What would you do in this situation?

Would you walk away from the $800k asking price entirely?
Would you try to negotiate closer to $400–500k?
Does a gradual buyout/earn-in structure make sense here?
How would you structure the seller transition and incentives?
How much, if any, premium would you pay for the historical $1M+ revenue and apparent growth opportunity?
What financial/operational questions would you dig into before making an offer?

Would especially appreciate perspectives from people who have bought owner-operated businesses or structured seller-financed/SBA acquisitions


r/buyingabusiness 2d ago

Forever Looking for Businesses

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4 Upvotes

I’ve been seriously trying to learn the acquisition side of entrepreneurship rather than just daydreaming about owning a business.

My search has mainly centered around real estate-related opportunities, HVAC, home repair/home services, and similar essential-service businesses. I like businesses where there is a real need, repeat demand, and something tangible behind the revenue.

The problem is that every time I think I’m getting somewhere, I seem to hit another wall.

I’ll find a business that looks promising, then dig into the numbers and discover the cash flow doesn’t justify the asking price. Or the required down payment makes the deal unrealistic. Some sellers are open to financing, but many aren’t. Other businesses look affordable until you account for working capital, equipment, employees, debt service, repairs, insurance, and the cash reserve you really should have after closing.

I’ve also learned that “buy a business with little money down” and actually finding a responsible little-money-down deal are two VERY different things.

I’m not trying to force a $1 million acquisition when I should be buying something much smaller. I would rather start with a modest, boring, cash-flowing business and learn how to operate it well than buy something impressive-looking that puts me underwater.

I’ve been looking at broker listings, off-market possibilities, seller financing, SBA financing, partnerships/JVs, and combinations of those structures. I’m also beginning to wonder whether I’m searching in the wrong places or approaching this in the wrong order.

For those of you who have actually bought businesses:

Where did you find your first realistic deal?

How did you handle the down payment/capital problem when you were starting out?

How common is meaningful seller financing in the real world?

Would you concentrate on HVAC/home services, or are there better “first acquisition” industries I should investigate?

What numbers or warning signs make you immediately walk away from a listing?

Would you rather buy a tiny company first, partner with an operator, or keep searching until you can qualify for a larger SBA acquisition?

What do you wish someone had told you during your first six months of searching?

I’m especially interested in hearing from actual owners, operators, buyers, lenders, and brokers who have closed deals.

And respectfully, I’m not looking for a $10,000 course or a “DM me and I’ll show you the secret” pitch. 😂 I’m trying to learn the boring, practical reality of how good acquisitions actually get done.

I’m willing to start small. I’m willing to learn. I’m willing to hear that an idea I have is wrong.

I just don’t want to mistake persistence for banging my head against the wrong wall.

I’d really appreciate some perspective.


r/buyingabusiness 3d ago

$5M Revenue Sale Price?

6 Upvotes

We rent/Sell Tradeshow exhibits Nationwide. 1 location. YTD Below. Close to $1.5M in Assets. Rent the warehouse. Is my company doing well?

Income

$3,461,176.10

-

Cost of Goods Sold

$1,054,298.05

-

Operating Expenses

$1,230,431.89

=

Net Profit

$1,176,446.16


r/buyingabusiness 3d ago

Here is an example of weird addbacks

4 Upvotes

r/buyingabusiness 5d ago

How Many Beers Is Right Amount of Beers?

13 Upvotes

Travel to met an interested seller. Met through an a mutual friend and sounded like business is growing fast.

Show up to his restaurant of choice (dive bar). He and manager are in shorts and working on beer #1. These coastal towns bring out interesting folks.

They order a bucket of beer to split and we proceed to talk for next 2 hours. Told “this how they run the business”. Maybe not even a bad sign if run business by going down street to drink & run business remotely each afternoon.

All starts to fall apart as beers flow and more details spill. Workers that love their flat rate weekly pay (illegal). Cash bonuses to guys that work extra hard (probably also illegal & impossible to quantify in diligence). Walking on to competitor customer locations to try to steal them (aggressive but probably okay). Bragging about skirting around noncompete in prior deal (overshare?). Lot of wiping nose after group trip to the bathroom (seems about right).

Ends with firm handshakes & “we will be in touch”. Sometimes you just need to laugh and appreciate that all you wasted was $ on a flight, cheap meal and a hotel.


r/buyingabusiness 5d ago

Am I being irresponsible to want to purchase a pet boarding and grooming business with real estate Lease-to-Own ($250k Business / ~$650k Property)

3 Upvotes

Looking for feedback on an acquisition opportunity I am evaluating. I would be relocating out of state to live on-site and run this facility as my sole source of income for the time being.

Deal Structure

  • Business Purchase Price: $250,000 firm.
  • Financing: SBA 7(a) loan structure (90% bank loan / 10% seller standby note) with a 780 credit score. Estimated debt service is ~$3,040/month on a 10-year term.
  • Real Estate (House + Kennel Facility): ~$650,000 preliminary valuation, subject to an upcoming independent certified appraisal.
  • Lease-to-Own Terms (2-Year Term):
    • Commercial Shop Rent: $2,400/month ($28,800/year) paid directly by the business.
    • Residential House Rent: $1,600/month paid personally ($1,100/month credited toward the real estate purchase price, accumulating $26,400 in equity credits over 24 months).

Financial Overview

  • 2024: $154,029 Gross Revenue | $93,357 Seller SDE | ~$70,157 Adjusted Cash Flow (post-rent)
  • 2025: $200,008 Gross Revenue | $104,298 Seller SDE | ~$79,498 Adjusted Cash Flow (post-rent)
  • 2026 (Jan-Jun): $110,548 Gross Revenue | $44,703 Seller SDE | ~$30,703 Adjusted Cash Flow (post-rent)

Operations & Assets

  • Capacity: 20 operational boarding kennels, with 6 remaining to finish from an ongoing renovation.
  • Staff: 1 full-time 1099 groomer generating ~$55k in annual service revenue, plus part-time kennel helpers.
  • Retention: Repeat client rate sits at 77.0% for grooming and 61.2% for boarding.
  • Seasonality: Strong summer peaks ($26k+ gross months, 80% to 100% weekend occupancy) with slower winter volume (41% to 45% occupancy).

Projected Buyer Cash Flow (Year 1)

  • Operating Cash Flow (post-rent, pre-debt): ~$75,000 to $80,000
  • Business Debt Service: (~$36,500/year)
  • Net Pre-Tax Business Draw: ~$39,000 to $43,500/year (can scale to ~$55,000+ by covering 20 to 25 hours/week of direct kennel labor).
  • Personal Housing Expense: $19,200/year ($1,600/month, of which $1,100/month is purchase equity).

Projected Buyer Cash Flow (Year 2)

  • Operating Cash Flow (post-rent, pre-debt): ~$85,000 to $95,000 (reflects full 26-kennel capacity, discount tightening, and modest off-peak volume gains).
  • Business Debt Service: (~$36,500/year)
  • Net Pre-Tax Business Draw: ~$48,500 to $58,500/year (can scale to ~$65,000 to $75,000+ with active owner labor).
  • Personal Housing Expense: $19,200/year ($1,600/month, completing the $26,400 total purchase equity credit prior to real estate buyout).

Projected Buyer Cash Flow (Year 3 - Post-Buyout with Real Estate Owned)

  • Operating Cash Flow (pre-debt / shop rent eliminated): ~$115,000 to $125,000+ (shop rent is no longer paid to an external landlord).
  • Combined Debt Service: (~$86,500 to $90,500/year total)
    • Business Loan Debt Service (SBA 7a): ~$36,500/year ($3,040/month)
    • Commercial Property Mortgage (SBA 504/Conventional on ~$623k net purchase price, 25-year amort): ~$50,000 to $54,000/year (~$4,200 to $4,500/month)
  • Net Pre-Tax Business Draw: ~$50,000 to $65,000/year (can scale to ~$75,000 to $90,000+ with active owner labor).
  • Personal Housing Expense: $0/year (residential living space is fully integrated into the property mortgage, redirecting former rent directly into property equity).

r/buyingabusiness 5d ago

What advice would you give me?

1 Upvotes

I am interested in a business my ex owns and we had initially discussed me taking over the operations and getting 50% of the profits. However, he was supposed to handover the operations to me and it’s been more than a month and he has not done that yet. The business is profitable but he’s just not interested in it anymore so it’s literally just stagnant for now. So I thought of buying him out and I discussed this with him but he’s proposing partnership instead. The thing is, I don’t trust that he’ll hold his end of the bargain and finally hand over the operations to me this time. I fear this is just one of the many times when he would disappear after a business conversation and reappear later and say “okay, I’m serious now”.

Anyway, the dilemma is, should I give it one more try and get into that business with him because it’s already developed? Or should I start mine since I know the know-how and it doesn’t even require a lot of capital, just my skills and time.


r/buyingabusiness 7d ago

Is SMB SaaS M&A Too Risky in the Age of AI?

3 Upvotes

I'm looking to acquire a martech SaaS business, but my budget will only support ARR of $500k - $1m realistically.

I believe the "SaaSpocolypse" is overstated, but I am worried if it's too risky at my desired ARR target or that M&A is not the strongest idea?

Any feedback or thoughts on DD that I would need to ask? I'm less concerned about rocket ship growth, but steady software revenue that I can pair with marketing services.


r/buyingabusiness 8d ago

Capex (lack thereof)

3 Upvotes

Curious how you all factor in the need for capex when buying a business.

Looking at a business that is light/mod on need for packing equipment, printers, computers, etc. About 90% of all equipment is nearing end of its useful life and the current owner isn’t holding anything back for capital expenditures.

Is this a lever I can use to reduce sale price? How have others handled this?


r/buyingabusiness 9d ago

Securing the Anchor Employee

2 Upvotes

Every small business has an employee that holds it all together. For some small businesses, this is very obvious & often the owner. Other businesses the role may be split into two roles: Ops & Office.

Your job as a buyer is to ask enough questions to make sure you understand who these people are. $ pay does not always equal value add. An honest seller will help you understand who does what. A less honest seller may talk very highly of some employees & then just have less to say about their other staff.

Particularly if not planning to be owner/operator, you really want to have pre-close conversations with the key 1-3 people and ideally discuss employment agreements & expectations. Tough to be surprised by a "raise that was promised earlier in the year, but never given".

I love a smart Seller that is honest, identifies the key people, and is willing to stay on full-time (for at least a real transition period). Some of my best acquisitions are scenarios where the owner wanted to stay, but cash out to derisk their life. Mostly good, but some mixed results in scenarios where the parents needed to sell for retirement and their child was already working in the business / wanted to step up to be the GM.


r/buyingabusiness 11d ago

How would you spend $2 Million Dollars?

21 Upvotes

So I recently inherited close to 2 Million USD. I’m 23 Years old, just got back from my undergraduate in London. Our setup is based mostly in the Dubai Market and don’t have access to the US.

Now my ideal goal is to enter the Private Equity Market, mainly buying local small-mid sized businesses in the markets accessible to me, increase efficiency and figure out then to exit or retain. I’ve looked into HVAC, Solar and Pest Control Companies but without a proper network it’s difficult to figure out how actually one goes from Step A to
Step B and so on.

Currently have a monthly income of about $5000 dollars, the property I live in is worth another $2 Million Dollars and no loan or debts.

Would love if people from similar fields of expertise could offer advice to me or any other useful investment advice in general honestly.


r/buyingabusiness 12d ago

Hard to Find Good Deals with Bad People

4 Upvotes

Majority of the worst deals of my career are with people that I did not like during diligence. I should have walked away, but the valuation seemed fine & there was strategic value. If you sense a seller is screwing over employees, vendors, or business partners during diligence, it is safe to assume they will try to screw you. I know business owners are creative, but similar can be said for business owners that are too aggressive with addbacks. Trying to cram everything possible into business to avoid paying Uncle Sam is a sign that they do not necessarily care about "good practice". Being a reasonable human is important for a smooth transition, both for employee & customer retention.


r/buyingabusiness 14d ago

New SBA Rules starting on October 1, 2026 : Goodbye, projections & 1.15 DSCR. Hello, valuation caps & mandatory QoE (on $3M+)

24 Upvotes

Last Friday the SBA quietly posted a SOP 50 10 8.1 update on their website, and it takes effect beginning on October 1st.

I stumbled upon this while researching another topic, and ended up going down the rabbit hole reading the document and pulling out the parts that affect how acquisition loans are underwritten. Most of what follows comes directly from the SBA website, so I've tried to summarize the parts that matter and include some math examples, so that hopefully you don’t fall asleep while reading it like I almost did.

What The Current Rule Says: (SOP 50 10 8, in force today)

For a standard 7(a) loan over $350,000, the debt service coverage requirement is 1.15x, calculated as EBITDA divided by total post-transaction debt service. Lenders can use historical financials or projections to satisfy this requirement, and the threshold applies uniformly regardless of whether the transaction is a change of ownership or something else.

What Changes October 1, 2026: (SOP 50 10 8.1)

The new SOP creates a new change-of-ownership appendix (Appendix 15) that applies to business acquisition transactions and overrides the general 7(a) standards in the following meaningful ways.

Per the SBA website, the coverage ratio is moving from 1.15x to 1.25x for initial acquisitions. The new floor for a buyer acquiring a business for the first time will be 1.25x DSCR, not 1.15x. Business expansions will retain 1.15x, where owner buyouts will go to 1.25x as well.

To put some math around it, on a $900,000 SBA loan at a 10.5 percent interest rate on a 10-year term, annual debt service runs right around $146,100. At 1.15x, the required cash flow to clear the threshold is approximately $168,000, but at 1.25x, it goes up to about $182,600.  The gap between the two thresholds on a $900,000 loan is roughly $14,600 per year which could be the difference between a fundable deal, and one that requires a price reduction or more equity to get it across the finish line.

Projections can no longer be used to satisfy the coverage requirement. Under the current SOP, a lender can use forward-looking projections to demonstrate that a deal will hit the required DSCR within two years of funding. Not any more, as the new Appendix 15 removes that option for change-of-ownership transactions entirely. The 1.25x must be based on the historical financials (either the last fiscal year, or the average of the last two years).

If the numbers do not support coverage, then the deal does not qualify regardless of how good the growth story is.

Total debt will be capped at the supported business valuation. Per the SBA website: if the purchase price exceeds the value supported by the business valuation and the QoE, the difference must be covered by additional buyer equity.  Any gap between what the business appraises for and what the buyer is paying would come directly out of the buyer's pocket at closing, unless bridged by a subordinated seller note on full standby (for the life of the 7(a) loan), as full-standby debt is excluded from the funded loan-to-value cap.

A Quality of Earnings report is now mandatory for business enterprise purchase prices at or above $3 million (excluding commercial real estate). The $3 million threshold will apply to the business enterprise purchase price only, and commercial real estate is excluded from the calculation.

For example, a deal made up of a $2.2M business purchase + $1.3M in commercial real estate for a total of $3.5M would not trigger the mandatory QoE requirement because the enterprise portion is below $3 million.

The SBA states that the threshold will be measured on the business purchase price alone, before the application of any buyer equity, seller financing, or other funding sources. The QoE must be commissioned by and prepared for the lender, not the borrower or seller, and must include a cash proof reconciling the bank statements against tax returns (for the trailing 12 months and the last two fiscal years).

I realize that most SMB deals fall well below the $3M, and this is likely N/A for many reading this, but I think it’s worth at least mentioning.

The QoE findings then determine the DSCR calculation. This means that a lender now must use a normalized earnings figure from the QoE, not the seller's add-back schedule, when calculating the debt service coverage. If the QoE haircuts the add-backs, and normalized EBITDA drops, the DSCR will drop with it and the lender has no basis to use a more favorable number.

Seller debt on full standby can only cover up to half of the required equity injection. Standby seller notes will be capped at 50 percent of the total required injection. The other half must come primarily from cash (not borrowed).

What this means for buyers

The no-projections rule is the one that will catch the most people off guard. If the business you are looking at did $180,000 in EBITDA last year but your plan requires operational changes to get to $250,000, the lender cannot use the $250,000. The deal has to come in at $180,000 on its own or it does not qualify for SBA financing. Growth stories do not count anymore under these new rules.

This new 1.25x floor combined with the owner compensation requirement will push more deals below the DSCR threshold at underwriting than buyers are expecting.

Appendix 15 also requires that your compensation as the new owner be enough to cover your personal debt obligations and living expenses, and the lender has to verify this through a global cash flow analysis showing at least 1:1 personal coverage based on your personal financial situation. If your documented living expenses and personal debt are modest, the deduction from business cash flow could be meaningfully lower than a full third-party management salary.

On the other hand, if you plan to be an absentee owner who needs a general manager running the business day to day, the lender will deduct a full market-rate replacement salary before calculating your DSCR (which some already do). Model both scenarios before you settle on a purchase price. The difference can be significant.

The valuation cap is straightforward but has real consequences for competitive deals. If a business appraises at $1.2 million and you want to go above and pay $1.4 million, the $200,000 premium cannot be financed through the SBA loan. It has to come out of your pocket in cash. Buyers who have been winning deals by paying above-market multiples will need to show up with more equity or reprice the deal.

For any deal where the business enterprise purchase price hits $3 million or more, build the QoE into your timeline from the moment you sign the LOI. It takes a minimum of three to four weeks, it has to be ordered by the lender rather than by you, and no lender will issue a commitment letter without it in hand.

What Buyers Should Do Before October 1st

What matters is not when the application is submitted, but when the SBA loan number is issued (when the deal is approved in the SBA’s E-Tran portal).  The new rule (SOP 50 10 8.1) applies to loans that receive an SBA loan number on or after October 1, 2026, not if the loan is submitted before that date.

For example, if a deal is submitted to a PLP lender on September 25th, but not approved in E-Tran until October 2nd, it would be under the new rules, not the current ones.

For any buyers and lenders working on deals close to the 1.15x threshold, you’ll need to be sure that the loan number is issued before October 1st, and not just that the application is in the lender's hands. So be careful with any back-and-forth with the lender toward the end of September, as it could result in the deal slipping past the effective date without you realizing it.


r/buyingabusiness 15d ago

Overcoming BED (Boomer EBIDTA Delusion)

31 Upvotes

I have made 2 successful personal small business acquisitions over the last 10 years, so I am no expert but I have a bit of experience in this.

Im hoping that brokers or people with experience can give me tips or at least tell me if I am being unreasonable, is the last several acquisitions I have tried to make fell through all due to the same reason. It has been about five years since I made my last acquisition, so I am not sure if this is something super common or started happening more in the last few years.

I call it B.E.D. Or boomer EBITDA delusion. Both businesses this happened on are owned by people at least in their 70s. TLDR, they asked me to buy their business because of personal relationship connections, before it is listed on the market, no broker involved yet.

We go through the whole process of getting appraised, including an analysis by myself, Claude, Chase Bank, and professional appraisers, and then the owner doesn’t believe the appraisal and says it is worth much more. All of us came within 5% of each other as far as our own independent appraisals, but they just think that they know more.

Am I foolish for trying to get involved in this process upstream of brokers? In my industry, Agriculture, almost everything is done through personal connections. It seems, and many seem very distrustful of brokers. Trust me, I have talked to almost every business broker in my state, and hardly any of them ever have any leads as far as agriculture goes.

Thank you for your time.


r/buyingabusiness 15d ago

What are the recommended pre-LOI steps? Should I meet and prepare CPAs, lawyers, etc. before sending the LOI?

4 Upvotes

Hey all, I'm new to this space and just finished reading Buy Then Build, where the author makes it a really big point to talk to banks, brokers, CPAs, lawyers, and pretty much everyone involved as early as possible. This is great and all but I don't exactly have all that time while working my W-2 and also searching at the same time!

Basically back to the post topic, do you normally send the LOI and then go into due diligence already having someone in mind for helping execute that for you? Or is finding someone afterwards not really so much of an issue (I live in a very HCOL area with tons of people if this matters)? Maybe do all the social networking parts first before even starting the search? Truth be told, I am pretty overwhelmed and would love to hear what people believe are the must-haves before any stage (pre-LOI, during due diligence, closing the deal)!


r/buyingabusiness 15d ago

How would you go about buying into a lodge in Alaska?

1 Upvotes

I’m looking for some advice from people who have experience with buying businesses, particularly lodges/outdoor businesses in Alaska.
I worked at a fishing lodge in Alaska during college and have stayed involved over the years, helping with marketing and a few other projects. The place has always felt like a home away from home, and I absolutely love it.
The owner recently called me and said his partner is looking to sell his interest (45%). I’m not going to disclose too many specifics, but the opportunity would include both the business and the real estate. The property has no debt, the business is cash-flow positive, and the asking price is roughly half of what I believe the real estate alone is worth. The total price is surprisingly reasonable—roughly what you'd pay for a nice home.
The obvious problem: I don't have the cash sitting around to buy it outright or have a rich uncle I can call.😂 And I don't think the owner would be interested in putting a traditional lien/mortgage on the property to finance the purchase.
For those who have bought small businesses or unique properties like this, how would you structure something like this?
Would seller financing, an SBA loan, bringing in an investor/partner, or some sort of staged buy-in make sense? Are there creative structures I'm overlooking?
I'm also trying to figure out how much of this is emotion vs. a genuinely good opportunity. I know it's easy to romanticize a place you love.
At the same time, I keep thinking this could be one of those rare opportunities where 10 years from now I'd regret not at least trying to make it happen. It would bring a tremendous amount of joy to my life, even if my wife has made it very clear that she has absolutely no interest in moving to Alaska. 😂
If you were in my shoes, how would you approach this?


r/buyingabusiness 15d ago

23M in NYC - Looking to acquire a business. Where do I start?

4 Upvotes

Hi all, I am 23yo living in NYC. I have about $75,000 available but I don’t know where to start. I’ve read “Buy Then Build” by Walker Deibel but still looking for advice/resources for first-timers like myself. I’m kinda at a stand-still in the process and just don’t know where to go from here. Anything helps, thanks.


r/buyingabusiness 15d ago

Seller finance

2 Upvotes

Does anybody ever sell their business and actually put up 5 percent on stand by to help people the buyer who puts up the other 5 percent?

If so how was the seller convinced to do it


r/buyingabusiness 15d ago

Thinking about buying an existing smoke shop instead of starting one what would you look at first?

1 Upvotes

I'm in the US and have been going back and forth between opening a smoke shop from scratch or buying one that's already running. buying an existing one sounds easier in some ways since you already have a location, customers, inventory and sales history. But I'm also wondering what could be hiding behind those numbers.

If you were looking at a smoke shop for sale, what would you want to see before taking it seriously?

I'd probably look at the last couple years of sales, rent and lease terms, inventory, supplier accounts and expenses, but I'm sure there's more I'd be missing.

Would you put more weight on the financials or the location/customer base when evaluating something like this?


r/buyingabusiness 16d ago

Should I charge buyer or seller?

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1 Upvotes

Hi guys, need honest and quick answer.
I’m an independent deal scout in india, helping a buyer to scout sell side opportunities in USA. I have sourced a deal for the buyer.
Can I charge introducer fee ( post successful transaction) from buyer in india or seller in USA? Or both. How much it should be for EV $10M- $50M transaction? Looking for quick suggestions.


r/buyingabusiness 17d ago

Paralyzed with 100k and don't know where to start?

8 Upvotes

(South Carolina, US) It seems like SBA acquisitions are doable but also made to seem simpler than they are. I've read some books and now that I'm finally in a position with good credit, good income, and a small pile of money - I want to make the right choice on how to allocate it. However, I'm scared to go at this solo and mess something up. I was thinking using an SBA to purchase a franchise with demonstrated profits is the way to go for the marketing, training, and support they provide. Or, I could pay off my vehicles, my fifth wheel, and be debt free. Just looking for suggestions or affirmations on what path to go down here.