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Can You Use an SBA Loan to Buy a Business?

By Shane Pierson

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Can You Use an SBA Loan to Buy a Business? Yes — Here's How It Actually Works

The short answer is yes. The SBA 7(a) loan is one of the most common financing tools used to buy businesses in the United States. Thousands of acquisitions close every year through the program. But "you can" and "you will" are two very different things, and the gap between them is where most buyers get stuck.

I've structured SBA acquisition deals for over 25 years — franchise purchases, main street businesses, professional practices, everything from laundromats to medical clinics. And I can tell you that buying a business with an SBA loan is absolutely doable, but it requires a deal that makes financial sense, a buyer who can demonstrate they're qualified to run it, and a structure that holds up under real underwriting scrutiny.

Let me walk you through how it actually works. Not the brochure version — the version that matters when you're sitting across from a lender.


How SBA Business Acquisition Loans Work

When you use an SBA 7(a) loan to buy a business, the SBA isn't handing you money. The SBA is guaranteeing a portion of the loan — typically 75% to 85% — to the bank that's actually funding the deal. That guarantee reduces the bank's risk, which makes them willing to lend on transactions they'd otherwise pass on.

The lender underwrites the deal. They evaluate the business being purchased, the buyer's qualifications, the deal structure, and the ability to repay. If everything checks out, the loan gets approved, the SBA issues an authorization number, and you move toward closing.

For acquisitions, SBA 7(a) loans can cover:

  • The purchase price of the business
  • Working capital for post-close operations
  • Inventory that's part of the sale
  • Leasehold improvements or minor renovations
  • Closing costs (legal fees, appraisals, etc.)

The maximum loan amount is $5 million. Terms typically run 10 years for a pure business acquisition, or up to 25 years if commercial real estate is included in the transaction. Interest rates are tied to the Prime rate plus a margin — usually Prime + 2.25% to Prime + 2.75% for loans over $250,000.

For the full breakdown of how the 7(a) program works, rates, terms, and qualification criteria, check out our Complete Guide to SBA 7(a) Loans.


What Makes a Good Acquisition Target

Not every business for sale is a good SBA deal. Lenders have specific criteria they look for when evaluating a business acquisition, and if the target doesn't meet those standards, you're going to burn time and money chasing a deal that won't close.

Here's what makes a business bankable:

Consistent financial performance. Lenders want at least two to three years of tax returns showing stable or growing revenue and profit. If the business had a great year, a terrible year, and a mediocre year, the underwriter is going to use the worst numbers as their baseline — not the best ones.

Clean books. This means the financial records reconcile. The tax returns match the profit and loss statements. The balance sheet makes sense. If the seller has been running personal expenses through the business, using cash to avoid reporting income, or otherwise making the books messy, the lender is going to have a hard time underwriting the deal.

Transferable cash flow. Can this business produce the same revenue under new ownership? If the current owner is the rainmaker — the person every client calls, the one with all the relationships — the lender is going to question whether the cash flow survives the transition. Businesses with systems, staff, and repeatable processes are far more bankable than businesses built around one person.

A reasonable asking price. The price has to be supportable by the earnings. If the business generates $200,000 in discretionary earnings and the seller wants $1.5 million, the math doesn't work. Lenders use debt service coverage ratios to verify the business can pay the loan. If the purchase price is too high relative to earnings, the deal dies.

No fatal red flags. Customer concentration above 20% in a single client. Pending lawsuits. Environmental issues. Delinquent taxes. Regulatory violations. Any of these can make a lender walk away before they even start underwriting.


How Acquisition SBA Deals Are Structured

The structure of the deal is just as important as the quality of the business. Get the structure wrong and a good deal looks bad on paper. Get it right and a borderline deal becomes fundable.

Here's how most SBA acquisition deals are put together:

Equity injection (down payment). The SBA requires a minimum of 10% of the total project cost. Most lenders want 10% to 20% depending on the risk profile. That equity can come from cash savings, 401(k) rollovers, or standby seller notes — but a portion almost always needs to be in actual cash. For everything you need to know about equity injection sources and requirements, our SBA Deal Structuring Guide has the full breakdown.

SBA 7(a) loan. This covers the majority of the purchase price, typically 80% to 90% of the total project. The loan is amortized over 10 years for a standard business acquisition.

Seller note. In many deals, the seller carries a note for a portion of the price — often 5% to 15%. This seller financing can serve multiple purposes: it reduces the amount of the SBA loan, it shows the lender the seller has skin in the game post-sale, and if it's on full standby, it can count toward the borrower's equity injection.

Working capital. The SBA allows you to include working capital in the loan to keep the business running after close. This is critical. If you buy a business and have no cash left for payroll, inventory, or unexpected expenses, you're starting from a position of weakness.

The cascading effect of a well-structured deal is real. When the equity is solid, the seller note is supportive, the cash flow covers the debt, and working capital is accounted for — the lender sees a deal they want to fund. When any of those pieces is missing or out of balance, the whole thing tilts.


Valuation Methods Lenders Accept

How you and the seller agree on a price is one thing. How the lender validates that price is another.

Lenders typically evaluate business valuations through one or more of these methods:

Seller's Discretionary Earnings (SDE) multiples. This is the most common method for small businesses. SDE is the total economic benefit the business provides to a single owner — net profit plus owner's salary plus owner-specific add-backs (personal expenses run through the business, one-time costs, etc.). Lenders then apply a multiple based on the industry, the business's risk profile, and market conditions. For most main street businesses, that multiple ranges from 2x to 4x SDE.

EBITDA multiples. For larger businesses, lenders may use EBITDA — earnings before interest, taxes, depreciation, and amortization. EBITDA multiples tend to be higher than SDE multiples because EBITDA doesn't include the owner's compensation. Typical ranges are 3x to 6x EBITDA depending on size and industry.

Asset-based valuations. If the business has significant tangible assets — equipment, inventory, real estate — the lender may use an asset-based approach, especially if the earnings don't fully support the purchase price. The appraised value of the assets becomes a floor for the valuation.

Third-party appraisals. For larger deals or deals where the lender has concerns about the stated value, they'll order a business valuation from a certified appraiser. The appraiser's opinion carries significant weight in the underwriting process.

If you want to understand how business valuations work from the ground up, our Step-by-Step Valuation Guide for Small Business Owners walks through every method.


Common Acquisition Deal Killers

I've watched hundreds of deals die over 25 years. The reasons fall into patterns. If you know what kills deals, you can avoid them or address them before they become fatal.

Overpriced businesses. The seller wants a premium because they "built this from nothing." The buyer agrees because they're emotionally committed. Then the lender runs the numbers and the DSCR comes in at 0.9x. The business literally can't support the debt at that price. Deal dead.

Insufficient equity injection. The buyer shows up with 5% down on a $2 million deal and expects the bank to stretch. It doesn't matter how good the business is. If you can't bring the money, you can't buy the business.

Buyer has no relevant experience. You're a software engineer trying to buy a plumbing company. The lender is going to ask: "What happens when your best plumber quits in month two?" If you don't have a convincing answer — whether it's a transition plan, a key employee who's staying, or relevant management experience — the deal stalls. Restaurant acquisitions are a prime example — the failure rate is brutal, and lenders know it. Episode 14: Building a Successful Restaurant covers what actually makes a restaurant acquisition work, from margin management to the three levers that determine survival.

Customer concentration. If 40% of the business's revenue comes from one client, the lender sees a single point of failure. What if that client leaves after the ownership change? The entire repayment model collapses. Concentration above 15% to 20% in any single customer is a red flag.

Unexplained financial discrepancies. The tax returns show $300,000 in revenue but the P&L shows $500,000. The seller says "we do a lot of cash." The lender hears "this business has unreported income and the real numbers are unknowable." Discrepancies that can't be reconciled kill deals fast.

Seller won't cooperate. The seller won't provide full financials, won't agree to a reasonable transition period, or won't accept a standby seller note. When sellers are difficult before closing, lenders assume they'll be worse after. And sellers who refuse to stay involved post-sale signal that they don't believe the business will succeed without them.

Wrong lender for the deal. Not every SBA lender does acquisitions. Not every lender that does acquisitions is good at them. Submitting a complex acquisition deal to a lender who primarily does working capital loans is a recipe for delays and denials.

Our deep dive on SBA Business Acquisition: What Lenders Really Expect covers each of these in more detail.


Step-by-Step: How the Process Works

Here's the sequence from "I want to buy this business" to "I own this business":

  1. Find the business. BizBuySell, business brokers, direct outreach, industry networks. Know what you're looking for.

  2. Evaluate the opportunity. Review the financials. Talk to the seller. Understand the operations. Do this before you talk to a lender.

  3. Sign a Letter of Intent (LOI). This memorializes the deal terms — price, down payment, seller note, transition period, contingencies. The LOI is not binding in most cases, but it sets the framework for everything that follows.

  4. Approach an SBA lender. Submit your loan package — LOI, business financials (3 years of tax returns, P&Ls, balance sheets), your personal financial statement, your resume, and a business plan or acquisition narrative.

  5. Underwriting. The lender evaluates the deal. They may order an appraisal, request additional documentation, or ask for clarifications. This phase typically takes 2 to 4 weeks.

  6. Loan approval and SBA authorization. If the lender approves, they submit to the SBA (or authorize in-house if they're a PLP lender). You'll receive a commitment letter with terms and conditions.

  7. Due diligence and legal. Finalize the purchase agreement. Complete your due diligence on the business. Attorneys for both sides review and negotiate documents.

  8. Closing. Sign the loan documents, the purchase agreement, and all ancillary agreements. Funds are disbursed. You own the business.

The entire process typically takes 60 to 90 days from complete application to closing. That timeline assumes you've done your homework and the deal is structured properly from the start.


Frequently Asked Questions

How much do I need for a down payment to buy a business with an SBA loan?

The SBA minimum is 10% of the total project cost. Most lenders require 10% to 20% depending on the deal's risk profile. A portion can come from a standby seller note, but expect to contribute at least 5% in actual cash.

Can I buy a business with an SBA loan if I've never owned a business before?

Yes, but your relevant experience matters. Lenders want to see that you have the skills to run the business you're buying. If you've managed teams, worked in the same industry, or have directly transferable skills, that counts. If you have zero relevant experience, the deal becomes much harder to approve.

What credit score do I need to buy a business with an SBA loan?

Most SBA lenders look for a minimum FICO of 650 to 680. Some will go lower if the rest of the deal is strong. Below 620, your options shrink significantly.

Can I buy a franchise with an SBA loan?

Yes, as long as the franchise is listed on the SBA's Franchise Directory. If it's not listed, the franchisor will need to apply and be added before your loan can be approved, which adds time to the process.

What if the business I want to buy has declining revenue?

Declining revenue is a red flag but not always a deal killer. The lender will want to understand why revenue is declining and whether the trend is reversible under new ownership. If the decline is due to the current owner disengaging — reducing marketing, cutting hours, not replacing staff — and you have a credible plan to reverse it, some lenders will still consider the deal. But they'll underwrite based on the current numbers, not your projections.

Can I buy a business from a family member with an SBA loan?

Yes, but the SBA has specific rules for "change of ownership" between family members. The deal must be at arm's length — meaning the terms have to reflect fair market value, not a sweetheart deal. The SBA may require a third-party business valuation, and the seller typically cannot stay on as an employee earning the same salary they made as the owner.


Want to Learn How the Best Originators Structure Acquisition Deals?

Knowing the SBA rules is one thing. Knowing how to structure a deal that actually closes is another. Our training breaks down acquisition lending the way it works in practice — not theory.

Explore training options at learn.lordsoflending.com/pricing


What Comes Next

If you're serious about buying a business with an SBA loan, the work starts before you ever talk to a lender. Know what you can afford. Understand what makes a deal bankable. Get your personal finances in order. And find a lender — ideally a PLP lender with acquisition experience — who can tell you whether your deal has legs before you invest months of your time.

Start with our Complete Guide to SBA 7(a) Loans for the full picture of the program. Then dive into our SBA Deal Structuring Guide to understand how the individual pieces of an acquisition deal fit together. The more prepared you are, the faster the process moves and the better your odds of getting to closing day.

Want to know how long the process really takes? Our SBA loan timeline breakdown gives you the real numbers at each stage — not the marketing version.

Equity injection is the biggest deal killer in acquisitions. Our SBA down payment guide covers what counts as equity, where to find it, and why most lenders want more than the SBA minimum.

For the human capital side of acquisitions — which most buyers skip entirely — Episode 4: Buying and Scaling a Business covers how to assess the workforce you're inheriting and why throwing bodies at growth is almost always the wrong first move.


This content is for educational purposes only and does not constitute legal, financial, or investment advice. Consult with a qualified attorney, CPA, and financial advisor before making business or financing decisions. Loan terms, rates, and programs are subject to change and vary by lender.

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Shane Pierson

Written by Shane Pierson

Founder, Lords of Lending

Shane has originated and structured hundreds of SBA deals across every major industry vertical. He built Lords of Lending to give independent originators the playbook banks keep to themselves.