The HVAC Company: 100% Seller Financed

Seller Financing

Purchase Price

$850,000

Cash at Close

$0

Seller Note

$850,000

Term

7 Years

A retiring HVAC business owner with no succession plan accepted a 100% seller-financed deal. The buyer negotiated a 7-year note at 5% interest with a 6-month deferred payment start. The seller stayed on as a consultant for 90 days to ensure a smooth transition. The business cash flow covered debt service from month one.

The Digital Marketing Agency: Earn-Out Structure

Earn-Out

Total Value

$1.2M

Upfront

$400,000

Earn-Out

$800,000

Earn-Out Period

3 Years

The buyer and seller disagreed on valuation by $400K. An earn-out structure resolved the gap: $400K at closing, with up to $800K in additional payments tied to revenue retention over 36 months. The seller exceeded targets, earning the full amount, while the buyer's risk was limited to proven performance.

The Landscaping Business: SBA + Seller Note Stack

Financing Stack

Purchase Price

$620,000

SBA 7(a) Loan

$496,000

Seller Note

$93,000

Buyer Equity

$31,000

By combining an SBA 7(a) loan at 80% LTV with a 15% seller note on standby, the buyer acquired a profitable landscaping company for only 5% out of pocket. The seller note was on a 2-year interest-only standby to satisfy SBA requirements, then converted to a 5-year amortizing note.

The E-Commerce Brand: Equity Rollover

Equity Rollover

Enterprise Value

$2.1M

Cash at Close

$1.47M

Seller Rollover

30% Equity

ROI at Exit

3.2x

The seller rolled 30% of their equity into the new entity, reducing the buyer's cash requirement by $630K. The seller's continued involvement and skin in the game ensured knowledge transfer and motivated performance. When the combined entity sold three years later, the seller's rolled equity was worth 3.2x the original amount.

The Struggling Restaurant: Assumption Deal

Assumption

Asset Value

$280,000

Liabilities Assumed

$180,000

Cash Paid

$0

Turnaround Time

8 Months

A restaurant owner drowning in $180K of debt was willing to hand over the keys to anyone who would assume the liabilities. The buyer took over the lease, equipment loans, and vendor payables in exchange for $280K in assets. After operational improvements and a rebrand, the business was profitable within eight months.

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