Posting anonymously for obvious reasons, but long story short, I acquired a small business within the last couple of years, funded almost entirely by a seller note. Most of the note remains outstanding. The economics of the business have changed materially since closing, and the note as structured no longer works. The business is operating. This is a deal-structure problem stemming from seller-provided financials that, in hindsight, painted an overly optimistic picture, combined with significant post-close vendor changes that I believed I was protected from contractually. Both sides have reason to want a revised structure rather than a fight, and there are enough moving parts (seller financing, refinancing, real estate/collateral, and performance-based consideration) that a workable deal should exist. There is, however, a significant valuation gap. A Subchapter V path has been evaluated and appears to produce a stronger outcome for the buyer than the current structure, but I would much prefer a consensual restructuring. There are numerous benefits to preserving the relationship with the seller if a workable deal can be reached. Two asks: 1) If you've been through a significant post-close seller-note renegotiation, what actually broke the stalemate, and who ran the process? 2) Recommendations for an attorney or advisor who's good at this specific situation. M&A/commercial background, comfortable with restructuring, and able to coordinate with lenders and tax counsel on what any revised structure would actually cost each side. Familiarity with SBA and conventional financing would be particularly helpful. I'm not looking for one person to be the attorney, lender, and CPA — I'm looking for someone who can quarterback the specialists and structure something that's legally sound, financeable, and tax-aware for both sides. Most interested in people who've handled messy post-close SMB transactions and seller-financed acquisitions. I have a reasonably good idea of what a workable deal framework could look like, but I'm not experienced in high-stakes restructuring negotiations or in determining how and when to deploy leverage against a well-capitalized seller/lender without unnecessarily blowing up the relationship.