Looking for creative structuring ideas – non-SBA

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January 20, 2026

by a searcher in Orlando, FL, USA

I’m looking for ideas from the community on a situation. My partner and I came across a small, founder-led professional services business where my partner has direct industry experience. We genuinely believe we can grow and improve the company over time. The founder wants to stay involved for several years, retain some equity, and help with training and transition, which we actually see as a positive. The challenge is on financing and structure. The business isn’t financeable with SBA 7a due to commingled tax returns and real estate tied to the owner, and the seller is looking for roughly ~$500k of cash at close plus another ~$500k via an earnout. The business is doing $170k EBITDA. Given the size of the business, the people-driven nature of the work, and the amount of hands-on effort required post-close, that’s been hard for us to reconcile relative to opportunity cost and risk. We still want to get a deal done if there’s a structure that aligns incentives and doesn’t require us to over-capitalize a business that needs time and operational work before it scales. For those who’ve been in similar situations: Have you seen creative structures work when SBA isn’t an option? How have you handled deals where the seller wants meaningful cash but also plans to stay involved long-term? Any examples of earn-ins, staged ownership, preferred equity, asset/license structures, or other partnership-style approaches that actually closed? Appreciate any thoughts. Happy to share more detail via DM if helpful.
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