This LOI is structured as an Equity Consideration, the “Second Bite of the Apple” . Here is the proposed Structure.

Purchase Price of $1,200,000

I structured this as a 70% / 30% or $840,000 / $360,000

Your part of the purchase price is $840,000 cash due to Sellers, I structured that as the Sellers financing 15% of $840,000 or $126,000, therefore…

Cash Payment made by purchasers at the close of $714,###-###-#### % of $840,000 = $714,000)

Sellers will accept a 15% promissory note in the amount of $126,###-###-#### % of $840,000 = $126,000)

Sellers will accept an Equity Investors position in your company in the amount of 30%. (30% of $1,200,000 = $360,000)

In reality, the actual purchase price looks like this…

Your part: $714,###-###-#### %)

Seller Note + Sellers equity: $126,000 + $360,000 = $486,###-###-#### %)

I am hopeful this structure make sense. If you want to go SBA, then we have to structure this as your company owning 81%, the Sellers Equity as 19%