SBA Lenders – Add-Back Heavy Deal w/ Large Standby Seller Note

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February 28, 2026

by a searcher from Le Moyne College in Atlanta, GA, USA

We’re under LOI at $3.5M for a service-based business. Proposed structure: ~$1.8M SBA 7(a) upfront 10%+ buyer equity $1.7M subordinated seller note, performance-contingent/forgivable Buyer stepping in full-time The complication: Tax returns support ~ $1.5M valuation. Internal financials reflect materially higher normalized cash flow due to significant discretionary/personal expenses run through the business and lack of sale prep. We’re willing to price off normalized internal earnings, but need a lender comfortable: Underwriting documented add-backs beyond tax-return income Accepting a large standby seller note Structuring seller carry in an SBA-compliant way Questions: How aggressive are you on add-backs vs. tax returns? Is this within your credit box? Happy to share financials via DM.
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Reply by a searcher
in Buffalo, NY, USA
@redacted‌ were you able to find a lender on this? I'm looking at a very similar deal
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Reply by a lender
from University of Utah in Sandy, UT, USA
Sounds like something we could do. Happy to discuss details. redacted or###-###-####
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