Beyond the headline earnings number, look at customer concentration, owner dependence, the state of contracts and leases, and whether growth is trending up or down. A business that looks great on a one-page summary can look very different once you understand what's actually driving its cash flow.
SBA 7(a) loans are the most common way to finance a small business acquisition, but they're rarely the only option. Seller financing, earnouts, and combinations of the two can bridge valuation gaps and reduce the cash a buyer needs at closing — worth discussing early, not after an LOI is signed.
Inconsistent record-keeping, unexplained add-backs, revenue concentrated in one or two customers, and declining margins in the most recent year are common warning signs. None of these automatically kill a deal, but each deserves a clear explanation before you move forward.
Businesses sold through confidential, off-market processes tend to see less competition and more room for negotiation than those broadly marketed online. Working with an advisor who has direct relationships with sellers is often the difference between seeing a deal early and seeing it after it's already gone to the highest bidder.
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