Partner Buyout Financing, Handled With Care

Partner Buyout Financing, Handled With Care

Financing a partner buyout to take full ownership, while the business continues operating as it should

Partner Buyout Financing
Finance a Smooth Ownership Transition

With TowneBank SBA Lending, partner buyout financing uses an SBA 7(a) loan to fund the purchase of a departing owner’s interest, with up to about 90% of Total Project Cost financed and sometimes more. This helps reduce the need to draw heavily on personal cash or company reserves to weather the transition.

The remaining owner or owners continue operating the business, with an independent business valuation supporting the purchase price. We recommend working with your attorney early on the buy-sell agreement and purchase documents to ensure a smooth process.

It’s important to note that partner buyout loans facilitate buying out an existing co-owner. Purchasing a business from a third party entails different considerations, and we recommend visiting the SBA loan for buying a business page.

Financing Structured Around the Transition

Our SBA lending team can help structure financing to support your business’s transition.


Contact Us
Let's Talk About Your Project

Have questions about SBA financing? Tell us about your project, and a member of our SBA Lending team will help you explore potential financing options and next steps.



Ownership Transitions
Partner Buyout Loan Solutions for Ownership Transitions

A partner's exit and change of ownership can take several forms. We approach each one calmly and practically, with financing structured around the business and the ownership transition.


Common Scenarios
Ownership transitions can take several forms. Explore some of the most common situations where partner buyout financing may help support a successful transition.
  • The Estate

    woman budgeting
    Unexpected Ownership Transition

    A partner has passed away or can no longer serve, and the surviving owner needs to purchase the interest from an estate or family.

    With a defined timeline and clear documentation, financing can help facilitate the ownership transition.

    This is financeable.
  • A Partner's Exit

    4 people in an office
    A Partnership Has Reached a Turning Point

    Two owners want different things, and a structured buyout is often the cleanest path forward.
     

    Attorneys handle the terms, while financing supports the ownership transition.

    This is financeable.
  • The Retiring Partner

    old man and young man talking
    A Founder Is Ready to Step Back

    A founder is ready to step back and withdraw their capital, while the remaining owner wants continuity rather than an outside buyer.
     

    The business is healthy, and the transition of ownership can be structured cleanly.

    This is financeable.

Partner Buyout Financing
When You're Ready to Finance Your Partner Buyout

Business partner buyout financing may fit when:

✓ Continuing Ownership
The remaining owner or owners continue operating the business.
✓ Sufficient Cash Flow
The business's cash flow can service the debt.
✓ Supported Valuation
An independent valuation supports the purchase price.
✓ SBA Eligibility
You are a U.S. citizen who owns a for-profit, U.S.-incorporated business.
Documents You'll Need

The SBA loan requirements to finance a partner buyout require you to gather the buy-sell (buyout agreement) and/or business partnership agreement, three years of business financials, and three years of personal tax returns for owners holding 20% or more.

Keep the Process Moving
The independent valuation protects both sides in a sensitive transaction and is required, so starting it early can keep the process moving.

Partner Buyout Financing
How Partner Buyout Financing Works

Partner buyout loan approval is cash-flow based: the question is whether the business can service the debt after the buyout, not whether the business owners have the purchase price in a bank account or collateral.

An SBA 7(a) loan funds the departing business owner’s interest, with up to about 90% of Total Project Cost financed (and sometimes more), using 10- to 25-year fully amortizing terms with no covenants. If the departing partner is willing, a seller note (financing the seller leaves in place) can sit alongside the SBA loan.


Business Meeting
Up to 90% Financing

Structure the transition with less reliance on personal liquidity or business reserves.

Working Capital Included

Additional operating capital can be structured alongside the ownership transition.

Flexible Repayment

10- to 25-year fully amortizing terms with no covenants.


Business Consultation

Working capital can be structured as a companion to the same loan, helping keep the business adequately funded after closing. As partners’ ownership reaches 20% or more, the Small Business Administration’s all-available collateral rule applies to personal assets when business collateral is insufficient.

Faster In-House Decisions

As an SBA Preferred Lender, we are authorized to approve 7(a) loans in-house for a faster-than-expected loan process.

If the departing partner also owns the building, a 504 can combine on the same deal, but the 504 must follow a double-underwriting and external approval process. Our SBA 7(a) lenders are here to answer your questions about the proper structure for your deal.


Partner Buyout Financing Process
What the Partner Buyout Financing Process Looks Like

Our SBA financing process moves from initial review through closing and servicing, with each step designed to help ownership transition smoothly while the business continues operating.

1
Pre-Screen
→
2
Proposal Letter
→
3
Submission
→
4
Underwriting
→
5
Closing
→
6
Servicing
What You'll Need
  • Three years of personal tax returns
  • A Personal Financial Statement
  • Proof of equity sources from every owner holding 20% or more
Typical Timeline
Pre-Screen Goal:  2-3 days
Credit Decision Goal:  10 business days after an underwriter is assigned to a complete file
During Underwriting

Our underwriter will order the business valuation.

Closing Coordination

At closing, a dedicated closer coordinates the buyer, departing partner, and both attorneys. Delivering the buy-sell agreement and financials to us early helps keep things moving.

One Point of Contact

Throughout this process, we operate with urgency and discretion. Your partnership buyout conversation starts with one specialist and stays with them.


How It Works
A Partner Buyout in Three Steps

The business continues operating throughout the transaction while financing helps facilitate the ownership transition.

Step 1
Shared Ownership

Two owners share ownership of a successful operating business.

Step 2
Ownership Transition

SBA financing is used to purchase the departing owner's interest and facilitate the transition.

Step 3
Continuing Ownership

The remaining owner continues operating the business and repays the partner buyout loan through business cash flow.

Key Point
The business does not stop operating during the transition. Ownership changes, but the business continues generating revenue that supports ongoing operations and loan repayment.

Eligibility & Requirements
Is SBA Partner Buyout Financing Right for You?

Partner buyout financing is designed for ownership transitions involving established operating businesses. Before moving forward, it's helpful to understand the key requirements that help determine whether an SBA-backed solution may fit your situation.

The Business Must Qualify

SBA financing is generally intended for operating businesses, not investment entities. The company should be a for-profit business operating in the United States and meet SBA size requirements.

The Buyout Must Be Clearly Defined

A partner retirement, separation, estate transition, or ownership restructuring should be documented and supported by legal agreements outlining the proposed ownership change.

Cash Flow Matters

The primary underwriting question is whether the business can comfortably support the debt after the transition. Historic performance and projected cash flow both play an important role.

Equity & Financial Capacity

Owners should be prepared to provide personal financial information, tax returns, and documentation supporting the ownership transition and any required equity contribution.

The Fastest Way to Find Out

Every ownership transition is different. The most effective way to determine whether your buyout qualifies is through our pre-screen process. We'll review the ownership change, evaluate the business fundamentals, and help you understand whether SBA partner buyout financing may be an appropriate solution before you invest significant time in the process.


Partner Buyout Financing
Who We Work With on Partner Buyouts

When you're researching how to buy out a business partner, remember that we work with co-founders taking full ownership, professionals buying out a retiring partner in a practice, and family members purchasing an interest from an estate.

Plus, when working capital needs to accompany a buyout deal, an SBA Express loan may be available as a companion facility alongside the 7(a).

Common Borrowers
  • Co-founders assuming full ownership
  • Professionals buying out a retiring partner
  • Family members purchasing an ownership interest from an estate
Trusted Referral Relationships

Attorneys draft the buy-sell agreement. CPAs help value and structure the transaction. Since our division focuses solely on SBA lending, we pose no cross-sell threat to these relationships.

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Confidential Guidance
Let's Talk About Your Partner Buyout

Have a confidential conversation with a TowneBank SBA lender before anything is submitted. We can discuss the ownership transition, review the details of the opportunity, and help you understand whether partner buyout financing may be a fit.

Get started with a conversation. One specialist will guide you through the process, answer your questions, and help evaluate the path forward.

Partner Buyout Loan Questions

  • We order an independent business valuation during underwriting to establish a defensible price and help protect both sides in a sensitive ownership transition.
  • It depends on the deal and loan amount. Up to about 90% of Total Project Cost could be financed (and sometimes more) depending on the transaction and applicable U.S. Small Business Administration requirements.
  • That depends on your agreements and circumstances. Review the buy-sell agreement with your attorney before determining whether a buyout can proceed.
  • A seller note lets the departing partner finance part of the purchase price. Whether and how it fits your structure depends on SBA requirements and the transaction.
  • The business continues operating throughout the financing process. We structure the ownership transition and financing solution without interrupting normal business operations.
  • SBA 504 financing can combine with an SBA 7(a) loan on one deal when the departing business owner’s interest includes the owner-occupied building.

Some applications may require further consideration, and additional information may be required. 

Credit terms are subject to approval. 

Amount of Credit is subject to SBA program.

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