100% Seller Financing?

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October 01, 2025

by a searcher from University of Massachusetts at Lowell in Boston, MA, USA

I have my first merger I'm currently exploring and wanted to know the best way to structure a 100% seller financed deal ie: downpayment with a % of profits until paid or no money down and full profits for x amount of time. I need to get creative on this one and looking for insight on what worked for you. Thank you!
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Reply by a searcher
from University of Southern California in Las Vegas, NV, USA
Thanks Luke for the call out. Lori, 100% seller financing is difficult to find. You need the right seller to understand the advantages and that seller needs to be able to trust you. Leverage everything at your disposal. Besides a seller financed loan you can take over debt if you execute a share deal. You can take a Working Capital loan out of the business to pay him 90 days post close. Every owner want some money that they can show for the transaction. The best way is to do a proforma on what the business could be in 5 years if you can grow it by 20% a year. If he retains 30% equity it might be worth more than the first company sales price. All of this is conditional if he trusts you and you have demonstrated that you have done this in other businesses. You have to bring the ability to take his baby to new heights. Good luck
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Reply by a professional
from University of Colorado at Boulder in Fort Myers, FL, USA
^redacted‌.. I'd try to work in a Earn out as well. That way you put some some of the risk over to the seller. It just depends on what you can negotiate into a deal structure. Hope that helps. Good luck!
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