WC line alongside a seller-financed acquisition: Express vs CAPLine?
Closing in on an LOI to acquire a commercial electrical contractor. Buying the assets through a C-corp, funded with a ROBS equity injection plus a seller note. Acquisition itself is seller-financed by design, not SBA.
The piece I'm sorting out now is post-close working capital. The seller may take his cash and AR at close, so I'm considering funding the opening cushion myself. I'd like a revolving line in place at or near close, ideally with enough headroom to grow into, not just survive year one. A banker introduced me to two SBA options and I'd love real-world feedback from anyone who's run either alongside a seller-financed deal:
1. SBA Express LOC (revolving, up to ~$350-500K depending on lender)
2. SBA Working Capital CAPLine (revolving, up to $1M, AR/inventory based)
Specific questions:
- Did taking an SBA WC line force any standby or payment restrictions onto your SELLER NOTE? This is my biggest concern. My note pays interest from close with a short interest-only period, not a multi-year standby. If SBA drags standby requirements onto the seller note, that's a problem.
- For those who did the CAPLine: how painful was the borrowing-base reporting (BBCs) in practice? Worth the extra headroom, or more hassle than it's worth at this size?
- Express vs CAPLine: if you had a ~$400K need with room to grow, which did you wish you'd done?
- Any clean-up requirements (line must go to zero for X days)? How did that play with continuous contractor WC needs?
- ROBS + SBA WC line together: any wrinkles?
- Timing: could you get it in place by close, or was it a post-close build?
Appreciate any candid experiences, good or bad. Trying to learn from people who've actually lived it before I commit.
Thanks,
Jason