Structuring the 10%
SBA acquisition loans need 10% down. Here's what counts toward it and how lenders check it.
Last reviewed June 2026 · Written against SOP 50 10 8 and current SBA notices
10%
Of total project costs
5%
Min. real cash from you
50%
Max from seller standby note
2 mo
Bank statements traced
The rule
For a startup or a complete change of ownership, SOP 50 10 8 requires a minimum equity injection of 10% of total project costs — purchase price plusfees, working capital, and closing costs. On a $1.5M all-in acquisition, that's $150,000. Budget against the all-in total; 10% of the purchase price alone comes up short at closing.
Run your 10% against total project costs.
What counts toward the 10%
The SBA accepts more sources than most buyers expect.
| Your unborrowed cash | Counts in full. Two months of bank statements trace it. |
|---|---|
| Gifts | Count, with a gift letter and source documentation. |
| Outside investor cash | Counts; 20%+ investors must personally guarantee. |
| Retirement funds via ROBS | Count — a 401(k)/IRA rollover structure, properly papered. |
| Assets injected into the business | Count at documented fair market value. |
| Seller note — full lifetime standby | Counts, capped at HALF the required injection (5 of the 10 points). No principal or interest for the life of the loan, SBA Form 155. |
| Seller note — any payments at all | Counts for nothing toward the injection. Treated as ordinary financing. |
| Borrowed cash (HELOC, personal loan) | Counts only if repaid from income outside the business. |
How the money is verified
Verification tightened in 2025: lenders now prove both source and deployment. Expect roughly two months of statements for each account the injection draws from, plus wires, cancelled checks, and settlement statements showing the money moved before disbursement. Sudden large deposits trigger source questions every time.
Your real check size
Budget past the injection: add the SBA guaranty fee (at statutory maximums for FY2026 — roughly 2–3.5% of the guaranteed portion), packaging and closing costs, and a post-close working capital cushion. On a $1.5M deal, the realistic all-in figure runs $175–200K once everything stacks on the $150K injection. Our deal-level worksheets compute this number per listing.
When less than 10% is possible
Two exceptions exist, both in partial deals, and both carry the 2025 all-owners-guarantee rules. Partial changes of ownership can go below 10% when the business's post-transaction debt-to-worth ratio is no more than 9:1. Buyouts between existing partners can skip the injection entirely when the remaining owners certify 24+ months of active participation at the same or increasing ownership and the 9:1 test holds.
Free · No obligation · Usually same-day
Stop reading. Ask a lender.
Twenty minutes with an SBA specialist answers what twenty articles can't: your number, on yourtimeline. We'll connect you with a 7(a) specialist who works acquisition deals all day — they'll tell you what you can borrow before you fall in love with a listing.
Sellers answer verified buyers first
Verification takes minutes, costs nothing, and moves you to the front of every advisor's queue — they see proof of funds before you even say hello.
Become a verified buyerFirst look at every new listing
The gems never sit on the open market. Premium members see each new listing before the crowd — by the time everyone else is browsing, you've already made the call.
$29/mo · instant alerts · side-by-side deal compare · priority with advisors
Upgrade to Premium