May 20, 2025
How to Fund Your First Business Buy-Out: The Finance Options Explained
Buying a profitable company isn’t just about spotting a solid P&L; it’s about stitching together the right blend of capital so the deal actually closes and the repayments don’t sink the business on day one. In the first episode of The M&A Zing podcast, Gareth Hawkins and Adam Kempner dug into the UK funding landscape for small-to-mid-sized buy-outs. The good news? Traditional banks, challenger lenders and specialist funds are all sharpening products for acquisition finance. The catch: every facility comes with its own jargon, security demands and personal-guarantee fine print. Below we break down the main lending types, plus the equity piece, so you can build a funding stack that fits the target you’re chasing, not the other way round.
1. Asset-Based Lending (ABL): unlocking value in plant, fleet and property
Asset-based lending lets you borrow against tangible kit already sitting on the target’s balance sheet.
What you can pledge: machinery, vehicles, inventory and freehold property (often valued at 20–40 % of original cost once depreciation is factored in).
Typical advance rate: up to 70 % of forced-sale value for real estate; 30 % for older plant.
Pros: cheaper than unsecured debt; repayments often tracked to asset life.
Cons: works only if the business actually owns the kit—service firms may draw a blank.
Best for: engineering shops, logistics fleets, manufacturing lines where refinancing existing assets can fund 30–50 % of the purchase price.
Tip: engage the seller early—lenders need surveys while the company is still in their name.
2. Cash-Flow and Term Loans: the classic banker’s option
When the target throws off predictable earnings, lenders will advance funds secured by those future cash-flows rather than by bricks and mortar.
FeatureTypical Range (UK)Loan size£250k – £5mInterest rateSONIA + 4–8 %Debt-service-cover ratio≥ 1.5× (closer to 2× for comfort)Amortisation3–7 years, sometimes with a balloon payment
Pros: straightforward structure; fixed monthly repayments aid budgeting.
Cons: lender may still want a director’s personal guarantee for 20–50 % of the balance—even under the Growth Guarantee Scheme (GGS).
Best for: subscription or maintenance businesses with sticky clients and steady EBITDA.
3. Invoice and Trade Finance: tapping working capital instead of long-term debt
Sometimes the cheapest money is already in the sales ledger.
Invoice finance
Advance 80–90 % of an approved invoice within 24 hours.
Cost: 2–3 % service fee plus SONIA-linked interest for the weeks outstanding.
Works well when customers pay on 30–60-day terms.
Trade finance
Lender pays foreign suppliers at shipment; you repay once goods sell.
Ideal for import-heavy retailers or wholesalers with four-month cash cycles.
Both facilities are revolving—you pay only while you draw—so they’re better for closing smaller funding gaps or smoothing seasonality than for covering the bulk of consideration.
4. Government-Backed Schemes: useful, but mind the limits
The Growth Guarantee Scheme (British Business Bank) can underwrite up to 70 % of qualifying loans, shaving rates and fees. Limitations to note:
Maximum facility: £2 million—fine for micro-buys, too small for larger deals.
Quarterly lender quotas: popular challenger banks can run out of headroom mid-deal.
Personal guarantees: usually capped at 20 % of exposure, but still real.
Keep an eye on future tweaks—industry bodies are lobbying for higher ceilings and explicit “M&A use” wording.
5. Equity and “The Step-Up”: bridging what debt won’t cover
Even with aggressive leverage, most deals need 20–40 % equity. In UK search-fund circles that equity often comes with a 1.5× step-up: early investors receive 1.5 ordinary shares for every pound invested once the acquisition closes.
Where to find cheques
Specialist search-fund investors (UK family offices, plus a growing pool from Spain, the Nordics and the US).
Operator-angels who value a board seat over a guaranteed coupon.
Vendor rollover: sellers keep 10–30 % equity to sweeten price expectations and reassure lenders.
Negotiation levers
Offer lower step-ups on larger tickets to keep future dilution in check.
Present a two-year search budget with clear milestones—faster closes improve investors’ IRR as much as higher leverage.
Conclusion: build your capital stack before you make the offer
No single facility fits every acquisition. Start with the target’s balance sheet: heavy assets favour ABL, sticky subscriptions lean towards cash-flow loans, importers live on trade finance. Layer in government guarantees where you can, then cap the deal with equity that rewards speed and operational upside. Nail the mix now, and you’ll spend the post-close months growing the business—not firefighting repayments.
Ready to dive deeper? BizCrunch’s platform benchmarks live lending rates and matches you with funders who understand SME buy-outs. Book a demo today and turn that promising target into your first successful acquisition.
Further listening: Hear the full discussion on funding stacks in The M&A Zing Podcast – Episode 1