GrowFL and SunTrust Bank Present: Business Acquisitions and Partner Buyouts How SBA Loans can be leveraged to help

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1 GrowFL and SunTrust Bank Present: Business Acquisitions and Partner Buyouts How SBA Loans can be leveraged to help GrowFL Webinar Series Date: September 4, 2012 Presented by: Hetal Engineer, SunTrust VP All 1 credit subject to SBA and SunTrust criteria SunTrust Banks, Inc. is a federally registered service mark of SunTrust Banks, Inc.

2 SBA Background Low down payment (as low as 10%) keeps personal liquidity accessible for new business owner Blended amortization period (up to 10 years on business acquisition and 25 years on real estate) preserves cash flow with lower monthly payments We will finance goodwill in accordance with SBA SOP guidelines on business acquisitions Financing available for partner buyouts with credit for equity in company 2

3 SBA Qualifying Factors SBA Loan Qualification is based on the following: For-profit, non-publicly traded businesses Tangible business net worth (including affiliates) not to exceed $15 million Average net income of the business not to exceed $5 million over the last two years Personal liquid assets of each principal/guarantor not to exceed the total project costs of the proposed loan. Company ownership must be comprised of 51% U.S. citizens or resident aliens (legal permanent residents) 3

4 SBA 7a Loan Business Acquisitions and Partner Buyout Loan Amounts: Up to $5.0MM Pricing: Typically variable rates from P+1.75% to 2.75% (fixed rates are available based on market pricing) Terms Up to 10 years for Business acquisitions Up to 25 years for CRE transactions Down Payment As little as 10% on business acquisitions and CRE request. Can increase based on type or complexity of project Fully Amortized No balloon payments allowed in program 4

5 SBA 7a Loan (cont.) Use of Proceeds Very flexible and thus why 7(a) is so attractive. Can finance business acquisitions, partner buyouts, CRE, working capital, equipment, improvements all in one financing package. Gives client significant options for longer term financing Collateral Take available per SBA requirements. If not available, will consider transaction under-secured (based on strength of project) Prepayment Penalty limited to (5%-3%-1%) for loans over 15 years 5

6 SunTrust SBA Business Acquisition Guidelines Goodwill of $500,000 or more = 25% down payment Goodwill of less than $500,000 =10% down payment Business Valuation on all deals $250,000 or more Down Payment must be non-borrowed funds If loan is undersecured SBA may require outside collateral Business with tax liens are not eligible Earn out provisions are not eligible Seller cannot remain with company more than 1 year Seller debt must seasoned 24 Months before SBA refinance 6

7 SunTrust Business Acquisition Qualifying Criteria Global Cash Flow calculation includes business and personal cash flow/debt analysis for the past three years plus interim period Reasonable Sales & Cash Flow Trends Good Credit Score No Derogatory Accounts Guarantor not Highly Leveraged Experience/Background Industry Within Major NAICS Code Management Prior business/employee management experience Financial Same size P&L/Budget or greater 7

8 SBA s Calculation of Goodwill Stock Sale vs. Asset Sale Doesn t matter the calculation is the same! Total Purchase Price Less: Tangible Assets - Real Estate at FMV - Cash/Cash Equivalents at NBV - Accounts Receivable at NBV - Inventory at Cost - Fixed / (Other) Assets at NBV + Any Assumed Liabilities at NBV = Intangible Assets ( Goodwill ) NBV stands for Net Book Value 8

9 Structuring Loans Under the New Goodwill Rules Borrower to inject cash into project from non-borrowed funds. What if the borrower does not have cash required for down payment? The Good News We can do 75/25 and/or 75/15/10* (loan/cash injection/seller note structure) even 75/10/15* for a strong cash flow transaction! *NOTE: If any portion of the Seller Note is being used as Equity then the Seller Note MUST be on Full Standby for the first 2 Years then amortized P&I payments from Year 3 to year 10 9

10 Lets Look at an Example: Purchase Price $1,000,000 - Tangible Assets (Net Book Value) $175,000 = Intangible Assets ( Goodwill ) $825,000 + Soft Costs Working Capital $100,000 Closing Costs & SBA Fees $40,000 Total Project $1,140,000 10

11 So How Much Can the Bank Lend? 75% Of the total project since the Goodwill is $825,000 (over the $500,000 threshold) 11

12 Possible Deal Structures Total Project $1,140,000 Equity Injection (25%) $285,000 Seller Carry (0%) $0 SunTrust SBA Loan (75%) $855, Or Equity Injection (15%) $171,000 Seller Carry (10% FULL STANDBY*) $114,000 SunTrust SBA Loan (75%) $855,000 *2 years NO Principal or Interest payments, then 8 years fully amortized. 12

13 Financial Considerations Purchase Less Than $250K Purchase At or More Than $250K 3 rd Party Valuation NOT Required 3 rd Party Valuation IS Required Goodwill Less Than $500K Goodwill At or More Than $500K 10% Down payment 25% Down payment 13

14 Documenting a Deal in Today s Credit World Three years of company tax returns, including all schedules Interim Financials with previous year comparison Interim Balance Sheet Owner three year personal tax returns and personal financial statement W2 s and Payroll detail for all Owners NOTE: The first four items are necessary to prescreen a deal. 14

15 SBA Financing Other SBA Products Long term fixed rate RE financing available through SBA 504 program. Up to 90% acquisition, construction, and renovation available Revolving working capital financing available through SBA Express Export financing available through Export Express and SBA Export Lines 15

16 SBA and SunTrust General Qualifying Criteria Business needs to demonstrate historical debt service to support business debts (or solid projections for start up companies) Guarantors need to have direct industry experience or strong transferrable Active owner involvement in business (not remote or as a hobby) If also purchasing real estate, the business needs to occupy 51% of space; 60% if construction project Guarantors must have acceptable credit (not a bad credit program) Guarantors need to show solid post closing liquidity Borrowers must be a US Citizen or legal permanent resident alien Borrowers and affiliates must be within size standards of SBA For profit businesses only 16

17 SunTrust is #1 in SBA Lending SunTrust has been awarded #1 SBA Loan Volume Lender and SBA Export Lender of the Year 17

18 Why Consider SunTrust? SunTrust is committed to providing strong & competitive financing solutions SunTrust s dedicated team of SBA product specialists will help make the process easy and efficient Financing solutions are delivered in a responsive manner with customer satisfaction being a top priority SunTrust is #1 SBA Loan Volume Lender and SBA Exporter Lender of the Year. Call us today! We d like to earn your business. 18

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