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MERGERS AND ACQUISITIONS IN CANADA - ACQUISITION FINANCING
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Financing & Cash flow are the biggest issues facing businesses today
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7 Park Avenue Financial
South Sheridan Executive Centre
2910 South Sheridan Way
Oakville, Ontario
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"Acquiring a business is not merely purchasing assets and revenues; it's investing in potential. The right financing structure doesn't just make acquisition possible – it makes success probable." – Warren Buffett
Essential Financing Guide for Canadian Entrepreneurs
A Loan to buy a business in Canada, completed successfully, allows you to ' cross the border', so to speak, in business success.
That can also include a merger and acquisition scenario, such as acquiring another competitor, which have major similarities.
And by the way, wouldn’t it be great to have the skills of someone like ' GANDALF ' that Tolkien character who seems to have quintessential skills in a wizard-like way!
Talk to the 7 Park Avenue Financial team about how we can help you purchase a business and secure the financing you need to successfully acquire an existing business.
Our focus is on ensuring you have the optimal financing structure, with financing in place that allows for repayment and facilities for ongoing working capital needs. Let's dig in.
When a business owner or financial manager is looking to acquire or merge with another company, the expertise of owners and managers must, of course, complement the solution needed.
In a perfect world, a merger scenario would involve perfectly complementary sizes, assets, profit potential, and capital structures.
Here at 7 Park Avenue Financial, we figured out long ago in business that it's not a perfect world!
Acquisition Financing: Breaking Through Barriers
Many Canadian entrepreneurs identify perfect business acquisition opportunities but lack the substantial capital required to purchase. This financial gap creates frustration as promising ventures slip through their fingers while competitors with deeper pockets secure these valuable assets.
Let the 7 Park Avenue Financial team show you how Business loans designed for buying existing businesses provide the strategic financing solution needed to bridge this gap, enabling entrepreneurs to acquire established operations without depleting personal resources.
2 Uncommon Takes on Business Loans for Buying a Business
- Seller financing combined with traditional business acquisition loans often results in more favourable terms than either option alone, as lenders view seller investment as validation of the business's continued viability.
- Asset-based lending can be more advantageous than conventional business acquisition loans for purchasing inventory-heavy businesses, as it allows buyers to leverage the very assets they're acquiring.
PROFIT FROM THE BENEFITS OF A BUSINESS FINANCING EXPERT WHEN BUYING A COMPANY
That's when you need the expertise and external advice of a good accountant, lawyer, or Canadian business financing advisor, helping to make those acquisition loans a lot less painful -
At 7 Park Avenue Financial, we'll help guide you on the due diligence process, identifying key documentation you need to evaluate the valuation.
That data will typically include financial statements, tax filings, lists of physical assets, and schedules about accounts receivable and payables. It is also prudent to request data on existing leases and contracts the target company has entered into.
Numerous pre-closing negotiations, including final legal closing documents, often occur about valuation and other terms related to business transfer ownership.
WHY ARE BUSINESSES SOLD?
Sellers' reasons for selling their businesses are varied, and understanding how a business acquisition can be financed and executed properly is key.
They might include crisis-type scenarios, the need for current owners and management to ' CASH IN ', and, in some cases, the fact that a growth opportunity simply could not be achieved under the current status quo.
SOME KEY REASONS FOR BUYING A COMPANY
Buyers buy a company for typically other reasons - they might be the perception that the company being purchased or acquired is too good a deal (sometimes things aren't as they appear!).
Or it might be another way to deploy cash and financing resources. Related to the current owner’s inability to exploit growth in their own business, the new owner and management team find themselves in a position to enhance growth and long-term return on investment.
Most business people/entrepreneurs recognize the opportunity to buy a business, allowing the buyer to almost instantly grow new clients, increase production capacities, or consider new markets.
Another key benefit is having key employees trained and in place immediately, as well as knowing that vendors and supplies already have established relationships with the business.
THE SELF-FUNDING OPTION
Self-funding a transaction without taking on loans or debt has obvious benefits and would not be the fastest way to complete a business purchase.
Very few buyers can complete a purchase in the full amount without taking on additional financing, debt financing, or post-closing working capital costs .
TAKE ADVANTAGE OF CANADA'S SR&ED PROGRAM
In some cases, the new firm might be able to take advantage of significant research opportunities, such as participating in the Canadian government's SR&ED program. SR&ED Financing solutions accelerate cash flow.
SOURCES OF FINANCING FOR BUYING A BUSINESS IN CANADA / MERGERS AND ACQUISITIONS
Financing a loan to buy a business, or a merger and acquisition type scenario, can come from numerous sources. Ultimately, you are looking for the right mix of debt financing and monetization of assets for cash flow.
They include:
GOVERNMENT SMALL BUSINESS LOAN - AKA ' SBL ' ( Canadian Version Of U.S. SBA Loans)
Canada's government guaranteed loan program - the Canada Small Business Financing Program is a government of Canada program that encourages banks and some other financial institutions, such as banks and credit unions, to help small businesses with business capital funding.
Up until 2022, the program was focused on guaranteed loan financing for 3 categories of assets regarding how much financing you might need for eligible purchases of :
Equipment
Leasehold improvements
Commercial real estate
The program has always been focused on business owners who cannot access all the traditional bank financing their businesses need. It provides competitive interest rates and flexible and longer repayment terms / amortization schedules, and structured flexible payments without needing full personal guarantees or outside collateral!
It is a government-sponsored program that helps small businesses in Canada access financing through loans from participating financial institutions. Industry Canada, a Crown corporation of the Government of Canada, administers the program.
In 2022, new improvements to the program were enacted. These changes dramatically enhanced the program's popularity and accessibility.
The program now provides
Term Loans for real estate, equipment, renovations and leasehold improvements.
New changes also come in the form of working capital facilities and lines of credit that were previously not available, as well as the ability to finance intangible assets such as goodwill, franchise fees, etc
The maximum loan amount was increased to 1.1M dollars.
Business buyers will also want to investigate financing solutions provided by the Business Development Bank, another crown corporation that provides long-term financing on business assets or shares.
CANADIAN CHARTERED BANK COMMERCIAL TERM LOAN AND LINES OF CREDIT
Canadian chartered banks are also key sources of providing loans for business acquisitions.
Companies that meet bank criteria for acceptable balance sheet ratios, cash flow generation, and profitable business potential can benefit from Canada's lowest business loan interest rates.
Unsecured loans from banks are a popular post-acquisition finance strategy.
VENDOR TAKE-BACK PARTICIPATION ( VENDOR TAKE-BACK FINANCING)
Many owners who wish to sell their businesses are willing to participate in financing the sale by adding a seller financing component to the final deal structure.
Seller finance often provides an incentive to the buyer to complete a transaction, as it also reduces the amount of debt financing required. In combination with buyers' down payment and owner equity, the challenge of debt financing becomes more attainable.
Sellers require different structures for their participation in the financing, many of which can be very creative regarding the interest rate and repayment.
ASSET-BASED LENDING
Asset-based lending structures are a solid way for business buyers to leverage the business's assets, typically receivables, inventories, fixed assets, and real estate.
Asset-based lenders are typically non-bank lenders that can deliver more business capital and financing to a transaction without many of the requirements of Canadian banks.
BRIDGE LOANS
A bridge loan is a short-term financing solution designed to provide immediate capital while a more permanent funding source is secured. Compared to traditional financing, these loans typically feature higher interest rates and shorter terms (usually 6-24 months) but offer crucial liquidity during transitional periods. Bridge loans are commonly used in real estate transactions, business acquisitions, and other situations where timing gaps between financial obligations create urgent capital needs.
PRIVATE EQUITY FIRMS
Private equity firms are investment management companies that acquire ownership stakes in private businesses using capital from institutional investors and high-net-worth individuals.
REAL ESTATE MORTGAGES / REFINANCING
Real estate inclusion in business acquisitions impacts financing through:
- Creation of separate mortgage instruments with longer amortization periods
- Reduction in overall blended interest rates when real estate serves as primary collateral
- Access to additional lender pools specializing in commercial real property
- Potential for sale-leaseback arrangements that unlock immediate capital
- Higher loan-to-value ratios (often 75-80%) compared to business-only acquisitions
- More favorable covenant requirements due to tangible asset security
DIGGING DEEP INTO ASSETS AND CASH FLOWS
Careful appraisal of assets, people, and cash flow is key to buying a business in Canada.
Past profits, future profits, and cash flow must be heavily considered. Your lenders aren't equity partners; they simply want to see how they will be repaid. In some cases intellectual property /patents,etc may be part of the acquisition.
KEY TAKEAWAYS IN POST-ACQUISITION FINANCING OF THE BUSINESS PURCHASE
In certain circumstances, buyers may wish to consider assuming the existing debt of the business -
Buyers must also consider whether they want to complete the business purchase via an asset share or share sale.
Financing the business post-acquisition should be a key priority -
Funding day-to-day operations and ensuring financing is available for growth is highly desirable, allowing the business to maintain proper cash reserves that won't require additional debt loans or equity financing.
Business credit lines should be in place to cover day-to-day business needs and allow for any seasonality or ' lumpiness' in the business.
Business credit lines allow a company to borrow only what it needs and pay interest only on the drawn-down portion of the revolving facility. Some companies may consider accounts receivable financing and factoring solutions to generate cash flow and meet working capital needs.
CONCLUSION- BUSINESS ACQUISITION IN CANADA
Our advisors have a stockpile of small business valuation and assessment tools that will allow you to successfully find, price, and finance a business acquisition in Canada.
Call 7 Park Avenue Financial, a trusted, credible and experienced Canadian business financing advisor who can assist you with financing options specifically designed for your acquisition loan financing needs...
It's just like advice from our pal Gandalf! Our team will focus on ensuring you have financing tailored to your purchase and obtaining the maximum amount of funding that reflects the business's cash flow repayment via business loan interest rates that make sense.
Case Study: Benefits of Business Loans for Buying a Business
When a buyer identified a profitable manufacturing business for sale in Ontario, she faced a $1.2 million purchase price, far exceeding her available capital. Rather than abandoning the opportunity, she leveraged a specialized business acquisition loan structured as 65% traditional bank financing, 20% seller financing, and 15% personal investment.
The strategic loan structure enabled the buyer to preserve $180,000 in working capital for operational needs during the ownership transition. The acquisition financing included an initial six-month interest-only period, allowing her to implement efficiency improvements before full payment obligations began.
KEY TAKEAWAYS
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Financial institutions evaluate acquisition loans primarily based on the target business's cash flow adequacy to service debt while maintaining operations.
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Lenders typically require 10-30% down payment from the buyer's personal funds, with higher down payments resulting in more favourable terms and increased approval likelihood.
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Comprehensive business valuation reports substantially strengthen loan applications by validating the purchase price through multiple methodologies,s including asset-based, income, and market comparables.
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Due diligence documentation demonstrates your thoroughness to lenders while uncovering potential issues that could affect financing approval or terms.
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Seller financing often complements traditional acquisition loans, providing gap funding while signaling the seller's confidence in future business performance.
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Industry experience significantly impacts loan approval rates, with Canadian lenders favoring buyers who have demonstrated operational knowledge in the target business sector.
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Asset-based lending secured by inventory, equipment, or accounts receivable creates alternative financing pathways when traditional acquisition loans are difficult to obtain.
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Business acquisition structure (asset purchase vs. share purchase) determines available loan options and tax implications that affect overall financing costs.
FAQ: FREQUENTLY ASKED QUESTIONS PEOPLE ALSO ASK MORE INFORMATION
Do banks give loans to buy a business?
Banks will offer the best interest rates and business loan terms if buyers and the target company have good credit profiles - For loan approval banks will focus on financing business acquisitions for established companies with minimum annual revenues based on their terms and policies
What type of loan do I need to buy a small business?
Small business acquisitions are often best funded by government small business loans that allow the buyer as a potential small business owner to fund equipment, leaseholds, and real estate - Franchise financing is also popular uner the SBL government loan program and is a solid alternative to a traditional bank loan or business line.
How do I qualify for a business acquisition loan?
To qualify for business acquisition finance solutions from traditional lenders buyers must demonstrate a good personal credit score and a reasonable net worth . Outside collateral may also be required, in addition to the persoanal gurantee of the buyer. Purchasers must be able to demonstrate relevant business experience and a solid business plan will often help finalize the transaction successfully.
How does the application process for business acquisition loans differ from standard business loans?
Business acquisition loan applications require comprehensive documentation including business valuation reports, detailed transition plans, and forecasted financials that demonstrate your ability to service the debt while maintaining operations.
Where can first-time business buyers find specialized acquisition loans with less stringent requirements?
First-time buyers can explore programs through the Business Development Bank of Canada (BDC), credit unions with community business focuses, and vendor take-back financing options that often have more flexible qualification criteria.
Why do lenders place significant emphasis on industry experience when evaluating business acquisition loans?
Lenders emphasize industry experience because operational knowledge directly impacts post-acquisition success rates, with data showing that acquirers with 3+ years of relevant experience have 60% higher success rates in maintaining business profitability.
How do business acquisition loans impact my ability to secure additional financing later?
Properly structured business acquisition loans demonstrate financial sophistication to lenders and establish valuable banking relationships that facilitate future financing. By creating a positive repayment history on significant commercial debt, buyers build credibility for subsequent funding requests, whether for expansion, equipment purchases, business credit cards , or working capital lines of credit.
What documentation do I need to prepare when applying for a business acquisition loan?
Prepare comprehensive documentation including three years of business tax returns and financial statements, detailed business plan with post-acquisition strategies, personal financial statements, industry analysis, purchase agreement details, business valuation report, and projected cash flow statements showing debt service capabilities. Canadian lenders particularly focus on transition plans and historical cash flow stability when evaluating acquisition loan applications.
How long does the typical business acquisition loan approval process take?
The business acquisition loan approval process typically takes 60-90 days from initial application to funding, with asset-based purchases generally processing faster than share purchases. This timeline includes underwriting review, business valuation verification, environmental assessments for real estate components, and final approval processes requiring multiple levels of review for larger transactions.
What role do business acquisition brokers play in securing favorable financing terms?
Business acquisition brokers improve financing outcomes by:
- Preparing comprehensive information packages that satisfy lender requirements
- Connecting buyers with specialized financial institutions experienced in acquisition lending
- Facilitating negotiations between buyers, sellers and lenders on deal structures
- Providing comparable transaction data that supports valuation assessments
- Maintaining relationships with multiple funding sources including non-traditional lenders
- Creating competitive financing scenarios that improve buyer leverage
Statistics on Business Loans for Buying a Business
- According to the Business Development Bank of Canada, approximately 72% of Canadian business acquisitions involve some form of seller financing alongside traditional lending.
- Industry Canada reports that business acquisitions financed with specialized acquisition loans have a 23% higher five-year survival rate compared to startups.
- Canadian lenders typically require 15-30% down payment for business acquisition loans, with an average of 25% across all industries.
- The average business acquisition loan in Canada has a term of 7-10 years, with a median interest rate 1.5-2.5% higher than prime rate.
- According to a 2023 study by the Canadian Federation of Independent Business, 41% of business owners planning to sell in the next five years cite buyer financing challenges as their primary concern.
- BDC data shows that businesses purchased with properly structured acquisition loans experience an average 12% higher growth rate in the first three years compared to their pre-sale performance.
Citations / More Information
- Business Development Bank of Canada. (2023). "Business Acquisition Financing Guide." BDC Business Centre, Retrieved from https://www.bdc.ca.
- Canadian Federation of Independent Business. (2024). "Succession Planning and Financing Report." CFIB Research, Retrieved from https://www.cfib-fcei.ca.
- Industry Canada. (2023). "Small Business Financing Trends." Government of Canada, Retrieved from https://www.ic.gc.ca.
- Royal Bank of Canada. (2024). "Commercial Acquisition Financing Solutions." RBC Business Banking, Retrieved from https://www.rbcroyalbank.com.
- KPMG Canada. (2023). "Business Transaction Financing Trends." KPMG Enterprise Services, Retrieved from https://www.kpmg.ca.
- https://www.reddit.com/r/PersonalFinanceCanada/comments/1aofhhc/can_you_buy_a_business_in_canada_with_no_money/