The Modern Acquirer

The Modern Acquirer

The SBA Capital Stack Worksheet, Built for SOP 50 10 8.1

A lender decides whether a deal qualifies and may add requirements; this worksheet estimates the stack and does not model every fee waiver. Enter an Initial Acquisition to see project cost, the minimum equity injection, how much of it a standby seller note can fill, the loan with its financed fee, and debt service coverage against the applicable floor.

What's inside

  • A stack calculator. Price, valuation, EBITDA, working capital, closing costs, rate, seller note and outside equity in. Project cost, injection, loan, debt service, coverage and the price ceiling out.
  • A checklist. What I'd do before calling a lender, grouped into the numbers, the money and the documents.
  • A print view. The print button keeps your deal's numbers and your ticks, or saves them as a PDF. Nothing you enter leaves your browser.

A preview

For example, enter an illustrative purchase price, historical earnings, working capital and closing costs. The worksheet adds the financed guaranty fee to project cost [E893, E895]. Counting the fee in project cost is a model assumption; your lender may not. It then calculates the minimum injection for an Initial Acquisition from that total [E841]. At least half the minimum must come from unlimited sources such as unborrowed cash [E842]. It estimates coverage from historical earnings and only the modeled SBA loan payment [E844]. Add any other post-transaction debt service before deciding whether coverage clears the floor [E844]. Your lender must confirm the inputs, sources and result.

The worksheet

SOP 50 10 8.1 applies to loans given an SBA loan number from October 1, 2026; applications submitted through September 30, 2026 remain under SOP 50 10 8.0[1]. The worksheet encodes the rules that change the stack. For an Initial Acquisition, the minimum injection is 10% of total project cost, not of price; lenders may reduce or waive that minimum for Business Expansions and Owner Buyouts[2]. A seller note on full standby, other standby debt and non-controlling minority investors under 20% with no control rights together fill at most half of the required injection[3]. Total acquisition debt, including seller debt not on full standby, stops at the business valuation[4]. Above a $350,000 purchase price, or when buyer and seller are closely related, that valuation must come from an independent qualified source the lender engages[4]. The worksheet finances the guaranty fee into the loan, which the SOP allows[5][6], and stops the loan at the $5M Standard 7(a) maximum[6]. For Initial Acquisitions, Owner Buyouts and ESOPs, coverage has a 1.25x floor; Business Expansions have a 1.15x floor[7]. Coverage uses the last fiscal year or a two-year average[7]. Lenders must review projections but cannot use them to meet the minimum, except for owner-occupied Special Purpose Property deals[7]. The default rate of 8.75% is the FY2026 through June 2026 median for change-of-ownership loans[8]. The displayed minimum injection (10%)[2], limited-source cap (50%)[3], coverage floor (1.25x)[7] and quality-of-earnings threshold ($3M)[9] follow those rules. Coverage here counts only the modeled SBA loan payment; add other post-transaction debt service before treating a displayed result as clearing the 1.25x floor[7].

Prepared for the lender, not for you or the seller. Debt stops at it. Set it equal to price if there is no gap.

Capped at 50% together with any sub-20% investors.

Project cost

$2,264,828

Includes a $54,828 guaranty fee, financed

Minimum injection (10%)

$226,483

At least $113,241 from unlimited sources, such as unborrowed cash or a gift

SBA loan

$2,038,346

$306,551 a year over 10 years

Debt service coverage

1.47x

Clears the 1.25x floor

  • SBA 7(a) loan$2,038,346
  • Your cash (unlimited sources)$113,241
  • Seller note, full standby$113,241
  • Price is 4.44x EBITDA. At this rate an SBA-only stack carries about 5.91x at 1.25x DSC, 90% financed, before working capital and fees.
  • Under $3,000,000, a quality of earnings report is not required by the SOP. Many lenders ask for one anyway.

What I'd do before calling a lender

0 of 12 checked

The numbers
The money
The documents

Method: the FY2027 upfront fee tiers use an 85% guaranty for loans of $150,000 or less, charged at 2% of the guaranteed portion; larger loans use a 75% guaranty, charged at 3% through $700K, then 3.5% of the guaranteed portion up to $1M and 3.75% above[15][5]. The 0% FY2027 waiver for some manufacturer, food-supply-chain and rural loans of $700K or less is not modelled[5]; monthly amortization over ten years as an illustrative model assumption (the observed median term was 120 months[8]); and a loop to settle the fee, because the fee is financed. It reproduces the three worked scenarios in the SBA stack analysis on this site. Illustrative arithmetic, not a lending decision: lenders add their own requirements, and fee notices change each fiscal year. Not lending, legal or investment advice.

  1. SBA Information Notice 5000-880695, Issuance of SOP 50 10 8.1
  2. SBA SOP 50 10 8.1 (technical policy updates version), Appendix 15, Underwriting, Equity Requirements
  3. SBA SOP 50 10 8.1, Appendix 15, Source of Equity Injections
  4. SBA SOP 50 10 8.1, Appendix 15, Business Valuation Requirements
  5. SBA Information Notice 5000-881797, 7(a) Fees Effective October 1, 2026 for Fiscal Year 2027 (PDF)
  6. SBA SOP 50 10 8.1, Standard 7(a) Maximum Loan Amount; Section A, Ch. 4, SBA Guaranty Fee (Upfront Fee)
  7. SBA SOP 50 10 8.1, Appendix 15, Lender's Credit Analysis; SBA SOP 50 10 8.0 (technical updates effective 6/1/2025), Debt Service
  8. Modern Acquirer analysis of SBA 7(a) FOIA data as of 2026-06-30
  9. SBA SOP 50 10 8.1, Appendix 15, Quality of Earnings
  10. Modern Acquirer calculation from SOP 50 10 8.1 DSC rules (E844) and the FY2026 median change-of-ownership rate (E827)
  11. SBA SOP 50 10 8.1, Appendix 15, Non-controlling Minority Equity Investments
  12. SBA SOP 50 10 8.1, Ch. 1 Para. F, Citizenship and Residency Requirements; Information Notice 5000-880695
  13. SBA SOP 50 10 8.1, Guaranties and Appendix 15, Owner Buyout
  14. SBA SOP 50 10 8.1, Appendix 15; SBA SOP 50 10 8.0 refinancing section
  15. SBA SOP 50 10 8.1, maximum guaranty paragraph and upfront-fee Note 3 ($5M loan, 75% guaranty)

Questions

Does this tell me whether I qualify?

No. It does the arithmetic the SOP sets out. A lender decides, and adds its own requirements on top.

Why can't a seller note fill the whole injection?

The SOP treats a full-standby seller note, other standby debt and non-controlling minority investors under 20% with no control rights as limited sources, capped together at half the minimum [E842]. The other half has to come from unlimited sources: mostly the buyer's unborrowed cash, a gift, or a personal loan repaid from outside the business [E842].

What if the price is above the valuation?

Total acquisition debt, including seller debt not on full standby, stops at the business valuation [E847]. Above a $350,000 purchase price, or when buyer and seller are closely related, that valuation must come from an independent qualified source the lender engages [E847]. Equity or additional debt on full standby, such as a seller note, may cover the price gap [E847]. The worksheet shows that gap as extra equity; it does not model a full-standby note in that layer. Confirm the source with your lender.

Is anything I enter saved?

No. The worksheet runs in your browser. Nothing you type or tick is stored or sent.

Keep reading

All guides