Structured Finance for Business Acquisitions: Close the Gap Between Valuation and Cash at Closing

1 Overview

You found the target, hammered out the multiple and signed an exclusivity letter. The only wall left is funding. Senior banks cap leverage at three times EBITDA, mezz shops quote rich coupons and the seller will not wait for a long earn-out. Structured finance lets you cut the cash flow into tranches that match different pockets of money, turning tomorrow’s earnings into capital you can use today without blowing covenants.

2 Why Structured Finance for Acquisitions?

• Fill the equity hole when sponsor capital and bank debt stop short of the purchase price.
• Unlock hidden value in receivables, inventory and subscription contracts instead of pledging personal guarantees.
• Blend fixed and floating coupons that ride with business seasonality rather than smash cash flow in slow quarters.
• Keep leverage off the parent balance sheet through a ring-fenced special-purpose vehicle.

3 Our Toolbox

Instrument	Main Collateral	Advance Rate / LTV	Typical Tenor
Receivables-Backed Notes	Trade invoices 30-180 days	70-85 % of face	12-36 months pass-through
Inventory Repo	Finished goods or exchange-grade stock	60-75 % of spot	6-18 months revolving
Whole-Business Securitisation	Royalty or subscription income	60-75 % of EBITDA	5-7 years amortising
Unitranche Bridge	Blend of senior cash flow and asset loan	Up to 6x EBITDA	3-5 years, bullet or PIK toggle

4 Deal Timeline

Day 1-10: Target financials and asset tape land in our data room. We show headline proceeds and fees.
Day 11-35: Structure modelling, collateral audits, rating pre-sound if needed.
Day 36-55: Term-sheet auction with banks, funds and private credit desks. Buyer chooses the stack that clears price and covenants.
Day 56-75: Documents sign, SPV funds, purchase consideration wired. Integration work starts.
Add-on buys close faster than cross-border carve-outs. Build your timetable accordingly.

5 Case Snapshots

• US SaaS roll-up: USD 48 m whole-business securitisation at 7.2 % fixed, 72 % advance on recurring revenue, seven-year maturity.
• European auto-parts distributor: EUR 85 m receivables note priced at three-month Euribor + 400 bps, refinanced seller loan and trimmed equity cheque by 30 %.
• Asia-Pacific chemicals merger: USD 60 m unitranche bridge, 5.5x pro-forma EBITDA, two-year PIK option while synergy savings ramp.

6 Risk Shields

• Third-party collateral audits before every draw to lock quality and value.
• Springing cash sweep once leverage crosses preset gates, protecting lenders and sponsors alike.
• Change-of-control waivers secured from key customers before close.
• Quarterly covenant checks on DSCR and asset coverage with automatic cure mechanics.

7 Why Financely

From 2020 to 2025 we raised USD 5.1 billion for acquisition financings across tech, industrials and consumer staples. We walked away from twelve mandates that failed cash-flow or legal tests, keeping our close rate strong and pricing sharp. Expect straight talk and a lender bench that funds instead of stalling.

8 Get Started

Working on a business buy that needs creative capital? Share the target’s financials and purchase agreement. We will reply within forty-eight hours with a clear go or no and indicative terms.

Figures and timelines reflect Financely Group M&A desk transactions 2020-2025. Funding remains subject to due diligence, market spreads and investor appetite.