10 Ways Sellers Can Make a Business Easier to Finance
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TL;DR: A seller can make a business easier to assess for financing by supplying consistent financial records, documented earnings adjustments and a clear explanation of the transaction. That preparation helps a buyer and lender evaluate the deal. It does not guarantee a higher multiple, faster closing or loan approval. Prepare the supporting documents.
Research date: October 6, 2026. First published February 26, 2025.
1. Assemble financial statements on a consistent basis
Organize historical income statements, balance sheets and current interim information. Identify the period, accounting basis and any changes in presentation. For SBA changes of ownership, the current SOP, Appendix 15, calls for the three most recent year-end information and current and comparative prior-year interim information, with specified treatment when historical information is unavailable.
Do not conceal a change in accounting method. Explain it and provide a reconciliation so the reviewer can understand the trend.
2. Agree the right level of independent accounting work
Discuss whether the transaction needs compiled, reviewed or audited statements, a valuation, or quality-of-earnings work. These are different services with different purposes. Paying for an audit does not ensure that a lender will accept the price or every adjustment.
For an SBA report intended for lender reliance, confirm scope and commissioning requirements before ordering it. A seller-commissioned QoE does not satisfy Appendix 15’s lender QoE requirement. How SBA QoE requirements work.
3. Document every proposed earnings adjustment
Prepare an earnings bridge with the amount, period, explanation and underlying record for each adjustment. Distinguish nonrecurring expenses from costs the buyer will continue to incur. If owner compensation is removed in an SDE presentation, consider the management cost that remains under the buyer’s operating plan.
For illustration, $100,000 of additional accepted earnings multiplied by an assumed 4× factor changes an indicated value by $400,000. The factor and accepted adjustment are hypothetical; the calculation neither establishes a market multiple nor proves borrowing capacity. Read SDE versus EBITDA before comparing figures from different presentations.
4. Reconcile tax filings and correct genuine errors
Explain differences between financial statements and tax returns with your accountant. Properly claimed deductions are not evidence of misstated revenue, and a lender does not simply select the lowest number from two documents without analysis.
Amended returns address actual errors or changes under the applicable tax rules. They should not be framed as a marketing tactic for increasing a sale price. The IRS amended-return guidance describes correction of filed returns; the appropriate form and procedure depend on the taxpayer and issue. Have your tax advisor determine the required correction and consequences.
5. Explain the transition and future management
Document responsibilities, customer relationships, key employees and the proposed handover. Show who will do work currently performed by the seller and what it will cost.
A seller’s continued employment or ownership is not permitted in every SBA transaction category. Appendix 15 sets seller-participation restrictions and, for specified Business Expansion and Initial Acquisition transactions, permits a consulting transition of up to 24 months, including extensions. Confirm the category and applicable exceptions before relying on a seller staying indefinitely.
6. Organize contracts and supporting records
Prepare an index of leases, major contracts, licenses, entity records and financial support. Identify assignments, renewals or consents that may be needed. Make missing information visible, assign someone to resolve it and distinguish a document request from a confirmed closing condition.
The acquisition document checklist shows how buyer, business and transaction information fit together.
7. Model debt payoff and retention instead of assuming
Create a business debt schedule and identify each obligation’s expected closing treatment. Obtain payoff information when needed and investigate liens, prepayment terms and release requirements with the appropriate professionals.
Paying debt before marketing is not automatically beneficial. Compare the cash it consumes with the transaction’s payoff, refinance or retention alternatives. Retained obligations affect post-close debt service; paying them off changes uses of funds. Both belong in the same model.
8. Disclose unresolved obligations and risks
Identify tax balances, disputes, guarantees, warranty exposure and other material obligations for the financial and legal teams. Document what is known, what remains uncertain and how the proposed agreement allocates it. Do not describe the business as free of contingent liabilities merely because known issues have been discussed.
9. Distinguish asking price, value and financing
An asking price is a negotiating position. A valuation estimates value within its scope and assumptions. A financing decision assesses the actual borrower, cash flow, collateral and proposed debt. None is a substitute for the others.
An SBA valuation intended for lender use must meet Appendix 15’s requirements. A seller’s broker opinion or pricing report can inform preparation but is not automatically the required lender valuation. The valuation and SDE calculator is a planning tool, not an appraisal.
10. Coordinate the transaction and tax work
Agree which matters the broker, accountant, lawyer, buyer and financing advisor will handle. For an asset sale, the allocation among assets affects tax treatment and the buyer’s basis. The IRS sale-of-a-business guidance explains why a business sale is not necessarily treated as the sale of one asset.
Obtain transaction-specific tax and legal advice before agreeing an allocation or other material terms. An advisory team helps address defined tasks; its involvement is not a guarantee that every risk is eliminated.
A practical seller handoff
| Prepare | Question it helps answer |
|---|---|
| Dated financial statements and reconciliation | Are the earnings figures comparable and supported? |
| Adjustment schedule with evidence | What changes under the buyer’s operating plan? |
| Debt schedule and proposed closing treatment | Which payments remain, and what must be funded at closing? |
| Transition plan and required consents | Who operates the business, and what approvals are outstanding? |
| Price allocation and sources and uses | What is being purchased and how would it be funded? |
A broker can use that package to discuss the transaction with Duneland. If a buyer still needs to be found, the broker resource hub explains the matching and qualification process. Initial enquiries should contain an anonymized summary; private documents follow through an agreed process.
Sources
- SBA SOP 50 10 8.1 technical policy updates, effective October 1, 2026 — Appendix 15, seller participation, valuation, financial due diligence and underwriting. These are SBA-specific requirements, not rules for every sale.
- IRS: File an amended return — corrections to filed returns; entity-specific procedures require separate review.
- IRS: Sale of a business — asset classification and allocation principles.
The ten actions are an organizational framework. No sale-price premium, approval probability or universal lender preference is inferred from these sources.