The first barrier you’ll likely face won’t be the seller’s objection, but the broker's. Their job is to filter buyers and prioritize the ones who have the highest potential of closing. This means that before you even get to submit an LOI, you need to show that you’re serious and well-resourced to get the deal done.

To get on the broker’s good side in early conversations, you should show the broker the following documents:

Indication of Interest (IOI): A non-binding summary of your valuation range, deal structure, and timeline.
Proof of funds: Personal bank statements, screenshots of brokerage accounts, or letters from investors verifying committed capital. Request for a verification of funds.
Lender support: A letter or email from an SBA or conventional lender indicating preliminary interest based on the deal information.
Investor interest: Emails or letters from committed or soft-committed equity investors.
Relevant experience: A buyer resume and any relevant background (industry or operating experience) that aligns with the business.
Strategic rationale: A short write-up explaining why this deal makes sense for you — this helps brokers understand your logic.
Advisory team: A list of your lender, attorney, and insurance broker signals you’re ready to move quickly.

While some of these key documents are focused on your personal qualifications and interest in the business, others are meant to show commitments from your financing sources and deal team. How can you garner interest in your acquisition before you have a deal identified?

1. Get pre-qualified from a lender

If you’re planning to leverage an SBA loan to acquire a target company, you’ll want to get in front of lenders before you have a deal under contract. Most banks have a team that will hop on an introductory call, learn about your background, and issue a general pre-qualification letter based on your financials and the target business.

It’s important to note that a pre-qualification letter does not lock in any terms and can certainly change down the line once the lender begins underwriting the deal, but it signals to brokers and sellers that a lender has reviewed your profile and would consider financing your purchase. Since many SMB acquisitions involve 60-80% SBA debt, this is an important component of your capital stack and perceived credibility.

To get started, reach out to a few SBA lenders, and be prepared to share your resume, personal financial statement, and a one-pager describing the types of businesses you’re looking to buy.

2. Secure soft commitments from your investor network

Running a capital raise that includes investors is a major factor in your ability to stick to a given closing timeline. This is why brokers want to see some level of investor interest in backing you before moving forward with due diligence. In the early stages of your search process, you should be identifying potential investors, setting up intro calls, and gauging check sizes and interest areas.

While you may not be able to secure hard commitments for a deal you haven’t found yet, soft commitments can go a long way toward making your offer look more real. The goal is to have a few names you can reference in early broker conversations. It shows that you have backers interested in your professional abilities and the buybox you’ve expressed to them, even without a specific deal on the table.

3. Assemble your deal execution team

Another signal of your intent to close is having your post-LOI team ready. If you already have an attorney, CPA, and insurance broker lined up, you’ll be able to move faster once a deal enters diligence.

Pre-building this team shows that you understand the full scope of what’s required to close and that you won’t be delaying due diligence because you’re scrambling to find your team. The classic adage “time kills all deals” is true in SMB acquisitions—the quicker you can move, the more likely you’ll close on a successful transaction.

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