Glossary

Equity injection

On this page4 sections
  1. What it is
  2. The rule
  3. What can count toward it
  4. What to do with it

What it is

The equity injection is the buyer's own capital contributed to the acquisition — the part that is not borrowed from the lender.

The rule

On an SBA 7(a) change of ownership the injection is 10% of total project cost. On an Initial Acquisition — a new majority owner who was not previously an owner or employee, which is most first-time buyers — the SOP states in terms that it cannot be reduced or eliminated [1] . Two consequences follow, and both catch buyers:

  • It is calculated on project cost, not purchase price. Additional financed costs raise the injection by a tenth of themselves.
  • It is not negotiable with a lender. This is not a credit policy a strong borrower can argue past. Individual lenders may require more — that part is their own policy — but nobody can require less.

What can count toward it

A seller note can contribute, but only on strict terms: it must be on full standby, and it may fund no more than half of the required injection [1] . On a $108,000 injection, that caps the standby note contribution at $54,000 — the remaining $54,000 has to be actual cash.

This is where the widely repeated idea of buying a business with no money down runs into the rule. See buying a business with no money down for what is genuinely available instead.

What to do with it

Size it before you make an offer. The equity injection planner takes a price and additional costs and returns the project cost, the injection, the standby cap and the loan amount. The full guide covers the detail.

Frequently asked questions

Can a lender waive the equity injection?

Not on an Initial Acquisition. The SOP says in terms that the requirement cannot be reduced or eliminated for that transaction type, so this is not a credit policy a strong borrower can argue past. On a Business Expansion or an Owner Buyout a lender may reduce or eliminate it, on a liquidity and working-capital test.

Is it 10% of the purchase price?

No, and this is where buyers' cash estimates go wrong. It is 10% of total project cost, which is the purchase price plus the other costs being financed. A $1,000,000 price with $80,000 of additional financed costs is a $1,080,000 project, so the injection is $108,000 rather than $100,000.

Can a seller note cover it?

Only half of it, and only on strict terms. The note must be on full standby, meaning no payments of principal or interest for the term of the 7(a) loan. On a $108,000 injection that caps the note's contribution at $54,000, and the other $54,000 has to be unborrowed cash.

Sources cited on this page

Every mutable number on this page — program caps, tax rules, thresholds, filing deadlines — traces to one of these primary sources. Rules change; check the source before you act on the number.

  1. 1 U.S. Small Business Administration. SOP 50 10 8.1 — Appendix 15: 7(a) Changes of Ownership. https://www.sba.gov/document/sop-50-10-lender-development-company-loan-programs (retrieved 2026-09-06) — Effective 2026-10-01. The 10% equity injection on total project cost, which cannot be reduced or eliminated on an Initial Acquisition; full standby terms and the half-of-injection cap on standby seller debt; the prohibition on seller earnouts; and that the seller may not remain as officer, director, stockholder or employee, with a consultancy capped at 24 months.

Educational only — not legal, tax, lending, or investment advice. Confirm specific rules, rates, and forms with the relevant New York State agency, attorney, CPA, lender, or insurer before acting. See the editorial policy and methodology for how sourcing and review work.

Talk to an advisor

Terms are easier to understand against a real deal.

A free 20-minute call with Jason can put this in the context of a specific business you are looking at — what it means for your cash, your structure and your timeline.

  • You are working through an SBA term sheet and want the rules explained plainly.
  • You have a listing and want a second set of eyes before you spend on advisers.
  • You are an out-of-state buyer who needs the New York-specific view.
  • You have a purchase agreement in front of you and are not sure what to push on.