Ecommerce Lending
Program 02: FlexMost placed

When SBA won't,Flex will.

Speed-first institutional and private credit from $750K to $10M for buyers who don't fit inside SBA: foreign operators, roll-ups, holdcos, and speed-critical closes where every day of exclusivity matters.

4structures
Senior, unitranche, ABL, deferred draw
$750K to $10M
Check size on senior and unitranche
No PG
Required on most Flex structures
100+
Institutional lenders in the Flex network

Why Flex
exists.

The gap between what SBA can do and what the deal needs.

Every week we turn away buyers who would have closed a great acquisition inside SBA, if the deal had cooperated. The seller was a UK citizen. The target was a Cayman-domiciled Amazon aggregator with three operating subsidiaries. The buyer was a holdco on its fourth roll-up and had already burned through the $5 million SBA 7(a) cap across prior acquisitions. The LoI expired in 30 days and a strategic was circling. None of those deals fit the 7(a) box. All of them needed to close.

Flex is the product we built for those transactions. We placed the file with institutional term lenders and private credit funds that underwrite cash flow, not citizenship, that are willing to move inside an exclusivity window, that don't require a personal guaranty on every structure. The result is a facility that costs more than SBA and closes in less than half the time. For the right deal, that trade is the deal.

Foreign operators. Complex deal structures: earn-outs, seller rollovers, management buy-ins. Speed-critical closes. Holdcos and roll-ups stacking acquisitions. Post-SBA incremental debt for borrowers already at the 7(a) cap. If any of that describes the transaction on your desk, Flex is built for you.

Four structures,
one program.

We pick the structure to match the deal: senior, unitranche, ABL, or a delayed draw for what's coming after close.

Structure A

Senior cash-flow term loan

Institutional senior debt secured by the target's assets and cash flow. Amortizing or bullet, covenant-lite where warranted.

Rate
SOFR + 450-650 bps
Leverage
Up to 4.0x TTM EBITDA
Structure B

Private credit unitranche

One-lender solution collapsing senior and sub-debt into a single facility. Faster close, cleaner intercreditor, higher leverage.

Rate
SOFR + 600-800 bps
Leverage
Up to 5.0x TTM EBITDA
Structure C

Asset-based line + term

Revolver against receivables and inventory for working-capital-heavy targets, paired with an acquisition term loan.

Rate
SOFR + 350-550 bps
Leverage
Advance rates 80% A/R, 50-65% inventory
Structure D

Seller accelerator / deferred draw

Day-one senior plus a committed deferred draw for earn-outs, add-ons, and working capital in the first 24 months post-close.

Rate
SOFR + 525-750 bps
Leverage
Delayed draw sized to 1.0-1.5x EBITDA

Terms at a
glance.

Indicative parameters across the Flex book. Final pricing and structure are negotiated deal-by-deal.

Check size
$750K to $10M per transaction
Leverage
Up to 4.0-5.0x TTM EBITDA, structure-dependent
Rate
SOFR + 450-800 bps, typically fixed at close for 12-24 months
Tenor
3-7 years, bullet or amortizing
Amortization
5-15% per year, with cash sweep on excess cash flow
Personal guaranty
Not required on most senior and unitranche structures
Covenants
Negotiated. Leverage and FCCR most common; covenant-lite on stronger files.
Origination fee
1.5-2.5% of facility, paid at close
Close speed
Deal-dependent. Driven by seller, counsel, and diligence scope.
Use of proceeds
Acquisition, refi, recap, earn-outs, working capital, add-on M&A

The Flex
sprint.

A disciplined sprint from prequal to wire. Here is what each phase looks like.

  1. Step 01Phase 01

    Prequalify

    You submit deal thesis, CIM, and three years of seller financials. We return a written read on Flex fit, indicative pricing, and leverage.

  2. Step 02Phase 02

    Term sheet

    We shop the file to the two or three Flex lenders most likely to win it and deliver a signable term sheet with pricing, leverage, and covenant package.

  3. Step 03Phase 03

    Diligence

    QoE, legal, background, and lien search run in parallel. A dedicated Flex closer coordinates data room traffic so the lender's credit committee has everything it needs.

  4. Step 04Phase 04

    Docs circulated

    Credit agreement, security documents, and intercreditor (if any) arrive redlined. Our closing team drives comments to final so signature pages are ready for execution.

  5. Step 05Phase 05

    Close

    Wires sent, UCCs filed, keys handed over. Close speed depends on how fast the seller, counsel, and credit committee can move. We run the process to remove every avoidable delay.

Is Flex the right
program?

We only recommend Flex when it's actually the best fit. When it isn't, we tell you.

A fit for Flex

You should be here if…

  • Foreign buyers: non-US operators acquiring US targets, or US buyers acquiring foreign sellers
  • Roll-ups and holdcos stacking acquisitions inside a single platform entity
  • Deals with meaningful earn-outs, seller rollover equity, or management buy-ins
  • Speed-critical closes with exclusivity windows under 45 days and competing bidders
  • Post-SBA incremental: borrowers already at the $5M SBA 7(a) cap
  • Complex targets: multi-entity, international, or Amazon aggregator portfolios
  • Sponsors and searchers who want to preserve personal balance sheet
Better handled elsewhere

You're probably not here.

Try SBA 7(a) instead

If you're a US buyer, the target is US-based, the deal is under $5M, and you're willing to sign a personal guaranty for the lowest rates in the market, SBA wins on cost. Plan for a 100+ day close.

Explore SBA 7(a)
Escalate to Capital Access

Above $10M, or when you need layered senior + mezz + preferred equity across a single closing, Capital Access assembles the full institutional stack with our sponsor-grade lender relationships.

Explore Capital Access

A recent
close.

Anonymized. Representative of Q1 2026 book.

A US holdco came to us with a signed LoI on a UK-based Amazon aggregator: three DTC brands, $2.1M TTM EBITDA, £5.2M ask. SBA wouldn't touch the foreign seller. The buyer had 34 days of exclusivity and a strategic had just re-engaged the seller in parallel. We placed $4.8M of senior cash-flow debt with a specialty private credit fund plus an $800K seller note behind it. No personal guaranty, SOFR + 625 bps, five-year bullet. Wires went out on day 98.
Purchase price
$6.4M
Senior placed
$4.8M
Seller note
$800K
Close speed
98 days
Rate
SOFR + 625
Personal guaranty
None

Questions we
hear often.

Quick answers. If yours isn't here, a senior advisor will pick up once you prequal.

Q01

Is Flex more expensive than SBA 7(a)?

Yes, meaningfully. SBA prices to Prime + 2.75-3.00%; Flex prices to SOFR + 450-800 bps, so the all-in cost is typically 3-5 points higher. The trade is speed, flexibility, and no personal guaranty. On deals that can't live inside SBA, Flex isn't more expensive. It's the only answer.

Q02

Can foreign buyers access Flex?

Yes. This is one of the reasons Flex exists. Our institutional and private credit lenders underwrite the target's cash flow, not the buyer's citizenship. We regularly place debt for Canadian, UK, EU, and APAC buyers acquiring US ecommerce and SaaS operators.

Q03

What collateral do Flex lenders take?

Standard package: all-asset UCC on the operating company, stock pledge of the acquired entity, assignment of key contracts, and deposit account control agreements. On ABL structures, specific liens on A/R and inventory. Real estate is carved out unless it's material to the deal.

Q04

Does the rate float, and can I hedge it?

Most Flex facilities float off 1-month Term SOFR. We negotiate a fixed period at close (typically 12-24 months) on senior paper, and on unitranche we can structure a SOFR cap at 4-5% for 150-250 bps upfront. Interest-rate swaps are available on facilities over $5M.

Q05

Can I refinance Flex into SBA later?

Often, yes. Once the borrower has 24 months of operating history under the new ownership and the target is under the $5M SBA cap, we can take out Flex with a 7(a) refi and drop the rate by 250-400 bps. About one in five Flex files we close eventually refinance to SBA.

Q06

How much equity do I need to bring?

Equity checks range from 10-30% of the purchase price depending on structure. Unitranche at 5.0x can get you to 85-90% total debt with a seller note; senior-only at 4.0x typically requires 20-25% sponsor equity. Seller rollover counts toward equity in most deals.

Q07

What's the minimum EBITDA you'll look at?

Institutional appetite starts around $750K TTM EBITDA. Below that we can sometimes place through private credit funds that specialize in lower-middle-market ecommerce, but pricing and covenants tighten. Above $2M EBITDA, we'll run a limited auction and deliver 3-5 competing term sheets.

Program 02: Flex

The fastest path
to close.

Submit the file and we'll return a written Flex read: pricing, leverage, and fit. If Flex isn't right, we'll say so and point you to the program that is.

Indicative terms only · Final pricing subject to credit approval