Posted on: March 14th, 2022
15 years ago, middle market business owners had limited loan options to fund their growing businesses. There were bank loans which needed collateral, and then more exotic loans such as mezzanine debt loans. The market has changed with the advent of the direct lending market. The SBA program has also become more attractive with the increase in loan sizes.
Today there are a multitude of options for growing companies to choose from, but the choices are still less than optimal for lower middle market deals. For deals of $10 million or less in financing size, acquirers are frequently faced with a choice between a mezzanine debt structure or an SBA loan. The SBA loan imposes a very onerous personal guarantee, which most owners would rather avoid. It also is non-scalable beyond the initial size limit of $5 million. So, if you need more financing to support a dynamic roll-up, this loan must be refinanced.
Flexibility of Mezzanine Debt Loans
Mezzanine debt loans are more flexible size-wise and are certainly scalable, but they are increasingly expensive, especially for deal sizes under $10 million. With an interest rate of 12% and an equity piece of 5%+, most mezzanine debt lenders are nearly twice the price of an SBA loan interest rate, before the equity is factored in. Most private debt funds, due to their size of assets under management, are not able to provide loans under $10 million. This has created a large void in the lower end of the middle market, a segment thirsty for growth capital.
With mezzanine debt loans too expensive and SBA loans insufficiently large and unattractive to the owner, there is a growing chasm of funding need for scale-up oriented businesses. This funding chasm is increasingly being filled by middle market, C&I lending groups within strong regional banks. These are not the megabanks, with trillions under management but much smaller, regionally focused banks typically with assets ranging from $10 billion to $100 billion.
If a company can present itself as a highly professional, growth platform similar to how a private equity backed company would present, these banks will likely have interest. These banks will provide a debt structure similar to a mezzanine debt loan, at pricing even lower than an SBA loan. Best of all, these banks will be able to support the future capital needs of the company through acquisition facilities and increased lines of credit.