Business Acquisition Loans for Foreign Nationals in the US
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Foreign National Business Acquisition Funding in the USA
Buying a U.S. business as a foreign national is legal, common and financeable. What has changed is the route. The SBA loan programs that most small business buyers rely on are now closed to anyone who is not a U.S. citizen or national living in the United States, so foreign buyers need a different capital stack.
Financely structures and arranges acquisition financing for foreign nationals buying U.S. companies. This page explains why SBA is off the table, which funding sources still lend to foreign buyers, what those lenders require, and how we take your deal from letter of intent to funded close.
Why SBA loans are closed to foreign buyers
The SBA 7(a) program has long been the default way to finance a small business acquisition in the United States. For foreign nationals, that door is now shut. In February 2026, the SBA issued a policy notice and a procedural notice updating SOP 50 10 8, effective 1 March 2026. Under the new rules, every direct and indirect owner of the borrower must be a U.S. citizen or U.S. national whose principal residence is in the United States, according to the U.S. Government Accountability Office's July 2026 decision on the notices.
The rules go further than earlier restrictions. Green card holders can no longer hold any ownership interest, the previous 5% allowance for certain non-citizen owners was removed, and U.S. citizens living abroad are also treated as ineligible owners. Adding a U.S. partner does not fix the problem, because SBA eligibility requires 100% eligible ownership.
Foreign buyers therefore need financing from sources outside the SBA programs. Those sources exist, but they underwrite differently, ask for more equity and expect a buyer who has prepared properly.
Funding options for foreign national buyers
Most foreign national acquisitions combine two or three of the following sources. The right mix depends on the target's cash flow, its assets, the seller's flexibility and how much equity you bring.
Conventional bank loans
Some U.S. banks lend to foreign-owned acquisition companies outside the SBA programs, usually for profitable targets with strong historical cash flow, a larger equity contribution and a buyer with relevant experience and a clear U.S. operating plan.
Seller financing
The seller defers part of the purchase price through a promissory note repaid from the business's cash flow. It reduces the cash you need at close and shows lenders the seller believes in the business. See our guide to structuring seller notes.
Private credit and non-bank lenders
Direct lenders and specialist acquisition funds look at the target's earnings rather than the buyer's citizenship. They cost more than bank debt but move faster and are more flexible on structure for lower middle market deals.
Asset-based lending
Where the target has receivables, inventory or equipment, an asset-based facility can fund part of the price and provide working capital after close, with availability tied to the value of those assets.
Real estate financing
If the business owns its premises, the property can be financed separately through a commercial mortgage, which lowers the amount the operating business has to borrow. Our page on foreign national real estate loans covers the property side.
Equity and gap funding
Preferred equity, co-investors or mezzanine capital can cover the shortfall between senior debt, the seller note and your own cash. Read more on equity gap funding for business acquisitions.
Where a target needs to close quickly and long-term debt will take longer, short-term bridge loans for business acquisitions can fund completion, with refinancing once the business is under your ownership.
How a foreign buyer's capital stack fits together
| Layer | Role in the deal and typical source |
|---|---|
| Senior debt | The largest and cheapest layer, sized on the target's cash flow and collateral. Provided by a bank, direct lender or asset-based lender. |
| Real estate loan | Optional. Finances owned property separately from the operating business. |
| Seller note | Deferred purchase price, usually subordinated to senior debt and repaid over several years. |
| Earnout | Part of the price paid only if the business hits agreed targets after close. Lenders treat it carefully, as explained in our guide to earnouts and acquisition loan underwriting. |
| Gap capital | Mezzanine debt or preferred equity that fills any remaining shortfall, at a higher cost. |
| Buyer equity | Your own cash, from documented sources. Every lender expects it, and foreign buyers should expect to contribute more than a U.S. buyer using SBA. |
For an illustration of how lenders lay out pricing, tenor and covenants on a deal like this, see our business acquisition financing indicative term sheet.
What U.S. lenders require from foreign buyers
Lenders outside the SBA programs set their own criteria, but the same points come up on almost every foreign national deal.
| Requirement | What lenders look for |
|---|---|
| U.S. acquisition entity | An LLC or corporation with an EIN that buys the target and signs the loan, owned by you directly or through a holding company. |
| U.S. business bank account | An operating account in the acquisition entity's name, opened before closing. Our guide to the U.S. business bank account for non-residents explains the process. |
| Source of funds | Bank statements and records showing where your equity comes from, as required by lender anti-money laundering checks. |
| Credit history | Most foreign buyers have no U.S. credit file, so lenders review home-country credit reports, bank references and personal financial statements. |
| Management and presence | Evidence that you, or a manager you have appointed, will run the business day to day. Lenders want to see who is accountable in the United States. |
| Target financials | Three years of tax returns and financial statements, with earnings adjustments that a lender can verify. See our guide to cash flow addbacks for acquisition loans. |
| Industry experience | A track record in the same or a related industry, in your home country or elsewhere, reduces perceived operating risk. |
Visa and immigration considerations
Agree the financing structure with your immigration attorney before you sign a term sheet. Many foreign buyers acquire a U.S. business alongside an E-2 treaty investor visa application. Under E-2 rules, the investor's own capital must be at risk, and loans secured by the business's own assets may not count toward that investment. A structure that works for the lender can weaken a visa application, so both advisers need to see the plan early.
How Financely arranges your acquisition funding
Financely is a debt advisory and arranging firm, not a lender. We work for the buyer and run the financing from start to finish through our acquisition finance service.
We assess the deal. We review the target's financials, your equity, your experience and your U.S. structure, and tell you plainly what lenders will accept and where the gaps are.
We design the capital stack. We combine senior debt, seller financing, asset-based facilities, real estate loans and gap capital in the mix that fits the target and keeps your equity requirement realistic.
We prepare the lender package. We build the credit memo, financial model, sources and uses, and buyer profile that non-SBA lenders expect. Our page on business acquisition deal packaging shows what goes into it.
We approach lenders who lend to foreign buyers. We take the deal only to lenders from our network of more than 12,700 verified capital providers whose mandate includes foreign-owned borrowers, your industry and your ticket size.
We support you through to close. We compare term sheets, coordinate with your attorneys, accountants and the seller's advisers, and keep conditions precedent on track to funding.
Our fee is a one-off retainer, set out in writing before you commit. We do not charge you a success fee, and any financing remains subject to the lender's own underwriting and approval.
Deals we take on and deals we decline
We work with foreign individuals, family offices and companies buying established, profitable U.S. businesses, typically with a signed or near-final letter of intent, documented equity and a credible plan for running the business. Search fund buyers and independent sponsors with foreign investors are also a good fit.
We decline deals where the buyer has no equity to contribute, cannot document the source of funds, or is buying a pre-revenue or loss-making business with no collateral. Those deals rarely find a lender, and we would rather tell you early than take a fee for a process that cannot close.
Buying a U.S. business as a foreign national?
Send us the target, the purchase price, your equity and your timeline. We will review the deal and set out the funding structure, the scope of work and our fee.
If you have not signed a letter of intent yet, talk to us before you do. The deal terms you agree with the seller, including any seller note and earnout, shape the financing you can raise.
Frequently asked questions
Can a foreign national get a business acquisition loan in the USA?
Yes, but not through the SBA 7(a) or 504 programs. Since 1 March 2026, SBA requires every direct and indirect owner to be a U.S. citizen or national whose principal residence is in the United States. Foreign buyers use conventional bank loans, seller financing, private credit, asset-based lending and real estate loans instead.
How much down payment does a foreign national need to buy a US business?
Expect to contribute more equity than a U.S. buyer using SBA financing. The amount depends on the target's cash flow, collateral, the size of any seller note and the lender's view of your experience and U.S. presence. Your cash must come from documented, verifiable sources.
Do I need a U.S. company to buy a business in America?
In practice, yes. Lenders lend to a U.S. acquisition entity, usually an LLC or corporation with an EIN and a U.S. business bank account, which you own and which buys the shares or assets of the target.
Does acquisition debt count toward an E-2 visa investment?
Not always. Loans secured by the business's own assets may not count toward the investor's at-risk investment. Agree the financing structure with your immigration attorney before you sign a term sheet.
Is Financely a lender?
No. Financely is a debt advisory and arranging firm. We structure acquisition financing for foreign buyers and arrange it with lenders from our network of more than 12,700 verified capital providers.
This article is for general information only and does not constitute legal, tax, immigration or investment advice. SBA eligibility rules are cited from the source linked and were current as of October 2026; confirm current rules with your lender and advisers. Financely is an advisory and arranging firm, not a lender or broker-dealer. Any financing is subject to lender underwriting, due diligence, KYC, AML and sanctions screening, credit approval, documentation and conditions precedent, and no outcome or closing timeline is guaranteed.
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