SBA office acquisition loan structured at 100 percent financing with zero equity injection covering full capital stack under SBA 7a owner-occupied program

SBA Office Acquisition Loan | 100% Financing, Zero Equity

Full Capital Stack Funded • Discounted Below-Market Acquisition • Owner-Occupied Class A Office

Transaction at a Glance
Loan Program SBA 7(a), 100% Owner-Occupied Financing Transaction Type Class A Owner-Occupied Office Acquisition Equity Injection $0, 100% Financed Capital Stack CRE Purchase, FF&E, Working Capital, Closing Costs: All Financed Acquisition Context Discounted Payoff, Below-Market Purchase Price Term 25-Year Fully Amortizing Rate Prime + 2.75% Entity Structure EPC/OC (SBA-Compliant Eligible Passive Company) Outcome Owner-occupant acquired Class A office with zero capital out of pocket

Transaction Overview

Cornovus Capital originated, underwrote, placed, and closed an SBA office acquisition loan for a service-based business transitioning from tenant to owner through the SBA 7(a) 100% owner-occupied financing program. The borrower identified a fully finished Class A office building available through a discounted payoff at a purchase price well below what the asset would command in an open market transaction. The opportunity was real, the timing was right, and the 100% SBA owner-occupied program was the instrument that made it executable: no equity contribution required from the borrower, with the full capital stack (real estate acquisition, FF&E, post-closing working capital, and all closing costs) financed within a single SBA 7(a) facility.

The transaction required proper structuring of the Eligible Passive Company and Operating Company relationship to satisfy SBA program requirements, coordination of all third-party diligence, and clean submission to the SBA lender. The SBA 7(a) office acquisition closed on a 25-year fully amortizing structure at Prime plus 2.75%. The borrower moved from paying rent on space it did not own to holding title on a Class A building with no capital at risk, capturing below-market basis in the process.

The transaction was originated, underwritten, placed, and closed under the SBA 7(a) Business Loan Program.

Challenge

The borrower had identified a Class A office building available through a discounted payoff, a property that would carry a significantly higher price tag in a standard market transaction. The opportunity was time-sensitive and the seller required a clean, efficient closing process. The borrower's priority was ownership without capital commitment: any equity injection requirement would have eliminated the transaction entirely.

The SBA 7(a) owner-occupied program allows 100% financing for eligible owner-occupants, but properly structuring the transaction requires specific attention to how the real estate entity and the operating business are organized and how the lease between them is documented. SBA compliance requires that the Eligible Passive Company (the entity that will hold the real estate) and the Operating Company (the business that will occupy and operate from the space) are structured correctly, with a lease that meets SBA term and payment requirements. Getting that structure in place correctly from the start is what determines whether the transaction clears SBA approval or stalls in underwriting.

Beyond the entity structure, the full capital stack (not just the real estate purchase but FF&E, post-closing working capital, and all transaction closing costs) needed to be housed within the SBA facility. A conventional acquisition loan would not accommodate that scope. The 100% SBA program, properly structured, does.

  • Borrower required 100% financing with zero equity contribution; any out-of-pocket capital requirement would have terminated the deal
  • Time-sensitive discounted payoff opportunity required efficient execution without complexity that would create delays
  • SBA-compliant EPC/OC entity structure needed to be established and documented correctly before the lender could proceed to approval
  • Full capital stack (real estate, FF&E, working capital, and all closing costs) needed to be accommodated within a single SBA 7(a) facility
  • Third-party diligence requirements (appraisal, environmental, title) had to be coordinated and delivered within the lender's timeline
Solution

Cornovus Capital structured the transaction as a 100% SBA office acquisition loan under the SBA 7(a) owner-occupied program. The full capital stack was sized and documented across every eligible use: real estate acquisition at the discounted payoff price, FF&E for the new space, post-closing working capital, the SBA guaranty fee, and all estimated closing costs. The borrower's equity contribution was zero. Every dollar of project cost was financed within the SBA facility.

The EPC/OC entity structure was established and documented to SBA requirements. The Eligible Passive Company lease to the Operating Company was structured with the term length and payment parameters SBA regulations require. This is a critical step that, when done incorrectly, creates approval delays or disqualifies the transaction entirely. With the entity structure clean and the uses of proceeds fully documented, the submission to the SBA lender was straightforward and complete.

Third-party diligence (appraisal, environmental assessment, title commitment, and lien searches) was coordinated and delivered within the lender's required timeline. The loan was submitted to SBA, approved, and moved to closing without structural modification.

  • Structured the full 100% SBA 7(a) facility covering real estate purchase, FF&E, working capital, and all closing costs with zero equity from the borrower
  • Established and documented the EPC/OC entity structure with an SBA-compliant lease between the passive company and the operating business
  • Sized the capital stack across all eligible project uses to maximize the program's coverage and eliminate out-of-pocket exposure
  • Coordinated all third-party diligence reports within the lender's required timeline
  • Delivered a clean, SBA-ready submission that moved from approval to closing without modification
Results

The SBA office acquisition loan closed with 100% of project costs financed and zero equity contribution from the borrower. The business acquired a fully finished Class A office building at a discounted payoff price, entering ownership at below-market basis with no capital at risk. The 25-year fully amortizing structure at Prime plus 2.75% provided a predictable long-term debt service profile, and the borrower moved immediately from paying rent on space it did not own to building equity in space it controls outright.

The transaction is a direct illustration of the SBA 7(a) owner-occupied program performing as designed: a qualified business owner identifies the right property at the right time, the program eliminates the equity barrier to ownership, and the result is a transition from tenant to owner with no capital at risk and below-market basis locked in at closing.

  • 100% financing closed with zero equity injection from the borrower
  • Full capital stack funded: CRE acquisition, FF&E, post-closing working capital, and all closing costs
  • Class A office acquired at discounted payoff price, below open-market value
  • 25-year fully amortizing structure at Prime plus 2.75%
  • EPC/OC entity structure established and executed in compliance with SBA program requirements
  • Borrower transitioned from tenant to owner with below-market acquisition basis and no out-of-pocket capital

Additional financing outcomes are available in our Transaction Highlights archive.

Related capital programs

SBA and owner-occupied financing programs for business real estate acquisition, expansion, and 100% financing structures: SBA 7(a) program, SBA 7(a) financing request, SBA 7(a) 100% CRE program, SBA 7(a) 100% CRE request, SBA 504 program, and financing submission hub.

About Cornovus Capital

Cornovus Capital structures and executes SBA loans, bridge financing, CMBS, SBA 504, conventional multifamily, and LifeCo transactions for sponsors, developers, owner-operators, and operating businesses nationwide. Every transaction is underwritten to institutional credit committee standards, with structural issues identified early, sizing built to lender reality, and the full credit package prepared before a capital partner is ever engaged. Each transaction is placed through a proprietary capital markets platform with pre-qualified partners across bridge, SBA, CMBS, private capital, agency, life company, hedge, and pension executions, matched to the transaction's credit profile, structure, asset class, and geography.

Our expertise spans seven debt silos: Conventional Multifamily (Agency and LifeCo), CMBS and Conduit, Bridge and Structured Debt, SBA 7(a), SBA 7(a) 100% CRE, SBA 504, and Student Housing, with a Hospitality Owner’s Representation overlay led by principals with direct owner-operator experience across the full asset lifecycle. Our quantitative underwriting platform applies institutional credit standards across every transaction, delivering depth, consistency, and turnaround speed.

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Connect with Cornovus Capital

Ready to stop paying rent and start building equity in your own space? The SBA 7(a) owner-occupied program may allow you to acquire your building with no equity injection. Cornovus Capital delivers institutional execution, combining underwriting precision, credit modeling, and lender coordination to ensure transparency, speed, and certainty of execution from term sheet to closing.

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