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LeveragedBuyout Finance

Acquisition and leveraged finance · earnings-backed debt

Cash flow lending for acquisitions, buyouts and growth.

Cash flow lending advances money against a company's future earnings rather than the value of its assets. We arrange it for profitable, asset-light businesses that a traditional secured lender cannot size, and we say plainly when an asset based facility would serve you better.

Advice from Matt Lenzie

Definition

What is a cash flow loan?

A cash flow loan is a term facility sized on a company's future earnings and repaid out of the cash it generates. The lender's security is a debenture over the business and a pledge of its shares, not a charge on a specific machine or building, so the analysis is entirely about whether the earnings will still be there in year four. Facilities run three to six years, either amortising or with part of the principal repaid in a bullet at maturity.

One clarification worth making early, because search results blur it. At the short end of the market, revenue-based advances repaid as a percentage of daily card takings also trade under the cash flow banner, and they cost multiples of term debt. This page is about the corporate product: multi-year facilities of £500,000 upwards used to buy companies, fund buyouts and finance growth. We arrange that, not merchant advances.

Profitable, cash-generative businesses with few hard assets: services, software, recruitment, healthcare and distribution.

Providers

Who provides cash flow lending in the UK?

Three groups. Clearing bank acquisition finance teams take the strongest credits at the finest pricing, with quarterly covenants and amortisation; names active in this market include Barclays, HSBC UK, Lloyds Bank, NatWest. Challenger and specialist banks such as Allica Bank, OakNorth, Shawbrook, Cynergy Bank sit a notch further out on risk and move faster, often with a named credit decision-maker on the deal. Dedicated cash flow funds, ThinCats, Caple, Growth Lending, Boost&Co, Frontier Development Capital among them, exist for the deals both bank groups decline, and several lend at lower quantum than a leveraged desk will look at.

Above roughly £4 million of EBITDA the private debt funds enter, providing the same economics in unitranche form. Those funder names are illustrative of the panel, not a recommendation, and no funder is committed to a case until it confirms so in writing. We are an arranger and introducer rather than a lender, which is why we can run one credit paper across all three groups: the difference in appetite between a clearing bank and a cash flow fund on the same set of accounts is routinely a million pounds of quantum.

The full 40+ banks, debt funds and asset based lenders

Sizing

How much will a lender advance against earnings?

Our indicative band is 2.0x to 3.5x ebitda over three to six years, amortising or with a bullet. As at September 2026 that puts a business with £1.2 million of adjusted EBITDA somewhere between £2.4 million and £4.2 million of cash flow debt, before any junior layer. The multiple is set by the quality of the earnings, not their size: contracted or recurring revenue, customer retention, gross margin stability, low customer concentration and a management team that is not one person.

Free cash flow conversion: how much of EBITDA actually turns into cash available to service debt. That conversion figure is where most proposals are won or lost. Take EBITDA, deduct corporation tax, the working capital the business absorbs as it grows, and the maintenance capital expenditure it genuinely needs, and what remains is the money available to service debt. Funders want that figure at 1.25x scheduled interest and repayments or better, and they test it against a downside case, not just the plan. A business converting 85% of EBITDA into cash carries meaningfully more debt than one converting 55%, at identical earnings, which is why we build the cash flow model before we approach anyone.

LBO calculator · Acquisition loan calculator · What is EBITDA

Cost

What does a cash flow facility cost?

Indicatively 9% to 14% all-in as at September 2026, against 7% to 10% all-in for bank senior debt on a stronger credit and 6% to 10% plus facility fees for an asset based line. Pricing is quoted as a margin over the Bank of England Bank Rate or over SONIA rather than as a fixed coupon, so the all-in cost moves with the reference rate across the life of the facility. The spread between those bands is the price of lending without hard security, and it is the honest cost of borrowing against a promise of future earnings.

Fees sit outside the margin. Arrangement fees of 1 to 2% of the facility, non-utilisation fees on any undrawn revolver, monitoring or covenant-review fees on fund debt, and prepayment or exit fees that bite if you sell or refinance early. Read those last ones closely: a facility that looks a point cheaper on margin can cost more than the alternative if you exit in year three. We model total cash cost over your expected hold period, and we show the comparison with the asset based route rather than presenting one option.

Security and undertakings

What does a lender take when there are no assets?

Everything available, which in an asset-light business is not much. A debenture with fixed and floating charges over the company and any acquiring entity, a share pledge over the target's shares, cross guarantees across group companies, and assignment of key contracts or intellectual property where it carries real value. Personal guarantees are common on facilities below roughly £5 million, frequently capped at a stated sum and sometimes reduced once leverage falls through an agreed level. On sponsor-backed structures they are unusual, because the equity subordination does the same job.

Because the security is weak, the undertakings are strong. Expect monthly management accounts within a set number of days, quarterly covenant certificates on leverage and debt service cover, restrictions on further borrowing, disposals, acquisitions and dividends without consent, and a clause requiring notice of any material change in the customer base. These are not obstacles to be argued away, they are the price of the money, but the headroom in the covenants and the definitions of EBITDA inside them are genuinely negotiable and worth negotiating.

The alternative

When is asset based lending the better route?

Whenever the balance sheet is worth more than the multiple. Asset based lending advances against specific assets: typically up to 85% of qualifying trade debtors, a smaller percentage against stock, plant and machinery on a valuation, and a loan to value figure against freehold property. Indicative cost is 6% to 10% plus facility fees, cheaper than cash flow debt because the lender can see what it would sell. Names active in this market include Close Brothers, Aldermore, Arbuthnot Commercial ABL, Secure Trust Bank Commercial Finance, Time Finance. Illustrative of the panel, not a recommendation.

The test is arithmetic. A distributor with £4 million of debtors, £2 million of stock and £900,000 of EBITDA raises more on an asset based facility than on a 3.0x cash flow multiple, and pays less for it. A software business with £900,000 of EBITDA and £200,000 of debtors raises almost nothing on assets and everything on cash flow. Plenty of deals want both: an asset based line against the working capital cycle plus a cash flow term loan for the price, which is a structure the two lender groups arrange between themselves through an intercreditor deed. Facility availability under an asset based line also flexes with the assets, which cuts both ways when trading slows.

Risks

What are the risks of borrowing against earnings?

The debt is fixed and the earnings are not. A cash flow facility converts a variable profit stream into a fixed schedule of payments, so the loss of one significant customer, a margin squeeze or a working capital shock lands entirely on the equity. Covenant breach usually arrives before payment default, and it hands the lender rights it did not have the day before: acceleration, repricing, a requirement for new equity, or the appointment of an adviser to review the business. Where personal guarantees are in place, the consequences reach the directors.

Three mitigations do most of the work. Headroom of 20 to 25% between the covenant and the forecast, so a bad quarter is survivable. An amortisation profile the business can meet in a downside case rather than the plan, with a balloon at maturity if the monthly figure is tight. And a revolving facility alongside the term loan, so a working capital swing does not have to be funded by missing a repayment. Interest rate risk deserves a decision too: with margins quoted over Bank Rate or SONIA, a cap or a partial hedge is worth pricing on a six-year facility.

Worked example

How the numbers look on a real-sized deal

Illustrative only, and not a transaction we have completed. A recruitment business generates £1.5 million of adjusted EBITDA and converts 80% of it into cash after tax and capital expenditure, so about £1.2 million a year is available to service debt. It owns almost nothing: £600,000 of debtors and no property. The owner wants £9.0 million, which is 6.0x earnings.

A cash flow term loan at 3.0x provides £4.5 million over six years. At an indicative 8.5% all-in, capital and interest run at roughly £960,000 a year, giving debt service cover of about 1.25x on that £1.2 million. An asset based line against the debtor book would have raised perhaps £500,000, which is why the cash flow route carries this deal. The remaining £4.5 million comes from buyer equity, a vendor loan of £1.5 million repaid over three years, and a modest junior layer if the equity is short. Change the conversion rate to 55% and the same business supports around £3.0 million, not £4.5 million. Indicative as at September 2026; every case is underwritten on its own figures.

Management team buying its own employer? See MBOFinance.co.uk or the guide to LBO versus MBO.

Cash flow lending questions

What is a cash flow loan?+

A cash flow loan is a term facility sized against a company's future earnings rather than the value of its assets, repaid out of the cash the business generates. In the acquisition market that means a multiple of adjusted EBITDA, typically 2.0x to 3.5x ebitda over three to six years, amortising or with a bullet. It is secured by a debenture and share pledge rather than by specific assets, which is why lenders underwrite the durability of the earnings so carefully.

Is cash flow lending a legitimate form of business finance?+

Yes. Cash flow lending is a mainstream corporate credit product provided by clearing banks, challenger banks and regulated debt funds, and it is how most UK buyouts are funded. The confusion comes from a second market that borrows the same phrase: short-term revenue-based advances repaid as a percentage of daily card takings, at costs far above term debt. Both are legal. They are not the same product, and we arrange the first, not the second.

What does cash lending mean?+

It is loose shorthand for lending assessed on cash generation. In corporate finance the precise phrase is cash flow lending, and the assessment turns on free cash flow conversion: how much of reported EBITDA survives tax, working capital movements and maintenance capital expenditure to become money available to service debt. A business can be highly profitable on paper and still fail a cash flow test if its earnings sit in debtors and stock.

What is cash flow finance?+

Cash flow finance is the family of facilities repaid from trading receipts rather than from asset realisations: cash flow term loans, revolving credit facilities, unsecured or lightly secured business loans, and revenue-based advances at the short end. The British Business Bank groups these under cash flow finance in its guidance for businesses. In an acquisition or buyout context, the relevant member of the family is the multi-year cash flow term loan.

What is the difference between cash flow lending and asset based lending?+

What secures the money, and therefore how much you get. Cash flow lending advances a multiple of earnings against a general debenture. Asset based lending advances a percentage of specific assets: typically up to 85% of qualifying debtors, less against stock, plant and property, revalued continuously. Cash-generative businesses with few assets do better on cash flow. Asset-rich businesses with modest margins usually do better, and cheaper, on an asset based facility.

Can a business get a cash flow loan with no assets?+

Yes, and that is precisely the point of the product. Services, software, recruitment, healthcare and consultancy businesses own very little a lender could sell, so the debenture is close to nominal security and the credit decision rests on earnings quality, customer retention and cash conversion. Expect a personal guarantee on smaller facilities in exchange, and expect the pricing to reflect the absence of collateral.

Enquiry

Find out what your earnings will carry

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