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Buying a business

How to fund a management buyout

How to fund a management buyout: cashflow-led debt, seller deferral, and the team's own stake. A worked £670k example, and the route for deals under £3m.

Reading time 4 min read
Category Business guides
Written by The bizbritain team
A management buyout is usually funded from three layers. A cashflow-led loan sized to the company's earnings does the heavy lifting. The seller defers part of the price, paid out of future trading. The team puts in a modest amount of its own money. Here is how the stack fits together, and how it works below £3m.
If you run a business and the owner is ready to sell, you are the natural buyer. You know the customers, the numbers, and where the bodies are buried. Lenders know that too, and it changes the funding conversation in your favour.

Section 01

What a management buyout actually is

In a management buyout, or MBO, the people already running a business buy it from its owner. Usually that means a new company, owned by the team, buys the shares. The trading business carries on underneath it without missing a day.
Sellers often prefer an MBO to an open-market sale. There is no marketing period, no leak to customers or staff, and no stranger doing diligence from a standing start. The buyer already knows everything. Deals move faster and quieter.
One cousin worth naming: if an outside manager buys in to run the business instead, that is a management buy-in, or MBI. The funding logic is similar. The risk assessment is not, because the buyer has to prove themselves to the lender from outside.

Section 02

How to fund a management buyout

Almost no team funds an MBO from savings, and no lender expects them to. The price is covered by a stack.
  • Cashflow-led senior debt. The biggest layer. A term loan to the buying company, sized to the maintainable earnings of the business you already run.
  • Deferred consideration to the seller. The seller leaves part of the price in, paid over an agreed period from trading. It is the internal version of vendor finance, and it is common in MBOs because the seller trusts the team.
  • The team's own contribution. Real, but usually modest. Strong cashflow plus meaningful seller deferral can bring the team's cash below 15% of the price.
  • Optional layers. Asset-backed facilities against plant, stock, or invoices, and government-guaranteed facilities. The Growth Guarantee Scheme gives lenders a 70% guarantee on facilities of up to £2m (British Business Bank, checked 31 August 2026).
How lenders count the team's contribution, and what qualifies, is covered in our guide to deposits when buying a business.

Section 03

A worked example at £670k

A deal from our own book. A coffee services business, bought out by its existing management team. The £670k funding package was a £645k specialist facility plus £25k from a government scheme.
Nothing about it needed a household-name bank. It needed a lender comfortable with the sector, a team with a track record in the actual business, and a package that told the story properly. That is the shape of most MBOs we see.

Section 04

The under-£3m gap

Here is the structural problem with searching for MBO funding. Much of the visible market is built for mid-market deals. Many corporate lenders set minimum facilities of £3m or more, and their websites are written for private equity sponsors, not operators.
Below that line the deals do not stop. The lenders just change. Specialist and challenger lenders fund sub-£3m buyouts every week, on cashflow, with sensible seller deferral. The work is knowing which credit teams say yes at your size, in your sector, and packaging the case for them. That is broker work, and it is exactly the gap we exist to fill.

Section 05

What the credit team will want to see

  • Your record in this business. Years served, roles held, and what changes hands on day one.
  • Maintainable earnings. Two or three years of accounts, adjusted honestly for anything that leaves with the seller.
  • The seller's terms. Price, deferral, and handover support, in writing.
  • A plan for the first year. Not a novel. One page on customers, key staff, and cash.
If part of the team is staying put while a partner or shareholder exits, the funding runs on similar rails; we covered that in our partner buy-in and buy-out guide.
bizbritain is an FCA-authorised finance broker. We arrange acquisition finance in the UK from £25,000 to £10m, and management buyouts are the deals we see most. Send us the outline, the last accounts, and the seller's asking terms. We will come back the same working day with the structures that fit.

This guide is general information, not financial advice. The legal and tax structure of a buyout needs its own professional advice. Applications are subject to status, affordability and lender criteria. Scheme figures: British Business Bank (Growth Guarantee Scheme), checked 31 August 2026.

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