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Letter of Intent (LOI)

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What is a Letter of Intent (LOI)?

A Letter of Intent (LOI) is a formal, preliminary document that outlines the basic terms and conditions under which a lender or investor agrees to move forward with a business loan or acquisition deal before a final binding contract is executed. According to SBA guidelines, LOIs are commonly used in commercial real estate transactions, business acquisitions, and large equipment financing deals — often for transactions valued at USD 500,000 or more.

How a Letter of Intent Works in Business Lending

In small business lending, a Letter of Intent functions as a structured handshake between borrower and lender. The LOI typically specifies key proposed terms including the loan amount, proposed interest rate range, repayment period, collateral requirements, and any contingencies that must be satisfied before full underwriting begins. While an LOI is generally non-binding on its financial terms, it signals serious intent from both parties and moves the transaction into the due diligence phase. Lenders — particularly SBA-approved lenders and community banks — use LOIs to lock in a deal framework while they verify financials, conduct appraisals, and review legal documents. Many SBA 7(a) and SBA 504 loan transactions involving business acquisitions or commercial real estate purchases over USD 250,000 involve some form of a preliminary term sheet or LOI before full credit approval is granted.

Different lender types handle LOIs in distinct ways. SBA lenders and traditional community banks issue LOIs after a preliminary credit review, often requiring at least two years of business tax returns, a business plan, and projected cash flow statements before issuing one. Online lenders and fintech platforms typically skip formal LOIs for smaller loan products under USD 150,000, moving directly to automated approvals. CDFIs (Community Development Financial Institutions) may issue LOIs with more flexible contingency language to accommodate borrowers in underserved communities, allowing additional time to resolve title issues or business documentation gaps. In business acquisitions, the LOI also signals to sellers that the buyer has secured a credible financing path — which is critical in competitive deal environments.

What Business Owners Should Do About a Letter of Intent

Before requesting or signing an LOI, business owners should take several concrete preparation steps. First, organize at least three years of business tax returns, current profit-and-loss statements, a balance sheet, and a written business plan with financial projections. If the LOI involves a business acquisition, secure a professional business valuation — lenders typically require this for deals over USD 350,000. Review the LOI carefully for any binding clauses, particularly exclusivity provisions that may prevent you from approaching other lenders for a defined period, often 30 to 90 days. Consider consulting a commercial attorney before signing, since even “non-binding” LOIs can carry enforceable elements like confidentiality agreements and fee commitments. Timing also matters — submitting a clean, complete documentation package alongside your LOI request can shorten the due diligence window by weeks and improve your leverage on final loan terms.

Understanding where your LOI fits in the broader lending landscape is essential, and that is exactly where we add value. We connect you with lenders — we do not lend. Our platform matches your specific transaction profile — loan size, business type, acquisition structure, and credit strength — to the right SBA lenders, community banks, CDFIs, and credit unions who are actively deploying capital for deals like yours. That means you spend less time chasing the wrong lender and more time closing.

What Letter of Intent do lenders require for a business loan?

Not every business loan requires a formal LOI — SBA 7(a) loans under USD 150,000 and most online lender products typically do not use them. However, for SBA 504 loans, business acquisitions, and commercial real estate transactions, lenders almost universally require either a formal LOI or a preliminary term sheet before advancing to full underwriting. Community banks and credit unions often issue their own proprietary LOI templates once a borrower passes an initial credit screening, which typically requires a minimum credit score of 650 or higher.

How does a Letter of Intent affect my interest rate?

The LOI itself does not set your final interest rate, but the proposed rate range stated within it establishes a negotiating benchmark — and borrowers who push back during the LOI phase often secure better terms. Per the Federal Reserve’s 2023 Small Business Credit Survey, borrowers who received multiple competing term sheets or LOIs paid on average 1 to 2 percentage points less in annual interest than those who accepted the first offer. Strengthening your financial documentation before the LOI is issued gives you the leverage to negotiate a tighter rate range from the start.

Can I get a business loan with poor credit during the LOI stage?

Yes, though your options narrow considerably — most traditional bank lenders will not issue an LOI to borrowers with credit scores below 620. CDFIs and mission-driven lenders often work with borrowers in the 550 to 620 credit score range and may still issue an LOI with additional collateral or a co-signer requirement. SBA Microloan program lenders, administered through nonprofit intermediaries, are another viable path for smaller acquisitions or startup financing needs where conventional LOI-based lending is out of reach.

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Sources: SBA.gov, Federal Reserve 2023 Small Business Credit Survey, CFPB, FDIC. Small Business Loans Today is an independent affiliate publisher — not a lender or broker.

Diana Chen
MBA, Small Business Finance Specialist

MBA Finance (Duke Fuqua), 9 years bank credit analysis and loan underwriting

Diana Chen holds an MBA in Finance from Duke University Fuqua School of Business and spent 9 years as a credit analyst and commercial loan officer at two regional banks. She focuses on SBA lending programs, underwriting standards, and business creditworthiness. Contributor to the NSBA resource library.

All content is reviewed against SBA, Federal Reserve, and CFPB guidelines. Small Business Loans Today is an independent affiliate publisher — not a lender or broker.

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