In this episode of the M&A Launchpad Podcast, hosts Casey Minshew and Feras Moussa interview Ray Drew, known to many in the M&A space as “SBA Ray”. Ray hosts his own podcast called “The Art of SBA Lending” and provides an in-depth exploration of the SBA lending program, particularly the 7(a) loan. He has 13 years of experience in the lending space and is currently with Truliant Federal Credit Union as an official SBA 7(a) lender. Key topics discussed include the dos and don’ts of SBA lending, loan structuring for business acquisitions, and recent changes to SBA guidelines.
Ray offers valuable takeaways for business buyers and how lenders make money. From a lender perspective, we discuss how money can be made as an SBA lender. More importantly, from a buyer’s perspective, we dive deep into all aspects of the SBA product line, from the benefits to an SBA loan, to the recent guideline changes that buyers should be aware of. The episode concludes with a deep dive into the nuances of SBA loans, including debt service coverage ratio, collateral requirements, and typical borrower mistakes.
In this podcast episode, we discuss:
- Dos and Don’ts of SBA Lending
- Loan Structuring for Business Acquisitions
- Recent SBA Guideline Changes
- Risk of Debt on a Business
You can connect with Ray by:
LinkedIn: linkedin.com/in/raydrew4589
Website: sbaray.com
X (twitter): @sbaray
Additional Resources:
- Work with a Trusted Quality of Earnings and Financial Diligence Partner who focuses solely on Business Acquisitions: Schedule a discovery call with Patrick of O’Connell Advisory Group—Your Dynamic Quality of Earnings Partner
- Access our archive of video interviews on YouTube
- Get in touch with show hosts Casey Minshew and Feras Moussa at – info@equitylaunchpad.com
- Looking to invest in M&A opportunities or partner with an advisor to acquire, scale or sell your business? Visit Equity Launchpad
🎧 Podcast on Spotify: https://open.spotify.com/episode/7JjuXbbMQy79XPP8gII80J?si=8c75f4a948e74f14
🎧 Podcast on Apple: https://podcasts.apple.com/us/podcast/sba-lending-tips-tricks-from-expert-lender-sba-ray/id1740382586?i=1000685326174
🎟️ Attend Upcoming M&A Launchpad Conference: http://malaunchpad.com/
Transcript
00:00 all right on today’s episode we
00:01 interviewed Ray Drew with the art of SBA
00:04 lending and we did a very deep dive on
00:06 the SBA lending program particularly the
00:09 7A what you can do what you cannot do
00:11 what you should do what you should not
00:13 do and all of the ways to kind of
00:15 structure and get the right debt in
00:17 place for your business acquisition
00:19 Casey what some of your takeaways man
00:21 I’ve been around this financing stuff 20
00:23 years uh that was very great information
00:26 um literally if you’re thinking about
00:27 buying a business or even if you’ve
00:29 bought one and you want this is a this
00:31 is deep dive we asked every type of
00:33 question you could imagine uh about SBA
00:36 must listen no no I mean lots of
00:37 information in this one and to Casey’s
00:39 point I mean I know a lot on financing
00:41 and I think I still learned a ton doing
00:42 this interview Ray was great very
00:44 thorough answers knows his business
00:46 knows the space very well so lots of
00:48 information unpack on this
00:53 one all right guys just take one second
00:55 here real quick when you’re buying a
00:56 business ensuring the financial health
00:58 of the company is critical and that’s
00:59 where quity of earnings partner comes in
01:02 quality of earnings gives you confidence
01:03 in the financials of the company that
01:04 you’re purchasing it aims to protect
01:06 your investment and ensur that you’re
01:08 stepping into a profitable business on
01:09 Daya Patrick of okon Advisory Group is
01:12 your Dynamic quality of earnings partner
01:14 he’s here to help you buy the right
01:15 business on your timeline Patrick’s
01:17 entire practice is focused on business
01:19 Acquisitions your Niche is his niche in
01:21 over the past decade Patrick’s helped
01:23 more than 200 buyers like yourself
01:25 successfully purchase and operate
01:26 enduring profitable businesses in fact
01:29 Patricks helps them listen listeners of
01:30 the show so if you’re buying looking for
01:33 help with the quality of earnings
01:34 Financial due diligence Network capital
01:36 and more head to oconnell advisory
01:38 group.com or just click the link in the
01:39 show notes hey Ray welcome to the show
01:42 uh thanks fellow for having me yeah
01:44 excited one of my favorite things to
01:45 talk about the financing side of this
01:47 this this universe of Acquisitions and
01:50 more importantly right the SBA side
01:51 which I think there’s a lot of Mystique
01:53 a lot of misinformation and so it’ be
01:55 good to kind of just Deep dive into what
01:57 people can do for SBA what they
01:59 shouldn’t do and kind of how it all work
01:60 works and so Ray maybe for the listeners
02:03 just want to share a little bit about
02:04 who you are and kind of what you do
02:06 absolutely and and we have to get into
02:08 those more changes I got put out there
02:10 last week so that’s breaking news and
02:12 and hopefully we can get to that but I’m
02:14 Ray Drew I’m an SBA lender I’ve been
02:16 doing this for 13 years started right
02:18 out of college fell into it you know
02:21 2011 I was just I was lucky to even have
02:24 a job at the time and and my job was to
02:26 call people and sell them SBA financing
02:28 didn’t really know how to do a financing
02:31 I just was trying to you know get
02:33 packages through the door and then you
02:34 know you learn it one step at a time and
02:37 I was in a great environment where I was
02:38 able to soak that up like a sponge and
02:40 and I just man I just fell in love with
02:42 it and I haven’t looked back so I’m an
02:44 SBA 7A lender I’m at trul liant Federal
02:48 Credit Union right now I came in here
02:50 about six months ago to help build out a
02:52 national platform I brought about 10
02:54 other people with me from a prior life
02:57 and you know we’ve We’re Off to the
02:58 Races we’re just kind of building it out
02:60 helping entrepreneurs buy businesses
03:01 using smart SBA financing now is your
03:05 credit union going to do do you guys
03:07 hold the paper is it something that you
03:08 guys hold on or you you guys sell it off
03:10 getting right down to business huh okay
03:12 yeah how do you how do you how how do
03:13 you guys handle that stuff like most
03:15 yeah like most SBA 7A lenders we sell
03:19 the guaranteed portion in the secondary
03:21 market and that is 75% of it we hold 25%
03:24 on our books and we service the loan so
03:27 you know even though you sell the
03:28 guarantee if I make a loan to you you
03:30 you are stuck with me for 10 to 25 years
03:33 there you go and so then so you guys are
03:34 making money on selling that guarantee
03:36 and on servicing the loan so and on the
03:38 interest of the 25% piece yep fair
03:41 enough you get a you get a spread kind
03:43 of the the the the Arbitrage right
03:45 between prime and whatever you guys sell
03:47 it at well it’s actually better it’s
03:49 actually better than that because you
03:51 know it’s bang it’s you know classic
03:53 lending I mean if we can collect
03:55 deposits at 5% and lend them out at 10%
03:58 you know you’re making 5% on on your net
04:01 interest income right and then on the
04:02 guarantees that you’re selling into the
04:04 secondary Market it’s whatever investors
04:06 are willing to pay and the higher the
04:08 rates the more they’re willing to pay so
04:10 that’s basically our Revenue model all
04:12 right perfect love it yeah we jump right
04:14 into the meat of that stuff I apologize
04:15 I just how do you make money uh that’s
04:17 it no you just ask them because that’s
04:19 what everybody wants to know right it’s
04:20 like ah the banks the lenders how do
04:22 they do it I just like to get it right
04:24 out front that’s how it all works well
04:26 it’s interesting because the pricing on
04:28 SBA have gone down dram atically over
04:30 the years and it’s due to more
04:33 transparency and really more
04:34 availability I mean this program really
04:38 got popular in the mid 90s that was the
04:40 first time really A lender decided to go
04:42 out on purpose and try to find SBA Loans
04:45 that was the money store and they were
04:47 the biggest in the country insane it was
04:50 just a pivotal point because before that
04:52 the banks were trying to hide the
04:53 program they didn’t want to mess with it
04:54 they didn’t know the rules and the 2000s
04:58 you know PE other shops like Ci and GE
05:00 Capital which were non-bank lenders they
05:02 were taking that playbook out and just
05:04 running with it and obviously 08 kind of
05:07 um you know stopped them a little bit
05:10 but here we are we’re back at it and now
05:13 instead of like your CPA basically
05:15 knowing like two or three lenders to
05:17 that you talk to you you can talk to 20
05:20 lenders easily by next week and that’s
05:24 dri that’s driving the pricing down so
05:27 like for example somebody wants three
05:29 four $5 million to buy business you’re
05:31 putting down 10% used to be 25% by the
05:34 way putting down 10% sometimes even the
05:36 sellers helping you with that 10%
05:39 through a seller note on standby for a
05:40 couple years so maybe it’s as little as
05:42 5% yeah we just talked about in another
05:44 me another meeting lady had financ using
05:47 standby so it was it’s very common these
05:50 days and and it’s it’s a great tool I
05:51 mean this is an extreme unlock for
05:54 anyone in the country who has the desire
05:57 to own their own business it’s really
05:58 incredible but the point point I wanted
06:00 to make was it used to be so like the
06:04 maximum rate you can charge on an SBA
06:06 loan used to be prime plus 275 it’s
06:08 prime plus three now but prime plus 275
06:11 which today you know where’s Prime I
06:13 don’t know what is that somewhere like
06:15 10% something like that yeah so it
06:17 wasn’t it was no questions ask you have
06:19 no collateral you’re you know what is
06:21 this you’re lucky I’m even giving you
06:23 this loan you know this was going back
06:25 like 5 seven years ago and now it there
06:28 is pricing flexibility you have lenders
06:30 going all the way down to prime plus one
06:32 for really those are more conservative
06:34 lenders but have more aggressive pricing
06:36 and then there’s some lenders that are
06:37 doing prime plus two and and of course
06:40 you can go all the way up to prime plus
06:41 three but now you have this big range
06:43 and I I think it’s really driven by The
06:44 increased competition in the space
06:46 absolutely so before we hop in and
06:48 figure out what makes a good lender from
06:50 a bad one right really quickly can you
06:52 give people what the SBA lending
06:56 products are today right like for
06:58 example we all hear about 7A what is
06:60 that and I know that’s one of the
07:01 products so just high level right what
07:03 opportunities does SBA provide to people
07:05 looking to buy business you know it’s
07:07 interesting you know it’s like
07:09 entrepreneurs uh you you try a bunch of
07:11 different thing one thing takes off for
07:13 the SBA that’s the 7A because they’ve
07:15 put out a lot of products over the years
07:17 and a lot of people never use them um
07:19 like lenders don’t use them right like
07:22 that new working capital program they
07:24 launched a couple months ago um everyone
07:26 was like oh are you doing this are you
07:27 doing this you know you look at the data
07:29 no one’s doing it the 7A is by far their
07:32 biggest program that is one that lenders
07:34 are embracing heavily a lot of it goes
07:36 back to the revenue model we talked
07:38 about earlier but that’s a 30 plus
07:40 billion dollar a year program their next
07:43 biggest program I believe is the 504
07:46 which is about I think six or seven or
07:48 eight billion so it’s it’s a smaller
07:49 portion but that program is different
07:51 it’s for real estate mostly and fixed
07:53 assets so yeah there’s a bunch of
07:55 different SBA programs and by and large
07:57 when somebody’s talking about the SBA
07:58 they’re talking about the 7A program
08:00 okay you have a listener so 7A so then
08:02 dive in what is a 7A right how does it
08:04 work it’s a very flexible malleable
08:06 program it’s it’s actually incredible
08:09 the use of proceeds for 7A range from
08:12 buying a business to buying out your
08:13 partner to buying a building to opening
08:15 up a franchise refinancing debt buying
08:17 equipment permanent working capital
08:19 couple other things you can even include
08:21 a variety of those into your loan now
08:24 with your audience it’s a lot of
08:26 acquirers so it’s pretty simple in that
08:29 respect usually three things are going
08:31 into the loan and it’s the purchase
08:33 price the working capital and the
08:35 closing costs and sometimes if there’s
08:38 real estate you’ll you can add the real
08:39 estate as well making the 7A loan one of
08:42 the only products in lending that where
08:45 you can just combine all of those things
08:47 and then on top of that you’re getting
08:49 lower Equity requirements than you would
08:50 see in conventional you’re getting
08:52 longer repayment terms than you would
08:54 see in conventional you have no loan
08:56 covenants like you would see in in
08:57 conventional no balloons you know
08:60 there’s a lot of benefits through this
09:01 program but still with a p a personal
09:04 guarantee right okay there’s also a
09:06 couple downsides there’s the there’s the
09:08 personal guarantee the rates sometimes I
09:10 think higher than conventional I would
09:12 say and then the pledging all available
09:14 collateral so that’s buying far my least
09:16 favorite part of the program essentially
09:18 if you own 20% or more of the business
09:20 you’re getting an SBA loan you own 20%
09:22 or more of the business not only got a
09:23 personally guaranteed Alan but you have
09:25 to pledge all available collateral which
09:27 essentially means any real estate that
09:29 you own that has 25% equity in it or
09:32 more you’re pledging that Equity towards
09:34 the loan until you’ve pledged everything
09:36 you have uh in terms of real estate or
09:38 the loans fully secured whichever comes
09:40 first and I think maybe just to kind of
09:43 give the scenario for people so if me
09:45 Casey and three of our friends each
09:47 bought a company 20 20 20 20 right
09:49 percent each then we all have to
09:51 guarantee it right yeah that’s why you
09:53 see a lot of deal structured at 19%
09:56 ownership with one guarantor yeah one
09:59 guarantor yeah
09:60 exactly and so again some just just some
10:02 of the downside RIS for people to be
10:03 aware of but obviously great program
10:05 opens up a lot of opportunities and you
10:07 know the SBA is there to grease the
10:09 wheels right of just the business
10:10 environment as a whole yeah and Ray
10:12 would you say that because of just the
10:14 where the the country is going with the
10:16 Aging population and and people you know
10:20 this what they call Silver tsunami or
10:21 all this stuff that’s this wealth
10:23 transfer businesses you feel like that’s
10:25 why the SBA is really kind of making
10:26 some advancements on how they’re
10:28 offering the program do you think that
10:29 they’re seeing they’re looking at the
10:31 demographics and they’re saying hey we
10:33 need to adjust this program to make it
10:34 even easier we’re a little more
10:36 qualified to get more people into these
10:38 companies to buy do you think that’s
10:40 what the driver
10:42 is well that Yes actually I was I was
10:45 shocked I I go to a lot of SBA
10:47 conferences where the SBA comes in and
10:50 speaks and we’re talking about the
10:51 career people who write the policies and
10:54 things like that not like the cabinet
10:56 appointee and they’ll talk and it was a
11:00 conference I went to this year where
11:02 they literally said silver tsunami I for
11:04 a second I was like am I on Twitter
11:06 right now
11:07 like and and they’re like we need to be
11:09 prepared for this I was shocked and so
11:11 yeah they want to modernize the pro they
11:13 have been wanting to modernize and
11:14 they’ve been modernizing I mean it is
11:17 you know if you really know the history
11:18 of it going back to like 1958 or
11:21 something around that time frame
11:22 obviously they’ve done a lot of
11:23 modernizing the program but now they’ve
11:26 made some really big changes in 2023 to
11:29 really bring it to the next level
11:30 because they see not only the silver
11:32 tsunami but also they see the rise of
11:35 these small working capital lenders who
11:37 are putting out money on the streets
11:41 faster than anyone ever fathomed and
11:44 it’s extremely expensive and it’s
11:46 actually causing a lot of adversity for
11:49 small businesses who don’t maybe even
11:51 realize the cost of that capital and the
11:53 SBA wants to find ways to deliver their
11:57 Capital faster so that small businesses
12:00 don’t have to pay an arm and a leg to
12:03 you know get money when they need
12:05 it completely agree um and so I guess
12:08 for people wondering right I mean you
12:11 know what is the vanilla way to
12:13 structure an SBA loan right and you know
12:16 what are some of the more the creative
12:17 ways my favorite structure on a business
12:20 acquisition is the old classic 801010
12:23 10% Equity cash 10% seller note you like
12:27 the seller note you want to know the
12:28 sellers on board you want to be able to
12:30 pick up the phone and call the seller
12:32 you know six months a year after closing
12:34 and you know get a password for this or
12:36 that and and you know having a little
12:38 bit of skin in the game on the seller
12:39 side is I mean it used to be standard I
12:42 mean honestly 90% of SBA lenders would
12:44 would just it require it um I think
12:47 things have gotten loser in the and
12:49 sorry actually on that note whenever A
12:50 lender requires it that’s not the SBA
12:52 require that’s just the lender requiring
12:54 it to try to drisk the the debt right
12:58 that’s right that’s right yeah
12:60 um and and so that would be a standard
13:01 way where you know uh you get to a a 75
13:05 80% Advance rate on the SBA loan you’re
13:08 going to be putting that in front of
13:10 lenders you’re going to have a lot more
13:12 lenders wanting to do that deal now if
13:14 you want to leverage a more creative
13:17 structure and preserve some liquidity
13:19 then you probably want to work with a
13:21 lender like me that’s kind of my
13:23 specialty where you can leverage um the
13:26 seller financing to count towards some
13:28 equity and there’s even some other rules
13:30 and nuances that allow you to do some
13:32 cool things for future Acquisitions
13:34 beyond your first one as well so talk to
13:36 me real quick about working capital
13:37 right so I’ve seen I’ve seen Pro I’ve
13:40 seen deals right where someone has 5 per
13:43 down right they’ve got a 5 perent
13:45 standby they’ve got the seller carrying
13:47 some paper back so let’s just say SBA is
13:49 in for 75% that’s the not of the
13:51 purchase price then how much working
13:54 capital what’s the rule around saying
13:56 hey I’d also like some working capital
13:58 for the business what’s the what’s the
14:00 rule of thumb there yeah amaz amazing uh
14:03 question and I will say first of all
14:06 every lender looks at this different and
14:09 and some of them look at the way I look
14:11 at it and then the others are wrong I I
14:15 the wrong way to look at it is you’re
14:17 putting in 5% that’s $100,000 I’m giving
14:20 you a 100,000 working capital because
14:22 that’s what the business needs but I’m
14:24 just giving you back your down payment
14:25 I’m not going to do that so I’m not
14:27 going to give you this working capital
14:28 so you’re setting now the business up
14:30 for failure and so that is what a lot of
14:32 lenders think they should do it’s a
14:35 short-sighted approach but it’s out
14:36 there talk to one today I would avoid
14:39 that working capital is one of the most
14:41 critical components of setting yourself
14:42 up for Success you know because you’re
14:44 one’s the hardest I think usually on
14:47 average I would say and so you want to
14:48 have as much as possible now can the SBA
14:51 lender give you so much to where you
14:54 don’t even need it no uh they cannot
14:55 give you more than you need but they
14:58 also cannot give you less than you need
14:59 they should not give you less than you
15:01 need so um for me it’s just a very
15:04 pragmatic approach of first seeing what
15:07 you’re getting in the business in terms
15:09 of networking capital from the seller
15:11 whether that is cash or inventory or ar
15:14 or deposits or whatever and then
15:17 understanding the cash cycle of the
15:18 business and then building in the exact
15:22 number of working capital needed to
15:23 bridge that Gap and then I put that into
15:25 the SBA loan got it so but there’s not
15:27 like a rule of thumb it’s not like oh
15:29 can’t go past 2% of the loan amount
15:32 there’s not like a there’s not a fixed
15:33 heavy like standard yeah and so on
15:36 businesses that are heavy in working
15:37 capital you are giving them an outside
15:39 percent outsized percentage of the loan
15:41 amount versus a you know a working
15:43 capital light business well a th% I mean
15:47 you think of a let’s just say a a
15:49 construction company selling to doing
15:52 deals with municipalities and let’s just
15:54 say it’s a long cash conversion cycle
15:56 like 90 days or something like that we
15:57 know those very well in the mid of
15:60 one and so let’s say the seller is not
16:03 leaving anything behind in terms of AR
16:06 or cash so you are going to need a float
16:10 like 60 to 90 days of Opex that’s
16:13 essentially a deal cost and I’m just
16:16 putting it in the loan so yeah that
16:17 might on a $3 million deal that might be
16:19 $600,000 of working capital you’ve got
16:22 to build it in there I mean it’s got to
16:23 have to come from
16:24 somewhere no I love that actually that’s
16:26 a very good explanation because I’ve
16:28 never gotten very clear answer on that
16:31 even though I’ve been around SBA
16:32 financing for 20 years you know I’ve
16:35 broken a lot of deals placed with a lot
16:36 of different lenders and no one’s ever
16:38 really G me a clear-cut explanation of
16:39 how they working capital and and I and
16:42 like you I think it’s one of the most
16:43 Mission critical things because that
16:45 first year or two every one of the
16:47 people we interview here that have
16:48 bought a company that have done this
16:50 they’re like oh my God I’m in my second
16:51 year and I should have budgeted more
16:53 cash you know it’s always like it costs
16:56 more than you think you know and and
16:58 especially in the last couple years I
16:60 mean the interest rates with the SBA
17:01 have gone as high as you know 11 and a
17:03 half percent I mean someone could have
17:05 bought a gotten a loan at eight and over
17:09 what 12 18 months it jumped to 11 and a
17:12 half now I think we’re on I think we’re
17:14 on the way down right that’s the good
17:16 news so in buying now I think they’re
17:17 only going to see lower rates um but
17:20 like you said it’s 10% that’s I mean
17:22 it’s a lot of cash so anyways I think
17:25 the working capital is such a critical
17:26 part of these Acquisitions with SBA yeah
17:29 and actually and speaking of the
17:30 interest rate I mean we kind of ignored
17:32 a couple of the basics right so for
17:33 those listeners that don’t know what’s
17:35 the amortization what’s the typical kind
17:37 of you know life cycle of a SBA loan so
17:41 if you’re buying a business the term is
17:42 10 years one of the nice components is
17:45 there’s no prepayment penalty on that so
17:46 you can pay it off as fast as you’d like
17:49 interesting note I do get people saying
17:52 oh I’m going to pay it back faster or I
17:54 also get I don’t need that much working
17:56 capital when borrowers call you to three
17:59 four weeks after closing I you know a
18:03 lot of the times um I’ll just say this
18:05 no one’s ever called me and said you
18:07 gave me too much working capital or I’d
18:09 like to make a payment right away it’s
18:10 always the opposite it’s always harder
18:12 than you think um just to Echo your
18:14 point so yes 10-year amortization on
18:18 businesses the SBA also provides longer
18:20 amortizations when real estate’s
18:21 involved I mean particularly if you had
18:23 a deal that’s 51% or more real estate
18:26 you put the whole thing on a 25e term
18:28 which is nuts if you see that it’s crazy
18:30 it’s like a hack but um say it again oh
18:33 that’s a hack I just I didn’t hear that
18:37 if if you if there’s a deal where the
18:39 real estate’s
18:40 51% it’s not that common you know but a
18:43 smaller
18:45 business yeah then you do the whole deal
18:47 on a 25y year term so the business value
18:50 is 51% no the real estate is 51% of is
18:54 51% of the the price yes then you can
18:57 put the whole thing on a 25 year am
18:59 yeah and and it’s yes and I’ve done a
19:02 couple business Acquisitions like that
19:04 which it just came it happened to come
19:05 with a you know a nice piece of real
19:07 estate but where it’s more common is
19:09 where the businesses are the real estate
19:11 I mean those are actually you know big
19:14 7A transactions that you would see um
19:17 you don’t really see a lot of Searchers
19:19 going out and looking for those types of
19:21 businesses because um they’re not really
19:24 cash flow plays all the time they cash
19:25 flow but it’s like I’m talking about car
19:27 washes gas stations assisted living
19:30 facilities marinas RV parks hotels those
19:35 are all financeable through 7A even
19:38 though those are considered real estate
19:40 Investments to some but truthfully they
19:41 are operating companies in there so
19:43 those are all 25y year type of terms and
19:46 what’s the max loan amount for either of
19:48 those two it’s five million on the 7A
19:51 side it’s five million cool all right
19:53 and so then I guess with that said what
19:55 are some of the biggest mistakes a
19:57 potential client make
19:59 right day one you know they show up they
20:01 want to do a deal they come to you and
20:03 like hey I found this business I want to
20:04 buy what are like a lot of the pitfalls
20:06 and mistakes that you you see them do or
20:09 maybe to ask a question differently what
20:10 should someone do to come prepared and
20:13 you know get the best it’s good one all
20:15 the loan they can
20:16 get yeah it’s a it’s it’s a great
20:19 question um I will say this when
20:21 somebody brings me a deal they’ve
20:23 already signed the LOI uh and I look at
20:25 the LOI half the time I I say it’s not
20:28 going to work
20:29 um for whatever reason whether it’s
20:30 eligibility or cash flow uh I’ll say
20:34 couple of the more common reasons would
20:35 be the seller note
20:37 structure sometimes people are trying to
20:39 use the seller note for Equity like you
20:41 know like we said you want to come in
20:42 with 5% seller’s going to hold 5% and
20:45 that’s going to be your 10% Equity
20:47 injection well there’s specific rules
20:49 that go along with that 5% seller note
20:51 that have to be met in order for the SBA
20:53 to consider that Equity one it’s got to
20:56 be on partial which I say actually I’ll
20:58 just use real words it’s got to be on
21:00 either interest only or no payments for
21:04 the first 24 months followed by fully
21:06 amortising term so no balloons so I
21:08 looked at one yesterday it was you got
21:10 the standby right two years a standby
21:13 Then followed by a 10year amortization
21:15 with a balloon at month 36 aren’t wrong
21:17 can’t do that so I’ve got to say you’ve
21:19 got to renegotiate that with the seller
21:20 if you’re trying to use that seller note
21:22 for Equity eligibility
21:24 aside sometimes people just structure
21:27 seller notes in ways that
21:29 just don’t make sense like a really
21:32 short amortization so like you’re
21:34 getting a 30% seller note great but if
21:36 you got to pay that back over 24 months
21:38 the payments are too high so I don’t
21:40 like you know I don’t like seeing the
21:42 seller notes having those short
21:44 amortizations something like five seven
21:47 eight 10 years is probably a little bit
21:50 more common and something that an SBA
21:52 lender is going to want to see but
21:53 that’s not really an SBA requirement
21:55 that’s more lender by lender got it so I
21:58 mean it sounds like really your answer
21:59 is it’s usually people don’t have the
22:02 deal structured well right or don’t you
22:03 know it’s a non the LOI that comes to
22:05 you is non-compliant and you’re having
22:07 to go back to them and say this need to
22:08 change this needs to go away this needs
22:10 to be added just to keep it compliant
22:13 right 100% like an earnout for example
22:16 we all know in SBA land that those are
22:18 not eligible those are very common tools
22:20 used in private Equity an earnout but
22:23 the SBA doesn’t allow it you need a
22:25 fixed price and you need a valuation so
22:28 that is one one that I see you know
22:30 every couple of weeks one comes by my
22:32 desk and I just say you know you can’t
22:34 do that so there’s other ways to
22:36 accommodate and I should say solve the
22:39 problem you’re trying to solve without
22:41 using an earnout and we can get into
22:42 that but essentially I’m seeing a more
22:45 and more seller notes that have certain
22:49 forgivable Clauses attached to them
22:52 meaning if the revenue drops below a
22:53 certain amount or the EA drops below a
22:55 certain amount after the first year or
22:57 two years then that seller note is
22:59 Forgiven or partially forgiven or or
23:02 whatever and so you’re seeing that tool
23:04 being utilized a lot more in our that is
23:06 allowed in SBA right which you know
23:08 we’ve done that right where hey we have
23:09 a seller note and if if it is not a
23:11 certain thing then we defer it right
23:14 it’s keep getting defer until the
23:15 business can support it and it make it
23:17 risks the investment the seller notes
23:19 like one of the most incredible levers
23:21 you have to structure a deal with SBA to
23:23 make it work I mean I like to say I
23:24 could make any deal work no matter what
23:27 I I can make any deal work High customer
23:30 concentration buyers weak whatever it is
23:33 there’s a way to make it work with
23:35 combinations of seller notes sellers
23:37 rolling Equity employees getting Equity
23:40 you know there’s always a way to make
23:42 something work it’s just a matter of is
23:43 the structure going to be acceptable for
23:45 all parties that’s why I love the
23:47 business I mean it’s really Financial
23:48 engineering just as much as it is you
23:50 know block and tackling of running a
23:52 business so let’s run a quick scenario
23:55 let’s go back to the standby just so
23:57 people can kind of really Digest guest
23:59 right I’m working with a seller and his
24:01 purchase price is 1 million right let’s
24:04 just use that for all purposes right I’m
24:07 G to get some networking Capital say
24:09 $100,000 that’s going to be in the in
24:11 the business that’s that’s part of that
24:12 purchase price okay some of that you and
24:15 you don’t worry about collateral right
24:16 you can do non-collateral and collateral
24:18 collateral doesn’t give me any value
24:20 correct I personally don’t care about it
24:22 no yes so we now go to seller to talk to
24:26 them about the LOI hey this is how we
24:28 want to structure to we as as a buyers
24:31 I’m not telling him this but we’re all
24:33 talking here that I want to put as
24:36 little down as I can to still make the
24:37 transaction work that that’s my game
24:40 plan right so I want to put 5% down so I
24:43 say to Mr seller hey in order for me to
24:47 you know close with the SBA transaction
24:50 I need to have you have offer a seller
24:53 carry one most of the comp most of the
24:56 banks like to see that you have some
24:58 skin in the game for a period of time
25:00 with me in order to transaction and I’ve
25:03 actually had that conversation before so
25:04 I say to Mr seller hey do a 20% seller
25:08 carry okay but of that 5% of your 20%
25:13 has no payments on it for at least 24
25:16 months is that correct and then it has
25:18 say fully advertise the rest of the
25:19 thing it can’t but at the end of 24
25:20 months it can start kicking in payments
25:22 correct exactly rightall okay so that’s
25:25 that piece then then all I have to do is
25:28 so on a million
25:29 right I’m going to have closing cost
25:32 which is typically three and a half
25:33 percent right and that usually the the
25:35 debenture fee with SBA the fee it’s a
25:37 good ballpark about three and a half
25:40 you’ve got I’ve got I’m asking for
25:41 working capital so from you saying okay
25:44 Drew I need a 100,000 working capital
25:47 maybe you did the numbers you’re like
25:48 yeah that makes sense so we’re looking
25:50 at a deal am I putting 5% and all that
25:53 good stuff on the loan plus working
25:55 capital plus fees or is it just the
25:58 purchase price that I am responsible for
26:00 for for that five five% that I’m going
26:02 to be putting down it’s 5% of the total
26:05 project costs so Price Plus closing cost
26:08 plus working capital total let’s just
26:10 call it
26:11 1.15 million y right so that’s
26:16 110k Equity injection that’s 10% um so
26:20 5% of that so
26:21 55,000 got it so the seller carry also
26:24 has to have that that that portion as
26:26 well right the total has to 10% of the
26:29 to so 10% of the total project cost so
26:32 however you split it up you could do you
26:34 know sometimes it’s four and six six and
26:35 four whatever but the total 10 of 10% of
26:38 the total project cost is what the SBA
26:40 wants to see got it and so when someone
26:42 works with you like before I go and I
26:45 talk do you do you work with clients
26:47 prior to Loi do they call you and say
26:49 hey I’ve got a deal here’s here’s a
26:51 draft Loi what should I change before I
26:53 get Mee with the seller I’m going in I’m
26:55 putting in my proposal right here’s what
26:57 I’m thinking and do you go yeah but you
26:60 need to add the three and a half you
27:01 need to add the working capital if
27:03 that’s what you think yeah unfortunately
27:05 my my days are filled with a lot of work
27:08 that I do for free um advising people
27:11 but you have to right you you have like
27:14 you can’t like why would you not talk to
27:16 a lender before like you get the deal
27:18 they’re they’ve got you’ve got competing
27:19 offers potentially and you know you
27:21 don’t want to have to renegotiate day
27:23 one after you say you call your lender
27:25 and say hey good news I have this deal
27:26 under Loi and only for them to tell you
27:29 well this doesn’t work and and you’re
27:30 back and the thing the thing that most
27:32 listeners need to realize is the lender
27:34 is your partner on these things and I
27:36 think they gets forgotten by a lot of
27:37 people people see the lender as like a
27:39 vendor and really the lender is your
27:41 biggest partner on this thing so the
27:43 more you structure it where they’re
27:44 comfortable you’re comfortable the
27:46 better everything gets right the more
27:49 lenders can get things approved get
27:51 things pushed through committee whatever
27:52 is needed I mean you really do need to
27:54 look at the lender as a partner and
27:56 bringing them up front right and and
27:58 kind of walk that fine line between
27:59 getting advice and not wasting their
28:01 time right is is beneficial for all
28:03 parties involved I mean I amen you know
28:07 uh I would love to be you know I mean I
28:09 feel that you know I look I’ve done just
28:12 in the last four years I’ve I’ve done
28:14 $200 million worth of
28:16 transactions and I’ve looked at a
28:20 thousand plus I’m I’ve learned a lot and
28:24 I have value to add so I do go into
28:27 there uh the these deals as a
28:30 consultative lender who can add value at
28:33 every step of the way and you know
28:35 there’s value in that if you’re doing
28:36 this for the first time because I don’t
28:38 charge for that it just comes with the
28:40 cost of the capital you’re borrowing all
28:42 right I’ve got a few more questions here
28:43 you’re gonna get even even even deeper
28:45 into the SBA
28:47 right question right
28:50 so I don’t have the
28:53 $100,000 but I’m gonna borrow that oh
28:56 boy I’m gonna get a gift right or I’ve
28:59 got an
29:00 investor okay so how does that look in
29:04 your eyes if I go out because remember a
29:07 lot of these guys that are a lot most of
29:09 us are gon to go out and raise we’re
29:10 going to bring in some Equity right to
29:12 close the deal it’s not like I’m writing
29:14 the check for so what are the what do
29:17 you how do you see that what does that
29:19 look like for you and what what should
29:20 someone not do uh in that in that in
29:23 that type of
29:24 structure there’s a phrase that we use
29:28 in lend
29:29 called Skin In the
29:30 game the person signing on the loan docs
29:33 in my opinion needs to have some skin in
29:36 the game that is typically viewed as
29:38 putting in some cash into the deal so
29:42 and sometimes they have real estate that
29:43 they’re pledging and maybe that’s a form
29:45 of skin in the game and then other times
29:46 maybe they’ve been in the business for
29:49 five 10 years building it on behalf of
29:52 the seller Sweat Equity is real too but
29:54 there’s got to be some form of skin in
29:55 the game in my opinion so if you don’t
29:59 have any I probably am not the right
30:01 lender for it however it doesn’t
30:03 necessarily need to be the full 10% or
30:05 even the full 5% maybe it’s two and a
30:08 half percent you know if you can’t put
30:10 in two and a half percent I don’t know I
30:12 mean that’s like that’s like a floor for
30:14 me you know raise Capital to you know
30:16 beyond that um fine but like I I do want
30:19 to see some skin in the game but but but
30:22 how do you verify that right so I’m I’m
30:24 obviously closing with my company right
30:27 and I say hey I we got $100,000 that
30:30 we’re going to come in you’re going to
30:31 want three three months of bank
30:33 statements right you’re going to want to
30:35 see three you want to see the seasoning
30:36 of the down payment or can the down
30:38 payment just show up at closing Casey’s
30:41 friends just gonna wire it to closing no
30:43 no no I’ve been through this 100 times
30:45 these are great this is what people are
30:46 thinking these are Big questions I
30:48 always got when I was brokering deals
30:50 people would always be like hey what if
30:52 I did this or did that and it’s good to
30:55 hear directly from the L I’ll ask for
30:57 two bank statements if the funds have
30:59 been there the whole time then it’s
31:01 considered seasoned that said you know I
31:04 I get deals that come across my desk and
31:07 I get their personal tax returns I get
31:09 their personal financial statement if
31:12 you’ve been out of college for three
31:14 years and I have three years of tax
31:17 returns and you’ve made a total of
31:19 $150,000 but you have more than that on
31:22 your personal financial statement
31:23 obviously I’m going to ask where did you
31:24 get that money from and they’re going to
31:26 want to tell me the truth and if they
31:29 say it’s a gift even if you have two
31:31 months of bank statements that show the
31:33 money’s there it’s a gift because it was
31:35 a gift so it’s a it’s an interesting
31:37 question just because at what point does
31:40 a gift turn into your money you know
31:42 like is it three months is it 12 months
31:44 is it two years I just the SBA doesn’t
31:47 even have guidelines around that
31:49 honestly I’m just more concerned with
31:51 like are you putting your own personal
31:53 resources in the deal um if it’s a gift
31:56 from a grandparent that wants to give
31:59 you this money while they’re still
32:00 around and you’re getting it anyway
32:02 through an inheritance um that’s your
32:04 money you know and you’re that’s your
32:06 inheritance and you’re going to use it
32:08 how you want that there’s just like um
32:11 it’s a difficult one to answer honestly
32:13 I I would go deal by deal on that no
32:15 that’s what I ask these are the
32:17 questions though because everybody’s got
32:18 hey I’ve got a deal I’m gonna do it
32:20 Ferris is gonna back me he’s my partner
32:22 he’s in for 19% he’s going to bring
32:24 $100,000 and I’m going to sign the note
32:27 right I’ll get the other
32:29 that that’s probably pretty standard
32:30 you’ve probably seen many of those deals
32:32 where you know that’s what they’re at
32:34 least that’s what they’re going through
32:35 you’re saying you like to see that you
32:37 would like to see me to have two and a
32:38 half percent along with Ferris is 90,000
32:42 I have 10,000 is in that example now we
32:45 can close is that kind of how you see it
32:48 yeah yeah you know because otherwise it
32:50 starts turning into like you know who’s
32:52 actually D like what is what is that
32:54 guarantor even bringing to the table if
32:56 it’s not cash it really definitely
32:59 should be like they’re just the the guy
33:01 or gal in that industry that knows that
33:03 industry and is going to be that
33:05 operator and just has that right type of
33:07 experience to go in there and that’s
33:09 what they’re bringing to the table I
33:11 will be honest I’ve seen situations
33:13 where this person’s bringing nothing to
33:15 the table they have no cash they have no
33:18 really strong experience they’re
33:19 basically just a straw man operator with
33:22 nothing to lose and like you know that
33:24 just doesn’t work for me because I you
33:26 know I I’ve got nothing to fall back on
33:27 at that Point as a lender so you know
33:29 every deal is a little different this is
33:31 how I see it in my lending practice um
33:34 but Others May differ so question for
33:36 you how do you guys size up the loans
33:39 right you know someone comes and says
33:41 I’m buying Casey’s business for 100 you
33:43 know let’s see actually make an SBA size
33:45 $5 million right but it’s really worth a
33:48 million dollars how do you guys size it
33:50 up how do you guys you know look at how
33:53 much do you lever up Etc yeah that’s a
33:55 that’s a great question because the Crux
33:57 of all of this SBA lending stuff really
33:60 is what we call debt service coverage uh
34:03 dscr and that is the gold standard you
34:06 know on a tax return for an SBA lender
34:09 so from a valuation standpoint we’re
34:12 going to get a third party valuation now
34:13 I happen to know out of the couple
34:16 hundred deals I’ve done here recently
34:18 they’ve all been between 2 and a half to
34:20 four and a half times sellers
34:22 discretionary earning so if I see
34:24 something outside of that I’m going to
34:25 probably point that out and say I think
34:28 we may have a valuation issue here now
34:30 we’re we’re going to get a third party
34:31 valuation so I’m not really going to be
34:33 the one to do the valuation I’m going to
34:35 focus more on debt service coverage but
34:38 if you have a higher multiple deal with
34:40 only the 10% Equity it’s not going to
34:43 pencil anyway so those deals are needing
34:45 more yeah and just to be more clear
34:47 you’re talking about the difference
34:48 between being you know dscr constrained
34:51 versus LTV constraint right loan of
34:53 value so the loan of value is a third
34:55 party you know that you’re not going to
34:56 go past 80% of the value but on a deal
35:00 that only makes you know let’s say it
35:02 makes ,000 dollar a year well obviously
35:04 it can’t even service the note up to
35:07 maybe 5% of the value right exactly and
35:11 and I’ll just clarify because actually
35:12 the rule on the business valuation site
35:14 is our loan can’t exceed the business
35:16 valuation okay so you can go up to maybe
35:18 that’s what what I was trying to get at
35:20 is what are the SBA requirements so you
35:22 can’t go past Onex the business
35:25 valuation what about D what about DCR
35:28 the sba’s minimum DSR is 1.15 but um
35:32 that’s just their minimum every lender
35:34 every I know every lender I know goes a
35:38 little bit beyond that uh I look for
35:41 1.25 to 1.5 depending on the scenario um
35:46 you got to think we’re looking back
35:48 three full tax years plus the current
35:50 year so I look at how many periods do we
35:53 have debt service coverage CU if it’s
35:56 only one and everything else is under
35:57 one
35:58 then ideally it’s more than just 125 you
36:03 know if you’re only hanging on to this
36:04 most recent year but you know sometimes
36:07 you see a deal a business it’s nice and
36:08 consistent it’s like 1 115 125 I like
36:13 that too you know it’s not it’s 125 so
36:15 it’s a little skinnier but it’s it’s
36:17 more of a steady growth situation
36:19 instead of this jcurve situation which
36:21 you see sometimes so every deal is look
36:25 every deal is different we don’t really
36:27 have a box where we’re trying to stuff
36:29 everything into I’m looking at deals on
36:31 a deal by deal situation trying to
36:33 figure out ways to make them work
36:35 structure them and ways that make sense
36:37 and there’s a lot of factors that go
36:39 into play DSR is the main one but
36:41 there’s other ones as well yeah is there
36:42 a Deb yield requirement as
36:44 well no okay it’s pretty fascinating me
36:48 there’s a million million questions and
36:50 I’m gonna tell the listeners like this
36:51 is this is definitely you know we’ve had
36:53 a couple people come on and say look you
36:55 know Finding finding the deal is the
36:56 hardest part right finding the deal
36:58 putting the deal together that’s the
36:60 hard part you know the negotiations is
37:02 the fun part right financing it you know
37:05 that’s that’s that’s not the hardest
37:06 part but you’ve got to understand it
37:09 right because with SBA it’s got a lot of
37:11 flexibility lot of rules lot of lot of
37:14 variables um so tell us because last
37:16 year this is when the standby
37:18 determination came in that was last
37:20 year’s ruling or was that the year
37:21 before
37:22 that3 is when they updated you’re
37:25 telling me you’re telling me there’s now
37:27 a new update yeah actually let’s I know
37:30 nothing about the new you mentioned a
37:31 few weeks ago and some new stuff you
37:33 want to kind of get go to go through
37:34 that really quickly before we wrap the
37:36 two the two big takeaways both very
37:38 impactful came out I think uh 13 days
37:41 ago and we as the lending Community just
37:44 got trained on this by our Trade
37:46 Organization yesterday so we’re we’re
37:49 hosting a webinar on January 10th I
37:52 believe to kind of explain in more
37:54 detail how this impacts small business
37:56 owners and buyers um and if you want to
37:58 check that check that out find me on
37:59 like LinkedIn or Twitter uh SBA Ray on
38:02 Twitter and then LinkedIn Ray Drew but
38:04 um so we’ll be posting and promoting
38:06 that uh starting next week and this
38:07 probably maybe won’t even be out depends
38:10 on when this is out but anyway the
38:12 change number one is this situation that
38:16 basically had to do with the term of the
38:18 loan on Partner buyouts involving real
38:20 estate I won’t spend too much time on
38:22 this one but essentially we’re back to
38:24 like what I said with real estate on a
38:26 business acquisition a 51% for Real
38:28 Estate you can do a 25y year loan that
38:31 wasn’t the case for a short period of
38:33 time with this new sop for the past year
38:36 that wasn’t the case and now it is back
38:39 into the case for partner buyouts and
38:41 stock purchases so it’s just a little
38:42 bit of a Nuance to make it simple on any
38:45 loan now real estate’s the majority you
38:48 get a 25y year loan done easy they fixed
38:50 that the second thing is actually more
38:53 interesting for this audience so for
38:55 decades the SBA did not allow you to buy
38:58 part of a business meaning thep didn’t
38:60 allow seller to roll Equity you guys are
39:01 probably familiar with this now so we
39:03 call those a partial change of ownership
39:06 so you can come in and buy 81% of a
39:08 business or 90% of a business and let
39:10 the seller retain one 10 19% whatever us
39:15 usually it stops at 19 so that they
39:17 don’t have to personally guarantee the
39:18 loan um those that so that is obviously
39:21 sellers rolling Equity a very common
39:23 situation in private Equity up Market
39:26 but for SBA for we were never allowed to
39:29 do it it was like totally different you
39:31 had to buy the entire business and the
39:32 seller had to leave the business within
39:34 a year now sellers are able to do that
39:37 they’re able to stay they they they can
39:39 be employees but those had to be stock
39:42 purchases meaning you’re buying 90% or
39:44 whatever of the sell’s entity it’s a
39:46 stock purchase the guidance that came
39:48 out you know here in mid December is um
39:51 is that those can now be asset
39:53 purchases oh wow that’s big difference
39:56 for those listeners % over over 19% if
39:59 the seller stays on he has to personally
40:01 guarantee it correct yes got it so 19 is
40:05 his Mark to roll in on an asset or stock
40:09 without a personal
40:11 guarantee and I’m seeing probably 30 40%
40:15 of my deals structured now with sellers
40:17 retaining equity which is a huge change
40:20 from what it’s been I’m seeing it in
40:22 several different scen three main ones
40:24 uh I’m seeing as why buyers are wanting
40:26 the seller to retain equity
40:28 number one is Licensing in the trades
40:31 particularly where the sellers have that
40:32 specialized licensing um you need to
40:35 keep them on if you’re if you’re in that
40:37 type of scenario you’re going to want to
40:39 structure it like this where the seller
40:41 retains even if it’s at least 1% that
40:43 allows them to stay in the business long
40:45 term another thing is just like giving
40:48 them a second bite at the Apple you know
40:49 some of those sellers just you know to
40:51 try to make a deal work they that
40:53 they’re going to retain some equity and
40:54 hope for a second exit down the road
40:56 sure and then last but not least I like
40:59 I saw one the other day where guy left
41:01 his company he was like a top
41:02 salesperson at his you know service
41:04 based business wants to go do it on his
41:07 own was insanely successful scaled it to
41:10 several million dollars profitable
41:12 realized I don’t want to be in business
41:14 I don’t want the headaches that that
41:15 come with business but I’m not at
41:16 retirement age so I’m going to come in
41:18 I’m going to sell 90% of my business to
41:21 a a buyer who’s more business focused
41:23 and let me be a salesperson let me
41:27 manage the crew or let me be a a design
41:30 person or whatever my little skill is in
41:33 my business let me just do that you take
41:35 all the business stuff and you’re seeing
41:36 some of that as well wow huge big
41:40 updates man awesome lots of information
41:42 in this one so we’re gonna move on to
41:44 our rocker round where we asked the the
41:47 the interviewer the same three questions
41:49 so the first question what do you like
41:51 to do in free time besides read the SBA
41:54 guidelines you’re you’re looking at it
41:56 you’re looking at it got uh podcasting
41:59 you know I uh I like creating content
42:03 and I like hanging out with my
42:04 two-year-old daughter right very cool
42:06 all right so what’s your most memorable
42:08 moment in this business
42:10 Journey do you what do you guys remember
42:13 March
42:14 2020 yes I do I was the middle of buying
42:18 a portfolio that we ended up the whole
42:20 mess and I was in Vegas whenever the
42:22 world really shut down I was at the
42:24 airport I remember that you know the
42:26 whole SBA Community
42:29 mobilized in March April to create a
42:32 program overnight called PPP obviously
42:35 everyone has heard about it by now but
42:37 to hear people like Steve minuchin and
42:41 Donald Trump at the you know press you
42:45 know station talking about SBA lending
42:48 and you can go into your bank on Monday
42:50 and go get a PPP loan and we’re sitting
42:52 there like you can I mean like how do we
42:54 do this like it was utter chaos and it
42:57 was like just sleepless nights and
42:59 people just working around the clock to
43:01 essentially save the economy through
43:03 keeping small businesses open so that
43:06 will that’s that was in just like very
43:09 memorable for me all right huge and the
43:12 last question favorite tool
43:14 resource the SBA Ray YouTube channel go
43:18 to subscribe no I’m just kidding um I
43:21 mean I’m not kidding I do have you know
43:22 the YouTube channel but um my favorite
43:25 tool or resource um is the SBA data uh
43:29 it is public you can see who’s lending
43:32 who’s lending in what industry and uh
43:36 all sorts of different data you can get
43:37 that a lot of people don’t know about
43:39 now where’s that where do you find that
43:42 sba.gov
43:43 okay there there’s a lot of fun
43:45 government data out there people don’t
43:47 realize is out there awesome well Ray
43:49 how can people get a hold of you
43:51 LinkedIn Ray Drew SBA Ray on Twitter and
43:55 then you can also go to sba.com
43:57 and um fill out a form to get in touch
43:60 all right we’ll link those in the show
44:01 notes for people man huge Ray this was
44:03 uh very very informative thank you for
44:05 being here today great awes lot thank
44:07 you so much that was fun all right
44:09 likewise thank you for listening to the
44:11 m&a Launchpad podcast if you’ve enjoyed
44:13 today’s podcast and would like to
44:14 support us please leave us a rating and
44:16 a review after you listen I’m Casey mchu
44:18 and I look forward to talking with you
44:20 next week
