Journal · Sell-Side
Writing a CIM That Survives Diligence
A confidential information memorandum is not a brochure. It is the first draft of the buyer’s investment committee memo. Write it that way.
Kevin ROCK Reiss · · 1 min read
The CIM is the most expensive document most owners will ever ignore. A pretty deck that omits customer concentration, related-party leases, or the real reason the founder is selling will be discovered. When it is discovered late, price dies and trust dies with it.
The six sections that matter
- Business and history — in one page, not a memoir.
- Market and competitors — honest, sourced, no vanity TAM.
- Operations and people — who stays, who is the founder, what is documented.
- Customers and concentration — named bands, not vibes.
- Financial recast — three years, add-backs footnoted, working capital sketched.
- Transaction thesis — uses of capital, risks, and the ask.
Leave the landmines in the daylight
Pending litigation, a key-person policy that lapsed, a landlord who is also the seller’s cousin — these are not footnotes for the data room surprise. We put them in the CIM with context. Sophisticated buyers reward candor with speed. Unsophisticated buyers were never going to close.
Business Broker Group drafts the CIM with the owner, not at the owner. You will recognize your company in it. So will a lender.
