Executive sponsor, separation manager and deal team
Meeting Agenda, Whiteboard, Strategy Documents
Spend one day or more to prepare materials for a two hour play.
Once the marketing approach has been agreed upon, investment bankers will typically draft an executive summary, also known as a “one-pager” or “teaser”, providing a high-level overview of the potential deal.
Often, the sales/marketing materials (without the name of the company and business unit being sold) will be distributed prior to signing a non-disclosure agreement to gauge industry and size/fit.
Once a buyer expresses interest, a non-disclosure agreement (NDA) is sent for buyers to sign and begin investing resources for further opportunity investigation.
Once a signed non-disclosure agreement has been received, investment bankers will typically send a more detailed, fact-based document that provides specifics related to the sale – this being the confidential information memorandum (CIM).
All specifics within the CIM will need to be fact-checked by various members of the deal team, including key management and advisors.
Once reviewed, buyers will typically make non-binding indicative offers with little to no additional information – likely via a high-level term sheet.
The banker prepares the CIM and uses it as a marketing document, which is intended to make the company look attractive as the objective is “not just to sell, but to sell for maximum value.” The reason an investment banker tries to sell a company at the maximum value is that their mandate is to represent the best interest of their client (the seller) and that their commission is based on the sale price.
The CIM will typically detail the following:
An Executive Summary is a 1-2-page summary for the entire CIM.
It should contain at least the following: