Answers/How to Sell

What is a CIM and do I need one to sell my business?

Quick Answer
A CIM (Confidential Information Memorandum) is a document - typically 15-40 pages - that presents your business to qualified buyers: financials, operations, customers, the growth story, and your reason for selling. It's shared only after a buyer signs an NDA. You don't strictly need a formal CIM for a small sale, but for any deal involving private-equity buyers or pricing on EBITDA, a clear, accurate CIM can improve buyer interest and your final price.
Last updated: June 2026DealSeam Research

The CIM (also called an offering memorandum, or 'the book') is the primary marketing and information document in a business sale. It comes after a one-page teaser and a signed NDA, and before the letter of intent. Its job is to give a serious buyer enough to make a credible offer without handing sensitive details to tire-kickers or competitors.

A good CIM usually covers: an executive summary; company history and ownership; products or services; customers and contracts (often anonymized); the management team and staffing; 2-3 years of financials with normalized SDE or EBITDA and defensible add-backs; growth opportunities; and a clear, honest reason for selling. Accuracy matters - anything you overstate here gets caught and repriced in due diligence.

Do you need one? It depends on the buyer and the deal size. For a very small, simple sale to an individual buyer, a tight financial summary may be enough. But for any process involving private-equity firms, search funds, or strategics - where pricing is on EBITDA and diligence is rigorous - a professional CIM is effectively expected and materially helps your outcome. DealSeam is not a traditional business broker; it helps owners package the business and introduces them to qualified buyers where there's a fit.

Related questions

What's the difference between a teaser and a CIM?

A teaser is a one-to-two-page anonymous summary used to gauge buyer interest before any NDA. The CIM is the full, named document with financials and operating detail, shared only after a buyer signs an NDA.

When is a CIM shared in the sale process?

After a buyer expresses interest and signs an NDA, and before they submit a letter of intent. It gives qualified buyers what they need to make a credible offer while keeping sensitive details confidential.

What goes in a CIM?

An executive summary, company background, products or services, a customer and contract overview, management and staff, 2-3 years of financials with normalized SDE or EBITDA, growth opportunities, and the reason for selling.

Do I need a CIM to sell a small business?

Not always. A very small sale to an individual buyer may only need a clean financial summary. But once private-equity or strategic buyers and EBITDA-based pricing are involved, a clear CIM is effectively expected and improves your result.

Who writes the CIM?

It's typically prepared by the seller with help from an advisor, broker, or M&A partner. The key is accuracy - every claim should survive due diligence, because buyers verify it before closing.

Sources & methodology

  • DealSeam guide: How to Sell a Business
  • DealSeam guide: Selling to Private Equity

This is general educational information, not legal, tax, or financial advice. Consult a qualified CPA and M&A attorney about your specific situation.

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