Information memorandum (IM)

An information memorandum is the detailed confidential document describing a business or asset offered for sale or investment. It typically covers the company’s history, market, operations, management, financial performance and outlook, and the proposed transaction. It is released to interested parties after an NDA is signed and forms the basis for indicative offers.

Distributed after the teaser and NDA stage in sell-side M&A and fundraising processes.

The IM is a narrative document prepared by the seller’s advisers that describes the business and frames the opportunity for indicative offers. The data room is the organised repository of source documents — financial, legal, commercial and tax — opened later for detailed due diligence. The IM tells the story; the data room evidences it.

Typically the company’s history, its market and competitive position, operations, management team, financial performance and outlook, and the proposed transaction. Because a clear, credible IM shapes how buyers value the business and sets the tone for the whole process, accuracy and presentation both matter.