What goes into a CIM?
SHORT ANSWER
A CIM is the detailed, confidential buyer document that explains what the company is, how it performs, why it is attractive, what risks matter, and enough supported information for a credible buyer to decide whether and how to proceed.
- A summary of the business and why it's a good investment
- History, products or services, and customers
- How the business wins and keeps work
- The team and how the business runs day to day
- Three to five years of financial results, with normalized earnings
- Growth opportunities a new owner could pursue
- The sale process and next steps for buyers
How Freedom For Founders prepares a CIM
A Confidential Information Memorandum (CIM) is created following Discovery. This is a 20–100 page professional marketing document distributed to buyers only under NDA. It provides a comprehensive overview of:
- The business and value proposition
- Industry and market context
- Operations, employees, and systems
- Growth opportunities and risks
When do buyers see the CIM?
SHORT ANSWER
Only after they have shown interest in an anonymous teaser and signed a non-disclosure agreement (NDA). This keeps your sale confidential until a buyer has committed to protecting your information.
The usual order is teaser, then NDA, then CIM, then management meetings with the most serious buyers.
Buyers see an anonymous teaser first. Interested parties sign an NDA (non-disclosure agreement) before receiving the CIM, and only the most serious buyers get management meetings.
How do the CIM and the financials work together?
SHORT ANSWER
A detailed financial overview is prepared and distributed alongside the CIM. It includes up to 5 years of normalized financials, reflecting add-backs, one-time expenses and true earning power. This directly supports and validates the valuation established during Discovery.
It reduces buyer friction early and avoids valuation disputes later in the process.
A data room is the controlled evidence library behind the transaction, not a random folder of everything the company has ever produced.
Related: What are add-backs when selling a business?
Why does the CIM matter?
SHORT ANSWER
It sets the story buyers will test in due diligence. A clear, honest CIM attracts the right buyers and supports your price. A CIM that overpromises creates problems later, when buyers find the gaps and cut their offer.
Everything in the CIM should come from one confirmed set of facts, so the same question never gets two different answers.
A CIM positions the business professionally and consistently, improving buyer confidence and deal momentum.
Related: Why deals lose value in due diligence (and how to prevent it)
Who writes the CIM?
SHORT ANSWER
The seller's advisor usually prepares the CIM with input from the owner, management and the company's accountant. The owner should review every fact in it, because buyers will test those facts during due diligence.
A Confidential Information Memorandum (CIM) is created following Discovery. Discovery reduces execution risk by aligning valuation expectations, transferability, owner readiness and documentation quality. It prevents premature listings, failed processes and misaligned expectations before going to market.
What this means for you
Build your sale materials
By month three, you should have three things ready:
- Teaser: a short, anonymous summary to test buyer interest.
- CIM (Confidential Information Memorandum): the detailed buyer document.
- Data room: a secure online library of the documents buyers will review.
How sellers prepare
- Three to five years of CPA-reviewed statements, personal expenses removed, and a file behind every adjustment.
- Track revenue by customer by month, put key accounts under written contracts, and move relationships from you to your team.
- Document systems, delegate key relationships and build a management team.
Related: How to sell a business in Canada: the 12-month playbook
