That is a problem, because the CIM is the document everyone in the deal uses to make decisions about your business. Buyers read it before deciding whether to meet you. SBA lenders read it when underwriting the loan. The buyer's accountant reviews it during due diligence. Even your attorney references it when drafting the purchase agreement. A business without a CIM is not really for sale. It is an idea about being for sale.
The traditional path to a CIM runs through a business broker. A broker takes your business information, runs it through their template, charges five to fifteen thousand dollars (usually rolled into their commission), and delivers a document that historically ran thirty to fifty pages. Most of the additional length in legacy broker CIMs was filler: industry whitepapers, stock photos, and generic content padded in to make the document look substantial rather than to help buyers evaluate the business. The economics of that arrangement worked when CIMs required real expertise to produce. The arrangement makes less sense now, because the underlying work is largely about structuring and presenting information that you already have, in a tighter document that earns every page.
This guide does three things. It explains what a CIM actually is and why it matters. It walks through the fifteen standard sections every CIM should contain and what buyers and lenders look for in each one. And it shows how to assemble a professional CIM without paying a broker.
Why you need a CIM
The CIM does three things at once. Understanding all three helps explain why the document is non-negotiable for a real sale.
It controls the information. Selling a business involves disclosing sensitive information to people who may end up being competitors if the deal does not happen. The CIM is the mechanism for releasing that information in a controlled way: anonymized in early stages, full only after an NDA is signed, with everything documented and tracked. Without a CIM, sellers end up improvising disclosure in calls and emails, which leaks information unpredictably.
It signals professionalism. A serious buyer evaluating multiple businesses uses the CIM as a quick proxy for how the rest of the deal will go. A clean, well-organized CIM signals that the seller is prepared and that due diligence will proceed efficiently. A sloppy or incomplete CIM signals the opposite. Buyers walk away from disorganized sellers because they correctly anticipate that the rest of the process will be painful.
It frames the negotiation. Whatever you write in the CIM becomes the starting point for the entire deal conversation. The asking price you state. The deal structure you propose. The growth opportunities you identify. The risks you acknowledge. All of it sets the frame within which buyers form their offers. Sellers who write thoughtful CIMs end up negotiating from a stronger position because they defined the terms first.
What a CIM costs to produce
CIM production cost varies by who builds it and what business it covers.
| Producer | Cost | What you get |
|---|---|---|
| Traditional broker, small business | $5,000 to $15,000 | Bundled into commission (~10% of sale price) |
| Investment bank, mid-market | $25,000 to $75,000 | Tailored doc plus full forecast model |
| Software platform (BizTender) | $297/mo or $2,997/yr | Full sale toolkit including CIM |
The broker price for a small business CIM is usually bundled into the broker's overall commission rather than itemized. A 10 percent commission on a $1 million sale is $100,000. Within that $100,000, the broker spends perhaps 20 to 40 hours producing the CIM, which costs the broker maybe $3,000 to $6,000 of staff time. The rest of the commission covers everything else the broker does and provides their profit margin. When people say a broker CIM "costs" $5,000 to $15,000, they mean approximately what the broker's time inside that activity is worth.
The investment bank price for a mid-market CIM reflects fundamentally different work. A mid-market CIM might cover a business doing $20 million in revenue with multiple business lines, an existing management team, and complex financial structure. Producing that document well requires substantial analytical work: building a forecast model, conducting industry research, preparing detailed financial reconstructions. The fees are higher because the work is genuinely different.
For a small business sale (under $5 million transaction value), the underlying work is more structured than artistic. The information lives in the seller's tax returns, financial statements, and answers to a standard set of business questions. Software platforms that have encoded the structure of a standard small business CIM can generate the document deterministically from that input. The economic comparison is not CIM-versus-CIM. It is $297 a month for the entire sale toolkit versus $150,000 in broker commission on a $1.5 million deal.
The teaser vs the CIM
The CIM is not the first document a buyer sees. It is the second. The first document is called a teaser, and it is intentionally less detailed.
| Document | Length | When shared | Identifies business? |
|---|---|---|---|
| Teaser | 1 page | Initial outreach | No (anonymized) |
| CIM | 15 to 25 pages | After NDA signed | Yes (full disclosure) |
| Data room | 50 to 500 documents | After LOI signed | Yes (with supporting documents) |
A teaser describes the business in general terms: "An established home services company in the Mountain West with $1.4M revenue and $325K SDE, twelve years in operation, owner retiring." Enough for a buyer to know whether to ask for more information, not enough to identify the business or compete against it.
Once a buyer expresses interest and signs an NDA, they receive the full CIM. The CIM names the business, includes specific financial detail, identifies the location, and gives a detailed picture of operations. The NDA is the protection mechanism that lets you share this information without losing control of it.
If the deal progresses to a Letter of Intent, the buyer then gets access to the data room: the underlying documents, contracts, leases, customer files, employee records, and tax returns. The data room is for verifying the claims in the CIM, not for replacing the CIM.
The fifteen sections every CIM should contain
CIMs follow a roughly consistent structure across the industry. The sections appear in this order in most well-built CIMs. Each one has a specific job. Each one is read by specific people for specific purposes.
A well-built CIM for a small business runs about 15 to 20 pages total, plus appendix. Older broker CIMs ran longer mostly because they were padded with industry whitepapers, stock photos, and generic content that did not earn its space. The standard a serious buyer wants is the opposite. Every page does work, or it does not belong in the document.
1. Confidentiality notice and cover page (1 page)
Standard confidentiality language that anchors the rest of the document. Reminds the reader that the CIM was provided under NDA, that the information is proprietary, and that the document cannot be shared or reproduced without permission. Cover page includes business name, location, and the date the CIM was prepared.
2. Executive summary (1 page)
The single most important section. Buyers screen CIMs by reading the executive summary first and deciding whether to read the rest. Covers what the business does, asking price, SDE, revenue, location (often masked to a region in early stages), reason for sale, and three to five key strengths. Should fit on a single page.
3. Business description and history (1 to 2 pages)
What the company does in detail, when it was founded, ownership history, major milestones, current operations, products and services offered, and customer demographics. Written for an intelligent reader who knows nothing about the business yet.
4. Market and competitive position (1 to 2 pages)
Industry size and growth trends, competitive landscape, and what makes this specific business defensible. Identifies the company's positioning relative to competitors without naming customers or revealing proprietary information. Discusses any moats: proprietary processes, exclusive supplier relationships, certifications, reputation, geographic advantages.
5. Financial overview (2 to 3 pages)
Three years of P&L statements, balance sheet, SDE calculation with documented add-backs, monthly revenue for the trailing twelve months, and key performance indicators. This is the section every lender reads first. The numbers must reconcile to the underlying tax returns and bank statements.
6. Operations and processes (1 to 2 pages)
Day-to-day workflows, key processes, technology stack, key suppliers (often described by role rather than name), operational dependencies, and any single points of failure. The goal is to show that the business can be operated by someone other than the current owner.
7. Owner role and employee team (1 page)
What the owner does, how many hours per week, what activities are unique to them. Anonymized employee roster showing roles, tenure, and compensation structure. Notes on key-person dependencies and management depth. Identifies any planned employee transitions.
8. Customer base and concentration (1 page)
Total active customer count, customer retention rates, average customer lifetime value, top customer concentration (top 1, top 5, top 10 as percent of revenue), acquisition channels, and customer demographics. Specific customer names are typically anonymized at this stage (described as "a regional grocery chain" rather than named).
9. Physical assets and real estate (1 page)
Equipment inventory with estimated current values, vehicle fleet, inventory levels, any intellectual property, and real estate (owned or leased). Lease terms with remaining options, renewal rights, and any landlord transfer provisions. Useful life and condition of major equipment.
10. Growth opportunities (1 page)
Identified opportunities a new owner could pursue. Should be specific (a new product line, an underserved geographic market, an obvious operational improvement) rather than vague (lots of growth potential). The most credible growth opportunities are ones the current owner has chosen not to pursue for documented reasons, such as time, capital, or risk tolerance.
11. Risk factors (1 page)
Honest disclosure of the material risks affecting the business: regulatory exposure, customer concentration, key person dependency, supplier dependency, technology risk, market shifts. Sellers often skip this section. Sophisticated buyers find the risks anyway during due diligence, and the seller who surfaced them first keeps trust.
12. Reason for sale (half a page)
Why the owner is selling. Retirement, health, family circumstances, pursuit of another opportunity, and burnout are all acceptable answers. The reason matters because it affects buyer perception: a forced sale (health, divorce) creates urgency that buyers can leverage, while a planned retirement is the strongest neutral position.
13. Proposed deal structure (1 page)
Asking price. Willingness to consider seller financing and rough parameters. Training and transition period the seller will provide. Non-compete scope the seller will accept. Preferred timeline. This section frames the negotiation. Whatever you write here becomes the starting point for offers.
14. Process and next steps (half a page)
How the seller intends to run the process. Whether there is a stated bid deadline. What information the seller wants in initial offers (price, structure, financing source, timeline). Contact information for the seller or representative. Sets buyer expectations and creates structure.
15. Appendix (1 to 3 pages)
Supporting documentation: detailed financial schedules, organizational chart, equipment list with model numbers, lease summary, customer concentration table. Material that would clutter the main document but supports specific claims for buyers who want to verify.
What to leave out of a CIM
A common mistake is treating the CIM as a marketing brochure and including everything that sounds impressive. Some categories of information should be deliberately excluded.
Specific customer names. Customers are anonymized at the CIM stage and identified only in the data room after a Letter of Intent. A buyer who learns your customer list before signing an NDA can poach those customers if the deal does not happen. Use descriptions like "a regional grocery chain with 47 stores" rather than naming the customer.
Specific employee names. Employees are also anonymized. The CIM lists roles, tenure, and compensation structure, but not names. The reason is the same: a buyer with names can poach key employees if the deal falls apart. Names appear in the data room after LOI, not in the CIM.
Proprietary processes, formulas, or trade secrets. A CIM should explain that the business has proprietary methods without describing them. "We use a proprietary scheduling algorithm that reduces routing time by approximately 18 percent" is the right level of detail. The actual algorithm is shared only in due diligence after meaningful commitment.
Specific supplier pricing or terms. Supplier names and rough categories are appropriate. Specific pricing terms and contract details are not. A competitor who obtained your supplier pricing could use it to undercut you in supplier negotiations.
Unverified or aspirational claims. Anything in the CIM will be tested in due diligence. Claims you cannot substantiate hurt more than they help. The mediocre but verified claim is better than the impressive but unverifiable one.
Personal opinions about competitors or industry players. The CIM is a business document, not a place to settle scores. Disparaging competitors, blaming former employees, or expressing frustration with customers signals immaturity and triggers questions about the seller's judgment.
Distribution and confidentiality control
A CIM contains information that could be used against the business if it falls into the wrong hands. Distribution control is part of the document's job.
The standard sequence
Most well-run sale processes follow this sequence:
- Seller prepares the CIM and a one-page teaser.
- Teaser is shared with potential buyers (listing platforms, professional networks, targeted outreach).
- Interested buyers request more information.
- Seller verifies that the buyer is qualified (financial capacity, industry fit, seriousness) before sending anything more.
- Qualified buyer signs a non-disclosure agreement.
- Seller sends the full CIM, typically by secure link rather than email attachment.
- Seller tracks who received the CIM, when, and any restrictions.
What the NDA should cover
A standard NDA for a CIM should include the following elements at minimum:
- Definition of confidential information (broad, covering everything in the CIM and any related communications)
- Permitted uses (evaluating the business for potential acquisition only)
- Restrictions on sharing (limit to specific advisors who also agree to the NDA)
- Non-solicitation period (typically 12 to 24 months prohibiting recruitment of employees and customers)
- Term (often 2 to 3 years)
- Return or destruction of materials if the deal does not proceed
- Governing law and dispute resolution
NDAs for business sales are reasonably standardized. A business attorney can produce one for $500 to $1,500. Free templates exist online but should be reviewed before use because some templates omit important provisions like non-solicitation.
Common CIM mistakes
Five mistakes show up repeatedly in CIMs that fail to generate buyer interest. Each one is preventable.
Mistake 1: Writing it like a marketing brochure
Sellers who treat the CIM as a sales pitch include lots of adjectives, claims of "tremendous opportunity," and stock photos of generic businesspeople shaking hands. Sophisticated buyers read past all of it looking for actual information. The CIM is an analytical document with marketing elements, not a marketing document with financial elements. Cut the adjectives. Add specifics.
Mistake 2: Hiding or omitting bad news
A declining customer, a key employee planning to retire, a regulatory concern, a recent lawsuit. Sellers often think they can hide these in the CIM and address them in due diligence if they come up. Buyers find them anyway. The seller who disclosed loses some leverage. The seller who tried to hide them loses the deal.
Mistake 3: Using a generic template
A template CIM that does not reflect the specific business reads as such. Buyers can tell when they are reading boilerplate. The CIM needs to be tailored to the actual business, with sections weighted appropriately for what matters in this specific deal. A coffee shop's CIM should spend more time on lease and equipment than on intellectual property. A SaaS business's CIM should spend more time on customer metrics than on physical assets.
Mistake 4: Inconsistent numbers
The SDE in the executive summary does not match the SDE in the financial section. The customer count in the operations section does not match the customer count in the customer base section. The revenue trend in the narrative contradicts the revenue chart. These inconsistencies destroy buyer trust faster than almost anything else. Every number in the CIM should be cross-checked before distribution.
Mistake 5: No reason for sale
Sellers sometimes skip or minimize the reason-for-sale section because they consider it personal. Buyers always notice. An unstated reason for sale invites buyers to imagine the worst (financial distress, hidden problems, owner conflicts), which is usually worse than the actual reason. State the reason clearly. Most reasons are normal and acceptable.
Common questions about CIMs
How long should a CIM actually be?
For a small business sale, 15 to 20 pages of focused content plus a 1 to 3 page appendix. Older broker CIMs ran 30 to 50 pages, but most of the extra length was filler: industry whitepapers, stock photos, generic content that does not help a buyer evaluate the specific business. A modern, well-built CIM cuts that material. Buyers and lenders prefer it that way, because the document is faster to read, easier to cite during diligence, and signals that the seller respects the buyer's time. Mid-market deals (over $5 million transaction value) often warrant longer CIMs because the businesses are genuinely more complex. For an owner-operated small business, focus beats length.
How long does it take to produce a CIM?
For a small business sale, producing a CIM from scratch takes 20 to 60 hours of focused work, plus another 5 to 10 hours of review and refinement. A broker doing it on standard templates can compress this to 15 to 25 hours. Software platforms that generate CIMs from structured intake data produce a complete draft in minutes, with another hour or two of seller review and minor adjustments. The full elapsed time, including gathering financial data and answering intake questions, is typically two to five days of working time spread over two to four weeks.
Can I write a CIM myself without help?
Yes, but it is harder than it sounds. The structural challenges are knowing what each section should contain, what level of detail buyers expect, and how to balance disclosure with confidentiality. The analytical challenges include calculating defensible SDE with documented add-backs, identifying credible growth opportunities, and characterizing competitive position honestly. Sellers who write their own CIMs typically benefit from at least one external review, either by a peer who has sold a business or by a professional advisor familiar with M&A documents.
Should I include projections in my CIM?
Cautiously. Three years of historical financials are required and uncontroversial. Forward projections are optional and risky. Sophisticated buyers ignore seller projections because every seller projects growth. If you include projections, they need to be supported by specific evidence: signed contracts, recent trend data, market analysis that holds up to scrutiny. Conservative, supported projections build credibility. Aspirational projections damage it. Many experienced sellers omit forward projections entirely and let buyers build their own.
Do I update my CIM if information changes?
Yes, and frequently. The CIM should be updated whenever a material change occurs: a new significant customer or the loss of one, a meaningful change in monthly revenue trend, a key employee departure, an update to the asking price or deal structure. Distributed CIMs become outdated quickly. Most sellers refresh the financial sections quarterly and the narrative sections every six months. An outdated CIM signals an inactive sale process.
What format should the CIM be in?
PDF is the standard. PDFs are searchable, look the same on every device, and can be password-protected. The CIM should be a single PDF rather than a collection of files. Some sellers add a watermark with the recipient's name (often called "tagged" or "personalized" PDFs) to discourage forwarding, though this is more common at the mid-market level. Word documents are not appropriate because formatting breaks across systems. Some sellers use a slide-deck format, which can work for visually driven businesses (consumer brands, design firms) where imagery carries part of the story. For most owner-operated small businesses, a document-style PDF holds detail better and matches what buyers and lenders expect to see.
Who needs to review the CIM before it goes out?
At minimum: the seller and the seller's spouse (because they often see things from a different angle), the CPA who prepared the financials (to verify that the SDE calculation and financial summaries are accurate), and the business attorney (to confirm that any legal claims are accurate and that the confidentiality language is appropriate). If the seller is using a broker or software platform, the platform handles the structural review. The substantive content always requires the seller's direct involvement because the seller is the source of facts.
What happens to the CIM if the deal does not happen?
Under standard NDAs, the buyer is required to return or destroy the CIM and all related materials. In practice, this often does not happen, which is one reason confidentiality control matters. The non-solicitation provisions in the NDA continue to protect customers and employees for the stated period (typically 12 to 24 months), even after the deal falls through. The seller's protection comes from the legal framework of the NDA more than from physical control of the document.
The math has changed
See your CIM before you pay a broker.
Start free: BizTender produces your readiness assessment, multi-method valuation, and an on-platform CIM preview from a thirty-minute onboarding. When you are ready to list, the Active Listing tier ($297 per month, or $2,997 per year) includes the downloadable PDF CIM, the full Excel valuation model, deal room access, and unblurred buyer matching. A broker charges $150,000 on a $1.5 million sale. We charge $297 a month for the same outcome.