The Information Memorandum (Info Memo or IM) is the central commercial document of any structured M&A sale process. Prepared by the seller's financial advisor, it presents the company to potential acquirers in a comprehensive and attractive manner: history and strategy, business model, market positioning, management team, financial performance and projections, and investment thesis. It forms the basis on which acquirers make their indicative offer (LOI).

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A well-structured Information Memorandum typically includes: an executive summary (2–3 pages, the most read section), a company overview (history, activities, competitive positioning), a market analysis (size, growth, competitive dynamics), an operational description (processes, technology, key assets), a management and human resources section, detailed financial information (3–5 years of historical results, normalised EBITDA, business plan), and transaction parameters (process timeline, expected bid format, NDA terms).

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The financial section of the Information Memorandum is critical: it must present an EBITDA normalisation table that is clear and documented, supporting the seller's price expectations. Any adjustment that is not credibly documented will be challenged during financial due diligence and may result in price renegotiation.

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Example: Hectelion prepares a 45-page Information Memorandum for the sale of a Swiss technology services company (CHF 12.0 million revenue, 6 potential acquirers targeted). The document presents a normalised EBITDA of CHF 2.1 million (vs CHF 1.8 million accounting EBITDA), supporting a valuation of CHF 9.0–10.5 million. Three indicative offers are received within 4 weeks.

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At Hectelion, we prepare Information Memoranda that combine rigorous financial analysis and compelling commercial presentation, calibrated to the target acquirer audience.