Deal memo
A one-page underwriting summary of the deal currently in your model — ready to print, save as PDF, or hand to a partner or lender.
What belongs in an acquisition deal memo
A deal memo is the document that forces you to state a position. It converts a spreadsheet into an argument: here is the business, here is what we are paying, here is how it is financed, here is what it returns, here is what could go wrong, and here is the recommendation. If you cannot write it clearly, you do not understand the deal yet.
The sections that matter
- The recommendation, first. Lead with the conclusion and the score. Nobody should have to read three pages to find out what you think.
- The business. Sector, revenue, earnings, tenure and how the earnings are produced.
- Valuation. The multiple being paid and how it sits against the sector band.
- Sources and uses. Exactly where every dollar comes from and where it goes, including working capital.
- Debt coverage. DSCR against the lender threshold. This is the first number a bank reads.
- Returns. Cash-on-cash, payback, and IRR to exit.
- Downside. The scenarios, and the revenue decline at which coverage breaks.
- Risks. Named, specific and honest. A memo with no risks section is a sales document.
Use it before you write an LOI
Writing the memo is what surfaces the questions you have not asked. If you cannot state the customer concentration, the lease term, the owner's actual weekly hours, or which add-backs are verifiable, those are your next diligence items — not details to resolve after signing.
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