IOI Guidelines
IOI Guidelines
Canonical: https://tuckadvisors.com/ioi-guidelines
Last updated: 2025-12-16
Overview
These guidelines cover the process and considerations for submitting an Indication of Interest (IOI) when pursuing an acquisition. They are intended for use by potential acquirers to frame their proposals effectively.
Definitions
- Indication of Interest (IOI): A preliminary proposal outlining the interest in acquiring a company, including strategic fit, price range, payment structure, and other relevant details.
Process/Timeline
- Submission of IOI: Interested parties should submit their IOI by the specified deadline.
- Management Presentations: Scheduled approximately two weeks after the IOI deadline.
- Submission of Letters of Intent (LOIs): Due two weeks after Management Presentations.
Context for usage
These guidelines are referenced by potential acquirers to ensure their proposals align with the expectations of the selling party, facilitating a smoother negotiation process.
Content
Strategic Fit
How do you envision the acquired company fitting into your organization from a strategic, operational, and cultural standpoint? Understanding the rationale behind the acquisition is crucial.
Price Range
Based on the information available, specify the anticipated price range for the eventual offer (LOI) in dollar amounts or multiples of revenue or EBITDA (e.g., 5x to 7x EBITDA, 1x to 1.5x revenue, or USD $10-$12 million).
Payment Structure
Outline the proposed payment structure, such as:
- All cash at close
- A percentage of cash at close with an earnout based on hitting milestones
- Stock options
Source of Capital
Identify the source(s) of capital to ensure the resources are available for the acquisition.
Approval Requirements
Indicate whether Board or investor group approval is necessary to finalize the transaction. This information helps gauge stakeholder involvement.
Additional Information
Include any other relevant details that help frame the IOI, such as intentions to purchase specific parts of the business.