How to write a search fund buy box you can use on every CIM
Define search fund investment criteria by sector, size, geography and operating role, then apply them consistently when screening CIMs.
A usable buy box tells you what to do with the next confidential information memorandum, or CIM. It describes the business you want to own, the work you can take on, and the conditions that would make you pass.
Write it before a compelling seller story gives you reasons to bend it. For a first-time searcher, the useful version fits on a page and separates firm constraints from preferences. A broker can use it to understand your search. You can use it to explain why one opportunity deserves a call and another does not.
Start with the job you are buying
Describe your intended role after closing. Will you run the business full time, manage an existing general manager, or oversee several businesses with an operating partner? Name the work you expect to perform during the first year.
Then list the work you cannot credibly take over. A business that depends on the seller's technical license, customer relationships or daily production work needs a specific transition plan. "Experienced team" in a CIM does not answer who will quote jobs, supervise staff or retain key accounts.
Make ownership part of the criteria too. State whether you seek control, whether seller rollover is acceptable, and what seller involvement you would need after close. Keep those preferences distinct from terms that still need negotiation.
Define sector by how the business earns revenue
An industry label is a starting point. Add the business characteristics that matter to your operating plan. For example, distinguish scheduled maintenance from one-time installation projects, or repeat customer purchases from contracted recurring revenue.
Write down the exclusions within an otherwise attractive sector. You might consider commercial services while excluding work that requires credentials your team does not have. You might like a niche distributor but need to investigate dependence on one supplier before deciding whether it fits.
Use questions that a source document or broker response can answer. Replace "high-quality revenue" with a request for revenue by customer, service type and period. Replace "defensible niche" with the specific customer behavior you want to understand.
Specify size without losing the earnings basis
Name the size measure, range and period you intend to screen. Revenue, seller's discretionary earnings and EBITDA describe different things. A range expressed in one measure should not silently become a range in another when a new CIM arrives.
Keep the seller's reported figure separate from seller adjustments and your own assumptions. If your criteria refer to adjusted EBITDA, ask what the adjustments include and retain the underlying reconciliation. Use the first-pass CIM checklist to keep those labels and source references intact.
Also write down your available acquisition equity and the financing assumptions you need to test with investors and lenders. Treat those as constraints to investigate, not proof that a business inside your earnings range is affordable. Purchase price alone does not describe the full funding requirement.
If the seller gives a range or omits the period, record the uncertainty. Do not turn an incomplete figure into an exact fit just to fill a screening field.
Make geography operational
Define where you can live and where you can regularly work. Headquarters, customer territory and employee locations may be different. A company based nearby can still require travel that conflicts with your plan.
Specify whether relocation is possible, what travel you can sustain, and whether you need local management at remote sites. If geography is flexible only when a particular manager stays, write that dependency into the screen.
A geographic preference can be broad. A personal constraint needs a clear boundary. Keeping the distinction visible prevents an attractive deal from quietly rewriting your intended life after closing.
Separate must-haves, must-nots and preferences
Give each criterion a reason and an evidence requirement. Use three groups:
- Must-haves are conditions you need before pursuing the acquisition further, such as a feasible operating transition.
- Must-nots identify conflicts that would make you pass, such as a required relocation you cannot make.
- Preferences help rank otherwise plausible opportunities, such as a familiar customer segment or proximity to home.
For each required condition, allow an unknown state. An absent customer concentration schedule means the criterion is unresolved. It does not mean the business passes or fails it.
Avoid giving a preference enough weight to cancel a firm constraint. A strong revenue trend does not solve an ownership role you cannot perform. When a condition is genuinely negotiable, describe what evidence or change would make it acceptable.
Apply the same screen to the next CIM
Synthetic example. The search criteria, company and figures below are invented.
A searcher seeks control of a regional commercial maintenance business, plans to work full time, and cannot relocate. Their initial size preference is $600,000 to $1 million in annual seller-adjusted EBITDA, subject to review of adjustments.
A CIM for Harbor Maintenance reports $850,000 of adjusted EBITDA for the last fiscal year. The company operates locally, but the seller handles estimating and holds a qualification needed for certain jobs. The CIM does not explain the transition.
The earnings figure sits inside the searcher's stated range. Record that as a seller claim, with the page and period. The operating transition remains unknown. The appropriate next step is Ask first: request the seller's weekly duties, the team members who could take them over, and the proposed qualification coverage after closing.
If a workable transition emerges, the searcher can investigate further. If the work requires a role they cannot fill, record a pass against that criterion. The earnings figure does not resolve the operating question.
Keep exceptions visible and revise deliberately
When you pursue a deal outside the buy box, write a short exception note. Name the criterion, the reason for continuing, the evidence still needed, and who will revisit the decision. Give the next question an owner and a date.
Review your criteria after you have enough screening experience to identify recurring mismatches. Are brokers interpreting the sector differently? Does the target size consistently imply an operating role you do not want? Are you rejecting deals because of a real constraint or because the wording was imprecise?
Date each revision and explain what changed. Revisit active opportunities against the revised criteria. Preserve the earlier decision's rationale so a later reader can understand why the deal advanced at the time.
In SearchWare, AI CIM screening uses your search criteria to help assess fit and identify questions. Review the source evidence behind the suggested next step. Keep broker relationships, follow-ups and deal context together in the search fund CRM.
Bring your written buy box and one CIM to a SearchWare trial. Review plans and included features, then test whether the workflow helps you make a clearer next decision.
See also: A first-pass CIM checklist | How to manage a search fund pipeline | Deal decisions tied to evidence