
- Writing Well in M&A
Writing as Investment Thinking
“Writing is thinking. To write well is to think clearly.”—David McCullough, American Author & Historian
The M&A world is often associated with technical analysis: complex models, diligence trackers, data rooms, purchase agreements, and endless rows of numbers. Yet much of the actual work of M&A is ultimately communicated through writing—teasers, CIMs, IC memos, QofE reports, board updates, MD&As, lender decks, internal deal updates, LOIs, bid instruction letters, and more. Deal professionals spend an extraordinary portion of their careers reading and writing.
Despite this reality, very few deal professionals are ever formally taught how to write well in an M&A environment. This matters because writing in M&A is not administrative work. It is analytical work. The best deal professionals do not merely gather information. They interpret it, prioritize it, synthesize it, and communicate what matters most. Strong writing reflects strong thinking. Weak writing often reveals weak, incomplete, or imprecise thought.
The purpose of this four-part series is not to discuss writing in the academic or literary sense. It is to examine writing as a professional discipline within M&A—how experienced deal professionals communicate investment judgment with clarity, precision, and persuasion.
Writing Exists to Support an Investment Thesis
One of the most common weaknesses in deal writing1 is the inclusion of information that does not advance an investment conclusion.
Many professionals—particularly earlier in their careers—mistakenly equate comprehensiveness with effectiveness. Faced with large volumes of diligence materials and analyses, they default toward including everything. The result is often writing that is technically accurate but strategically unfocused.
Strong M&A writing operates differently. Every page, paragraph, chart, and bullet should support an underlying investment thesis or consideration. Otherwise, it likely does not belong.
- For private equity investors, this often takes the form of the investment thesis, which clearly identifies what makes the opportunity attractive, the specific value levers that generate returns, and the primary risks or impediments together with possible mitigants.
- For investment bankers, it may appear as the investment highlights or positioning narrative—why buyers should care, what makes it attractive, how the asset is differentiated or scarce, and which factors support competitive tension.
- For due diligence providers, the objective may be to highlight the most critical findings and while raising areas that remain inconclusive or require further investigation.
The format changes across firms and functions, but the underlying principle remains consistent: good business writing is not an exercise in transferring information. It is an exercise in directing attention and providing context. Experienced professionals understand that readers are not looking for a complete replay of the analytical process. They are looking for interpretation, prioritization, and judgment. The challenge is rarely access to information. The challenge is distinguishing signal from noise.
M&A Professionals Are Interpreters
Absent appropriate context, facts often do not speak for themselves. Consider a few examples:
- A business with 15% customer concentration may represent a meaningful risk, a stable strategic relationship, or evidence of a differentiated market position.
- Elevated customer churn may indicate weak product-market fit, cyclical volatility, or an intentional pruning of unprofitable accounts.
- Flat revenue growth may suggest a mature business with limited upside or a company with significant latent operating leverage.
The underlying data may be identical. The context and interpretation are what matter, and this is where thoughtful writing becomes essential. The role of the deal professional is not merely to identify information. It is to assign meaning to it. Raw information has little investment value until someone explains why it matters, what it implies, and how it should influence decision-making.
This is why effective M&A writing is inherently persuasive—not persuasive in the sense of manipulation or exaggeration, but persuasive in the sense that it advances a reasoned interpretation of a situation within a broader context.
Every investment memo, CIM, lender deck, or diligence report is ultimately making an argument:
- This business is attractive;
- This risk is manageable;
- This opportunity is underappreciated;
- This valuation is justified;
- This issue is material; or
- This concern should change how we think about the investment.
The best deal writers understand this intuitively. They do not simply present facts. They explain significance.
Think in Themes, Not Sections
One of the clearest distinctions between average and exceptional deal writing is the ability to think thematically.
Less experienced professionals often default to template-driven writing rather than thematic writing:
- Private equity investors too often become so mired in the totality of diligence completed that they may fail to clearly convey the true crux of the investment decision in their IC memo. All the bases may be technically covered, but the real issues and considerations remain unclear.
- Investment bankers often follow and fill in the sections and subsections of a CIM template—investment highlights, growth opportunities, business overview, industry overview, and financial performance—without making sure every section reinforces the themes established in the investment highlights.
- FDD professionals frequently default to reporting within siloed sections such as quality of earnings, net working capital, and debt and debt-like items, even though the key findings one section often influence the others or carry broader deal implications.
While template-driven structures may appear organized, without thematic focus, they often produce deliverables that feel fragmented and difficult to synthesize. The reader receives information, but not necessarily insight. Sophisticated deal professionals organize around conclusions and themes—either within an existing template or through a structure tailored to the specific situation.
This becomes increasingly important as professionals progress in their careers. Senior decision-makers rarely have the time or patience to independently synthesize large volumes of disconnected information. They expect deal teams to do the synthesis for them. This is particularly true in investment committee settings, where clarity and prioritization are critical. An IC memo that merely catalogs information forces the reader to perform the analytical work themselves. A strong memo guides the reader toward the central investment conclusions.
The best deal writing therefore resembles good investing itself:
- Identifying signal amidst noise;
- Prioritizing material issues; and
- Reducing complexity into a coherent view.
The Importance of the Investment Thesis
A useful discipline in any deal process is the ability to articulate the core investment thesis in one to three—but not more than five—sentences. This exercise sounds deceptively simple. It is often surprisingly difficult.
Many professionals discover that once they attempt to write the thesis clearly and concisely, unresolved thinking becomes immediately apparent. Vague conclusions, unsupported assumptions, and competing narratives surface quickly when compressed into a small number of sentences. That is precisely why the exercise is valuable. A strong investment thesis does not attempt to summarize every detail of a business. It identifies the core drivers of attractiveness, value creation levers, and key risks together with possible mitigants.
Consider several examples:
- The company represents an attractive investment opportunity due to its mission-critical workflow software, highly recurring revenue base, and significant runway for margin expansion following operational professionalization.
- Despite customer concentration concerns, the business benefits from long-standing enterprise relationships, high switching costs, and demonstrated resilience across prior demand cycles.
- The company enjoys leading market share in a fragmented space, an end-to-end offering in a largely point-solution competitive set, pricing and scale advantages, and regulatory tailwinds driving greater market adoption. While legacy technical debt exists from the prior acquisition, the integration process is nearly complete with known cost expectations.
Whether or not the thesis ultimately proves correct is a separate—though very important—question. For purposes of communicating the team’s investment view, what matters is that the underlying logic is coherent, focused, and communicable.
The ability to reduce numerous and often complicated business issues into a concise and defensible investment narrative—without understating the real-world messiness involved—is a defining skill among talented M&A professionals.
Writing Reveals Thinking
One of the uncomfortable truths about professional writing is that it exposes the quality of underlying analysis. A weak sentence often reflects a weak idea. A bloated paragraph often reflects unresolved thinking. An unclear investment narrative often reflects an unclear investment view. This is one reason writing can feel difficult, particularly in high-pressure deal environments. Writing forces professionals to confront whether they truly understand what they are trying to say.
At its best, writing is not merely communication after the analysis is complete. Writing is part of the analytical process itself. Many experienced professionals have had the same realization during deal work: something that initially felt intuitive or persuasive becomes much harder to defend once written down. Conversely, a fragmented set of observations can become a compelling investment narrative once properly synthesized. Good writing therefore does more than communicate conclusions. It sharpens them.
Final Thoughts
In M&A, writing is often treated as secondary to “real” analytical work. In practice, the opposite is closer to the truth. The ability to communicate an investment thesis clearly, concisely, and persuasively is one of the defining skills of elite deal professionals. Writing is how analysis becomes actionable. It is how information becomes judgment. The strongest writers in M&A are rarely the most literary. They are the clearest thinkers.
In the next installment, we will examine the planning and structural side of business writing in M&A, including outlining, the pyramid principle, audience considerations, and why most writing problems are actually thinking problems in disguise.
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