Before a team spends time on outreach, financial modeling, or adviser review, it needs a shared view of what would make an opportunity relevant. This module turns a broad thesis into an explicit first-pass screen.
Define the screen
The goal is not to make every judgment in the first pass. The goal is to separate a target that deserves more attention from one that does not yet clear the bar.
Thesis boundaries
Record the sectors, geography, ownership context, transaction type, and size range that define the mandate.
Operating fit
Note the characteristics the buyer can understand or improve, such as customer mix, margins, recurring revenue, or capital needs.
Evidence quality
Keep source-stated figures, estimates, unknowns, and dates distinct. An unknown is a follow-up item, not a green light.
Run the sequence
The investment team can explain why an opportunity fits, what remains unknown, and what would change the decision. The screen is short enough to use repeatedly and specific enough to prevent vague enthusiasm.
Where an optional IOI fits
An indication of interest (IOI) expresses preliminary interest and proposed commercial parameters. A letter of intent (LOI) records a more developed proposal. The learning sequence is fixed; the transaction sequence is not.
Adviser-led auction: initial screen and permitted information → requested IOI → selected-buyer owner or management meeting → possible LOI.
Bilateral discussion: initial screen and direct dialogue → validation → optional IOI or directly to an LOI.
Neither route is universal. Confirm the process, access rules, and requested next document before assuming a meeting comes first. Module 03: From interest to evidence explains the distinction and the source examples.
Questions to carry forward
01Thesis and mandate
Separate hard filters from preferences so the team knows what can and cannot be traded off.
Mark whether each key input came from the owner, an intermediary, a public source, or an internal estimate.
02Next action
Write the narrowest next question that can resolve the most important uncertainty.
Record the disqualifier now so a weak fit does not become a project through momentum alone.
This is general buyer-side operating education. It is not investment advice, valuation advice, legal advice, or a recommendation to pursue a specific opportunity. Use qualified advisers for transaction-specific decisions.
