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Process

Time to NDA, Time to CIM: What a Fast On-Market Process Looks Like

The days between a teaser landing and a CIM arriving decide more lower middle market deals than price does. What each step should take, where it actually stalls, and how to shorten the part you control.

OmniSource Team · Sep 20, 2026 · 6 min read

The days between a teaser landing and a CIM arriving decide more lower middle market deals than price does. Not because speed is a virtue in itself, but because an on-market process is a queue, and the buyers who get to the numbers first get to shape what happens next. Everyone else is reacting.

Here is what each step should take, where it actually stalls, and which parts you control.

The sequence, and what each step should cost

Teaser to NDA request — same day. This is entirely yours and it is the highest-leverage hour in the whole process. An advisor works replies in arrival order and reads the delay as a preview of how the rest of the deal will go. A same-day reply, even one that says "not for us, here is why", costs nothing and compounds.

NDA request to NDA sent — hours to two days. The advisor's side. Standard documents go out immediately; a delay usually means the process is busy or the advisor is solo and covering three deals.

NDA sent to NDA executed — same day. Yours again. This is the step where buyers routinely lose deals to their own legal process. If the NDA needs counsel review every time, you have a structural problem, not a deal problem: get your standard positions agreed once, in advance, so the only thing counsel looks at is a document that deviates from them.

NDA executed to CIM received — same day to about a week. If the CIM exists. If it does not, you are earlier in the deal than the teaser suggested, which is either an opportunity or a warning depending on your timeline.

CIM received to your answer — days, not weeks. The thing advisors complain about most is not being told no. It is being told nothing after they sent the CIM. A clear no within a week keeps you on the list; silence takes you off it.

Where it actually stalls

Four places, in rough order of frequency.

1. The buyer's own NDA process. Counsel, a redline, a week. On a $4M EBITDA deal with eight buyers on the list, a week is decisive. Fix it once by agreeing your standard positions in advance.

2. The CIM does not exist yet. Very common below $10M. The advisor was engaged recently or the financials are not in a state anyone wants to show. Neither is fatal, and both change your expected timeline. Ask before you sign, not after you have waited three weeks.

3. The deal already moved. Under LOI with someone else, and nobody took the listing down — nobody is paid to. This is why the question "is it under LOI right now" belongs in the first five minutes. The seven questions that separate a live deal from a dead one are in how to tell whether a deal is real.

4. The advisor is covering too many deals. A solo intermediary with four live processes is not ignoring you. You have to be the easiest conversation on their desk that day, which is a function of being brief, being specific, and never making them chase you for something.

The follow-up cadence that works

Buyers usually get this wrong in one of two directions: they wait indefinitely, or they follow up in a way that reads as pressure.

What works is a fixed cadence, escalating by medium rather than by tone:

  • Day 0: request.
  • Day 2: short email, no new content, one line.
  • Day 5: phone call. Not a voicemail complaining about the email — a call.
  • Day 9: a short note to whoever else at the firm is on the engagement, copying the original contact, entirely neutral.

Nothing in that sequence expresses frustration, because frustration is the thing that gets remembered and the thing that has no upside. In almost every case the silence means the deal moved or the week got away from them, not that you were rejected.

The reason most buyers do not run a cadence like this is not that they disagree with it. It is that nobody owns it. Chasing four advisors on four deals across a fortnight is exactly the work that loses to whatever is on fire today — which is why it is one of the things an origination team is for.

What "fast" is actually buying you

Three things, none of which is a better price directly.

Information advantage. The first buyer to read the CIM has days on everyone else to work out whether the deal is real, what the risk is, and what they would actually pay. Diligence done under time pressure is diligence done badly.

Optionality on structure. Being early means you can ask the seller what they actually want — a transition, employee commitments, a rollover — before the process hardens into a bid date and a form of agreement.

Standing with the advisor. This is the compounding one. A buyer who moves fast on one deal gets called earlier on the next, and eventually gets called before the teaser goes out at all. That pre-market window is the most valuable position in the lower middle market, and it is earned entirely through behavior on deals you did not win.

When the CIM arrives and it is thin

Below $10M of EBITDA this is common enough to plan for. Fifteen pages, a P&L that does not reconcile to the tax return, a customer concentration section that says "diversified" and shows nothing.

The instinct is to treat it as a red flag about the business. Usually it is a signal about the intermediary and the seller's readiness rather than about the company, and the two have different consequences. A good business with a thin CIM is an opportunity if you are willing to do work other buyers will not. A thin CIM plus an owner who has not decided to sell is a project, not a deal.

The move either way is the same and it should happen the day you read it: one short, specific list of what is missing, sent to the intermediary with a reason attached. It gets you the information, and it marks you as the buyer who actually read the document — which, given how many people on the distribution list will not, is worth more than the answers.

Measure your own, not somebody else's

There is no defensible industry benchmark for time-to-NDA or time-to-CIM at this size, and any number presented as one is generalizing from a single book of business. What is worth doing is measuring yours, per advisor and per deal: request date, executed date, CIM date, answer date.

Two things fall out of that within a quarter. You find out which part of the delay is you — usually more than expected. And you find out which advisors run tight processes, which is useful information about where to spend relationship time.

How this gets done at volume

Seven questions and a four-touch cadence on one deal is an afternoon. Across forty live deals it is a job, and it is the job that gets dropped first.

The structural fix is to make the chase a process rather than an intention: every deal has an owner, a next action, and a date; a deal that goes quiet escalates on schedule; a deal that has gone under LOI elsewhere moves to a parked stage with a recheck date instead of sitting in a pipeline looking alive. On OmniSource that is what the origination team does between a target being approved and a deal reaching a partner — the NDA ask, the bump, the escalation, the CIM chase, and the file assembled before the first real conversation.

BizNexus's view of the same process from the advisor and seller side is at deal origination.

The short version

You control the request, the signature and the answer. Those three are hours of work and they decide your position in the queue. Everything else is the advisor's timeline, and the only leverage you have over it is a cadence somebody actually runs.

FAQ

Questions acquirers actually ask

How long should it take to get an NDA signed on an M&A deal?
The buyer's side of it should take hours, not days — request the NDA the day the teaser arrives and return it the day it is sent. The advisor's side varies with how busy the process is. Delays past a week are usually a signal about the process, not about paperwork.
How long does it take to receive a CIM after signing an NDA?
Same day to about a week if the CIM already exists. If it is longer, the usual reason is that the document is still being written, which tells you the engagement is fresher than the teaser implied. Ask whether the CIM exists before you sign, not after.
Why do buyers lose deals before they ever see the numbers?
Because an advisor works replies in the order they arrive and reads slowness as a preview of how the rest of the deal will go. Being third to respond costs nothing. Being third next week can cost the deal, whatever your capital or track record.
What should you do when a broker goes silent?
Follow up on a fixed cadence rather than waiting, and escalate by changing the medium rather than the tone — email, then a call, then a short note to whoever else at the firm is on the engagement. Silence usually means the deal moved, not that you were rejected.
Is a slow process a bad sign about the deal?
Often, yes. A process that drifts usually means the seller was less ready than the teaser suggested, the financials are not assembled, or the deal has gone under LOI with someone else and nobody has updated the listing. All three are worth knowing early.

Written by OmniSource TeamOrigination, from inside the work.

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