What Is an IC Memo? Template, Example, and a Claude Skill to Draft One
An IC memo (investment committee memo) is the document a deal team writes to get approval for an investment. Here is what goes in one, a section-by-section template, a short illustrative example, and how to draft one with Claude.
Definition
An IC memo (investment committee memo) is the written case a deal team presents to its firm's investment committee to get approval for an investment. It sets out what the company is, why it's a good investment, what the firm would pay and earn, what could go wrong, and a clear recommendation. Private equity, venture capital, credit, and real estate firms all use them, usually at more than one stage of a deal.
When an IC Memo Is Written
Most firms take a deal to committee more than once. A short preliminary memo asks for permission (and budget) to spend on diligence. A final memo, after diligence, asks for approval to sign at specific terms. Some firms add a memo before submitting a non-binding offer. Each version builds on the last, so the structure stays the same and the evidence gets deeper.
IC Memo Template: Section by Section
Formats vary by firm, but a private equity IC memo usually runs 10–15 pages with these sections:
| Section | Length | What goes in it |
|---|---|---|
| Executive Summary | 1 page | Deal rationale, key terms, headline returns, top three risks, the recommendation |
| Company Overview | 1–2 pages | What the business does, customers, go-to-market, competitive position, management team |
| Industry & Market | 1 page | Market size, competitive landscape, trends, regulation |
| Financial Analysis | 2–3 pages | Historical performance, quality-of-earnings adjustments, working capital, capex |
| Investment Thesis | 1 page | Three to five pillars, value creation levers, 100-day priorities |
| Deal Terms & Structure | 1 page | Enterprise value, multiples, sources and uses, capital structure, key legal terms |
| Returns Analysis | 1 page | Base, upside, and downside IRR and MOIC with sensitivity tables |
| Risk Factors | 1 page | Risks ranked by severity, each with a mitigant |
| Recommendation | ½ page | Proceed, pass, or proceed with conditions |
The executive summary does most of the work. Committee members often read it first and decide how hard to push on everything else, so it should stand on its own: the deal, the price, the returns, the risks, and the ask.
IC Memo Example (Illustrative)
Here is what a strong executive summary looks like. The company and numbers are invented for illustration.
EXECUTIVE SUMMARY — Project Harbor (Acme Field Services) Recommendation: Approve final bid of $180M EV (9.0x LTM adj. EBITDA of $20M). The business: Commercial HVAC maintenance across 4 US states. 70% of revenue is recurring service contracts; top 10 customers are 18% of revenue. Thesis: 1. Fragmented market with a proven add-on playbook (3 targets identified). 2. Pricing below regional peers on renewals; 3–5% uplift available. 3. Field-scheduling software cuts technician idle time (pilot underway). Returns: Base 24% IRR / 2.8x MOIC over 5 years. Downside (no add-ons, flat pricing) 13% / 1.8x. Key risks: Technician retention (mitigant: retention pool, wage benchmarking); customer concentration in one state (mitigant: add-on geography); QoE adjustments of $1.4M still under review (mitigant: price adjustment mechanism).
Notice what it does: the recommendation and price come first, the thesis is specific enough to be wrong, the downside case is stated plainly, and every risk has a mitigant.
How to Draft an IC Memo with Claude
The IC Memo Template skill (adapted from Anthropic's financial services plugins) drafts a structured memo from your diligence materials, financial analysis, and deal terms, following the section structure above. It asks for missing inputs instead of assuming deal terms or returns.
Write the final IC memo for the Acme Field Services acquisition. Diligence notes, the QoE summary, and the returns model are in this folder. Recommend proceeding at $180M EV and show base, upside, and downside cases. Rank the risks and give a mitigant for each.
For venture or public-market investments, the Investment Memo Writer uses the same logic with a structure suited to those deals.
What Makes an IC Memo Credible
- Balance. Present the bear case honestly. Committee members will find the risks anyway; credibility matters more than persuasion.
- Tables that tie. EBITDA bridges, sources and uses, and returns math must reconcile. Check these by hand even when Claude drafts them.
- A thesis you can test. Each pillar should name what would prove it wrong.
- Your firm's format. If the firm has a house template, give it to Claude and have it follow that instead.
Common Questions
What's the difference between an IC memo and a CIM?
A CIM (confidential information memorandum) is written by the seller's banker to market the company to buyers. An IC memo is written by the buyer's deal team for its own committee, and includes the firm's price, returns, and risk view.
How long should an IC memo be?
A final private equity memo is typically 10–15 pages plus appendices. Preliminary memos are often 2–5 pages.
Is an IC memo the same as an investment memo?
"Investment memo" is the broader term. An IC memo is an investment memo written specifically for an investment committee's approval.
For the rest of the deal workflow, from sourcing to value creation, see AI for Private Equity and Investment Banking or browse the Claude for Private Equity playbooks.
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