Every broker knows the feeling. A dozen NDAs signed, a dozen CIMs sent, and then quiet. Some of those buyers are doing careful work. Some opened the file once and forgot it. From the outside they look exactly the same, and a follow-up call to each one is an afternoon.
The problem with sending a file
When a CIM leaves as an attachment, your information about it ends there. You do not know whether it was opened, how far the reader got, or whether it was passed along. The only signal left is whether the buyer writes back, which measures politeness as much as interest.
Behavior that means something
- Coming back. A buyer who returns several times over a week is weighing it.
- Time on the financials. Serious buyers live in the earnings and the deal terms.
- Downloads from the data room, especially tax returns and the lease.
- Specific questions. "Is there seasonality?" is curiosity. "Why did wages fall while revenue held?" is diligence.
- Advisors appearing. When an accountant or lender starts reading, a decision is being prepared.
Behavior that looks like interest and is not
A fast first reply. A long first call that never touches the numbers. Requests for more documents without having read the ones already provided. None of these cost the buyer anything, so none of them tell you much.
What to do with it
Rank your buyers by what they have done, not what they have said. Call the one who has read the earnings section four times. Send a short note to the one who stopped at the lease, because that is probably a question you can answer. Stop chasing the one who never opened it.
Sellers want this too. "Three buyers are actively reviewing the financials" is a better weekly update than "we have had good interest."
A caution
Engagement is a guide to where your attention should go, not a verdict. Some decisive buyers read once and call. Use the signal to prioritize conversations, and let the conversations do the judging.
This article is general information for brokers and sellers. It is not legal, tax, or financial advice, and practice varies by deal, lender, and state.