An IC memo is the deal team's contract with the firm. It states the recommendation, the thesis, the price, the risks, and the open issues. Senior partners read for the things that aren't said. Reading bad IC memos is the single fastest way to learn what a good one looks like.
Standard structure
Recommendation on the first page: invest / pass / further work, with the proposed terms (entry multiple, equity cheque, debt structure, IRR target). Executive summary: 1 page on the company, market, thesis, returns, risks. Body: company overview, market analysis, financial review, valuation, value-creation plan, risks and mitigants, deal structure. Appendices: financial model output, comp tables, management assessments, reference reports.
The first page is the part that matters most. Senior partners decide whether to engage in the second hour of reading based on the first page. A muddled first page is a lost deal.
The voice that travels
IC memos earn their authority by being specific and concrete. A claim like 'we believe the company can grow EBITDA 15% per year' is weaker than 'pricing has trailed inflation by 200 bps annually for three years; modest re-pricing aligned with peers and the announced new SKU ladder produces 4–6% revenue and 8–10% EBITDA growth in the base case.' The first version is hope; the second is mechanics.
Avoid: passive voice ('it is believed'), weasel adjectives ('attractive market', 'compelling growth'), and unsupported quantitative claims. Senior partners are trained to read for these and they devalue the entire memo.
The risk section
The risks-and-mitigants section is the second part senior partners read carefully. A memo with three concrete risks and three concrete mitigants is more persuasive than a memo with twelve generic risks. Each risk should specify: what could go wrong, how likely it is, what the impact on returns would be, what the mitigant is. Generic 'macro risk' or 'execution risk' tells the IC nothing.