Glossary · deal structure
Teaser (anonymous one-pager)
A teaser is the 1-2 page anonymous summary used to attract buyer interest before disclosing the seller's identity. Distributed to 20-150 buyers in Benelux mid-market 2026, the teaser must communicate business attractiveness enough to motivate an NDA without revealing identity. The first document any buyer sees in a structured sale process.
Definition
You're selling your Benelux SME but you don't want every competitor, employee, and customer to know. You also need to reach enough qualified buyers to create competitive auction dynamics. The teaser solves that paradox: it tells buyers enough to be interested without telling them who you are.
What goes in a 2026 Benelux mid-market teaser. The 1-2 page document typically contains: (1) headline metrics: revenue range (e.g., "€15-20m"), EBITDA range, growth rate, location at region level (e.g., "Belgian SME" or "Dutch industrial"); (2) business description: what the business does in 2-3 sentences without naming customers or specific products that could identify the seller; (3) market position: competitive advantages stated generically (e.g., "market-leading in niche", "55% recurring revenue", "blue-chip customer base"); (4) financial summary: 3-year financial snapshot showing trend; (5) transaction rationale: why selling now (succession, strategic review, capital recycling: without identifying specifics); (6) process and timeline: bidder selection process, key dates; (7) advisor contact: anonymising email/phone to receive NDA-stage interest.
What stays out. The teaser should never contain: (1) the seller's name or trading names; (2) specific customer names, even anonymised in ways that could be reverse-engineered; (3) physical addresses or specific city locations; (4) specific products that could uniquely identify; (5) employee names or counts that could identify; (6) actual financial statements, only summaries. The discipline of staying anonymous is what makes the teaser useful: once identity leaks, the entire teaser logic collapses.
Distribution strategy in 2026. Three main approaches: (1) Broad teaser: sent to 100-150 vetted potential buyers (strategic + financial) across the entire Benelux + adjacent EU markets. Highest conversion to NDA (5-15%) but most leak risk. (2) Targeted teaser: sent to 25-50 specifically identified buyers based on sector logic, geography, and capital base. Lower volume but higher NDA-stage engagement and lower leak risk. (3) Bilateral teaser: sent to a single potential buyer (typically when an unsolicited inbound exists). Minimum leak risk but no competitive auction dynamic. The Benelux mid-market 2026 default for proactive sales: targeted distribution to 40-80 buyers, with broad expansion only if initial interest is below threshold.
The conversion funnel from teaser to LOI. Typical numbers in our 2026 Benelux practice: 100 teasers distributed → 12-25 NDA-signed buyers → 8-18 receive Information Memorandum (see [[information-memorandum]]) → 4-10 attend management presentations → 2-6 submit non-binding offers → 1-3 reach LOI stage. Each conversion stage requires more disclosure to the buyer and creates more leak risk for the seller: which is why the process is staged. The teaser is the broadest top-of-funnel; LOI is the narrowest commit.
The most common teaser failure modes in 2026 Benelux. First, the "too anonymous" teaser: strips out so much that no buyer can develop interest. Symptom: <5% NDA conversion despite broad distribution. Second, the "thinly veiled" teaser: anonymisation is so weak that any informed industry insider can identify the seller within 30 seconds. Symptom: market becomes aware of process within days, competitive position erodes pre-LOI. Third, the "wrong audience" teaser: distributed to a poorly-targeted buyer list, generating noise without conversion. Symptom: lots of teaser-stage requests but weak NDA-stage follow-through. The remedy in all three cases: experienced sell-side advisor with sector network and process discipline.
A worked Benelux example. A Hasselt specialty chemicals business prepares for sale in early 2026. Revenue €22m, EBITDA €4.8m. The advisor builds a teaser: "Belgian Specialty Chemicals SME with €22m revenue, 22% EBITDA margin, and 8% organic growth CAGR over 5 years. Top-30 customer concentration of 65%, contracted recurring relationships, ISO-certified facility, and 60 employees. Owner approaching retirement seeks strategic acquirer." Distribution: 75 targeted buyers (strategic chemicals + Benelux PE). NDA signings: 14 (19% conversion: strong). IM-stage engagement: 9. Non-binding offers: 4. LOI stage: 2 finalists. Final clearing price: €27m (5.6x EBITDA): premium driven by the competitive dynamic the teaser made possible.
Worked example
Revenue: €22m. EBITDA: €4.8m (22% margin). Teaser distribution: 75 targeted buyers. NDA signings: 14 (19% conversion). IM-stage: 9. Non-binding offers: 4. LOI finalists: 2. Final clearing: €27m (5.6x EBITDA). Vs. likely bilateral outcome (no competitive process): €22-23m (4.6-4.8x EBITDA). Teaser-enabled competitive dynamic value: ~€4-5m.
When it matters
Every structured Benelux mid-market sale needs a teaser. Skipping it means either bilateral conversation (lower clearing price, no competitive dynamic) or open disclosure (information leakage, competitive damage). The teaser quality directly drives NDA-stage conversion, which directly drives final clearing price. Investing €5-10k in teaser preparation (advisor time + design) typically generates €100k-2m+ in clearing-price premium via competitive auction dynamics on a €20m+ Benelux mid-market deal.
Frequently asked
- Should the teaser include the seller's financial multiples?
- Generally not in detail: naming a specific EV/EBITDA target can either undershoot (leaving money on the table) or anchor too high (deterring qualified buyers). The Benelux mid-market 2026 norm: include revenue and EBITDA range but not the implied multiple. Buyers can do their own multiple math at the NDA-stage IM. The teaser should attract interest; the IM should establish value range.
- How long should NDAs run after teaser-stage?
- Standard Benelux 2026 mid-market: 18-24 months from NDA signing. This covers the typical 6-9 month process plus 12+ months of post-process information protection. Some sellers push to 36 months for highly competitive markets where the buyer might use seller information in their own subsequent dealings. The buyer pushes for shorter (12 months) to avoid long-term restriction on competitive intelligence. Negotiate based on competitive risk profile.
- Can the teaser be email-distributed or does it need a confidential portal?
- In 2026 Benelux practice, both work. Email distribution from the advisor's anonymised account is the most common, with the teaser PDF including watermarks and tracking. Some advisors use confidential VDR portals for the teaser itself with click-tracking and watermark control: more secure but adds friction that reduces conversion. The choice depends on seller risk tolerance vs. buyer convenience. For most mid-market deals, watermarked-PDF email distribution is the right balance.
Related terms
- Information memorandum (IM)- An information memorandum is the seller-side pitch document shared with vetted buyers under NDA.…
- Letter of Intent (LOI)- A Letter of Intent is a typically non-binding term sheet capturing the headline commercial…
- No-shop clause- A no-shop clause requires the seller to refrain from actively negotiating with other potential…