---
title: "Acquisition Data Room: What It Is, What Goes In and Who Sees What (2026)"
lang: en
canonical_url: https://www.peony.ink/blog/acquisition-data-room
description: "I explain what an acquisition data room is, what goes in it, what opens at each stage, and its size, timing and cost, using 733 deals on Peony."
date: "2026-11-05T12:00:00.000Z"
last_updated: "2026-11-05T12:00:00.000Z"
author: "Sean Yu"
---

> **TL;DR:** An acquisition data room is a secure online repository where a seller shares confidential company documents with buyers and their advisors during due diligence. Across [733 M&A deals on Peony](https://www.peony.ink/blog/state-of-ma-data-rooms) in the Q3 2026 edition of our benchmark, a room for a deal under $50M held about **1,206 files** and **29 users**, and a $100M to $500M room held about **6,622 files**. The median room had **5.5 bidders**, and **62%** required an NDA before access. Getting a room in front of its first outside viewer took a median **12.6 days**. Peony rooms averaged **$313 a month**, against about **$68,000 a year** for the average Datasite contract ([Vendr, read November 2026](https://www.vendr.com/buyer-guides/datasite)). Decide what opens at each stage before you upload anything.

_Last updated: November 2026_

I'm Sean Yu, co-founder of Peony. I worked in M&A at Nomura and in venture and growth investing before helping build [Peony](https://www.peony.ink/), a data room company used by 8,000+ teams, so I've sat on both sides of these rooms. We sell this software, so weigh that when you read the platform section. The benchmarks here come from our [State of M&A Data Rooms](https://www.peony.ink/blog/state-of-ma-data-rooms) report, and they describe deals run on Peony, not the whole market.

## What is an acquisition data room?

An acquisition data room is a secure online repository used to store, organize and share confidential company documents during the due diligence phase of a merger or acquisition. The seller controls access folder by folder, and the room records who opened which document and for how long.

It's the same thing as an M&A data room or a [virtual data room](https://www.peony.ink/blog/what-is-virtual-data-room) (VDR) used for a deal. "VDR" names the software, and "acquisition data room" names the job. Common platforms include Datasite, Intralinks, DFIN Venue, Ideals, Firmex, SecureDocs and Peony. Before these tools, buyers read paper files in a locked room at a law firm. The [Peony data room](https://www.peony.ink/features/datarooms) and its competitors replace that with a link, so several bidders can review at once from anywhere.

An acquisition data room does three things that a shared drive doesn't:

- **Controls access:** an [NDA gate](https://www.peony.ink/features/nda), per-bidder permissions, [dynamic watermarks](https://www.peony.ink/features/watermarks) and [access you can revoke](https://www.peony.ink/features/revoke-access).
- **Shows buyer intent:** [page-level analytics](https://www.peony.ink/features/page-analytics) reveal which bidders read the financials and who went quiet.
- **Runs the process:** one place for structured Q&A, version control and a record of what was disclosed.

![Peony data room interface with organized folders and documents](https://www.peony.ink/hero-dataroom.webp)

## Who sets up an acquisition data room?

The seller usually sets up the acquisition data room, often with a sell-side advisor or investment bank running it day to day. The seller owns the documents and carries the risk of disclosing them, so it makes sense for the seller to control the room.

Buyers review the room with their lawyers, accountants and specialist advisors. Some acquirers also keep a separate room for their own work: an investment memo, advisor reports, financing papers and integration plans. In the 399 new deals on Peony in Q3 2026, 201 were sell-side processes, 36 were PE buyouts, 12 were buy-side acquisitions and 10 were continuation funds. If you're on the buying side, read our [buy-side M&A data room guide](https://www.peony.ink/blog/buy-side-ma-data-room).

## What goes in an acquisition data room?

An acquisition data room is typically divided into eight folders: corporate, financial, tax, commercial contracts, intellectual property, employees, operations and IT, and legal and compliance. This is the structure buyers expect, and numbering the folders lets everyone cite a document precisely in Q&A:

1. **Corporate:** articles of incorporation, bylaws, board minutes, cap table, stockholder agreements, subsidiary chart.
2. **Financial:** audited or reviewed statements, monthly management accounts, budget and forecast, debt schedule, working capital detail.
3. **Tax:** returns, audit correspondence, sales tax and transfer pricing records.
4. **Commercial contracts:** top customer and supplier agreements, partnership deals, anything with a change-of-control clause.
5. **Intellectual property:** patents, trademarks, IP assignments from employees and contractors, open-source audit.
6. **Employees:** org chart, roster, executive agreements, equity plans, benefits, disputes.
7. **Operations and IT:** systems list, security policies, penetration tests, real estate leases, insurance.
8. **Legal and compliance:** litigation, licenses, regulatory filings, privacy compliance such as GDPR or HIPAA.

This is the outline, not the full list. Our [due diligence data room checklist](https://www.peony.ink/blog/due-diligence-data-room-checklist) has 174 documents, and the [folder structure guide](https://www.peony.ink/blog/data-room-folder-structure-guide) covers naming and numbering. [Auto-indexing](https://www.peony.ink/features/auto-indexing) on Peony's Data Room plan numbers folders and files for you.

## What opens at each stage of an acquisition data room?

Each stage of a sale opens a more sensitive set of documents: a teaser, then NDA materials, then the main diligence folders after an LOI, and customer-level data for the final bidder only. We call this model **the Four Gates**. Each gate is a step the bidder must pass.

![The Four Gates of an acquisition data room: teaser, NDA, LOI and confirmatory stages with what opens at each](https://www.peony.ink/images/blog/acquisition-data-room-four-gates.png)

| Gate | Bidder has done | What opens | Controls to use |
| --- | --- | --- | --- |
| 1. Teaser | Shown interest | Anonymous summary, no company name | Tracked link, no room access yet |
| 2. NDA | Signed an NDA | Information memorandum, summary financials, high-level org chart | Signed NDA gate, watermarks, view-only |
| 3. LOI | Signed an LOI or reached the final round | Full financials, contracts with customer names masked, tax, IP, HR folders | Per-bidder permissions, Q&A, redaction |
| 4. Confirmatory | Selected as final bidder | Customer names and pricing, source code, employee-level data | Clean team, named individuals only |

The stages vary by deal. A broad auction adds a round between gates 2 and 3, and a single-buyer sale may merge them. The rule stays the same: the more a document could hurt you if the deal dies, the later it opens.

On Peony's Data Room plan, you can set this up with a [visitor group](https://www.peony.ink/features/visitor-groups) for each bidder. With a median of 5.5 bidders per room, that matters: each group sees only its own folders, and switching a group off cuts its access on the next page load. See [best data rooms for multiple bidders](https://www.peony.ink/blog/best-data-room-for-multiple-bidders) for how platforms compare.

## How big is a typical acquisition data room?

A typical acquisition data room for a deal under $50M holds about 1,206 files, and a $100M to $500M room holds about 6,622. These are Q3 2026 benchmarks from 733 transactions on Peony:

| Metric | $1M to $50M | $50M to $100M | $100M to $500M |
| --- | --- | --- | --- |
| Files per deal | ~1,206 | ~3,325 | ~6,622 |
| Users per room | ~29 | ~91 | ~109 |
| Storage per deal | ~0.9 GB | ~1.5 GB | ~3.9 GB |
| Q&A questions | ~79 | ~139 | ~309 |

Use these to plan, not as targets. A thin room with the right documents beats a bloated one. Rooms under $50M shrank by about 18% from the previous quarter, and those were the deals that closed faster, especially in technology.

## How long does it take to set up an acquisition data room?

Opening an acquisition data room takes minutes, but getting it ready for buyers takes about two weeks. On Peony, the median account reached its first uploaded document in 4 minutes 19 seconds, and the median room took 12.6 days to reach its first outside viewer.

The software isn't the bottleneck. Collecting financials, contracts and disclosure schedules is. After that:

- **Diligence:** Datasite reported a [170-day median](https://www.peony.ink/blog/state-of-ma-data-rooms) on its own platform in Q3 2026.
- **Start to close:** deals on Peony took about 7.9 months on average, down from about 8.6 months in Q2.
- **Plan for slippage:** if the process runs long, a project-term room can add extension fees, and per-page pricing grows with the room. Peony has no extension fee: the per-admin subscription stays the same.

## What does an acquisition data room cost?

An acquisition data room has a median published entry price of about $275 a month on annual billing across the 10 vendors in our [Price Index](https://www.peony.ink/blog/virtual-data-room-cost-guide) that list one, and can reach six figures a year at the top of the enterprise market. Peony rooms averaged $219 a month on deals under $50M in Q3 2026. As of November 2026, prices depend on how the vendor bills:

| Pricing model | Example | What moves your bill |
| --- | --- | --- |
| Per admin | Peony: $30/admin/month on Business, $52 on Data Room, billed annually | Number of admins, not viewers or pages |
| Flat per room | SecureDocs: $250/month on a 12-month term | Term length |
| Storage tier | Ansarada Premium: $244/month for 250 MB on a 12-month term | Gigabytes in the room |
| Custom quote | Datasite: about $68,000 a year on average, small sample ([Vendr](https://www.vendr.com/buyer-guides/datasite)) | Pages, duration and negotiation |

Watch for per-page charges, storage overages and fees for extra months. Our [virtual data room cost guide](https://www.peony.ink/blog/virtual-data-room-cost-guide) lists 16 vendors with sources, and the [flat-rate vs per-GB breakdown](https://www.peony.ink/blog/flat-rate-vs-per-gb-vdr-pricing) shows where metered billing turns expensive. Current Peony plans are on the [pricing page](https://www.peony.ink/pricing).

## What should you keep out of an acquisition data room?

Keep anything that could hurt you if the deal dies, or that you aren't allowed to share, out of the room until late in the process:

- **Competitively sensitive data:** customer-level pricing, margins and pipeline, when a bidder competes with you. Your counsel should decide what goes through a [clean team](https://www.peony.ink/blog/clean-team-data-room), because sharing it too early can raise antitrust risk.
- **Personal data:** employee records and customer personal data. Anonymize first, and [redact](https://www.peony.ink/features/redaction) what buyers don't need (redaction is on Peony's Deal Team plan). Deals across borders may also need a transfer review.
- **Privileged legal advice:** ask counsel before uploading it, because sharing can waive privilege.
- **Source code:** share architecture notes and scan results first. Keep code access for the final bidder.
- **Drafts and duplicates:** old versions create questions you'll have to answer.

## Which platforms do acquisition data rooms run on?

Acquisition data rooms mostly run on purpose-built VDRs, with the right one depending on deal size, counterparties and budget:

- **[Peony](https://www.peony.ink/solutions/ma):** self-serve rooms for $1M to $500M deals, with per-admin pricing and free viewers. Pick it if you want a room live today at a published price. It's less well known than Datasite among the largest institutional buyers.
- **[Datasite](https://www.peony.ink/comparisons/datasite), [Intralinks](https://www.peony.ink/comparisons/intralinks) and [DFIN Venue](https://www.peony.ink/comparisons/dfin):** enterprise platforms on custom quotes. Pick one if a large-cap or cross-border process expects it.
- **[Ideals](https://www.peony.ink/comparisons/ideals) and [Firmex](https://www.peony.ink/comparisons/firmex):** established VDRs, quote-based, used widely by mid-market advisors.
- **[SecureDocs](https://www.peony.ink/comparisons/securedocs):** a flat fee for one room. Pick it for a single simple deal with many internal users.
- **[Box](https://www.peony.ink/comparisons/box), [SharePoint](https://www.peony.ink/comparisons/sharepoint) and [DocSend](https://www.peony.ink/comparisons/docsend):** general tools that some teams adapt for smaller deals.

For rankings, see [best data rooms for M&A](https://www.peony.ink/blog/best-data-rooms-for-ma) and, for deals under $30M, [best data room for small M&A](https://www.peony.ink/blog/best-data-room-for-small-ma).

![Peony analytics dashboard showing room visitors and link views](https://www.peony.ink/analytics.png)

## How do you set up an acquisition data room?

You can set up an acquisition data room in six steps, and most of the time goes to steps one and two:

1. **Agree the index.** Use the eight folders above and assign an owner to each one.
2. **Collect and clean.** Gather the documents, remove drafts and mask what's sensitive. [File collection links](https://www.peony.ink/features/file-collection) let your CFO and counsel upload directly.
3. **Set the gates.** Decide what opens at each stage, then build a [visitor group](https://www.peony.ink/features/visitor-groups) for each bidder.
4. **Turn on protection.** Require an NDA and add watermarks. 62% of rooms on Peony required an NDA before access.
5. **Test as a bidder.** Open the room from an outside account to confirm the permissions work.
6. **Open and watch.** Use [analytics](https://www.peony.ink/features/page-analytics) to see who's engaged, and run questions through [Q&A](https://www.peony.ink/features/smart-qa).

On Peony's [Data Room plan](https://www.peony.ink/pricing), [AI room generation](https://www.peony.ink/features/ai-rooms) drafts a diligence folder structure from a one-line description of the deal. For a full walkthrough of the sell-side process, read our [M&A data room guide](https://www.peony.ink/blog/m-and-a-data-room) and [sell-side due diligence guide](https://www.peony.ink/blog/sell-side-due-diligence).

## What happens to the data room after closing?

After closing, freeze the room and keep an archive, because the record of what you disclosed can matter if a warranty or indemnity claim comes up later. Agree in the purchase agreement who keeps the archive and for how long.

Then remove bidder access, and hand the buyer what the agreement requires. Peony's [Deal Team plan](https://www.peony.ink/pricing) ($64/admin/month, 4-admin minimum) adds a data room archive download. The audit trail isn't a self-serve export, so ask Peony support for a copy before you close.

![Peony pricing plans from Free to Enterprise](https://www.peony.ink/pricing-screenshot.png)

## The bottom line

An acquisition data room is simple to open and takes real work to prepare. Start with the eight folders, decide your four gates before you upload anything, and budget about two weeks to get ready. If you're running a $1M to $500M deal and want a room live today, you can [set up a Peony data room](https://www.peony.ink/) in minutes and compare plans on the [pricing page](https://www.peony.ink/pricing). Teams on a larger process can [talk to us](https://lunacal.ai/team/peony-data-room) about the [M&A solution](https://www.peony.ink/solutions/ma).

## Frequently Asked Questions

### What is an acquisition data room?

An acquisition data room is a secure online repository where a company being acquired shares confidential documents with a buyer and its advisors during due diligence. It's also called an M&A data room or a virtual data room. The seller controls who sees each folder, and the room records who read what. In Q3 2026, a typical room on Peony for a deal under $50M held about 1,206 files and about 29 users.

### I'm selling my company for the first time. Who sets up the acquisition data room, me or the buyer?

The seller usually sets it up, often with a sell-side advisor, because the seller owns the documents and controls what's released. Start before you sign an LOI, since collecting and reviewing documents takes longer than opening the software. On Peony, the median room took 12.6 days from first opening to first outside viewer in Q3 2026. A [Data Room plan](https://www.peony.ink/pricing) at $52/admin/month gives you a signed NDA gate, dynamic watermarks and page-level analytics without a sales call.

### I'm preparing a $30M sale. What documents go in an acquisition data room?

An acquisition data room usually holds eight folders: corporate records, financials, tax, contracts, intellectual property, employees, operations and IT, and compliance. Start with audited or reviewed financials, the cap table, material contracts, IP assignments and any litigation. For a full request list, use our [174-document due diligence checklist](https://www.peony.ink/blog/due-diligence-data-room-checklist). Peony's [auto-indexing](https://www.peony.ink/features/auto-indexing) numbers folders and files so buyers can cite them in Q&A.

### How many documents should an acquisition data room have for a $20M sale?

Expect about 1,200 files. Rooms for deals under $50M on Peony held about 1,206 files, about 29 users and about 79 Q&A questions in Q3 2026, while $100M to $500M deals held about 6,622 files. Your count will vary with sector, since energy, infrastructure and life sciences rooms run heavier. Peony's Data Room plan has no storage meter or per-page fee, so your file count doesn't change your bill, unlike rooms priced per page.

### We want to launch a sale next quarter. How long does it take to set up an acquisition data room?

Opening the room takes minutes, and preparing it takes about two weeks. On Peony, the median account reached its first uploaded document in 4 minutes 19 seconds, and the median room took 12.6 days to reach its first outside viewer in Q3 2026. If you're selling in the next few months, start collecting financials and contracts now, because that's the slow part. [File collection links](https://www.peony.ink/features/file-collection) let your CFO and counsel upload straight into the right folder.

### How much does an acquisition data room cost on a $25M deal?

On Peony, rooms for deals under $50M averaged $219 a month in Q3 2026, and the average across all deal sizes was $313 a month. Data rooms start at $30/admin/month on Business, and the Data Room plan is $52/admin/month with unlimited rooms, both billed annually with free viewers. Enterprise platforms usually quote per deal: Vendr's buyer guide puts the average Datasite contract at about $68,000 a year, as of November 2026. For a full vendor breakdown, see our [data room cost guide](https://www.peony.ink/blog/virtual-data-room-cost-guide).

### My banker keeps saying VDR. Is an acquisition data room the same as a virtual data room?

Yes, in practice. A virtual data room is the software, and an acquisition data room is that software used for one job: selling or buying a company. Physical data rooms have mostly disappeared. What matters is whether the room has what a deal needs, such as NDA gating, per-bidder folder groups and an audit trail. Peony's Data Room plan includes those, which a shared Google Drive folder doesn't.

### I'm running an auction with six bidders. When should they get access to the full acquisition data room?

Give the main diligence set only to bidders who've signed an LOI, or to a short list you've chosen. Before that, release a smaller set in stages: a teaser, then summary financials under NDA, then the wider folders. Keep customer names, pricing and source code for the final bidder. In Peony, you can give each bidder its own [visitor group](https://www.peony.ink/features/visitor-groups) and [revoke access](https://www.peony.ink/features/revoke-access) when one drops out.

### A competitor is bidding for my company. What should stay out of the data room?

Hold back customer-level pricing, margins by customer, pipeline, source code and product roadmap until late in the process, and share them only through a clean team if at all. Your counsel should set this list, because sharing competitively sensitive data before closing can raise antitrust risk. Peony's [dynamic watermarks](https://www.peony.ink/features/watermarks) and per-folder permissions help, but they don't replace a [clean team](https://www.peony.ink/blog/clean-team-data-room).

### I'm selling a $5M business to one buyer. Can I use Google Drive as an acquisition data room?

You can for a very small, single-buyer deal with low sensitivity, but it's a weak fit once there's more than one bidder. Drive doesn't give you page-level reading data, a signed NDA gate or per-viewer watermarks, and buyers can't ask questions in one place. Peony has page-level analytics on every plan and data rooms from $30/admin/month on Business. Signed NDAs, dynamic watermarks and Visitor Q&A come with Data Room at $52. See our [data room vs Google Drive comparison](https://www.peony.ink/blog/virtual-data-room-vs-google-drive).

### I'm the acquirer. Do I need my own data room?

Often yes, if you're running several targets or an integration. The seller's room holds the target's documents, while your own room holds your investment memo, advisor reports, financing papers and integration plans. Only 12 of the 399 new deals on Peony in Q3 2026 were buy-side acquisitions, and another 36 were PE buyouts. See our [buy-side data room guide](https://www.peony.ink/blog/buy-side-ma-data-room) for how to structure one.

### Our sale just closed. What happens to the acquisition data room after closing?

Freeze it and keep a copy, because the record of what was disclosed can matter in a later warranty or indemnity claim. Agree in the purchase agreement who keeps the archive and for how long, then remove bidder access. Peony's [Deal Team plan](https://www.peony.ink/pricing) ($64/admin/month, 4-admin minimum) adds a data room archive download, so you can keep the documents after the room closes. The audit trail isn't a self-serve export, so ask Peony support for a copy before you close.

## Related Resources

- [M&A Data Room Guide](https://www.peony.ink/blog/m-and-a-data-room)
- [Buy-Side M&A Data Room](https://www.peony.ink/blog/buy-side-ma-data-room)
- [Due Diligence Data Room Checklist](https://www.peony.ink/blog/due-diligence-data-room-checklist)
- [Data Room Folder Structure Guide](https://www.peony.ink/blog/data-room-folder-structure-guide)
- [Clean Team Data Room](https://www.peony.ink/blog/clean-team-data-room)
- [State of M&A Data Rooms](https://www.peony.ink/blog/state-of-ma-data-rooms)
- [Letter of Intent Seller Checklist](https://www.peony.ink/blog/letter-of-intent-seller-checklist)
- [What Is a Virtual Data Room?](https://www.peony.ink/blog/what-is-virtual-data-room)

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