M&A Advisory: Run a Deal with Q&A and NDA

For advisors, independent sponsors, and operators running deals in the $1M-$500M range. Gate counterparties behind an NDA, serve a structured room, handle diligence Q&A, and track which bidders are actually engaged.

Above $500M, where procurement is asking for SOC 2 Type II or on-prem deployment, enterprise VDRs like Datasite and Intralinks are a better fit. Peony is built for the 90% of deals below that threshold.

Why Peony for M&A

Peony replaces $1,000-$3,000/month enterprise VDR contracts with a $40/month Business plan — with no per-bidder seat fees. A 10-bidder process doesn't cost extra per bidder. Viewers are free and unlimited on every Peony tier.

Peony's Advanced Q&A flow eliminates the email chain that slows most deals. Counterparties submit questions through the data room, Peony's AI drafts an answer with page-number citations from the diligence documents, and the advisor team reviews, edits, and approves before the response goes back. This is a managed Q&A workflow, not a chatbot — every answer is human-approved.

A Peony data room is live in under 5 minutes, and AI auto-indexing makes every document full-text searchable in under 3 minutes. Enterprise VDRs typically require vendor onboarding calls, contract negotiation, and manual folder setup. Peony lets an advisor open a room, upload the CIM, gate it behind an NDA, and send the first bidder link in a single sitting.

Peony's page-level analytics show which sections each bidder focused on. If three bidders all spent disproportionate time on the customer concentration schedule, that's where negotiation will land. Per-bidder dwell time, dropoff reports, and return-visit patterns are visible from the Analytics tab.

Every Peony link includes NDA gates with full e-signature, dynamic watermarks, screenshot protection, and Screenshield for mobile. These are built-in, not premium add-ons. The signed NDA, with timestamp, IP, and verification hash, is stored in the Agreements tab and exportable for counsel.

Quick Setup (5 Steps)

Create the data room. Dashboard → New Data Room. Name by target + stage ("Project Lighthouse — Round 1"). Code-name if the target is identifiable.
Upload the CIM and diligence materials. Standard sell-side structure: 01 CIM, 02 Financials, 03 Customer Data, 04 Employees & Org, 05 Legal & IP, 06 Tax, 07 Operations, 08 Material Contracts. AI auto-indexes in under three minutes, so bidders can full-text search immediately.
Set up an NDA template and gate every link. Quickstart → Send document for signature, upload your mutual NDA, place signature fields. Save as a template. In Link Settings, toggle Require NDA before access on. Every bidder signs before seeing a file. Signed copies land in the Agreements tab.
Layer the full security stack and create one link per bidder. Watermarks + screenshot protection + email verification + downloads disabled. Then create a separate gated link per bidder from Permissions. Each link gets its own NDA trail, analytics, and revoke button.
Open the Q&A flow and route questions through the advisor team. Invite the seller team plus advisors as admins. The Q&A tab is where counterparty questions land. AI drafts answers with page-level citations; the advisor team reviews, edits, and approves before sending.

Want a walkthrough? Book 20 minutes at lunacal.ai/team/peony-data-room.

Recommended Security Stack

M&A is the highest-stakes sharing use case on Peony. Stack every layer:

NDA gate with full e-signature — every bidder signs an executed copy before seeing files. Evidentiary trail for counsel if anything leaks.
Dynamic watermark — every document overlaid with bidder email, timestamp, and IP.
Screenshot protection — blocks capture on Chrome, Edge, Firefox, and Safari on macOS/Windows. Enable Screenshield (Business / Enterprise) for mobile blocking on iOS, iPadOS, and Android.
Email verification — confirms the bidder is the email on the NDA, not a forwarded recipient.
Downloads disabled — bidders view in-browser only. The single most important layer after the NDA itself for sensitive material.
Link expiry — set to the expected close of each phase (30 days first round, 60 days second round).
Per-bidder links — the only defensible setup. Per-bidder Q&A segregation, per-bidder analytics, per-bidder NDA trails, per-bidder revocation.

See Access Control Layers.

The Q&A Loop

Diligence Q&A is where most of the work happens.

A bidder opens a document, highlights a passage, and submits a question from the in-room widget.
The question lands in the Q&A tab, visible to every admin.
Peony's AI drafts an answer using the cited document, with page-level citations.
The advisor team reviews the draft. Edit, rewrite, approve, or mark "needs seller input" and route internally.
Once approved, the answer goes back to the bidder. Peony drops them directly on the cited page when they click through.

What makes it different from a shared inbox:

Every question and answer is scoped to a single bidder. Bidder A can't see what Bidder B asked.
Answers carry page-level citations.
Full Q&A history is exportable for audit.
AI drafting handles mechanical questions (definitions, folder locations, basic clarifications) so advisors focus on subjective ones.

One current limit: when you duplicate a data room, the Q&A thread isn't duplicated alongside the files. A new Q&A experience handling this cleanly is shipping soon.

Per-Bidder Analytics

For each bidder link you see:

Total dwell time in the room — how much time this bidder actually spent reading
Per-folder and per-document dwell — which sections they cared about. Heavy time in Customer Data and Financials means building an offer; skimming and bouncing means browsing.
Q&A volume and topics — what they're asking about. Heavy Q&A on churn, material contracts, or pending litigation often signals where the bidder is concerned.
Return visits — multiple returns = materially more engaged.
Attempted screenshots — blocked and logged on desktop, useful intelligence about bidder behavior.

Sort by total dwell time weekly. The top third is your real buyer pool.

See Page-Level Analytics.

Pricing

M&A runs on Business tier ($40/admin/month) in almost every case. Business unlocks custom domains (deals.youradvisor.com), advanced branding, and priority support.

Business handles $1M-$500M deals comfortably. Admin seats scale with team size; viewers (bidders) are unlimited. A 50-bidder process doesn't cost extra per bidder.

For deals above $500M, or firms where procurement demands SOC 2 Type II, on-prem deployment, or batch bidder onboarding at scale, Datasite and Intralinks are the right tools. Peony will tell you honestly when your deal is a better fit for them.

Running multiple deals? Contact support about multi-deal arrangements for advisors.

See Plans and Pricing.