Do you ever have too many tasks and lose track of everything? Everyone knows the feeling of juggling all these tasks can be tiring. In any M&A process, clarity, control, and efficiency are everything. Whether you’re preparing for a buy-side or sell-side transaction, virtual data rooms (VDRs) have become the gold standard for securely managing due diligence. But even the best setup needs careful planning, especially when documents aren’t all ready at once.

That’s where placeholders come in.

In the context of M&A, placeholders are temporary markers used in a data room to indicate that a specific document or folder will be uploaded at a later stage. They’re not actual content, but signals to stakeholders, especially potential buyers, that a document is expected and intentionally missing for now.

For example:

📁 3.1 – Financial Information

     - Q1 2025 Financials [Placeholder – Upload Pending]

Rather than leaving that section empty, a placeholder maintains the structure and sets expectations. Placeholders can be seen as a “Coming Soon!” page on websites that are about to release new features.

So why should you use placeholders?

Here are five practical reasons to include placeholders in your VDR strategy:

1. Keeps the due diligence structure intact

Even if you’re still gathering or finalizing content, placeholders help create a complete, organized index from day one. This lets buyers see the full scope of what will be shared, giving them confidence in the process.

2. Prepares buyers early

Buyers can begin reviewing what’s available and flagging questions, even before the full data set is in place. This accelerates the diligence timeline and prevents bottlenecks later.

3. Staggers sensitive information

Not all documents need to be shared immediately. Placeholders can mark documents for release in later phases, such as post-NDA signing or deeper in the buyer funnel, helping manage confidentiality more effectively.

4. Improves communication and transparency

A missing document can raise red flags. A placeholder shows that it’s not forgotten, just not ready (yet). This reduces confusion and unnecessary follow-up requests from buyers or advisors. Datasite puts emphasis on organization, highlighting the importance on placeholders. Placeholders are an easy way to notify both Admins and Reviewers that there is more to come.

5. Supports compliance and version control

Unlike other VDRs, Datasite is the only data room that tracks placeholder updates, letting stakeholders know when content has been uploaded or replaced. This audit trail is especially valuable in regulated industries or cross-border deals. Datasite makes sure that you have all your files ready for your deal.

Placeholders might seem like a small detail, but in high-stakes M&A transactions, they play a big role in setting the tone and pace of due diligence. They help sellers look organized and transparent, and help buyers stay informed and efficient.

So next time you're prepping your VDR, don't wait until every document is perfect. Build your structure, use placeholders smartly, and stay one step ahead in the deal.