Definition

Process Letter

Advisor letter that sets the rules of a sell-side auction — bid deadlines, format, and conditions.

Process letters are issued to bidders in waves: first round inviting indicative offers, second round inviting marked-up SPAs and binding offers. The letter pins the bid format (cash-free debt-free, working-capital assumption), required deliverables, and timeline. Disciplined process letters compress diligence and protect competitive tension.