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What is a Process Letter?

A process letter is formal correspondence sent by the sell-side investment bank to potential buyers at key stages of an M&A auction. It sets the rules of engagement: what information to submit, in what format, by when, and how bids will be evaluated. Process letters are the operational backbone of a structured sale process — they ensure all buyers are on a level playing field and the process runs on schedule. In a typical auction, there are three main process letters: the initial process letter (sent with the CIM, outlining IOI requirements), the final bid letter (instructions for submitting binding offers after diligence), and the management meeting invitation (logistics for in-person presentations). Each serves a different purpose and is sent at a different stage of the deal.
Process letters set the tone for the entire deal. Ambiguity in a process letter creates confusion and erodes credibility with buyers. The best process letters are clear, professional, and leave no room for misinterpretation about what is expected and when.

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Command Syntax

/process-letter [IOI or final bid]
If a letter type is not specified, the command asks what stage the process is in.

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Letter Types

  • Initial Process Letter: Sent with teaser/CIM. Outlines the process, IOI requirements, submission deadline, and confidentiality terms.
  • Final Bid Letter: Instructions for submitting binding offers after diligence. Includes SPA markup requirements, committed financing, and evaluation criteria.
  • Management Meeting Invite: Logistics for in-person management presentations. Covers attendees, agenda, ground rules, and follow-up process.

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How to Customize

  • To use your firm’s letterhead and standard legal language, edit the process-letter skill file
  • To add firm-specific clauses or terms, modify the template sections in the skill