Process Letter

Workflow

Step 1: Determine Letter Type

• Initial process letter: Sent with teaser/CIM to outline the process and IOI requirements
• IOI instructions: Specific requirements for first-round indications of interest
• Second round / final bid letter: Instructions for submitting binding offers after diligence
• Management meeting invitation: Logistics for in-person management presentations

Step 2: Initial Process Letter / IOI Instructions

Header:

• Date, deal code name
• "Confidential"
• Addressed to prospective buyer

Sections:

1. Introduction: Brief overview of the opportunity and the seller's objectives
2. Process Overview: Timeline, key dates, expected number of rounds
3. IOI Requirements: What to include in the initial indication:
   • Proposed valuation range (enterprise value)
   • Consideration form (cash, stock, earnout, rollover)
   • Financing sources and certainty
   • Key due diligence requirements
   • Indicative timeline to close
   • Any conditions or contingencies
   • Brief description of the buyer and strategic rationale
4. Submission Details: Where to send, deadline (date and time), format
5. *…