A process letter is the document sent by the seller's financial advisor to shortlisted potential acquirers to formalise the rules and timeline of a competitive sale process. It precisely describes upcoming steps, deliverables expected from each acquirer and selection criteria, organising the competition between candidates in a transparent and structured manner.

A standard process letter includes: transaction context (target activity, reason for sale), detailed timeline (indicative offer submission date, due diligence period, final offer date, expected signing and closing), offer submission instructions (format, minimum content, required representations), conditions of access to the data room and management presentations, and selection criteria (not limited to price — post-closing governance, financing conditions, social plan if applicable).

Example: Hectelion sends a process letter to 6 potential acquirers for the sale of a Swiss industrial SME. The timeline provides: indicative offers D+21, data room access D+28, management presentations D+35 to D+45, final offers D+63, exclusive negotiation D+70, signing D+90. Four acquirers submit indicative offers. Three are selected for the due diligence phase.

At Hectelion, we design and manage process letters in our M&A advisory mandates, organising competitive processes to maximise sale value.