PRIVATE AND CONFIDENTIAL
Mr. XXxxx XXxxxx
Cargo
EmpresaEmpresa
Dirección
Dear Sirs:
Following our meeting in Paris on June 29th, 2006, BancoBancoBanconombre banco (hereinafter “Banconombre banco”) is pleased to present this proposal to EmpresaEmpresa for advisory services relating to the disposal (hereinafter the “Proposed Transaction”) of Empresa, S.A. (hereinafter “Empresa” or the “Company”). This project will receive the name of Project Banana.
The work to be performed by Bancobanco will be carried out according to the following terms and conditions:
1. Background and Objectives
EmpresaEmpresaEmpresaEmpresaEmpresaEmpresaBancoBancoBancoBancoBancoBancoBancoBancoBancoCompany [Company and market description]
2. Overview of the Process
Based upon the objectives of the Proposed Transaction, the focus, methodology and scope of the work that Bancobanco plans to perform is the following:
Phase 1: Analysis of Company
The goal of this first phase will be to evaluate the current and future competitive position of the Company, taking into account key events and trends in the sector as well as a detailed understanding of the Company’s financial, tax and legal situation.
During this phase Banconombre will also determine an approximate valuation of the Company, based upon the information provided by the Company and EmpresaEmpresa, our own analysis and experience as well as utilizing generally accepted valuation methodologies.
With respect to beginning a competitive sale process and the search for potential investors, Banco will prepare the following documentation:
a) Blind Profile
Describes the main characteristics of the Company and provides summary financial information, without indicating the name of the Company. This document will serve as a means of estimating a potential investor’s interest in pursuing the Proposed Transaction while at the same time maintaining confidentiality regarding