EX-99.4 160 d64408exv99w4.htm EX-99.4 exv99w4
Exhibit 99.4
Dr Pepper Snapple Group, Inc.
 
EXCHANGE OFFER IN RESPECT OF
 
all outstanding unregistered 6.12% Senior Notes due 2013
($250,000,000 aggregate principal amount)
 
for
 
6.12% Senior Notes due 2013
that have been registered under the Securities Act of 1933
 
and
 
all outstanding unregistered 6.82% Senior Notes due 2018
($1,200,000,000 aggregate principal amount)
 
for
 
6.82% Senior Notes due 2018
that have been registered under the Securities Act of 1933
 
and
 
all outstanding unregistered 7.45% Senior Notes due 2038
($250,000,000 aggregate principal amount)
 
for
 
7.45% Senior Notes due 2038
that have been registered under the Securities Act of 1933
 
 
 
 
Fully and unconditionally guaranteed as to payment of principal
and interest by the Subsidiary Guarantors
 
 
 
 


 

To Registered Holders:
 
We are enclosing herewith the material listed below relating to the offer (the “Exchange Offer”) by Dr Pepper Snapple Group, Inc. to exchange $250,000,000 aggregate principal amount of unregistered 6.12% senior notes due 2013 for 6.12% senior notes due 2013 which have been registered under the Securities Act of 1933, as amended, $1,200,000,000 unregistered 6.82% senior notes due 2018 for 6.82% senior notes due 2018 which have been registered under the Securities Act of 1933, as amended and $250,000,000 aggregate principal amount of unregistered 7.45% senior notes due 2038 for 7.45% senior notes due 2038 which have been registered under the Securities Act of 1933, as amended, upon the terms and subject to the conditions set forth in the Prospectus dated          , 2008 (the “Prospectus”) and the related Letter of Transmittal.
 
Enclosed herewith are copies of the following documents:
 
1. The Prospectus;
 
2. Letter of Transmittal, including Guidelines for Certification of Taxpayer Identification;
 
3. Instruction to Registered Holder from Beneficial Owner; and
 
4. Letter to Clients which may be sent to your clients for whose account you hold unregistered notes in your name or in the name of your nominee, which shall accompany the Instruction to Registered Holder from Beneficial Owner for obtaining such client’s instruction with regard to the Exchange Offer.
 
We urge you to contact your clients promptly. Please note that the Exchange Offer will expire at 5:00 p.m., New York City time, on          , 2008 unless the exchange offer is extended by Dr Pepper Snapple Group, Inc. in its sole discretion.
 
The Exchange Offer is not conditioned upon any minimum number of unregistered notes being tendered.
 
Pursuant to the Letter of Transmittal, each holder of unregistered notes (a “Holder”) will represent to Dr Pepper Snapple Group, Inc. that:
 
  •  the exchange notes acquired pursuant to the Exchange Offer are being acquired in the ordinary course of business of the person receiving the exchange notes, whether or not the person is the Holder;
 
  •  neither the Holder nor any other recipient of the exchange notes (if different than the Holder) is engaged in, intends to engage in, or has any arrangement or understanding with any person to participate in, the distribution of the unregistered notes or exchange notes;
 
  •  neither the Holder nor any other recipient is an “affiliate” of Dr Pepper Snapple Group, Inc. as defined in Rule 405 promulgated under the Securities Act or, if the Holder or such recipient is an affiliate, that the Holder or such recipient will comply with the registration and prospectus delivery requirements of the Securities Act to the extent applicable;
 
  •  if the signatory is a broker-dealer, it has not entered into any arrangement or understanding with Dr Pepper Snapple Group, Inc. or any “affiliate” of Dr Pepper Snapple Group, Inc. as defined in Rule 405 promulgated under the Securities Act to distribute the exchange notes;
 
  •  if the signatory is a broker-dealer, the signatory further represents and warrants that if it will receive exchange notes for its own account in exchange for unregistered notes that were acquired as a result of market-making activities or other trading activities, the signatory will deliver a prospectus meeting the requirements of the Securities Act (for which purposes, the delivery of the Prospectus, as the same may be hereafter supplemented or amended, shall be sufficient) in connection with any resale of exchange notes received in the Exchange Offer; and
 
  •  the Holder is not acting on behalf of any person or entity that could not truthfully make these representations.
 
By acknowledging that you will deliver and by delivering a prospectus meeting the requirements of the Securities Act in connection with any resale of such exchange notes, you will not be deemed to admit that you are an “underwriter” within the meaning of the Securities Act.

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The enclosed Instruction to Registered Holders from Beneficial Owner contains an authorization by the beneficial owners of the unregistered notes for you to make the foregoing representations.
 
Dr Pepper Snapple Group, Inc. will not pay any fee or commission to any broker or dealer or to any other person other than the exchange agent for the Exchange Offer. Dr Pepper Snapple Group, Inc. will pay all transfer taxes, if any, applicable to the exchange of unregistered notes pursuant to the Exchange Offer, except as otherwise provided in the Prospectus under the caption “The Exchange Offer — Fees and Expenses.”
 
Any inquiries you may have with respect to the Exchange Offer may be addressed to, and additional copies of the enclosed materials may be obtained from, the Exchange Agent, Wells Fargo Bank, N.A., in the manner set forth below.
 
Exchange Agent:
 
By Hand, by Mail or by Overnight Carrier:
 
Wells Fargo Bank, N.A.
Corporate Trust Services
45 Broadway — 14th Floor
New York, New York 10006
 
By Facsimile (for Eligible Institutions Only):
(212) 515-1589
 
For Information or Confirmation by Telephone:
(212) 515-5260
 
Very truly yours,
 
DR PEPPER SNAPPLE GROUP, INC.
 
 
NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR ANY OTHER PERSON AS AN AGENT OF DR PEPPER SNAPPLE GROUP, INC. OR THE EXCHANGE AGENT, OR AUTHORIZE YOU OR ANY OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENT ON BEHALF OF DR PEPPER SNAPPLE GROUP, INC. OR THE EXCHANGE AGENT IN CONNECTION WITH THE EXCHANGE OFFER OTHER THAN THE DOCUMENTS ENCLOSED HEREWITH AND THE STATEMENTS CONTAINED HEREIN.


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