EXHIBIT 99.5
OFFER FOR ALL OUTSTANDING
7 1/2% SENIOR SUBORDINATED NOTES DUE 2013
IN EXCHANGE FOR
7 1/2% SENIOR SUBORDINATED NOTES DUE 2013
OF
SELECT MEDICAL CORPORATION
WHICH HAVE BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933,
AS AMENDED
To Our Clients:
Enclosed for your consideration is a Prospectus, dated , 2003 (the
"Prospectus"), and the related Letter of Transmittal (the "Letter of
Transmittal"), relating to the offer (the "Exchange Offer") of Select Medical
Corporation (the "Company") to exchange its 7 1/2% Senior Subordinated Notes Due
2013, which have been registered under the Securities Act of 1933, as amended
(the "New Notes"), for outstanding 7 1/2% Senior Subordinated Notes Due 2013
originally issued by Select Medical Escrow, Inc. (the "Existing Notes"), upon
the terms and subject to the conditions described in the Prospectus and the
Letter of Transmittal. The Exchange Offer is being made in order to satisfy
certain obligations of the Company contained in the Exchange and Registration
Rights Agreement dated August 12, 2003, by and among the Company, Select Medical
Escrow, Inc., the Subsidiary Guarantors named therein, J.P. Morgan Securities
Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wachovia Capital
Markets, LLC, SG Cowen Securities Corporation, CIBC World Markets Corp., Fleet
Securities, Inc., and Jefferies & Company, Inc.
This material is being forwarded to you as the beneficial owner of the Existing
Notes carried by us in your account but not registered in your name. A tender of
such Existing Notes may only be made by us as the holder of record and pursuant
to your instructions.
Accordingly, we request instructions as to whether you wish us to tender on your
behalf the Existing Notes held by us for your account, pursuant to the terms and
conditions set forth in the enclosed Prospectus and Letter of Transmittal.
Your instructions should be forwarded to us as promptly as possible in order to
permit us to tender the Existing Notes on your behalf in accordance with the
provisions of the Exchange Offer. The Exchange Offer will expire at 5:00 p.m.,
New York City time, on , 2003, unless extended by the Company (the
"Expiration Date"). Any Existing Notes tendered pursuant to the Exchange Offer
may be withdrawn at any time before the Expiration Date.
Your attention is directed to the following:
1. The Exchange Offer is for any and all Existing Notes.
2. The Exchange Offer is subject to certain conditions set forth in
the Prospectus in the section captioned "Exchange offer--Conditions to the
exchange offer".
3. Any transfer taxes incident to the transfer of Existing Notes from
the holder to the Company will be paid by the Company, except as otherwise
provided in the Instructions in the Letter of Transmittal.
4. The Exchange Offer expires at 5:00 p.m., New York City time, on
, 2003, unless extended by the Company.
If you wish to have us tender your Existing Notes, please so instruct us by
completing, executing and returning to us the instruction form on the back of
this letter. The Letter of Transmittal is furnished to you for information only
and may not be used directly by you to tender Existing Notes.
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INSTRUCTIONS WITH RESPECT TO
THE EXCHANGE OFFER
The undersigned acknowledge(s) receipt of your letter and the enclosed material
referred to therein relating to the Exchange Offer made by Select Medical
Corporation with respect to its Existing Notes.
This will instruct you to tender the Existing Notes held by you for the account
of the undersigned, upon and subject to the terms and conditions set forth in
the Prospectus and the related Letter of Transmittal.
Please tender the Existing Notes held by you for any account as indicated below:
<Table>
AGGREGATE PRINCIPAL AMOUNT OF EXISTING NOTES
7 1/2% Senior Subordinated Notes Due 2013
[ ] Please do not tender any Existing Notes held
by you for my account.
Dated: ------------------------------, 2003
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SIGNATURE(S)
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PLEASE PRINT NAME(S) HERE
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ADDRESS(ES)
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AREA CODE AND TELEPHONE NUMBER
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TAX IDENTIFICATION OR
SOCIAL SECURITY NUMBER(S)
</Table>
None of the Existing Notes held by us for your account will be tendered unless
we receive written instructions from you to do so. Unless specific contrary
instructions are given in the space provided, your signature(s) hereon shall
constitute an instruction to us to tender all the Existing Notes held by us for
your account.
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