EXHIBIT 99.2
HOLLINGER INC.
IS OFFERING TO EXCHANGE
ITS
11 7/8% SENIOR NOTES DUE 2011
WHICH HAVE BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED,
PURSUANT TO ITS PROSPECTUS, DATED , 2003,
FOR ALL ISSUED AND OUTSTANDING
11 7/8% SENIOR NOTES DUE 2011
To: Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees:
Hollinger Inc., an Ontario corporation ("Hollinger"), is
offering, subject to the terms and conditions set forth in its prospectus,
dated , 2003 (the "Prospectus"), relating to the offer (the "Exchange
Offer") of Hollinger to exchange an aggregate principal amount of up to
$120,000,000 of its 11 7/8% Senior Notes due 2011 (the "New Notes"), the
issuance of which has been registered under the Securities Act of 1933, as
amended (the "Securities Act"), for a like principal amount of its issued and
outstanding 11 7/8% Senior Notes due 2011 (the "Old Notes"). The Old Notes were
issued in offerings under Rule 144A and Regulation S of the Securities Act that
were not registered under the Securities Act. The Exchange Offer is being
extended to all holders of the Old Notes in order to satisfy certain obligations
of Hollinger contained in the Registration Rights Agreement, dated as of March
5, 2003, by and among Hollinger, Ravelston Management Inc. ("RMI"), a
wholly-owned subsidiary of our controlling shareholder, The Ravelston
Corporation Limited, and (2) 504468 N.B. Inc. ("NBI"), as Guarantors, and
Wachovia Securities, Inc. The New Notes are substantially identical to the Old
Notes, except that the transfer restrictions and registration rights applicable
to the Old Notes do not apply to the New Notes.
Please contact your clients for whom you hold Old Notes
regarding the Exchange Offer. For your information and for forwarding to your
clients for whom you hold Old Notes registered in your name or in the name of
your nominee, or who hold Old Notes registered in their own names, we are
enclosing the following documents:
1. A Prospectus dated , 2003;
2. A Letter of Transmittal for your use and for the
information of your clients;
3. A Notice of Guaranteed Delivery to be used to accept
the Exchange Offer if: (a) certificates for the Old Notes are not immediately
available, (b) time will not permit the certificates for the Old Notes or other
required documents to reach the Exchange Agent before the expiration of the
Exchange Offer or (c) the procedure for book-entry transfer cannot be completed
prior to the expiration of the Exchange Offer;
4. A form of letter which may be sent to your clients
for whose accounts you hold Old Notes registered in your name or in the name of
your nominee, with space provided for obtaining such clients' instructions with
regard to the Exchange Offer;
5. Guidelines for Certification of Taxpayer
Identification Number on Substitute Form W-9; and
6. Return envelopes addressed to Wachovia Bank, National
Association, the Exchange Agent for the Exchange Offer.
YOUR PROMPT ACTION IS REQUESTED. THE EXCHANGE OFFER WILL
EXPIRE AT 5:00 P.M., NEW YORK CITY TIME ON , 2003, UNLESS THE EXCHANGE
OFFER IS EXTENDED (AS IT MAY BE EXTENDED, THE "EXPIRATION DATE"). OLD NOTES
TENDERED PURSUANT TO THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME BEFORE THE
EXPIRATION DATE.
Unless a holder of Old Notes complies with the procedures
described in the Prospectus under the caption "Guaranteed Delivery Procedures,"
the holder must do one of the following on or prior to the Expiration Date to
participate in the Exchange Offer:
- tender the Old Notes by sending the certificates for the
Old Notes, in proper form for transfer, a properly
completed and duly executed Letter of Transmittal, with
any required signature guarantees, and all other
documents required by the Letter of Transmittal, to
Wachovia Bank, National Association, as Exchange Agent,
at one of the addresses listed in the Prospectus under
the caption "Exchange Agent"; or
- tender the Old Notes by using the book-entry procedures
described in the Prospectus under the caption "Book Entry
Transfer" and transmitting a properly completed and duly
executed Letter of Transmittal, with any required
signature guarantees, or an Agent's Message instead of
the Letter of Transmittal, to the Exchange Agent.
In order for a book-entry transfer to constitute a valid
tender of Old Notes in the Exchange Offer, the Exchange Agent must receive a
confirmation of book-entry transfer (a "Book-Entry Confirmation") of the Old
Notes into the exchange Agent's account at The Depository Trust Company prior to
the Expiration Date. The term "Agent's Message" means a message, transmitted by
The Depository Trust Company and received by the Exchange Agent and forming a
part of the Book-Entry Confirmation, which states that The Depository Trust
Company has received an express acknowledgment from the tendering holder of Old
Notes that the holder has received and has agreed to be bound by the Letter of
Transmittal.
If a registered holder of Old Notes wishes to tender the Old
Notes in the Exchange Offer, but (a) the certificates for the Old Notes are not
immediately available, (b) time will not permit the certificates for the Old
Notes or other required documents to reach the Exchange Agent before the
expiration of the Exchange Offer or (c) the procedure for book-entry transfer
cannot be completed before the Expiration Date, a tender of Old Notes may be
effected
by following the Guaranteed Delivery Procedures described in the Prospectus
under the caption "The Exchange Offer-Guaranteed Delivery Procedures."
Hollinger will, upon request, reimburse brokers, dealers,
commercial banks, trust companies and other nominees for reasonable and
necessary costs and expenses incurred by them in forwarding the Prospectus and
the related documents to the beneficial owners of Old Notes held by them as
nominee or in a fiduciary capacity. Hollinger will pay or cause to be paid all
stock transfer taxes applicable to the exchange of Old Notes in the Exchange
Offer, except as set forth in Instruction 13 of the Letter of Transmittal.
Any inquiries you may have with respect to the Exchange Offer,
or requests for additional copies of the enclosed materials, should be directed
to Wachovia Bank, National Association, the Exchange Agent for the Exchange
Offer, at its address and telephone number set forth on the front of the Letter
of Transmittal.
Very truly yours,
HOLLINGER INC.
NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR
ANY PERSON AS AN AGENT OF HOLLINGER OR THE EXCHANGE AGENT, OR AUTHORIZE YOU OR
ANY OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENT ON BEHALF OF EITHER
OF THEM IN CONNECTION WITH THE EXCHANGE OFFER, EXCEPT FOR STATEMENTS EXPRESSLY
MADE IN THE PROSPECTUS OR THE LETTER OF TRANSMITTAL.
Enclosures