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EXHIBIT 99.4
MICHAELS STORES, INC.
LETTER TO
DEPOSITORY TRUST COMPANY PARTICIPANTS
EXCHANGE OF ALL OUTSTANDING
9 1/4% SENIOR NOTES DUE 2009
FOR
9 1/4% SENIOR NOTES DUE 2009
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THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
SEPTEMBER 20, 2001, UNLESS EXTENDED (THE "EXPIRATION DATE").
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OUTSTANDING NOTES TENDERED IN THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME
PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
To Depository Trust Company Participants:
We are enclosing herewith the material listed below relating to the offer by
Michaels Stores, Inc., to exchange its 9 1/4% Senior Notes due 2009 (the
"Exchange Notes"), which have been registered under the Securities Act of 1933,
as amended (the "Securities Act"), for a like principal amount of its issued and
outstanding 9 1/4% Senior Notes due 2009 (the "Outstanding Notes"), upon the
terms and subject to the conditions set forth in Michaels' Prospectus, dated
August 16, 2001, and the related Letter of Transmittal (which together
constitute the "Exchange Offer").
Enclosed are copies of the following documents:
1. Prospectus, dated August 16, 2001;
2. Letter of Transmittal (together with accompanying Substitute Form
W-9 Guidelines);
3. Notice of Guaranteed Delivery; and
4. Letter that may be sent to your clients for whose account you hold
Outstanding Notes in your name or in the name of your nominee, with space
provided 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 on the Expiration Date unless extended.
The Exchange Offer is not conditioned upon any minimum number of Outstanding
Notes being tendered.
Pursuant to the Letter of Transmittal, each holder of Outstanding Notes will
represent to Michaels that:
(i) any Exchange Notes that the holder will acquire in exchange for
Outstanding Notes will be acquired in the ordinary course of business of the
holder,
(ii) the holder has not engaged in, does not intend to engage in, and
has no arrangement with any person to engage in, a distribution of any
Exchange Notes issued to the holder, and
(iii) the holder is not an "affiliate" (as defined in Rule 405 under the
Securities Act) of Michaels.
If the holder is a broker-dealer (whether or not it is also an "affiliate")
that will receive Exchange Notes for its own account in exchange for Outstanding
Notes, it will represent that the Outstanding Notes were acquired as a result of
market-making activities or other trading activities, and it will acknowledge
that it will deliver a prospectus meeting the requirements of the Securities Act
in connection with any resale of those Exchange Notes. By acknowledging that it
will deliver and by delivering a prospectus meeting the requirements of the
Securities Act in connection with any resale of those Exchange Notes, the
broker-dealer is not deemed to admit that it is an "underwriter" within the
meaning of the Securities Act.
The enclosed Letter to Clients contains an authorization by the beneficial
owners of the Outstanding Notes for you to make the foregoing representations.
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Michaels will not pay any fee or commission to any broker or dealer to any
other persons (other than the Exchange Agent) in connection with the
solicitation of tenders of Outstanding Notes pursuant to the Exchange Offer.
Michaels will pay or cause to be paid any transfer taxes payable on the transfer
of Outstanding Notes to it, except as otherwise provided in Instruction 6 of the
enclosed Letter of Transmittal.
Additional copies of the enclosed material may be obtained from the
undersigned.
Very truly yours,
THE BANK OF NEW YORK