PENINSULA GAMING COMPANY, LLC
AND
PENINSULA GAMING CORP.
OFFER TO EXCHANGE
UP TO $71,000,000 OF OUR
SERIES B 12 1/4% SENIOR SECURED NOTES DUE 2006
FOR ALL OUR OUTSTANDING
SERIES A 12 1/4% SENIOR SECURED NOTES DUE 2006
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THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JANUARY ,
2000 (THE "EXPIRATION DATE") UNLESS THE EXCHANGE OFFER IS EXTENDED TO A DATE NOT
LATER THAN , 2000. TENDERS OF OLD NOTES MAY BE WITHDRAWN AT ANY TIME PRIOR
TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
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To: Brokers, Dealers, Commercial Bank,
Trust Companies and Other Nominees:
Peninsula Gaming Company, LLC, a Delaware limited liability company, and its
wholly-owned subsidiary, Peninsula Gaming Corp., a Delaware corporation
(collectively, the "Company") are offering, upon and subject to the terms and
conditions set forth in the Prospectus, dated December , 1999 (as the same may
be amended or supplemented from time to time, the "Prospectus"), and the
enclosed Letter of Transmittal (the "Letter of Transmittal"), to exchange (the
"Exchange Offer") $71,000,000 aggregate principal amount of its Series B 12 1/4%
Senior Secured Notes due 2006 (the "New Notes") that have been registered under
the Securities Act of 1933, as amended (the "Securities Act"), pursuant to a
registration statement of which the Prospectus constitutes a part, for
$71,000,000 aggregate principal amount of its outstanding Series A 12 1/4%
Senior Secured Notes due 2006 (the "Old Notes"). The Exchange Offer is being
made in order to satisfy certain obligations of the Company contained in the
Registration Rights Agreement dated July 15, 1999 by and among the Company and
Jefferies & Company, Inc.
We are requesting that you contact your clients for whom you hold Old Notes
registered in your name or in the name of your nominee 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. Prospectus dated December , 1999;
2. A BLUE Letter of Transmittal for your use and for the information of
your clients, including Guidelines for Certification of Taxpayer
Identification Number on Substitute Form W-9;
3. A PINK Notice of Guaranteed Delivery to be used to accept the
Exchange Offer if time will not permit all required documents to reach the
Exchange Agent (as defined below) prior to the Expiration Date (as defined
below) or if the procedures for book-entry transfer cannot be completed on a
timely basis;
4. A YELLOW form of letter which may be sent to your clients for whose
account you hold Old Notes registered in your name or the name of your
nominee, with space provided for obtaining such clients' instructions with
regard to the Exchange Offer;
5. Return envelopes addressed to Firstar Bank, N.A., 101 East Fifth
Street, St. Paul, Minnesota, 55101, the Exchange Agent (the "Exchange
Agent") for the Old Notes.
Your prompt action is requested. The Exchange Offer will expire at
5:00 p.m., New York City time, on January , 2000 (unless extended by the
Company) or the date on which 100% of the Old Notes are validly tendered and not
withdrawn (the "Expiration Date"). Old Notes tendered pursuant to the Exchange
Offer may be withdrawn, subject to the procedures described in the Prospectus,
at any time prior to 5:00 p.m., New York City time, on the Expiration Date.
To participate in the Exchange Offer, a duly executed and properly completed
Letter of Transmittal (or facsimile thereof), with any required signature
guarantees and any other required documents, should be sent to the Exchange
Agent, all in accordance with the instructions set forth in the Letter of
Transmittal and the Prospectus.
If holders of Old Notes wish to tender but time will not permit all required
documents to reach the Exchange Agent prior to the Expiration Date or to comply
with the book-entry transfer procedures on a timely basis, a tender may be
effected by following the guaranteed delivery procedures described in the
Prospectus under "The Exchange Offer--Guaranteed Delivery Procedures."
The Company will, upon request, reimburse brokers, dealers, commercial banks
and trust companies 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. The
Company will pay or cause to be paid all stock transfer taxes applicable to the
exchange of Old Notes pursuant to the Exchange Offer, except as set forth in
Instruction 5 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 Firstar
Bank, N.A., the Exchange Agent for the Old Notes, at its address set forth on
the front of the Letter of Transmittal.
Very truly yours,
PENINSULA GAMING COMPANY, LLC
and
PENINSULA GAMING CORP.
NOTHING HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR ANY
PERSON AS AN AGENT OF THE COMPANY OR THE EXCHANGE AGENT, OR AUTHORIZE YOU OR ANY
OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENTS ON BEHALF OF EITHER OF
THEM WITH RESPECT TO THE EXCHANGE OFFER, EXCEPT FOR STATEMENTS EXPRESSLY MADE IN
THE PROSPECTUS OR THE LETTER OF TRANSMITTAL.
Enclosures