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EXHIBIT 99.3
SPARKLING SPRING WATER GROUP LIMITED
LETTER TO CLIENTS
FOR
TENDER OF ALL OUTSTANDING
11 1/2% SENIOR SUBORDINATED NOTES DUE 2007
IN EXCHANGE FOR
11 1/2% SENIOR SUBORDINATED NOTES DUE 2007
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
, 1998 UNLESS EXTENDED (THE "EXPIRATION DATE"). NOTES TENDERED IN
THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO 5:00 P.M., NEW YORK
CITY TIME,
ON THE BUSINESS DAY PRIOR TO THE EXPIRATION DATE.
To Our Clients:
We are enclosing herewith a Prospectus, dated , 1998, of
Sparkling Spring Water Group Limited, a corporation organized under the laws of
the Province of Nova Scotia, Canada (the "Company"), and a related Letter of
Transmittal, which together constitute (the "Exchange Offer") relating to the
offer by the Company, to exchange its 11 1/2% Senior Subordinated Notes due 2007
(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 11 1/2% Senior Subordinated Notes due 2007 (the "Old
Notes"), upon the terms and subject to the conditions set forth in the Exchange
Offer.
The Exchange Offer is not conditioned upon any minimum number of Old Notes
being tendered.
We are the holder of record of Old Notes held by us for your own account. A
tender of such Old Notes can be made only by us as the record holder and
pursuant to your instructions. The Letter of Transmittal is furnished to you for
your information only and cannot be used by you to tender Old Notes held by us
for your account.
We request instructions as to whether you wish to tender any or all of the
Old Notes held by us for your account pursuant to the terms and conditions of
the Exchange Offer. We also request that you confirm that we may on your behalf
make the representations and warranties contained in the Letter of Transmittal.
Very truly yours,
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PLEASE RETURN YOUR INSTRUCTIONS TO US IN THE ENCLOSED ENVELOPE WITHIN AMPLE
TIME TO PERMIT US TO SUBMIT A TENDER ON YOUR BEHALF PRIOR TO THE EXPIRATION
DATE.
INSTRUCTION TO REGISTERED HOLDER AND/OR BOOK
ENTRY TRANSFER PARTICIPANT
To Registered Holder and/or Participant of the Book-Entry Transfer Facility:
The Undersigned hereby acknowledges receipt of the Prospectus dated
-----------------------------------, 1998 (the "Prospectus") of Sparkling
Spring Water Group Limited, a corporation organized under the laws of the
Province of Nova Scotia, Canada (the "Company"), and the accompanying Letter of
Transmittal (the "Letter of Transmittal"), that together constitute the
Company's offer (the "Exchange Offer") to exchange its 11 1/2% Senior
Subordinated Notes due 2007 (the "Exchange Notes"), for all of its outstanding
11 1/2% Senior Subordinated Notes due 2007 (the "Old Notes"). Capitalized terms
used but not defined herein have the meanings ascribed to them in the
Prospectus.
This will instruct you, the registered holder and/or book-entry transfer
facility participant, as to the action to be taken by you relating to the
Exchange Offer with respect to the Old Notes held by you for the account of the
undersigned.
The aggregate face amount of the Old Notes held by you for the account of
the undersigned is (FILL IN AMOUNT):
$
----------------------------- of the 11 1/2% Senior Subordinated Notes due
2007.
With respect to the Exchange Offer, the undersigned hereby instructs you
(CHECK APPROPRIATE BOX):
[ ] To TENDER the following Old Notes held by you for your account of
the undersigned (INSERT PRINCIPAL AMOUNT OF OLD NOTES TO BE TENDERED) (IF
ANY): $
-----------------------------.
[ ] NOT to TENDER any Old Notes held by you for the account of the
undersigned.
If the undersigned instructs you to tender the Old Notes held by you for
the account of the undersigned, it is understood that you are authorized to
make, on behalf of the undersigned (and the undersigned by its signature below,
hereby makes to you), the representations and warranties contained in the Letter
of Transmittal that are to be made with respect to the undersigned as a
beneficial owner, including but not limited to the representations, that (i) the
Exchange Notes acquired in exchange for Old Notes pursuant to the Exchange Offer
are being acquired in the ordinary course of business of the person receiving
such Exchange Notes, whether or not undersigned, (ii) the undersigned is not
participating in, and has no arrangement with any person to participate in, the
distribution within the meaning of the Securities Act of Exchange Notes, and
(iii) neither the undersigned nor any such other person is an "affiliate"
(within the meaning of Rule 405 under the Securities Act) of the Company or a
broker-dealer tendering Old Notes acquired directly from the Company. If the
undersigned is a broker-dealer that will receive Exchange Notes for its own
account in exchange for Old Notes, it acknowledges that it will deliver a
prospectus in connection with any resale of such Exchange Notes.
SIGN HERE
Name of beneficial owner(s):
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Signature(s):
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Name(s) (please print):
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Address:
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Telephone Number:
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Taxpayer Identification or Social Security Number:
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Date:
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