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EXHIBIT 99.5
INSTRUCTION TO REGISTERED HOLDER AND/OR BOOK
ENTRY TRANSFER PARTICIPANT FROM BENEFICIAL OWNER
FOR
TENDER OF
9 1/2% SENIOR NOTES DUE 2005
IN EXCHANGE FOR
SERIES B 9 1/2% SENIOR NOTES DUE 2005
VENTURE HOLDINGS TRUST
VEMCO, INC.
VENTURE INDUSTRIES CORPORATION
VENTURE MOLD & ENGINEERING CORPORATION
VENTURE LEASING COMPANY
VEMCO LEASING, INC.
VENTURE HOLDINGS CORPORATION
VENTURE SERVICE COMPANY
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
, 1997, UNLESS EXTENDED (THE "EXPIRATION DATE"). ORIGINAL NOTES
TENDERED IN THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO THE
EXPIRATION DATE.
To Registered Holder and/or Participant of the Book-Entry Transfer Facility:
The undersigned hereby acknowledges receipt of the Prospectus dated
, 1997 (the "Prospectus") of Venture Holdings Trust, a grantor
trust organized under the laws of the State of Michigan, Vemco, Inc., Venture
Industries Corporation, Venture Mold & Engineering Corporation, Venture Leasing
Company, Vemco Leasing, Inc., Venture Holdings Corporation and Venture Service
Company, each a Michigan corporation (each an "Issuer" and, together with the
Trust, the "Issuers"), and the accompanying Letter of Transmittal (the "Letter
of Transmittal"), that together constitute the Issuers' offer (the "Exchange
Offer") to exchange its Series B 9 1/2% Senior Notes Due 2005 (the "Series B
Notes") for all of their outstanding 9 1/2% Senior Notes Due 2005 (the "Original
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 Original Notes held by you for the account of
the undersigned.
The aggregate face amount of the Original Notes held by you for the account
of the undersigned is (FILL IN AMOUNT):
$ of the 9 1/2% Senior Notes Dues 2005.
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With respect to the Exchange Offer, the undersigned hereby instructs you
(CHECK APPROPRIATE BOX):
[ ] To TENDER the following Original Notes held by you for the account of
the undersigned (INSERT PRINCIPAL AMOUNT OF ORIGINAL NOTES TO BE
TENDERED (IF ANY): $
[ ] NOT to TENDER any Original Notes held by you for the account of the
undersigned.
If the undersigned instructs you to tender the Original 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 representation 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
Series B Notes acquired pursuant to the Exchange Offer are being acquired in the
ordinary course of business of the undersigned, (ii) neither the undersigned nor
any such other person has an arrangement or understanding with any person to
participate in the distribution within the meaning of the Securities Act of
1933, as amended (the "Securities Act") of such Series B Notes, (iii) if the
undersigned is not a broker-dealer, or is a broker-dealer but will not receive
Series B Notes for its own account in exchange for Original Notes, neither the
undersigned nor any such other person is engaged in or intends to participate in
the distribution of such Series B Notes and (iv) neither the undersigned nor any
such other person is an "affiliate" of the Issuers within the meaning of Rule
405 under the Securities Act. If the undersigned is a broker-dealer (whether or
not it is also an "affiliate") that will receive Series B Notes for its own
account in exchange for Original Notes, it represents that such Original Notes
were acquired as a result of market-making activities or other trading
activities, and it acknowledges that it will deliver a prospectus meeting the
requirements of the Securities Act in connection with any resale of such Series
B Notes. By acknowledging that it will deliver an by delivering a prospectus
meeting the requirements of the Securities Act in connection with any resale of
such Series B Notes, the undersigned is not deemed to admit that it is an
"underwriter" within the meaning of the Securities Act.
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SIGN HERE
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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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