Exhibit 99.2
SPHERIS INC.
LETTER TO CLIENTS
FOR
TENDER OF ALL OUTSTANDING UNREGISTERED
11% SENIOR SUBORDINATED NOTES DUE 2012
IN EXCHANGE FOR
11% SENIOR SUBORDINATED NOTES DUE 2012
THAT HAVE BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M. NEW YORK CITY TIME, ON ,
2006, 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NOTES TENDERED IN THE EXCHANGE OFFER MAY BE WITHDRAWN AT ANY TIME PRIOR TO 5:00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 EXPIRATION DATE.
To Our Clients:
We have enclosed herewith a Prospectus, dated , 2006, of Spheris
Inc., a Delaware corporation (the "Company"), and a related Letter of
Transmittal, which together constitute the Company's offer (the "Exchange
Offer") to exchange its 11% Senior Subordinated Notes Due 2012 (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 unregistered 11% Senior Subordinated Notes Due 2012 (the
"Outstanding 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
Outstanding Notes being tendered.
We are the holder of record of Outstanding Notes held by us for your
account. A tender of such Outstanding 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 Outstanding
Notes held by us for your account.
We request instructions as to whether you wish to tender any or all of the
Outstanding 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,
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 in the Book-Entry Transfer Facility:
The undersigned hereby acknowledges receipt of the Prospectus, dated
, 2006 (the "Prospectus"), of Spheris Inc., a Delaware corporation
(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% Senior Notes Due 2012 (the "Exchange Notes") for all
of its outstanding 11% Senior Notes Due 2012 (the "Outstanding Notes").
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 Outstanding Notes held by you for the account
of the undersigned.
The aggregate face amount of the Outstanding Notes held by you for the
account of the undersigned is (FILL IN AMOUNT):
$ of the 11% Senior Subordinated Notes Due 2012
With respect to the Exchange Offer, the undersigned hereby instructs
you (CHECK APPROPRIATE BOX):
[ ] To TENDER the following Outstanding Notes held by you for the
account of the undersigned (INSERT PRINCIPAL AMOUNT OF OUTSTANDING NOTES TO
BE TENDERED) (IF ANY):
$ of the 11% Senior Subordinated Notes Due 2012
[ ] NOT to TENDER any Outstanding Notes held by you for the
account of the undersigned.
If the undersigned instructs you to tender the Outstanding 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 the Outstanding Notes pursuant to
the Exchange Offer are being acquired in the ordinary course of business of the
person receiving such Exchange Notes, (ii) the undersigned is not engaging in
and does not intend to engage in a distribution of the Exchange Notes, (iii) the
undersigned does not have any arrangement or understanding with any person to
participate in the distribution of Exchange Notes, and (iv) neither the
undersigned nor any such other person is an "affiliate" (within the meaning of
Rule 405 under the Securities Act of 1933, as amended (the "Securities Act")) of
the Company or if it is an affiliate, it will comply with the registration and
prospectus delivery requirements of the Securities Act to the extent applicable.
If the undersigned is a broker-dealer that will receive Exchange Notes for its
own account in exchange for Outstanding Notes that were acquired as a result of
market-making or other trading activities, it acknowledges that it will deliver
a prospectus in connection with any resale of such Exchange Notes.
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SIGN HERE
Name of beneficial owner(s):
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SIGNATURE(S)
Name(s):
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(PLEASE PRINT)
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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