EXHIBIT 99.4
RES-CARE, INC.
OFFER TO EXCHANGE
10 5/8% SENIOR NOTES DUE 2008
FOR ANY AND ALL OF ITS
10 5/8% SENIOR NOTES DUE 2008
To Brokers, Dealers, Commercial
Banks, Trust Companies and
Other Nominees:
We are enclosing herewith an offer by Res-Care, Inc., a Kentucky
corporation (the "Company"), to exchange its 10 5/8% Senior Notes due 2008 (the
"Exchange Notes") for any and all of its outstanding 10 5/8%% Senior Notes due
2008 (the "Old Notes"), upon the terms and subject to the conditions set forth
in the accompanying Prospectus, dated , 2002 (the "Prospectus"), and
related Letter of Transmittal (which together with the Prospectus constitutes
the "Exchange Offer").
The Exchange Offer provides a procedure for holders to tender the Old Notes
by means of guaranteed delivery.
The Exchange Offer will expire at 5:00 p.m., New York City time, on
, 2002, unless extended (the "Expiration Date"). Tendered Old Notes
may be withdrawn at any time before 5:00 p.m., New York City time, on the
Expiration Date.
Based on an interpretation by the staff of the Securities and Exchange
Commission, Exchange Notes issued pursuant to the Exchange Offer in exchange for
Old Notes may be offered for resale, resold and otherwise transferred by holders
thereof (other than any such holder which is an "affiliate" of the Company
within the meaning of Rule 405 under the Securities Act or a "broker" or
"dealer" registered under the Securities Exchange Act of 1934, as amended)
without compliance with the registration and prospectus delivery provisions of
the Securities Act provided that such Exchange Notes are acquired in the
ordinary course of such holders' business and such holders have no arrangement
with any person to participate in the distribution of such Exchange Notes. See
the discussion in the Prospectus under "The Exchange Offer -- Purpose and Effect
of the Exchange Offer."
The Exchange Offer is not conditioned on any minimum principal amount of
Old Notes being tendered.
Notwithstanding any other term of the Exchange Offer, the Company will not
be required to accept for exchange, or exchange Exchange Notes for, any Old
Notes not theretofore accepted for exchange, and may terminate or amend the
Exchange Offer as provided herein before the acceptance of such Old Notes, if
any of the conditions described in the Prospectus under "The Exchange
Offer -- Terms of the Exchange Offer" exist.
The Company reserves the right not to accept tendered Old Notes from any
tendering holder if the Company determines, in its sole and absolute discretion,
that such acceptance could result in a violation of applicable securities laws.
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, we are
enclosing the following documents:
1. A Prospectus dated, , 2002
2. A Letter of Transmittal for your use and for the information of your
clients.
3. A printed form of letter which may be sent to your clients for whose
accounts you hold Old Notes registered in your name or in the name of your
nominee, with space provided for obtaining such clients' instructions with
regard to the Exchange Offer.
4. Guidelines for Certification of Taxpayer Identification Number on
Substitute Form W-9 of the Internal Revenue Service (included in Letter of
Transmittal).
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WE URGE YOU TO CONTACT YOUR
CLIENTS AS PROMPTLY AS POSSIBLE.
Any inquiries you may have with respect to the Exchange Offer may be
addressed to, and additional copies of the enclosed materials may be obtained
from the Exchange Agent at the following telephone number: (860) 704-6126.
Very truly yours,
Res-Care, Inc.
NOTHING CONTAINED HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU
AS THE AGENT OF THE COMPANY, THE EXCHANGE AGENT OR ANY OTHER PERSON OR AUTHORIZE
YOU OR ANY OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENT ON BEHALF OF
ANY OF THEM IN CONNECTION WITH THE EXCHANGE OFFER OTHER THAN THE DOCUMENTS
ENCLOSED HEREWITH AND THE STATEMENTS CONTAINED THEREIN.
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