EXHIBIT 99.4
CHEROKEE INTERNATIONAL, LLC
CHEROKEE INTERNATIONAL FINANCE, INC.
OFFER FOR ALL OUTSTANDING
10 1/2% SERIES A SENIOR SUBORDINATED NOTES DUE 2009
IN EXCHANGE FOR
10 1/2% SERIES B SENIOR SUBORDINATED NOTES DUE 2009,
WHICH HAVE BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933,
AS AMENDED
To Our Clients:
Enclosed for your consideration is a prospectus dated , 1999 (the
"Prospectus"), and the related letter of transmittal (the "Letter of
Transmittal"), relating to the offer (the "Exchange Offer") of Cherokee
International, LLC and Cherokee International Finance, Inc. (collectively, the
"Issuers") to exchange their 10 1/2% Series B Senior Subordinated Notes due
2009, which have been registered under the Securities Act of 1933, as amended,
for their outstanding 10 1/2% Series A Senior Subordinated Notes due 2009 (the
"Outstanding Notes"), upon the terms and subject to the conditions described in
the Prospectus and the Letter of Transmittal. The Exchange Offer is being made
in order to satisfy certain obligations of the Issuers contained in a
Registration Rights Agreement in respect of the Outstanding Notes, dated April
30, 1999, by and among the Issuers and the initial purchaser referred to
therein.
This material is being forwarded to you as the beneficial owner of the
Outstanding Notes held by us for your account but not registered in your name. A
TENDER OF SUCH OUTSTANDING NOTES MAY ONLY BE MADE BY US AS THE HOLDER OF RECORD
AND PURSUANT TO YOUR INSTRUCTIONS.
Accordingly, we request instructions as to whether you wish us to tender on
your behalf the Outstanding Notes held by us for your account, pursuant to the
terms and conditions set forth in the enclosed Prospectus and Letter of
Transmittal.
Your instructions should be forwarded to us as promptly as possible in order
to permit us to tender the Outstanding Notes on your behalf in accordance with
the provisions of the Exchange Offer. The Exchange Offer will expire at 5:00
p.m., New York City time, on , 1999, unless extended by the Issuers. Any
Outstanding Notes tendered pursuant to the Exchange Offer may be withdrawn at
any time before 5:00 p.m., New York City time, the Expiration Date.
Your attention is directed to the following:
1. The Exchange Offer is for any and all Outstanding Notes.
2. The Exchange Offer is subject to certain conditions set forth in the
Prospectus in the section "The Exchange Offer under the heading "Certain
Conditions to the Exchange Offer."
3. Subject to certain exceptions, any transfer taxes incident to the
transfer of Outstanding Notes from the holder to the Issuers will be paid by the
Issuers.
4. The Exchange Offer expires at 5:00 p.m., New York City time, on ,
1999, unless extended by the Issuers.
If you wish to have us tender your Outstanding Notes, please so instruct us
by completing, executing and returning to us the instruction form on the back of
this letter. THE LETTER OF TRANSMITTAL IS FURNISHED TO YOU FOR INFORMATION ONLY
AND MAY NOT BE USED DIRECTLY BY YOU TO TENDER OUTSTANDING NOTES.
INSTRUCTIONS WITH RESPECT TO THE EXCHANGE OFFER
The undersigned acknowledge(s) receipt of your letter and the enclosed
material referred to therein relating to the Exchange Offer made by Cherokee
International, LLC and Cherokee International Finance, Inc. with respect to
their Outstanding Notes.
This will instruct you to tender the Outstanding Notes held by you for the
account of the undersigned, upon and subject to the terms and conditions set
forth in the Prospectus and the related Letter of Transmittal.
Please tender the Outstanding Notes held by you for my account as indicated
below:
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AGGREGATE PRINCIPAL AMOUNT
OF OUTSTANDING NOTES
10 1/2% Series A Senior Subordinated
Notes due 2009 -------------------------------------------
/ / Please do not tender any Outstanding
Notes held by you for my account -------------------------------------------
Dated: -------------------------------------------
Signature(s)
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Please print name(s) here
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Address(es)
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Area Code and Telephone Number
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Tax Identification or
Social Security No(s).
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None of the Outstanding Notes held by us for your account will be tendered
unless we receive written instructions from you to do so. Unless a specific
contrary instruction is given in the space provided, your signature(s) hereon
shall constitute an instruction to us to tender all the Outstanding Notes held
by us for your account.