NOTICE OF GUARANTEED DELIVERY
FOR
TENDER OF ALL OUTSTANDING
11 1/4% SENIOR SUBORDINATED NOTES DUE 2009
IN EXCHANGE FOR
NEW 11 1/4% SENIOR SUBORDINATED NOTES DUE 2009
OF
VOLUME SERVICES AMERICA, INC.
Registered holders of outstanding 11 1/4% Senior Subordinated Notes due 2009
(the "Outstanding Notes") who wish to tender their Outstanding Notes in exchange
for a like principal amount of new 11 1/4% Senior Subordinated Notes due 2009
(the "Exchange Notes") and whose Outstanding Notes are not immediately available
or who cannot deliver their Outstanding Notes and Letter of Transmittal (and any
other documents required by the Letter of Transmittal) to The Bank of New York
(the "Exchange Agent") prior to the Expiration Date, may use this Notice of
Guaranteed Delivery or one substantially equivalent hereto. This Notice of
Guaranteed Delivery may be delivered by hand or sent by facsimile transmission
(receipt confirmed by telephone and an original delivered by guaranteed
overnight courier) or mail to the Exchange Agent. See "The Exchange
Offer--Procedures for Tendering" in the Prospectus.
The Exchange Agent for the Exchange Offer is:
NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION
For Delivery by Registered or Certified Mail: For Overnight Delivery Only or by Hand:
Norwest Bank Minnesota, NA Norwest Bank Minnesota, NA
Sixth Street 608 Second Avenue
and Marquette Avenue NorStar East Building--12th floor
Minneapolis, MN 55479-0069 Minneapolis, MN 55479-0069
Attention: Corporate Trust Department Attention: Corporate Trust Department
By Facsimile Transmission:
(For Eligible Institutions Only)
(612) 667-9825
Attention: Corporate Trust Department
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION VIA FACSIMILE TRANSMISSION TO A NUMBER OTHER
THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee
signatures. If a signature on a Letter of Transmittal is required to be
guaranteed by an eligible institution (as defined in the Prospectus), such
signature guarantee must appear in the applicable space provided on the Letter
of Transmittal for Guarantee of Signatures.
Ladies and Gentlemen:
The undersigned hereby tenders the principal amount of Outstanding Notes
indicated below, upon the terms and subject to the conditions contained in the
Prospectus dated , 1999 of Volume Services America, Inc. (the
"Prospectus"), receipt of which is hereby acknowledged.
DESCRIPTION OF OUTSTANDING NOTES TENDERED
NAME AND CERTIFICATE
ADDRESS OF NUMBER(S) OF
REGISTERED OUTSTANDING
HOLDER AS IT NOTES TENDERED
APPEARS ON THE (OR ACCOUNT PRINCIPAL
NAME OF OUTSTANDING NUMBER AT AMOUNT
TENDERING NOTES BOOK-ENTRY OUTSTANDING
HOLDER (PLEASE PRINT) FACILITY) NOTES TENDERED
- ------------------------------ ------------------------------ ------------------------------ ------------------------------
SIGN HERE
Name of Registered or Acting Holder:__________________________________________
Signature(s):_________________________________________________________________
Name(s) (Please Print):_______________________________________________________
Address:______________________________________________________________________
______________________________________________________________________________
Telephone number:_____________________________________________________________
Date:_________________________________________________________________________
IF SHARES OF OUTSTANDING NOTES WILL BE TENDERED BY BOOK-ENTRY TRANSFER,
PROVIDE THE FOLLOWING INFORMATION:
DTC Account Number:___________________________________________________________
Date:_________________________________________________________________________
THE FOLLOWING GUARANTEE MUST BE COMPLETED
GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a member of a recognized signature guarantee medallion
program within the meaning of Rule 17Ad-15 under the Securities Exchange Act of
1934, as amended, hereby guarantees to deliver to the Exchange Agent at one of
its addresses set forth on the reverse hereof, the certificates representing the
Outstanding Notes (or a confirmation of book-entry transfer of such Outstanding
Notes into the Exchange Agent's account at the book-entry transfer facility),
together with a properly completed and duly executed Letter of Transmittal (or
facsimile thereof), with any required signature guarantees, and any other
documents required by the Letter of Transmittal within three New York Stock
Exchange trading days after the Expiration Date (as defined in the Letter of
Transmittal).
Name of
Firm: ______________________________________________________ ______________________________________________________
Address: ___________________________________________________ AUTHORIZED SIGNATURE
____________________________________________________________ Title:________________________________________________
(ZIP CODE) Name:_________________________________________________
Area Code and (PLEASE TYPE OR PRINT)
Telephone No.:______________________________________________
Date: ________________________________________________
NOTE: DO NOT SEND OUTSTANDING NOTES WITH THIS NOTICE OF GUARANTEED DELIVERY.
OUTSTANDING NOTES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.