Exhibit 99.(A)(1)(C)
Notice of Guaranteed Delivery for
Tender of Shares of Common Stock
of
Cheap Tickets, Inc.
to
Diamondhead Acquisition Corporation
a Wholly Owned Subsidiary of
Cendant Corporation
(Not to be used for signature guarantees)
THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY
TIME, ON FRIDAY, SEPTEMBER 21, 2001, UNLESS THE OFFER IS EXTENDED.
This Notice of Guaranteed Delivery, or a form substantially equivalent
hereto, must be used to accept the Offer (as defined below) if certificates for
Shares (as defined below) are not immediately available, if the procedure for
book-entry transfer cannot be completed on a timely basis, or if time will not
permit all required documents to reach Mellon Investor Services LLC (the
"Depositary") on or prior to the Expiration Date (as defined in Section 1 of
the Offer to Purchase). This form may be delivered by hand, transmitted by
facsimile transmission or mailed (to the Depositary). See Section 3 of the
Offer to Purchase.
The Depositary for the Offer is:
Mellon Investor Services LLC
By Mail: By Overnight Courier: By Hand:
Mellon Investor Services LLC Mellon Investor Services LLC Mellon Investor Services LLC
Reorganization Department Reorganization Department 85 Reorganization Department
PO Box 3301 Challenger Road 120 Broadway
South Hackensack, NJ 07606 Mail Stop--Reorg 13th Floor
Ridgefield Park, NJ 07660 New York, NY 10271
By Facsimile Transmission:
(for eligible institutions only)
(201) 296-4293
Confirm Facsimile By Telephone:
(201) 296-4860
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN ONE
SET FORTH ABOVE OR TRANSMISSION OF INSTRUCTIONS VIA FACSIMILE TO A NUMBER OTHER
THAN THE FACSIMILE NUMBER SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY
TO THE DEPOSITARY.
THIS NOTICE OF GUARANTEED DELIVERY TO THE DEPOSITARY 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 OFFER TO
PURCHASE) UNDER THE INSTRUCTIONS THERETO, SUCH SIGNATURE GUARANTEES MUST APPEAR
IN THE APPLICABLE SPACE PROVIDED IN THE SIGNATURE BOX ON THE LETTER OF
TRANSMITTAL.
The Eligible Institution that completes this form must communicate the
guarantee to the Depositary and must deliver the Letter of Transmittal or an
Agent's Message (as defined in the Offer to Purchase) and certificates for
Shares to the Depositary within the time period shown herein. Failure to do so
could result in a financial loss to such Eligible Institution.
THE GUARANTEE ON THE REVERSE SIDE MUST BE COMPLETED.
Ladies and Gentlemen:
The undersigned hereby tenders to Diamondhead Acquisition Corporation,
a Delaware corporation and a wholly owned subsidiary of Cendant
Corporation, a Delaware corporation, upon the terms and subject to the
conditions set forth in the Offer to Purchase dated August 23, 2001 (the
"Offer to Purchase") and the related Letter of Transmittal (which,
together with any amendments or supplements thereto, constitute the
"Offer"), receipt of which is hereby acknowledged, the number of shares of
common stock, par value $0.001 per share, of Cheap Tickets, Inc., a
Delaware corporation (the "Company"), set forth below, pursuant to the
guaranteed delivery procedures set forth in the Offer to Purchase.
Name(s) of Record Holder(s): ______________________________________________
Number of Shares Tendered: ________________________________________________
Certificate No(s) (if available): _________________________________________
(please print)
Address(es): ______________________________________________________________
___________________________________________________________________________
(Zip Code)
[_]Check if securities will be tendered by book-entry transfer
Name of Tendering Institution: ____________________________________________
Area Code and Telephone No.(s): ___________________________________________
___________________________________________________________________________
Signature(s): _____________________________________________________________
Account No.: ______________________________________________________________
Dated: , 2001
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GUARANTEE
(Not to be used for signature guarantee)
The undersigned, a firm that is a participant in the Securities Transfer
Agents Medallion Program, or an "eligible guarantor institution" (as such
term is defined in Rule 17Ad-15 under the Securities Exchange Act of 1934,
as amended), hereby guarantees to deliver to the Depositary either the
certificates evidencing all tendered Shares, in proper form for transfer, or
to deliver Shares pursuant to the procedure for book-entry transfer into the
Depositary's account at The Depository Trust Company (the "Book-Entry
Transfer Facility"), in either case together with the Letter of Transmittal
(or a facsimile thereof) properly completed and duly executed, with any
required signature guarantees or an Agent's Message (as defined in the Offer
to Purchase) in the case of a book-entry delivery, and any other required
documents, all within three New York Stock Exchange trading days after the
date hereof.
Name of Firm: _______________________________________________________________
Address: ____________________________________________________________________
_____________________________________________________________________________
Zip Code
Area Code and Tel. No. ______________________________________________________
-----------------------------------------------------------------------------
(Authorized Signature)
Name: _______________________________________________________________________
(Please type or print)
-----------------------------------------------------------------------------
Title: ______________________________________________________________________
Date: , 2001
NOTE: DO NOT SEND CERTIFICATES FOR SHARES WITH THIS NOTICE. CERTIFICATES FOR
SHARES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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