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EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
TO TENDER FOR EXCHANGE
10.75% SENIOR SUBORDINATED NOTES DUE 2011
OF
PETCO ANIMAL SUPPLIES, INC.
PURSUANT TO THE PROSPECTUS DATED MAY , 2002
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THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK
CITY TIME ON JUNE , 2002, UNLESS EXTENDED (SUCH DATE AND TIME, AS THE
SAME MAY BE EXTENDED, THE "EXPIRATION DATE").
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THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
U.S. BANK N.A.
BY REGISTERED OR CERTIFIED MAIL, OVERNIGHT DELIVERY OR HAND DELIVERY:
U.S. Bank Trust Center
180 East Fifth Street
St. Paul, Minnesota 55101
Attention: Specialized Finance Department
BY FACSIMILE:
(651) 244-1537
Reference: PETCO Animal Supplies, Inc.
FOR INFORMATION OR
CONFIRMATION BY TELEPHONE:
(800) 934-6802
ORIGINALS OF ALL DOCUMENTS SENT BY FACSIMILE SHOULD BE PROMPTLY SENT TO THE
EXCHANGE AGENT BY REGISTERED OR CERTIFIED MAIL, BY HAND OR BY OVERNIGHT DELIVERY
SERVICE.
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN THE
ONE STATED ABOVE OR TRANSMISSION TO A FACSIMILE NUMBER OTHER THAN THE ONE STATED
ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
As set forth in the prospectus dated May , 2002 (as the same may be
amended or supplemented from time to time, the "Prospectus") of PETCO Animal
Supplies, Inc., a Delaware corporation ("PETCO"), and in the accompanying letter
of transmittal and instructions thereto (the "Letter of Transmittal"), this form
or one substantially equivalent hereto must be used to accept PETCO's offer (the
"Exchange Offer") to exchange $1,000 principal amount of its 10.75% Senior
Subordinated Notes due 2011 ("Exchange Notes"), which have been registered under
the Securities Act of 1933, as amended, for each $1,000 principal amount of its
outstanding 10.75% Senior Subordinated Notes due 2011 ("Old Notes"), if (1)
certificates representing Old Notes are not immediately available, (2) time will
not permit the Letter of Transmittal, certificates representing Old Notes and
all other required documents to reach U.S. Bank N.A. (the "Exchange Agent")
before the Expiration Date or (3) the procedures for book-entry transfer cannot
be completed before the Expiration Date. This form may be sent by hand delivery,
facsimile transmission or mail to the Exchange Agent at the address or facsimile
number stated above. See "The Exchange Offer--Procedures for Tendering" in the
Prospectus.
This form is not to be used to guarantee signatures. If a signature on the
Letter of Transmittal is required to be guaranteed by signature guarantor under
the instruction thereto, such signature guarantee must appear in the applicable
space provided in the Letter of Transmittal.
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Ladies and Gentlemen:
The undersigned hereby tenders to PETCO, upon the terms and subject to the
conditions set forth in the Prospectus, and the related Letter of Transmittal,
receipt of which are hereby acknowledged, the aggregate principal amount of Old
Notes set forth below pursuant to the guaranteed delivery procedures set forth
in the Prospectus under the caption "The Exchange Offer--Guaranteed Delivery
Procedures." By so tendering, the undersigned does hereby make, at and as of the
date hereof, the representations and warranties of a tendering holder of Old
Notes set forth in the Letter of Transmittal. The undersigned hereby authorizes
the Exchange Agent to deliver this notice of guaranteed delivery to PETCO with
respect to the Old Notes tendered pursuant to the Exchange Offer.
The undersigned understands that tenders of the Old Notes will be accepted
only in principal amounts equal to $1,000 or integral multiples thereof. The
undersigned also understands that tenders of the Old Notes pursuant to the
Exchange Offer may be withdrawn at any time before the Expiration Date. For a
withdrawal of a tender of Old Notes to be effective, it must be made in
accordance with the procedures set forth in the Prospectus under "The Exchange
Offer--Withdrawal Rights."
The undersigned understands that the exchange of any Exchange Notes for Old
Notes will be made only after timely receipt by the Exchange Agent of (1) the
certificates representing the tendered Old Notes, in proper form for transfer
(or a book-entry confirmation of the transfer of such Old Notes into the
Exchange Agent's account at The Depository Trust Company ("DTC")), and (2) a
Letter of Transmittal, or a copy thereof, properly completed and duly executed,
with any required signature guarantees and any other documents required by the
Letter of Transmittal, or a properly transmitted agent's message, within three
trading days after the execution hereof.
All authority conferred or agreed to be conferred by this notice of
guaranteed delivery shall not be affected by and shall survive the death,
bankruptcy or incapacity of the undersigned, and every obligation of the
undersigned hereunder shall be binding upon the heirs, personal representatives,
executors, administrators, successors, assigns, trustees in bankruptcy and other
legal representatives of the undersigned.
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PLEASE SIGN AND COMPLETE
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X ______________________________________________________________________________
X ______________________________________________________________________________
Signature(s) of Registered Holder(s)
or Authorized Signatory
Name(s) of Registered Holder(s):
________________________________________________________________________________
Total Principal Amount of Old Notes Tendered*:
$_______________________________________________________________________________
Certificate No.(s) of Old Notes (if available):
________________________________________________________________________________
* Must be in denominations of $1,000 and any integral multiple thereof. __
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Date: __________________________________________________________________________
Address: _______________________________________________________________________
________________________________________________________________________________
If Old Notes will be tendered by book-entry transfer, provide the following
information:
Name of Tendering Institution: _________________________________________________
DTC Account Number: ____________________________________________________________
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This notice of guaranteed delivery must be signed by the registered
holder(s) exactly as their name(s) appear(s) on the certificate(s) for the Old
Notes or on a security position listing as the holder of the Old Notes, or by
person(s) authorized to become the registered holder(s) by endorsement, bond
power or documents transmitted with this notice of guaranteed delivery. If
signature is by a trustee, executor, administrator, guardian, attorney-in-fact,
officer of a corporation or other person acting in a fiduciary or representative
capacity, such person must provide the following information.
PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s): _______________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
Capacity: ______________________________________________________________________
Address(es): ___________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
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THE GUARANTEE ON THE NEXT PAGE MUST BE COMPLETED.
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GUARANTEE
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a member of or participant in the Securities Transfer
Agents Medallion Program, the New York Stock Exchange Medallion Signature
Program, the Stock Exchange Medallion Program or a firm or other entity
identified in Rule 17Ad-15 under the Securities Exchange Act of 1934, as
amended, as an "eligible guarantor institution," hereby guarantees to deliver
the Old Notes to the Exchange Agent, either to its address set forth above or to
the Exchange Agent's account at DTC pursuant to the procedures for book-entry
transfer set forth in the Prospectus, within three trading days after the date
of execution of this notice of guaranteed delivery.
The eligible guarantor institution that completes this form must communicate
the guarantee to the Exchange Agent and must deliver the Letter of Transmittal,
or a properly transmitted agent's message, and Old Notes, or a book-entry
confirmation in the case of a book-entry transfer, to the Exchange Agent within
the time period described above. Failure to do so could result in a financial
loss to such eligible guarantor institution.
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<Table>
Name of Firm Authorized Signature
Address Name (Please Type or Print)
Zip Code Title
Area Code and Telephone No.: Dated:
</Table>
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NOTE: DO NOT SEND CERTIFICATES FOR OLD NOTES WITH THIS FORM.