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EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY FOR
FEDDERS NORTH AMERICA, INC.
This form or one substantially equivalent hereto must be used to accept the
Exchange Offer of Fedders North America, Inc. (the "Company") made pursuant to
the Prospectus, dated , 1999 (the "Prospectus"), if certificates
for the outstanding 9 3/8% Senior Subordinated Notes due 2007 (the "Old Notes")
of the Company are not immediately available or if the procedure for book-entry
transfer cannot be completed on a timely basis or time will not permit all
required documents to reach the Company prior to 5:00 p.m., New York City time,
on the Expiration Date of the Exchange Offer. Such form may be delivered or
transmitted by telegram, telex, facsimile transmission, mail or hand delivery to
State Street Bank and Trust Company (the "Exchange Agent") as set forth below.
In addition, in order to utilize the guaranteed delivery procedure to tender Old
Notes pursuant to the Exchange Offer, a completed, signed and dated Letter of
Transmittal (or facsimile thereof) must also be received by the Exchange Agent
prior to 5:00 p.m., New York City time, on the Expiration Date. Capitalized
terms not defined herein are defined in the Prospectus.
Delivery To: STATE STREET BANK AND TRUST COMPANY, Exchange Agent
By Mail: By Facsimile: By Overnight Courier or Hand:
State Street Bank and Trust
State Street Bank and Trust 617-662-1525 Company
Company 2 Avenue de Lafayette
2 Avenue de Lafayette Confirm by Telephone: Corporate Trust Department, 5th
Corporate Trust Department, 5th 617-662-1452 Floor
Floor Boston, MA 02111
Boston, MA 02111 Attn: Elijah MacKenzie
Attn: Elijah MacKenzie
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE, OR
TRANSMISSION OF INSTRUCTIONS VIA FACSIMILE OTHER THAN AS SET FORTH ABOVE, WILL
NOT CONSTITUTE A VALID DELIVERY.
Ladies and Gentlemen:
Upon the terms and conditions set forth in the Prospectus and the
accompanying Letter of Transmittal, the undersigned hereby tenders to the
Company the principal amount of Old Notes set forth below, pursuant to the
guaranteed delivery procedure described in "The Exchange Offer -- Guaranteed
Delivery Procedures" section of the Prospectus.
Principal Amount of Old Notes Tendered:* If Old Notes will be delivered by book-entry
transfer to The Depository Trust Company, provide
$ account number
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Certificate Nos. (if available): Account Number
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Total Principal Amount Represented by Original
Notes Certificate(s):
$
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* Must be in denomination of principal amount at maturity of $1,000 and any
integral multiple thereof.
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ALL AUTHORITY HEREIN CONFERRED OR AGREED TO BE CONFERRED SHALL SURVIVE THE
DEATH OR INCAPACITY OF THE UNDERSIGNED AND EVERY OBLIGATION OF THE UNDERSIGNED
HEREUNDER SHALL BE BINDING UPON THE HEIRS, PERSONAL REPRESENTATIVES, SUCCESSORS
AND ASSIGNS OF THE UNDERSIGNED.
PLEASE SIGN HERE
X
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X
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SIGNATURE(S) OF OWNER(S) DATE
OR AUTHORIZED SIGNATORY
Area Code and Telephone Number:
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Must be signed by the holder(s) of Old Notes as their name(s) appear(s) on
certificates for Old Notes or on a security position listing, or by person(s)
authorized to become registered holder(s) by endorsement and documents
transmitted with this Notice of Guaranteed Delivery. If signature is by a
trustee, executor, administrator, guardian, attorney-in-fact, officer or other
person acting in a fiduciary or representative capacity, such person must set
forth his or her full title below.
PLEASE PRINT NAME(S) AND ADDRESS(ES)
NAME(S):
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CAPACITY:
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ADDRESS(ES):
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GUARANTEE
The undersigned, a member of a registered national securities exchange, or
a member of the National Association of Securities Dealers, Inc., or a
commercial bank or trust company having an office or correspondent in the United
States, hereby guarantees that the certificates representing the principal
amount of Old Notes tendered hereby in proper form for transfer, or timely
confirmation of the book-entry transfer of such Old Notes into the Exchange
Agent's account at The Depository Trust Company pursuant to the procedures set
forth in "The Exchange Offer--Guaranteed Delivery Procedures" section of the
Prospectus, together with a properly completed and duly executed Letter of
Transmittal (or a manually signed facsimile thereof) with any required signature
guarantee and any other documents required by the Letter of Transmittal, will be
received by the Exchange Agent at the address set forth above, no later than
three New York Stock Exchange trading days after the date of execution hereof.
Name of Firm:
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Address:
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(ZIP CODE)
Area Code and
Telephone No.:
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(AUTHORIZED SIGNATURE)
Name:
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(PLEASE TYPE OR PRINT)
Title:
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Dated: , 1999
NOTE: DO NOT SEND CERTIFICATES FOR OLD NOTES WITH THIS FORM.
CERTIFICATES FOR OLD NOTES SHOULD ONLY BE SENT WITH YOUR
LETTER OF TRANSMITTAL.
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