EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
GENERAL NUTRITION CENTERS, INC.
OFFER TO EXCHANGE ALL OUTSTANDING
8 1/2% SENIOR SUBORDINATED NOTES DUE 2010
FOR
8 1/2% SENIOR SUBORDINATED NOTES DUE 2010
THAT HAVE BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED,
PURSUANT TO THE PROSPECTUS, DATED , 2004
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M. NEW YORK CITY TIME,
ON , 2004, UNLESS EXTENDED (THE "EXPIRATION DATE"). TENDERS MAY BE
WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
This form or one substantially equivalent hereto must be used to accept
the Exchange Offer of General Nutrition Centers, Inc. (the "Company") made
pursuant to the Prospectus, dated , 2004 (the "Prospectus"), if
certificates for the outstanding 8 1/2% Senior Subordinated Notes due 2010 of
the Company (the "Old Notes") 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 U.S. Bank National Association, as
exchange agent (the "Exchange Agent") 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 facsimile transmission, mail or hand delivery to 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 or
Agent's Message in lieu 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 shall have the respective meanings ascribed to them in
the Prospectus.
DELIVERY TO: U.S. BANK NATIONAL ASSOCIATION, EXCHANGE AGENT
By Hand, Overnight Delivery or by Mail:
60 Livingston Avenue
St. Paul, Minnesota 55107-2292
Attention: Specialized Finance
By Facsimile Transmission
(for Eligible Institutions only):
651-495-8097
Confirm by Telephone:
800-934-6802
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH
ABOVE, OR TRANSMISSION OF THIS INSTRUMENT VIA FACSIMILE OTHER THAN AS SET FORTH
ABOVE, WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice is not to be used to guarantee signatures. If a signature
on a Letter of Transmittal is required to be guaranteed by an "Medallion
Signature Guarantor" under the instructions thereto, such signature guarantee
must appear in the applicable space provided in the signature box on the Letter
of Transmittal.
Ladies and Gentlemen:
Upon the terms and conditions set forth in the Prospectus and the
accompanying Letter of Transmittal, receipt of which the undersigned hereby
acknowledges, the undersigned hereby tenders to the Company the aggregate
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.
Aggregate Principal Amount of Old Notes Tendered (must be in integral multiples
of $1,000)
________________________________________________________________________________
Name(s) of Holders
________________________________________________________________________________
Name of Eligible Guarantor Institution Guaranteeing Delivery
Provide the following information for Old Notes certificates to be delivered to
the Exchange Agent:
________________________________________________________________________________
Name of Tendering Institution
________________________________________________________________________________
DTC Account Number
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
________________________________________________________________________________
X
________________________________________________________________________________
Signature(s) of Owner(s) or Authorized Signatory Date
________________________________________________________________________________
Area Code and Telephone Number
The Notice of Guaranteed Delivery must be signed by the registered holder(s) of
the Old Notes, or if signed by a person other than the registered holder(s) of
any certificate(s), such certificate(s) must be endorsed or accompanied by
appropriate bond powers, in either case, signed exactly as its (their) name(s)
appear(s) on certificate(s) or on a position listing, and security such
certificate(s) must be guaranteed by an Eligible Institution. 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 set forth his or her full title below and, unless waived by the
Company, submit proper evidence satisfactory to the Company of such person's
authority to so act. Please print name(s) and address(es).
________________________________________________________________________________
Name(s):
________________________________________________________________________________
Capacity:
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
________________________________________________________________________________
Address(es):
GUARANTEE
(Not to be Used for Signature Guarantees)
The undersigned, a financial institution (including most banks, savings
and loan associations and brokerage houses) that is a participant in the
Securities Transfer Agents Medallion Program, the New York Stock Exchange
Medallion Signature Program or the Stock Exchanges Medallion Program, 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
one or more properly and duly executed Letters of Transmittal, or facsimile
thereof or Agent's Message in lieu thereof, and 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 Expiration Date.
_________________________________ ________________________________________
Name of Firm Authorized Signature
_________________________________ ________________________________________
Address Title
_________________________________ Name: __________________________________
Zip Code (Please Type of Print)
Area Code and Tel. No.___________ Dated: _________________________________
NOTE: DO NOT SEND THE PHYSICAL CERTIFICATES REPRESENTING OLD NOTES WITH THIS
NOTICE. SUCH PHYSICAL CERTIFICATES SHOULD BE SENT TO THE EXCHANGE AGENT,
TOGETHER WITH A COPY OF YOUR PREVIOUSLY EXECUTED LETTER OF TRANSMITTAL.