EX-99.2 17 d572958dex992.htm EX-99.2 EX-99.2

Exhibit 99.2

NOTICE OF GUARANTEED DELIVERY

Quiksilver, Inc.

QS Wholesale, Inc.

Offer to Exchange

$225,000,000 aggregate principal amount of their outstanding 10.000%

Senior Notes due 2020

(CUSIPs 74840D AC4 and U7487D AB1)

Issued on July 16, 2013

for

$225,000,000 aggregate principal amount of 10.000% Senior Notes due 2020 of

Quiksilver, Inc. and QS Wholesale, Inc.

(CUSIP 74840D AB6)

That Have Been Registered Under

the Securities Act of 1933, as Amended,

Pursuant to the Prospectus, dated             , 2013

 

THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M. NEW YORK CITY TIME, ON             , 2013, UNLESS THE ISSUERS EXTEND OR EARLIER TERMINATE THE EXCHANGE OFFER. IF THE ISSUERS EXTEND THE EXCHANGE OFFER, THE TERM “EXPIRATION DATE” MEANS THE LATEST TIME AND DATE TO WHICH THE EXCHANGE OFFER IS EXTENDED. TENDERS MAY BE WITHDRAWN PRIOR TO THE EXPIRATION DATE.

This form or one substantially equivalent hereto must be used to accept the offer (the “Exchange Offer”) of Quiksilver, Inc., a Delaware corporation (the “Company”), and QS Wholesale, Inc., a California corporation (“QS Wholesale” and, together with the Company, the “Issuers”), to exchange an aggregate principal amount of up to $225,000,000 of the Issuers’ 10.000% Senior Notes due 2020 (the “New Notes”) that have been registered under the Securities Act of 1933, as amended, for a like principal amount of the Issuers’ issued and outstanding 10.000% Senior Notes due 2020 (the “Old Notes”) from the registered holders thereof (the “Holders”), upon the terms and subject to the conditions set forth in the Prospectus, dated             , 2013 (the “Prospectus”) and the related Letter of Transmittal (the “Letter of Transmittal”), if certificates for 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 Wells Fargo Bank, National Association, as exchange agent (the “Exchange Agent”), prior to the Expiration Date. 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 the Expiration Date. Capitalized terms not defined herein shall have the respective meanings set forth in the Prospectus.

Delivery To: Wells Fargo Bank, National Association, Exchange Agent

By facsimile:

(For Eligible Institutions only):

(612) 667-9825

Confirmation:

(800) 344-5128

 

Registered & Certified Mail:   Regular Mail or Courier:   In Person by Hand Only:
Wells Fargo Bank, N.A.   Wells Fargo Bank, N.A.   Wells Fargo Bank, N.A.
Corporate Trust Operations   Corporate Trust Operations   Corporate Trust Services
MAC N9303-121   MAC N9303-121   Northstar East Building - 12th Floor
P.O. Box 1517   6th St & Marquette Avenue   608 Second Avenue South
Minneapolis, MN 55480   Minneapolis, MN 55479   Minneapolis, MN 55402

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 a “Eligible Institution” 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 Issuers the aggregate principal amount of Old Notes set forth below pursuant to the guaranteed delivery procedures described in “The Exchange Offer; Registration Rights Agreement—Guaranteed Delivery Procedures” section of the Prospectus.

 

 

   

Aggregate Principal Amount of Old Notes Tendered (must be in denominations of principal amount of $2,000 and integral multiples of $1,000 in excess of $2,000)

   

 

 
     

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        
   
      Date        
   
      Date        

Signature(s) of Owner(s)

or Authorized Signatory

     
   

 

     
Area Code and Telephone Number      
 
The Notice of Guaranteed Delivery must be signed by the registered holder(s) of the Old Notes certificate(s), 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 security position listing, and 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 Issuers, submit proper evidence satisfactory to the Issuers of such person’s authority to so act. Please print name(s) and address(es).
   

 

     
   

 

     
Name(s)      

             

 

             

Capacity      

 

     

 

     

 

     

 

     
Address(es)      
         
 

 

 

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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 Exchange 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; Registration Rights Agreement—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

 

Address

 
Zip Code

Area Code and Tel. No:                                                   

 

Authorized Signature

 

Title

Name:  

     

(Please Type or Print)

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.

 

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