EX-99.2 10 d656579dex992.htm EX-99.2 EX-99.2

Exhibit 99.2

NOTICE OF GUARANTEED DELIVERY

MALLINCKRODT INTERNATIONAL FINANCE S.A.

FOR OFFER TO EXCHANGE

$300,000,000 PRINCIPAL AMOUNT OF ITS 3.500% SENIOR NOTES DUE 2018, THE ISSUANCE OF WHICH HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED,

FOR

A LIKE PRINCIPAL AMOUNT OF 3.500% SENIOR NOTES DUE 2018

AND

$600,000,000 PRINCIPAL AMOUNT OF ITS 4.750% SENIOR NOTES DUE 2023, THE ISSUANCE OF WHICH HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED,

FOR

A LIKE PRINCIPAL AMOUNT OF 4.750% SENIOR NOTES DUE 2023

 

THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON                     , 2014 (THE “EXPIRATION DATE”) UNLESS EXTENDED.

Registered holders of outstanding 3.500% Senior Notes due 2018 and 4.750% Senior Notes due 2023 of Mallinckrodt International Finance S.A. (collectively, the “Outstanding Notes”) who wish to tender their Outstanding Notes in exchange for a like principal amount of new 3.500% Senior Notes due 2018 and 4.750% Senior Notes due 2023 (collectively, the “Exchange Notes”), respectively, and whose Outstanding Notes are not immediately available or who cannot deliver their Outstanding Notes and Letter of Transmittal (and any other documents required by the Letter of Transmittal) to Deutsche Bank Trust Company Americas (the “Exchange Agent”) prior to the Expiration Date, may use this Notice of Guaranteed Delivery or one substantially equivalent hereto. This Notice of Guaranteed Delivery may be delivered by hand or sent by facsimile transmission (receipt confirmed by telephone and an original delivered by guaranteed overnight courier) or mailed to the Exchange Agent. See “Exchange Offer—Methods of Delivery of Outstanding Notes—Guaranteed Delivery Procedures” in the Prospectus.

The Exchange Agent is:

DEUTSCHE BANK TRUST COMPANY AMERICAS

 

By mail, overnight mail or courier:

 

Deutsche Bank Trust Company Americas, as Exchange Agent

c/o DB Services Americas, Inc.

MS JCK01-0218

5022 Gate Parkway, Suite 200

Jacksonville, FL 32256

Attn: REORG Department

Telephone: (877) 843-9767

Email: DB.Reorg@db.com

    

By Facsimile

(for Eligible Institutions
Only)

 

(615) 866-3889

 

For Information or
Confirmation by

Telephone:

 

(877) 843-9767

Delivery of this Notice of Guaranteed Delivery to an address other than as set forth above or transmission via a facsimile transmission to a number other than as set forth above will not constitute a valid delivery.

This Notice of Guaranteed Delivery is not to be used to guarantee signatures. If a signature on a Letter of Transmittal is required to be guaranteed by an Eligible Guarantor Institution (as defined in the Prospectus), such signature guarantee must appear in the applicable space provided on the Letter of Transmittal for Guarantee of Signatures.


Ladies and Gentlemen:

The undersigned hereby tenders the principal amount of Outstanding Notes indicated below, upon the terms and subject to the conditions contained in the Prospectus dated                     , 2014 of Mallinckrodt International Finance S.A. (the “Prospectus”), receipt of which is hereby acknowledged.

 

DESCRIPTION OF OUTSTANDING NOTES TENDERED
Name of Tendering Holder   Name and address of
registered holder as
it appears on the
Outstanding Notes
(Please Print)
 

Certificate

Number(s) of

Outstanding Notes

Tendered (or

Account Number at
Book-Entry Facility)

 

Title of

Securities (i.e.,

3.500% Senior

Notes or 4.750%

Senior Notes)

 

Principal Amount

of Outstanding

Notes Tendered

                 
                 
                 
                 
                 

 

SIGN HERE

 

Name of Registered or Acting Holder:  

   

Signature(s):  

   

Name(s) (please print):  

   

Address:  

   

Telephone Number:  

   

Date:  

   
If Outstanding Notes will be tendered by book-entry transfer, provide the following information:

DTC Account Number:  

   

Date:  

   
 
 

 

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THE FOLLOWING GUARANTEE MUST BE COMPLETED

GUARANTEE OF DELIVERY

(Not to be used for signature guarantee)

The undersigned, a member of a recognized signature guarantee medallion program within the meaning of Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended, hereby guarantees to deliver to the Exchange Agent at its address set forth on the reverse hereof, the certificates representing the Outstanding Notes (or a confirmation of book-entry transfer of such Outstanding Notes into the Exchange Agent’s account at the book-entry transfer facility), together with a properly completed and duly executed Letter of Transmittal (or facsimile thereof), with any required signature guarantees, and any other documents required by the Letter of Transmittal within three business days after the Expiration Date (as defined in the Letter of Transmittal).

 

Name of Firm:     
        
     (Authorized Signature)
Address:      Title:
        
      

Name:

 

(Zip Code)      (Please type or print)
Area Code and Telephone No.:     
     Date:
        

NOTE:

 

DO NOT SEND OUTSTANDING NOTES WITH THIS NOTICE OF GUARANTEED DELIVERY. OUTSTANDING NOTES SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.

 

 

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