EX-99.2 FORM OF NOTICE OF GUARANTEED DELIVERY
Published on September 11, 2009
Exhibit 99.2
NOVELIS INC.
Exchange Offer
to holders of its
111/2% Senior
Notes due 2015
NOTICE OF GUARANTEED
DELIVERY
As set forth in (i) the Prospectus,
dated ,
2009 (the Prospectus), of Novelis Inc. (the
Issuer) and Novelis Corporation, Eurofoil Inc.
(USA), Novelis PAE Corporation, Aluminum Upstream Holdings LLC,
Novelis Brand LLC, Novelis South America Holdings LLC, Novelis
Cast House Technology Ltd., Novelis No. 1 Limited
Partnership, 4260848 Canada Inc., 4260856 Canada Inc., Novelis
Europe Holdings Ltd., Novelis UK Ltd., Novelis Services Limited,
Novelis do Brasil Ltda., Novelis AG, Novelis Switzerland S.A.,
Novelis Technology AG, Novelis Aluminium Holding Company,
Novelis Deutschland GmbH, Novelis Luxembourg S.A., Novelis PAE
S.A.S., Novelis Madeira, Unipessoal, Lda (together, the
Guarantors) under The Exchange
Offer Exchange Offer Procedures and
(ii) the Letter of Transmittal (the Letter of
Transmittal) relating to the offer by the Issuer and the
Guarantors to exchange up to $185,000,000 in principal amount of
the Issuers new
111/2% Senior
Notes due 2015 for $185,000,000 in principal amount of the
Issuers
111/2% Senior
Notes due 2015 (the Old Notes), which Old Notes were
issued and sold in transactions exempt from registration under
the Securities Act of 1933, as amended, this form or one
substantially equivalent hereto must be used to accept the offer
of the Issuer and the Guarantors if: (i) certificates for
the Old Notes are not immediately available or (ii) time
will not permit all required documents to reach the Exchange
Agent (as defined below) on or prior to the expiration date of
the Exchange Offer (as defined below and as described in the
Prospectus). Such form may be delivered by telegram, facsimile
transmission, mail or hand to the Exchange Agent.
To: The
Bank of New York Mellon Trust Company, N.A. (the
Exchange Agent)
By
Facsimile:
212-298-1915
212-298-1915
Confirm
by Telephone:
212-815-3738
212-815-3738
By Mail,
Hand or Courier:
The Bank of
New York Mellon
Corporate Trust Operations
Reorganization Unit
101 Barclay Street 7 East
New York, NY 10286
Attn: Mrs. Evangeline R. Gonzales
Corporate Trust Operations
Reorganization Unit
101 Barclay Street 7 East
New York, NY 10286
Attn: Mrs. Evangeline R. Gonzales
For
information on other offices or agencies of the Exchange Agent
where Old
Notes may be presented for exchange, please call the telephone number listed above.
Notes may be presented for exchange, please call the telephone number listed above.
Delivery
of this instrument to an address other than as set forth
above
or as indicated upon contacting the Exchange Agent at the telephone number
set forth above, or transmittal of this instrument to a facsimile number other
than as set forth above or as indicated upon contacting the Exchange Agent at the
telephone number set forth above, does not constitute a valid delivery.
or as indicated upon contacting the Exchange Agent at the telephone number
set forth above, or transmittal of this instrument to a facsimile number other
than as set forth above or as indicated upon contacting the Exchange Agent at the
telephone number set forth above, does not constitute a valid delivery.
Notwithstanding
anything contained in this Notice of Guaranteed Delivery or in
the related
Letter of Transmittal, tenders can only be made
through ATOP by DTC participants and Letters of Transmittal can only be accepted by
means of an Agents Message.
Letter of Transmittal, tenders can only be made
through ATOP by DTC participants and Letters of Transmittal can only be accepted by
means of an Agents Message.
Ladies and Gentlemen:
The undersigned hereby tenders to the Issuer and the Guarantors,
upon the terms and conditions set forth in the Prospectus and
the Letter of Transmittal (which together constitute the
Exchange Offer), receipt of which are hereby
acknowledged, the principal amount of Old Notes set forth below
pursuant to the guaranteed delivery procedure described in the
Prospectus and the Letter of Transmittal.
Principal Amount of Old Notes Tendered: |
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Certificate Nos. (if available):
Total Principal Amount Represented by
Old Notes Certificate(s):
Old Notes Certificate(s):
Account Number:
Name(s) in which Old Notes Registered:
Date: |
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Sign Here
Signature (s): |
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Please Print the Following Information
Name (s): |
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Address (es): |
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Area Code and Tel. No (s).: |
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GUARANTEE
The undersigned, a bank, broker, dealer, credit union, savings
association or other entity which is a member in good standing
of a recognized signature medallion program approved by the
Securities Transfer Association Inc., including the Securities
Transfer Agents Medallion Program (STAMP), the Stock Exchange
Medallion Program (SEMP) and the New York Stock Exchange
Medallion Program (MSP), or any other eligible guarantor
institution within the meaning of
Rule 17Ad-15
under the Securities Exchange Act of 1934, as amended, hereby
guarantees delivery to the Exchange Agent of certificates
tendered hereby, in proper form for transfer, or delivery of
such certificates pursuant to the procedure for book-entry
transfer, in either case with delivery of a properly completed
and duly executed Letter of Transmittal (or facsimile thereof)
and any other required documents, is being made within three New
York Stock Exchange trading days after the date of execution of
a Notice of Guaranteed Delivery of the above-named person.
Name of Firm: |
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Authorized Signature: |
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Number and Street or P.O. Box: |
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City: | State: | Zip Code: |
Area Code and Tel. No.: |
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Dated:
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