FORM OF NOTICE OF GUARANTEED DELIVERY
Published on July 13, 2011
Exhibit 99.2
NOTICE OF GUARANTEED DELIVERY
THE HILLMAN GROUP, INC.
OFFER TO EXCHANGE
$50,000,000 AGGREGATE PRINCIPAL AMOUNT OF ITS
10.875% SENIOR NOTES DUE 2018 (CUSIP NUMBER 43162RAB0) WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
FOR A LIKE AGGREGATE PRINCIPAL AMOUNT OF ITS
10.875% SENIOR NOTES DUE 2018 (CUSIP NUMBERS 43162RAC8/U4328PAB4)
This form or one substantially equivalent hereto must be used to accept the Exchange Offer of The Hillman Group, Inc. (the Company) made pursuant to the prospectus dated July , 2011 (the Prospectus), if certificates for the outstanding $50,000,000 aggregate principal amount of its 10.875% Senior Notes due 2018 (CUSIP Numbers 43162RAC8/U4328PAB4) (the Initial Notes) are not immediately available, if the procedure for book-entry transfer cannot be completed on a timely basis or time will not permit your notes or other required documents to reach the Company prior to the Expiration Date of the Exchange Offer. Such form may be delivered or transmitted by facsimile transmission, mail or hand delivery to Wells Fargo Bank, National Association (the Exchange Agent) as set forth below. In addition, in order to utilize the guaranteed delivery, a 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. Certificates for all tendered Initial Notes in proper form for transfer or a book-entry confirmation, as the case may be, and all other documents required by the Letter of Transmittal must be received by the Exchange Agent within three New York Stock Exchange trading days after the Expiration Date. Capitalized terms not defined herein are defined in the Prospectus.
Delivery to:
Wells Fargo Bank, National Association
Exchange Agent
By Registered or Certified Mail: Wells Fargo Bank, National Association Corporate Trust Operations MAC N9303-121 PO Box 1517 Minneapolis, MN 55480 |
By Regular Mail or Overnight Courier: Wells Fargo Bank, National Association Corporate Trust Operations MAC N9303-121 Sixth & Marquette Avenue Minneapolis, MN 55479 |
In Person by Hand: Wells Fargo Bank, National Association 12th Floor-Northstar East Building Corporate Trust Operations 608 Second Avenue South Minneapolis, MN 55479 |
By Facsimile:
[For Eligible Institutions only]
(612) 667-6282
For Information or Confirmation by Telephone:
(800) 344-5128
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 Initial Notes set forth below, pursuant to the guaranteed delivery procedure described in The Exchange OfferProcedures for Tendering Initial NotesGuaranteed Delivery Procedure section of the Prospectus.
Principal Amount of Initial Notes
Tendered1
$ |
|
|||||
Certificate Nos. (if available): |
||||||
|
||||||
Total Principal Amount Represented by Initial Notes Certificate(s): |
If Initial Notes will be delivered by book-entry transfer to The Depository Trust Company, provide account number. |
|||||
$ |
|
Account Number |
|
ANY 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: |
Must be signed by the holder(s) of Initial Notes as their name(s) appear(s) on certificate(s) for Initial 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.
1 | Must be in denominations of $2,000 principal amount and integral multiples of $1,000 in excess thereof. |
2
PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s): |
|
|
|
||
Capacity: |
|
|
Address(es): |
|
|
|
||
|
||
|
3
GUARANTEE
The undersigned, a member of a registered national securities exchange or of the Financial Industry Regulatory Authority, a commercial bank or trust company having an office or correspondent in the United States, or an eligible guarantor institution within the meaning of Rule 17Ad-15 under the Exchange Act hereby guarantees that the certificates representing the principal amount of Initial Notes tendered hereby in proper form for transfer, or timely confirmation of the book-entry transfer of such Initial Notes into the Exchange Agents account at The Depository Trust Company pursuant to the procedures set forth in The Exchange OfferProcedures for Tendering Initial Notes 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, within three New York Stock Exchange trading days after the Expiration Date.
|
|
|||||||
Name of Firm |
Authorized Signature | |||||||
|
|
|||||||
Address |
Title | |||||||
|
Name: |
|
||||||
Zip Code |
(Please Type or Print) | |||||||
Area Code and Tel. No. |
|
Dated: |
|
NOTE: | DO NOT SEND CERTIFICATES FOR INITIAL NOTES WITH THIS FORM. CERTIFICATES FOR INITIAL NOTES SHOULD ONLY BE SENT WITH YOUR LETTER OF TRANSMITTAL. |
4