Form: S-4

Registration of securities issued in business combination transactions

May 28, 2013

Documents

Exhibit 99.2

NOTICE OF GUARANTEED DELIVERY

THE HILLMAN GROUP, INC.

OFFER TO EXCHANGE

$65,000,000 AGGREGATE PRINCIPAL AMOUNT OF ITS

10.875% SENIOR NOTES DUE 2018 (CUSIP NUMBER 43162RAB0) WHICH HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED,

FOR A LIKE AGGREGATE PRINCIPAL AMOUNT OF ITS

10.875% SENIOR NOTES DUE 2018 (CUSIP NUMBERS 43162RAE4/U4328PAD0)

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 May     , 2013 (the “Prospectus”), if certificates for the outstanding $65,000,000 aggregate principal amount of its 10.875% Senior Notes due 2018 (CUSIP Numbers 43162RAE4/U4328PAD0) (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 Offer—Procedures for Tendering Initial Notes—Guaranteed 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):  

  

 
 

 
 

 
 

 

 

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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 Agent’s account at The Depository Trust Company pursuant to the procedures set forth in “The Exchange Offer—Procedures 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.

 

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