- Track your favorite companies
- Receive email alerts for new filings
- Personalized dashboard of news and more
- Access all data and search results
- S-4 Registration of securities issued in business combination transactions
- 3.3 EX-3.3
- 3.4 EX-3.4
- 3.5 EX-3.5
- 3.6 EX-3.6
- 3.7 EX-3.7
- 3.8 EX-3.8
- 3.9 EX-3.9
- 3.10 EX-3.10
- 3.11 EX-3.11
- 3.12 EX-3.12
- 3.13 EX-3.13
- 3.14 EX-3.14
- 3.15 EX-3.15
- 3.16 EX-3.16
- 3.17 EX-3.17
- 3.18 EX-3.18
- 3.19 EX-3.19
- 3.20 EX-3.20
- 3.21 EX-3.21
- 3.22 EX-3.22
- 3.23 EX-3.23
- 3.24 EX-3.24
- 3.25 EX-3.25
- 3.26 EX-3.26
- 3.27 EX-3.27
- 3.28 EX-3.28
- 3.29 EX-3.29
- 3.30 EX-3.30
- 3.31 EX-3.31
- 3.32 EX-3.32
- 3.33 EX-3.33
- 3.34 EX-3.34
- 3.35 EX-3.35
- 3.36 EX-3.36
- 3.37 EX-3.37
- 3.38 EX-3.38
- 3.39 EX-3.39
- 3.40 EX-3.40
- 3.41 EX-3.41
- 3.42 EX-3.42
- 3.43 EX-3.43
- 3.44 EX-3.44
- 3.45 EX-3.45
- 3.46 EX-3.46
- 3.47 EX-3.47
- 3.48 EX-3.48
- 3.49 EX-3.49
- 3.50 EX-3.50
- 3.51 EX-3.51
- 3.52 EX-3.52
- 3.53 EX-3.53
- 3.54 EX-3.54
- 3.55 EX-3.55
- 3.56 EX-3.56
- 3.57 EX-3.57
- 3.58 EX-3.58
- 3.59 EX-3.59
- 3.60 EX-3.60
- 3.61 EX-3.61
- 3.62 EX-3.62
- 3.63 EX-3.63
- 3.64 EX-3.64
- 3.65 EX-3.65
- 3.66 EX-3.66
- 3.67 EX-3.67
- 3.68 EX-3.68
- 3.69 EX-3.69
- 3.70 EX-3.70
- 3.71 EX-3.71
- 3.72 EX-3.72
- 3.73 EX-3.73
- 3.74 EX-3.74
- 3.75 EX-3.75
- 3.76 EX-3.76
- 3.77 EX-3.77
- 3.78 EX-3.78
- 3.79 EX-3.79
- 3.80 EX-3.80
- 3.81 EX-3.81
- 3.82 EX-3.82
- 3.83 EX-3.83
- 3.84 EX-3.84
- 3.85 EX-3.85
- 3.86 EX-3.86
- 3.87 EX-3.87
- 3.88 EX-3.88
- 3.89 EX-3.89
- 3.90 EX-3.90
- 3.91 EX-3.91
- 3.92 EX-3.92
- 3.93 EX-3.93
- 3.94 EX-3.94
- 3.95 EX-3.95
- 3.96 EX-3.96
- 3.97 EX-3.97
- 3.98 EX-3.98
- 3.99 EX-3.99
- 3.100 EX-3.100
- 3.101 EX-3.101
- 3.102 EX-3.102
- 3.103 EX-3.103
- 3.104 EX-3.104
- 3.105 EX-3.105
- 3.106 EX-3.106
- 3.107 EX-3.107
- 3.108 EX-3.108
- 3.109 EX-3.109
- 3.110 EX-3.110
- 3.111 EX-3.111
- 3.112 EX-3.112
- 3.113 EX-3.113
- 3.114 EX-3.114
- 3.115 EX-3.115
- 3.116 EX-3.116
- 3.117 EX-3.117
- 3.118 EX-3.118
- 3.119 EX-3.119
- 3.120 EX-3.120
- 3.121 EX-3.121
- 3.122 EX-3.122
- 3.123 EX-3.123
- 3.124 EX-3.124
- 3.125 EX-3.125
- 3.126 EX-3.126
- 3.127 EX-3.127
- 3.128 EX-3.128
- 3.129 EX-3.129
- 3.130 EX-3.130
- 3.131 EX-3.131
- 3.132 EX-3.132
- 3.133 EX-3.133
- 3.134 EX-3.134
- 3.135 EX-3.135
- 3.136 EX-3.136
- 3.137 EX-3.137
- 3.138 EX-3.138
- 3.139 EX-3.139
- 3.140 EX-3.140
- 3.141 EX-3.141
- 3.142 EX-3.142
- 3.143 EX-3.143
- 3.144 EX-3.144
- 3.145 EX-3.145
- 3.146 EX-3.146
- 3.147 EX-3.147
- 3.148 EX-3.148
- 3.149 EX-3.149
- 3.150 EX-3.150
- 3.151 EX-3.151
- 3.152 EX-3.152
- 3.153 EX-3.153
- 3.154 EX-3.154
- 3.155 EX-3.155
- 3.156 EX-3.156
- 3.157 EX-3.157
- 3.158 EX-3.158
- 3.159 EX-3.159
- 3.160 EX-3.160
- 3.161 EX-3.161
- 3.162 EX-3.162
- 3.163 EX-3.163
- 3.164 EX-3.164
- 3.165 EX-3.165
- 3.166 EX-3.166
- 3.167 EX-3.167
- 3.168 EX-3.168
- 3.169 EX-3.169
- 3.170 EX-3.170
- 3.171 EX-3.171
- 3.172 EX-3.172
- 3.173 EX-3.173
- 3.174 EX-3.174
- 3.175 EX-3.175
- 3.176 EX-3.176
- 3.177 EX-3.177
- 3.178 EX-3.178
- 3.179 EX-3.179
- 3.180 EX-3.180
- 3.181 EX-3.181
- 3.182 EX-3.182
- 3.183 EX-3.183
- 3.184 EX-3.184
- 3.185 EX-3.185
- 3.186 EX-3.186
- 3.187 EX-3.187
- 3.188 EX-3.188
- 3.189 EX-3.189
- 3.190 EX-3.190
- 3.191 EX-3.191
- 3.192 EX-3.192
- 3.193 EX-3.193
- 3.194 EX-3.194
- 3.195 EX-3.195
- 3.196 EX-3.196
- 3.197 EX-3.197
- 3.198 EX-3.198
- 3.199 EX-3.199
- 3.200 EX-3.200
- 3.201 EX-3.201
- 3.202 EX-3.202
- 3.203 EX-3.203
- 3.204 EX-3.204
- 3.205 EX-3.205
- 3.206 EX-3.206
- 3.207 EX-3.207
- 3.208 EX-3.208
- 3.209 EX-3.209
- 3.210 EX-3.210
- 3.211 EX-3.211
- 3.212 EX-3.212
- 3.213 EX-3.213
- 3.214 EX-3.214
- 3.215 EX-3.215
- 3.216 EX-3.216
- 3.217 EX-3.217
- 3.218 EX-3.218
- 3.219 EX-3.219
- 3.220 EX-3.220
- 3.221 EX-3.221
- 3.222 EX-3.222
- 3.223 EX-3.223
- 3.224 EX-3.224
- 3.225 EX-3.225
- 3.226 EX-3.226
- 3.227 EX-3.227
- 3.228 EX-3.228
- 3.229 EX-3.229
- 3.230 EX-3.230
- 3.231 EX-3.231
- 3.232 EX-3.232
- 3.233 EX-3.233
- 3.234 EX-3.234
- 3.235 EX-3.235
- 3.236 EX-3.236
- 3.237 EX-3.237
- 3.238 EX-3.238
- 3.239 EX-3.239
- 3.240 EX-3.240
- 3.241 EX-3.241
- 3.242 EX-3.242
- 5.1 EX-5.1
- 5.2 EX-5.2
- 5.3 EX-5.3
- 5.4 EX-5.4
- 5.5 EX-5.5
- 5.6 EX-5.6
- 5.7 EX-5.7
- 5.8 EX-5.8
- 5.9 EX-5.9
- 5.10 EX-5.10
- 5.11 EX-5.11
- 5.12 EX-5.12
- 5.13 EX-5.13
- 5.14 EX-5.14
- 5.15 EX-5.15
- 5.16 EX-5.16
- 5.17 EX-5.17
- 12.1 EX-12.1
- 21.1 EX-21.1
- 23.1 EX-23.1
- 25.1 EX-25.1
- 99.1 EX-99.1
- 99.2 EX-99.2
- 99.3 EX-99.3
- 99.4 EX-99.4
- 99.5 EX-99.5
- 27 Sep 11 Registration of securities issued in business combination transactions
- 2 Dec 05 Registration of securities issued in business combination transactions (amended)
- 23 Nov 05 Registration of securities issued in business combination transactions (amended)
- 11 Oct 05 Registration of securities issued in business combination transactions
QuickLinks -- Click here to rapidly navigate through this document
EMERGENCY MEDICAL SERVICES CORPORATION
OFFER TO EXCHANGE
ANY AND ALL OUTSTANDING
8.125% Senior Notes due 2019
for
a Like Principal Amount of Corresponding New Notes
Registered Under the Securities Act of 1933, as amended (the "Securities Act")
This Notice of Guaranteed Delivery, or one substantially equivalent to this form, must be used to accept the Exchange Offer (as defined below) if (i) certificates for the Company's issued and outstanding 8.125% Senior Notes due 2019 (the "Old Notes") to be tendered are not immediately available, (ii) the Old Notes, together with the Letter of Transmittal (or facsimile thereof), or an Agent's Message in lieu thereof, and all other required documents cannot be delivered to Wilmington Trust, National Association (the "Exchange Agent") on or prior to the Expiration Date, as defined below, or (iii) the procedure for book-entry transfer cannot be completed prior to the Expiration Date. This Notice of Guaranteed Delivery, or an appropriate Agent's Message with respect to guaranteed delivery in lieu thereof, may be delivered by hand, overnight courier or mail, or facsimile transmission, to the Exchange Agent. See "The Exchange Offer—Guaranteed Delivery Procedures" in the Prospectus. 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 relating to the Old Notes (or facsimile thereof), or an appropriate Agent's Message in lieu thereof, must also be actually received by the Exchange Agent prior to the Expiration Date. Terms not defined herein have the meanings assigned to them in the Prospectus.
THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT P.M., NEW YORK CITY TIME, ON , 2011 (THE "EXPIRATION DATE") UNLESS THE OFFER IS EXTENDED, IN WHICH CASE "EXPIRATION DATE" MEANS THE LATEST DATE AND TIME TO WHICH THE EXCHANGE OFFER IS EXTENDED. TENDERS MAY BE WITHDRAWN PRIOR TO THE EXPIRATION DATE. | ||||
The Exchange Agent for the Exchange Offer is: WILMINGTON TRUST, NATIONAL ASSOCIATION
By Registered or Certified Mail: | By Regular Mail or Overnight Courier: | In Person by Hand Only: | ||
Wilmington Trust, National Association c/o Wilmington Trust Company Corporate Capital Markets Rodney Square North 1100 North Market Street Wilmington, Delaware 19890-1626 Attention: Sam Hamed | Wilmington Trust, National Association c/o Wilmington Trust Company Corporate Capital Markets Rodney Square North 1100 North Market Street Wilmington, DE 19890-1626 Attention: Sam Hamed | Wilmington Trust, National Association c/o Wilmington Trust Company Corporate Capital Markets Rodney Square North 1100 North Market Street Wilmington, DE 19890-1626 Attention: Sam Hamed | ||
By Facsimile: (for Eligible Institutions only) (302) 636-4139 Attn: Sam Hamed | For Information or Confirmation by Telephone: (302) 636-6181 Attn: Sam Hamed |
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN THE ADDRESS OF THE EXCHANGE AGENT AS SET FORTH ABOVE OR TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY VIA FACSIMILE TO A
NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY. DELIVERY WILL BE DEEMED MADE ONLY WHEN ALL REQUIRED DOCUMENTATION IS ACTUALLY RECEIVED BY THE EXCHANGE AGENT. DELIVERY OF DOCUMENTS OR INSTRUCTIONS TO THE DEPOSITORY TRUST COMPANY ("DTC") DOES NOT CONSTITUTE DELIVERY TO THE EXCHANGE AGENT.
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 INSTITUTION UNDER THE INSTRUCTIONS THERETO, SUCH SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE PROVIDED IN THE SIGNATURE BOX ON THE LETTER OF TRANSMITTAL.
2
Ladies and Gentlemen:
The undersigned hereby tenders to Emergency Medical Services Corporation (the "Company"), upon the terms and subject to the conditions set forth in the Prospectus dated , 2011 (as the same may be amended or supplemented from time to time, the "Prospectus"), and the related Letter of Transmittal (which together constitute the "Exchange Offer"), receipt of which is hereby acknowledged, the aggregate principal amount of Old Notes set forth below pursuant to the guaranteed delivery procedures set forth in the Prospectus under the caption "The Exchange Offer—Guaranteed Delivery Procedures."
Aggregate Principal Amount | Name(s) of Registered Holder(s): | |||||
Amount Tendered: | $ | * | ||||||||
Certificate No.(s) (if available): | ||
$ | ||
(TOTAL PRINCIPAL AMOUNT REPRESENTED BY NOTES CERTIFICATE(S)) |
- *
- Must be in minimum denominations of $2,000 and in integral multiples of $1,000 in excess thereof.
If Old Notes will be tendered by book-entry transfer, provide the following information:
DTC Account Number: | ||
Date: | ||
All authority herein conferred or agreed to be conferred shall survive and shall not be affected by the death or incapacity of the undersigned, and every obligation of the undersigned hereunder shall be binding upon the heirs, executors, personal representatives, trustees in bankruptcy, legal representatives, successors and assigns of the undersigned.
x | x | |||||
x | x | |||||
Signature(s) of Holder(s) or Authorized Signatory | Date |
Area Code and Telephone Number: | ||
Must be signed by the Holder(s) of the Old Notes as their name(s) appear(s) on certificates for Old 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 corporation or other person acting in a fiduciary or representative capacity, such person must so indicate when signing and set forth such person's full title below and, unless waived by the Company, submit proper evidence satisfactory to the Company of such person's authority to so act.
3
PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s): | ||
Capacity: | ||
Address(es): | ||
4
GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm or other entity identified as an Eligible Institution in the Prospectus under "The Exchange Offer—Guaranteed Delivery Procedures" hereby guarantees to deliver to the Exchange Agent, at its address set forth above, either the Old Notes tendered hereby in proper form for transfer, or confirmation of the book-entry transfer of such Old Notes to the Exchange Agent's account at DTC, pursuant to the procedures for book-entry transfer set forth in the Prospectus under "The Exchange Offer—Guaranteed Delivery Procedures," in either case together with an appropriate Agent's Message, or a properly completed and duly executed Letter of Transmittal (or facsimile thereof), and all other required documents, within three New York Stock Exchange trading days after the Expiration Date.
The undersigned acknowledges that it must communicate the guarantee to the Exchange Agent and must deliver such Agent's Message or Letter of Transmittal (or facsimile thereof) in lieu thereof and the Old Notes tendered hereby to the Exchange Agent within the time period set forth above and that failure to do so could result in a financial loss to the undersigned.
Name of Firm | Authorized Signature | |
Address | Title | |
Zip Code | (Please Type or Print) |
Area Code and Telephone Number | | Date: | |
NOTE: DO NOT SEND CERTIFICATES FOR OLD NOTES WITH THIS FORM. CERTIFICATES FOR OLD NOTES SHOULD ONLY BE SENT WITH THE LETTER OF TRANSMITTAL.
5
NOTICE OF GUARANTEED DELIVERY
PLEASE SIGN HERE
PLEASE PRINT NAME(S) AND ADDRESS(ES)
GUARANTEE OF DELIVERY (NOT TO BE USED FOR SIGNATURE GUARANTEE)