Exhibit (a)(1)(C)
NOTICE OF GUARANTEED DELIVERY
TO
TENDER SHARES OF COMMON STOCK
(INCLUDING THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS)
OF
KLLM TRANSPORT SERVICES, INC.
TO
HIGH ROAD ACQUISITION SUBSIDIARY CORP.
A WHOLLY-OWNED SUBSIDIARY OF
HIGH ROAD ACQUISITION CORP.
(NOT TO BE USED FOR SIGNATURE GUARANTEES)
As set forth in Section 3 of the Offer to Purchase described below, this
instrument or one substantially equivalent hereto must be used to accept the
Offer (as defined below) if certificates representing shares of common stock,
par value $1.00 per share (the "Common Stock") of KLLM Transport Services, Inc.,
a Delaware corporation (the "Company"), including the associated rights to
purchase preferred stock (the "Rights") issued pursuant to the Stockholder
Protection Rights Agreement dated as of February 13, 1997 (the "Rights
Agreement") between the Company and Harris Trust and Savings Bank, as successor
Rights Agent (the Common Stock and the Rights together are referred to herein as
the "Shares") are not immediately available, or if the procedure for delivery by
book-entry transfer cannot be completed on a timely basis, or if time will not
permit all required documents to reach the Depositary on a timely basis. This
instrument may be delivered by hand or transmitted by facsimile transmission or
mailed to the Depositary.
THE DEPOSITARY FOR THE OFFER IS:
HARRIS TRUST COMPANY OF NEW YORK
Facsimile:
212-701-7636
Confirm by Telephone:
212-701-7624
BY MAIL: BY HAND/OVERNIGHT DELIVERY:
Wall Street Station Receive Window
P.O. Box 1023 Wall Street Plaza
New York, NY 88 Pine Street
10268-1023 19th Floor
New York, NY
10005
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE OR
TRANSMISSION OF INSTRUCTIONS VIA FACSIMILE TRANSMISSION OTHER THAN AS SET FORTH
ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This form 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 in the Letter of Transmittal.
The Eligible Institution that completes this form must communicate the
guarantee to the Depositary and must deliver the Letter of Transmittal and
certificates for Shares to the Depositary within the time period shown herein.
Failure to do so could result in a financial loss to such Eligible Institution.
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Ladies and Gentlemen:
The undersigned hereby tender(s) to High Road Acquisition Subsidiary Corp.,
a Delaware corporation, which is a wholly owned subsidiary of High Road
Acquisition Corp., a Delaware corporation, upon the terms and subject to the
conditions set forth in the Offer to Purchase dated June 2, 2000 (the "Offer to
Purchase"), and in the related Letter of Transmittal (which, as amended from
time to time, together constitute the "Offer"), receipt of which is hereby
acknowledged, the number of shares of Common Stock, par value $1.00 per share,
of KLLM Transport Services, Inc., a Delaware corporation, and the associated
preferred stock purchase rights (together, the "Shares"), pursuant to the
guaranteed delivery procedure set forth in Section 3 of the Offer to Purchase.
Signature(s): Address(es):
----------------------- -------------------------
Name(s) of Record Holders: -------------------------------------
Zip Code
Area Code and Tel No(s):
- ------------------------------------- -------------
Please Type or Print
Number of Shares: Check box if Shares will be
-------------------- tendered by book-entry transfer: [_]
Certificate Nos. (If Available):
- -------------------------------------
- ------------------------------------- Account Number:
----------------------
Dated: , 2000
-------------------
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GUARANTEE
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm which is a bank, broker, dealer, credit union,
savings association or other entity which is a member in good standing of the
Securities Transfer Agents Medallion Program (a "Eligible Institution" as
defined in Section 3 of the Offer to Purchase), (a) represents that the above
named person(s) "own(s)" the Shares tendered hereby within the meaning of Rule
14e-4 under the Securities Exchange Act of 1934, as amended ("Rule 14e-4"), (b)
represents that such tender of Shares complies with Rule 14e-4, (c) guarantees
to deliver to the Depositary either the certificates evidencing all tendered
Shares, in proper form for transfer, or to deliver Shares pursuant to the
procedure for book-entry transfer into the Depositary's account at The
Depository Trust Company (the "Book-Entry Transfer Facility"), in either case
together with the Letter of Transmittal (or a facsimile thereof), properly
completed and duly executed, with any required signature guarantees or an
Agent's Message (as defined in the Offer to Purchase) in the case of a book-
entry delivery, and any other required documents, all within three Nasdaq Stock
Market trading days after the date hereof.
- ----------------------------------- ----------------------------------
Name of Firm Authorized Signature
- ----------------------------------- Name
Address ------------------------------
Please Type or Print
- ----------------------------------- Title
Zip Code -----------------------------
Dated , 2000
- ----------------------------------- -----------------------
Area Code and Tel. No.
NOTE: DO NOT SEND CERTIFICATES FOR SHARES OR, IF A DISTRIBUTION DATE OCCURS,
RIGHTS WITH THIS NOTICE. CERTIFICATES FOR SHARES, OR IF A DISTRIBUTION
DATE OCCURS, RIGHTS SHOULD BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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