Exhibit 99.2
NOTICE OF GUARANTEED DELIVERY
for Tender of
8 1/8% Senior Notes Due February 15, 2009
(the "Outstanding Notes")
of
McLeodUSA Incorporated
This Notice of Guaranteed Delivery, or one substantially equivalent to this
form, must be used to tender Outstanding Notes pursuant to the Exchange Offer
described in the Prospectus dated , 1999 (as the same may be amended or
supplemented from time to time, the "Prospectus") of McLeodUSA Incorporated, a
Delaware corporation (the "Company"), if certificates for the Outstanding
Notes are not immediately available, or time will not permit the Outstanding
Notes, the Letter of Transmittal and all other required documents to be
delivered to United States Trust Company of New York (the "Exchange Agent")
prior to 5:00 p.m., New York City time, on , 1999 or such later date and
time to which the Exchange Offer may be extended (the "Expiration Date"), or
the procedures for delivery by book-entry transfer cannot be completed on a
timely basis. This Notice of Guaranteed Delivery, or one substantially
equivalent to this form, must be delivered by hand or sent by facsimile
transmission or mail to the Exchange Agent, and must be received by the
Exchange Agent prior to the Expiration Date. See "The Exchange Offer--
Procedures for Tendering Outstanding Notes" in the Prospectus. Capitalized
terms used but not defined herein shall have the same meaning given them in
the Prospectus.
The Exchange Agent for the Exchange Offer is:
UNITED STATES TRUST COMPANY OF NEW YORK
By Facsimile: By Mail: By Hand before 4:30
p.m.:
(212) 780-0592 United States Trust United States Trust
Company of New York Company of New York
Attention: Customer P.O. Box 843 Cooper 111 Broadway
Service Confirm by Station New York, New York 10006
Telephone to: New York, New York 10276 Attention: Lower Level
(800) 548-6565 Attention: Corporate Corporate Trust Window
Trust Services
By Overnight Courier and By Hand after 4:30 p.m.:
United States Trust Company of New York
770 Broadway, 13th Floor
New York, New York 10003
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS SET
FORTH ABOVE OR TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY VIA
FACSIMILE OTHER THAN AS SET FORTH ABOVE DOES NOT CONSTITUTE A VALID DELIVERY.
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.
Ladies and Gentlemen:
The undersigned hereby tenders to the Company, upon the terms and subject to
the conditions set forth in the Prospectus and the related Letter of
Transmittal, the Outstanding Notes indicated below pursuant to the guaranteed
delivery procedures set forth in the Prospectus under the caption "The
Exchange Offer--Procedures for Tendering Outstanding Notes."
Name(s) of Registered Holder(s): ______________________________________________
(Please Print or Type)
Signature(s): _________________________________________________________________
Address(es): __________________________________________________________________
_______________________________________________________________________________
Area Code(s) and Telephone Number(s): _________________________________________
Account Number: _______________________________________________________________
Date: _________________________________________________________________________
Certificate No(s). Principal Amount of Outstanding
(if available) Notes Tendered*
_________________________________ _____________________________________
_________________________________ _____________________________________
_________________________________ _____________________________________
_________________________________ _____________________________________
_________________________________ _____________________________________
_________________________________ _____________________________________
* Must be in integral multiples of $1,000 principal amount.
GUARANTEE OF DELIVERY
(Not to be used for signature guarantee)
The undersigned, a member firm of a registered national securities exchange
or of the National Association of Securities Dealers, Inc., a commercial bank
or trust company having an office or a correspondent in the United States or
an "eligible guarantor institution" within the meaning of Rule 17Ad-15 under
the Securities Exchange Act of 1934, as amended, hereby guarantees that the
undersigned will deliver to the Exchange Agent the certificates representing
the Outstanding Notes being tendered hereby in proper form for transfer (or a
confirmation of book-entry transfer of such Outstanding Notes, into the
Exchange Agent's account at the book-entry transfer facility of The Depository
Trust Company ("DTC")) with delivery of a properly completed and duly executed
Letter of Transmittal (or facsimile thereof), with any required signature
guarantees and any other required documents, all within three New York Stock
Exchange trading days after the date of execution of the Notice of Guaranteed
Delivery.
Name of Firm: ___________________ _____________________________________
Address: ________________________ Authorized Signature
_________________________________ Name: _______________________________
Zip Code Please Print or Type
Telephone No.: __________________ Title: ______________________________
Dated: ______________________________
The institution that completes this form must communicate the guarantee to
the Exchange Agent and must deliver the certificates representing any
Outstanding Notes (or a confirmation of book-entry transfer of such
Outstanding Notes into the Exchange Agent's account at DTC) and the Letter of
Transmittal to the Exchange Agent within the time period shown herein. Failure
to do so could result in a financial loss to such institution.
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