EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
MAGNUM HUNTER RESOURCES, INC.
Offer To Exchange Its
9.60% Senior Notes due 2012
Which Have Been Registered
Under The Securities Act of 1933, As Amended,
For Any And All
Of Its Outstanding 9.60% Senior Notes Due 2012
That Were Issued and Sold In A Transaction
Exempt From Registration Under The Securities Act
Pursuant to the Prospectus dated , 2002
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 9.60% Senior Notes due 2012 (the "Old Notes")
are not immediately available, (ii) Old Notes, the Letter of Transmittal and
all other required documents cannot be delivered to Deutsche Bank Trust Company
Americas (the "Exchange Agent") on or prior to the Expiration Date or (iii) the
procedures for delivery by book-entry transfer cannot be completed on a timely
basis. This Notice of Guaranteed Delivery may be delivered by hand, overnight
courier or mail, or transmitted by facsimile transmission, to the Exchange
Agent. See "The Exchange Offer--Procedures for Tendering Old Notes" 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)
must also be received by the Exchange Agent on or prior to the Expiration Date.
Capitalized terms not defined herein have the meanings assigned to them in the
Prospectus.
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THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK
CITY TIME, ON , 2002 UNLESS THE OFFER IS EXTENDED. TENDERS MAY BE
WITHDRAWN PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE.
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The Exchange Agent for the Exchange Offer is:
DEUTSCHE BANK TRUST COMPANY AMERICAS
By Hand: By Mail: By Overnight Mail or Courier:
Deutsche Bank Trust Company Americas DB Services Tennessee, Inc. DB Services Tennessee, Inc.
C/O The Depository Trust Clearing Reorganization Unit Corporate Trust & Agency Services
Corporation P.O. Box 292737 Reorganization Unit
55 Water Street, 1st floor Nashville, TN 37229-2737 648 Grassmere Park Road
Jeanette Park Entrance Nashville, TN 37211
New York, NY 10041
Via Facsimile: (615) 835-3701
Confirm by Telephone: (615) 835-3572
For Information Call: (800) 735-7777
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 TO A NUMBER OTHER THAN AS SET FORTH ABOVE WILL 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 Magnum Hunter Resources, Inc., a Nevada
corporation (the "Company"), upon the terms and subject to the conditions set
forth in the Prospectus dated , 2002 (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--Procedures for Tendering Old
Notes."
Aggregate Principal Amount________________ Name(s) of Registered Holder(s):
Amount Tendered: $_______________________* ________________________________
Certificate No(s) (if available):__________________________________________
___________________________________________________________________________
___________________________________________________________________________
$__________________________________________________________________________
(TOTAL PRINCIPAL AMOUNT REPRESENTED BY OLD NOTES CERTIFICATE(S))
If Old Notes will be tendered by book-entry transfer, provide the following information:
DTC Account Number:________________________________________________________
Date:______________________________________________________________________
__________________________________________
* Must be in integral multiples of $1,000.
All 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___
x__________________________ x___
Signature(s) of Owner(s) or Date
Authorized Signatory
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
other person acting in a fiduciary or representative capacity,
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such person must set forth his or her full title below and, unless waived by
the Company, provide proper evidence satisfactory to the Company of such
person's authority to so act.
PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s): ___________________________________________________________________
_____________________________________________________________________
Capacity: __________________________________________________________________
Address(es): _______________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
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GUARANTEE OF DELIVERY
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm or other entity identified in Rule 17Ad-15 under the
Securities Exchange Act of 1934, as amended, as an "eligible guarantor
institution," including (as such terms are defined therein): (i) a bank; (ii) a
broker, dealer, municipal securities broker, government securities broker or
government securities dealer, (iii) a credit union; (iv) a national securities
exchange, registered securities association or clearing agency; or (v) a
savings association that is a participant in a Securities Transfer Association
(each of the foregoing being referred to as an "Eligible Institution"), hereby
guarantees to deliver to the Exchange Agent, at one of its addresses 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 The Depository Trust Company ("DTC"), pursuant to the
procedures for book-entry transfer set forth in the Prospectus, in either case
together with one or more properly completed and duly executed Letter(s) of
Transmittal (or facsimile thereof) and any other required documents within
three New York Stock Exchange trading days after the date of execution of this
Notice of Guaranteed Delivery.
The undersigned acknowledges that it must deliver the Letter(s) of
Transmittal (or facsimile 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 YOUR LETTER OF TRANSMITTAL.
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