Exhibit 99.2
GAMECO, INC.
NOTICE OF GUARANTEED DELIVERY
FOR
11 7/8% SENIOR SECURED NOTES DUE 2009
As set forth in the Prospectus dated ___________, 2002 (the "Prospectus")
of GAMECO, INC., a Delaware corporation (the "Company"), and in the accompanying
Letter of Transmittal and instructions thereto (the "Letter of Transmittal"),
this form or one substantially equivalent hereto must be used to accept the
Company's offer to exchange (the "Exchange Offer") all of its outstanding 11
7/8% Senior Secured Notes Due 2009 (the "Old Notes") for its 11 7/8% Senior
Notes Due 2004, which have been registered under the Securities Act of 1933, as
amended (the "New Notes"), if certificates for the Old Notes are not immediately
available or if the Old Notes, the Letter of Transmittal or any other documents
required thereby cannot be delivered to the Exchange Agent, or the procedure for
book-entry transfer cannot be completed, prior to 5:00 P.M., New York City time,
on the Expiration Date (as defined in the Prospectus). This form may be
delivered by an Eligible Institution (as defined in the Prospectus), by hand or
transmitted by facsimile transmission, overnight courier or mail to the Exchange
Agent as set forth below. Capitalized terms used but not defined herein have the
meaning given to them in the Prospectus.
THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
____________,
UNLESS THE OFFER IS EXTENDED (THE "EXPIRATION DATE"). TENDERS OF OLD NOTES
MAY BE WITHDRAWN AT ANY TIME PRIOR TO 5:00 P.M. ON THE EXPIRATION DATE.
TO: _____________________________________
THE EXCHANGE AGENT
BY REGISTERED OR CERTIFIED MAIL: BY OVERNIGHT COURIER AND BY HAND
(Registered or certified mail Wells Fargo Bank Minnesota
recommended) 213 Court Street, Suite 902
Wells Fargo Bank Minnesota Middletown, CT 06457
213 Court Street, Suite 902 Attention: Robert Reynolds,
Middletown, CT 06457 Vice President
Attention: Robert Reynolds,
Vice President
By Facsimile: (860) 704-8219
Confirm By Telephone: (860)
704-8216
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS, OR TRANSMISSION OF
INSTRUCTIONS VIA A FACSIMILE, OTHER THAN AS SET FORTH
ABOVE, DOES NOT CONSTITUTE A VALID DELIVERY.
This form is not to be used to guarantee signatures. If a signature on the
Letter of Transmittal to be used to tender Old Notes 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 Letter
of Transmittal.
Ladies and Gentlemen:
The undersigned hereby tenders to GAMECO, INC., a Delaware corporation (the
"Company"), upon the terms and subject to the conditions set forth in the
Prospectus and the Letter of Transmittal (which together constitute the
"Exchange Offer"), receipt of which is hereby acknowledged, $_______________
principal amount of Old Notes pursuant to the guaranteed delivery procedures set
forth in Instruction 1 of the Letter of Transmittal.
The undersigned acknowledges that tenders of Old Notes will be accepted
only in principal amounts equal to $1,000 or integral multiples thereof. The
undersigned acknowledges that tenders of Old Notes pursuant to the Exchange
Offer may not be withdrawn after 5:00 p.m., New York City time, on the
Expiration Date.
All authority herein conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall survive the death, incapacity or dissolution of the
undersigned and every obligation of the undersigned under this Notice of
Guaranteed Delivery shall be binding upon the heirs, personal representatives,
executors, administrators, successors, assigns, trustees in bankruptcy and other
legal representatives of the undersigned.
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NOTE: SIGNATURES MUST BE PROVIDED WHERE INDICATED BELOW.
Certificate No(s). for Old Notes (if Name(s) of Record Holder(s)
available___________________________ ____________________________________
____________________________________ ____________________________________
_____________________________ _____________________
PLEASE PRINT OR TYPE
Principal Amount of Old
Notes_______________________________ Address_____________________________
____________________________________ ____________________________________
___________________________________. _____________________
Area Code and Tel. No.______________
Signature(s):
x___________________________________
x___________________________________
Dated:______________________________
If Old Notes will be delivered by
book-entry transfer at the Depository
Trust Company, Depository Account No.
This Notice of Guaranteed Delivery must be signed by the registered
holder(s) of Old Notes exactly as its (their) name(s) appear on certificates for
Old Notes or on a security position listing as the owner of Old Notes, or by
person(s) authorized to become registered holder(s) by endorsements 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
provide the following information:
PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s):__________________________________________________
Capacity:_________________________________________________
Address(es):______________________________________________
GUARANTEE
(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., or 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
Securities Exchange Act of 1934, as amended (the "Exchange Act"), hereby (a)
represents that the above named person(s) "own(s)" the Old Notes tendered hereby
within the meaning of Rule 14e-4 under the Exchange Act, (b) represents that
such tender of Old Notes complies with Rule 14e-4 under the Exchange Act and (c)
guarantees that delivery to the Exchange Agent of certificates for
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the Old Notes tendered hereby, in proper form for transfer (or confirmation of
the book-entry transfer of such Old Notes into the Exchange Agent's Account at
the Depository Trust Company, pursuant to the procedures for book-entry transfer
set forth in the Prospectus), with delivery of a properly completed and duly
executed Letter of Transmittal (or manually signed facsimile thereof) with any
required signatures and any other required documents, will be received by the
Exchange Agent at one of its addresses set forth above within three New York
Stock Exchange ("NYSE") trading days after the execution of this Notice of
Guaranteed Delivery.
THE UNDERSIGNED ACKNOWLEDGES THAT IT MUST DELIVER THE LETTER OF
TRANSMITTAL AND OLD NOTES TENDERED HEREBY TO THE EXCHANGE
AGENT WITHIN THE TIME PERIOD SET FORTH AND THAT FAILURE TO
DO SO COULD RESULT IN FINANCIAL LOSS TO THE UNDERSIGNED.
Name of Firm_______________________________________________________
__________________________________
Authorized Signature
Address___________________________ Name______________________________
__________________________________ (Please Print or Type)
__________________________________
_____ Title_____________________________
Area Code
and Tel. No.__________________
Dated:______________ , 2002
NOTE: DO NOT SEND OLD NOTES WITH THIS FORM; OLD NOTES SHOULD BE SENT WITH YOUR
LETTER OF TRANSMITTAL SO THAT THEY ARE RECEIVED BY THE EXCHANGE AGENT WITHIN
FIVE NYSE TRADING DAYS AFTER THE EXECUTION OF THIS NOTICE OF GUARANTEED
DELIVERY.
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