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Exhibit (a)(1)(D)
NOTICE OF GUARANTEED DELIVERY
[SPARK LOGO] FOR
TENDER OF SHARES OF COMMON STOCK
AND CLASS A COMMON STOCK
OF
GLOBALNET FINANCIAL.COM, INC.
TO
GLOBALNET ACQUISITIONS INC.,
A WHOLLY OWNED SUBSIDIARY OF
NEWMEDIA SPARK PLC
(NOT TO BE USED FOR SIGNATURE GUARANTEES)
As set forth in Section 2 of the Offer to Purchase (as defined below), this
form or one substantially equivalent hereto must be used to accept the Offer (as
defined below) if certificates representing shares of common stock or class A
common stock, par value $.001 per share together with the rights to purchase the
Series A Junior Participating Preferred Stock and the Series B Junior
Participating Preferred Stock pursuant to the Rights Agreement, dated July 19,
2001, between the Company (as defined below) and The Bank of New York, as Rights
Agent (the "Shares"), of GlobalNet Financial.com, Inc., a Delaware corporation
(the "Company"), are not immediately available or if the procedures for
book-entry transfer cannot be completed on a timely basis or time will not
permit all required documents to reach the Depositary prior to the Expiration
Date (as defined in the Offer to Purchase). This form may be delivered by hand
to the Depositary or transmitted by telegram, facsimile transmission or mail to
the Depositary and must include a guarantee by an Eligible Institution (as
defined in the Offer to Purchase).
The Depositary for the Offer is:
THE BANK OF NEW YORK
WITHIN THE U.S.
By Registered or Certified Mail By Facsimile Transmission By Hand or Overnight Courier
Tender & Exchange Department (for Eligible Institutions Only) Tender & Exchange Department
P.O. Box 11248 (212) 815-6213 101 Barclay Street
Church Street Station For Confirmation Only Telephone: Receive and Deliver Window
New York, New York 10286-1248 (212) 815-6156 New York, New York 10286
OUTSIDE THE U.S.
By Registered or Certified Mail By Hand or Overnight Courier
30 Cannon Street 30 Cannon Street
London EC4M 6XH London EC4M 6XH
United Kingdom United Kingdom
Attn: Julie McCarthy Attn: Julie McCarthy
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION OF INSTRUCTIONS VIA A FACSIMILE TO A NUMBER
OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY TO THE
DEPOSITARY.
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 ON THE LETTER OF TRANSMITTAL.
THE GUARANTEE ON THE REVERSE SIDE MUST BE COMPLETED.
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Ladies and Gentlemen:
The undersigned hereby tenders to GlobalNet Acquisitions Inc., a Delaware
corporation (the "Purchaser") and a wholly owned subsidiary of NewMedia SPARK
plc, a company organized under the laws of England and Wales, upon the terms and
subject to the conditions set forth in the Purchaser's Offer to Purchase dated
July 25, 2001 (the "Offer to Purchase"), and in the related Letter of
Transmittal (which, together with any amendments or supplements thereto,
collectively constitute the "Offer"), receipt of which is hereby acknowledged,
the number of Shares set forth below all pursuant to the guaranteed delivery
procedures set forth in Section 2 of the Offer to Purchase.
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Number of Shares Address(es):
Certificate Nos. (if available) --------------------------------------------
(ZIP CODE)
(Check box if Shares will be tendered by Daytime Area Code and Tel. No.:
book-entry transfer) Signature(s):
--------------------------------------------
[ ] The Depositary Trust Company --------------------------------------------
Account Number --------------------------------------------
Dated
Name(s) of Record Holder(s):
- --------------------------------------------
PLEASE PRINT
GUARANTEE
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm that is a participant in the Securities Transfer
Agents Medallion Program or the New York Stock Exchange Guarantee Program or
the Stock Exchange Medallion Program or an "eligible guarantor institution",
as such term is defined in Rule 17Ad-15 under the Securities Exchange Act of
1934, as amended, hereby guarantees to deliver to the Depositary either the
certificates representing the Shares tendered hereby, in proper form for
transfer, or a Book-Entry Confirmation (as defined in the Offer to Purchase)
with respect to such Shares, in any such case together with a properly
completed and duly executed Letter of Transmittal (or a facsimile thereof),
with any required signature guarantees, or an Agent's Message (as defined in
the Offer to Purchase), and any other required documents, within three New
York Stock Exchange trading days (as defined in the Letter of Transmittal)
after the date hereof.
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.
- -------------------------------------------- ---------------------------------------------
NAME OF FIRM AUTHORIZED SIGNATURE
- -------------------------------------------- Name:
ADDRESS(ES): ----------------------------------------
PLEASE TYPE OR PRINT
- -------------------------------------------- Title:
ZIP CODE ---------------------------------------
Area Code and Tel. No.: Dated:
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NOTE: DO NOT SEND CERTIFICATES FOR SHARES WITH THIS NOTICE. CERTIFICATES
SHOULD ONLY BE SENT WITH YOUR LETTER OF TRANSMITTAL.
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