EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
FOR TENDER OF ANY AND ALL
SENIOR FLOATING RATE NOTES DUE 2010
OF
PARKER DRILLING COMPANY
PURSUANT TO THE PROSPECTUS DATED , 2004
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
JPMORGAN CHASE BANK
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By Mail: By Facsimile: By Hand: By Overnight Courier:
JPMorgan Chase Bank (214) 468-6494 JPMorgan Chase Bank JPMorgan Chase Bank
2001 Bryan Street, Floor 10 2001 Bryan Street, Floor 10 2001 Bryan Street, Floor 10
Dallas, TX 75201 Confirm by Telephone: Dallas, TX 75201 Dallas, TX 75201
Attention: Frank Ivins (800) 275-2048 Attention: Frank Ivins Attention: Frank Ivins
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DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS, OR
TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY VIA FACSIMILE, OTHER THAN AS
SET FORTH ABOVE WILL NOT CONSTITUTE VALID DELIVERY.
As set forth under the caption, "The Exchange Offer--Guaranteed Delivery
Procedures" in the Prospectus dated , 2004 (the "Prospectus") of Parker
Drilling Company (the "Company") and in Instruction 2 of the related Letter of
Transmittal (the "Letter of Transmittal" and, together with the Prospectus, the
"Exchange Offer"), this form must be used to accept the Company's offer to
exchange its Senior Floating Rate Notes due 2010 (the "Exchange Notes") for its
Senior Floating Rate Notes due 2010 (the "Private Notes") if time will not
permit the Letter of Transmittal, certificates representing such Private Notes
and all other required documents to reach the Exchange Agent, or the procedures
for book-entry transfer cannot be completed, on or prior to the Expiration Date.
This form must be delivered by an Eligible Institution (as defined in the Letter
of Transmittal) by mail, hand delivery or overnight courier or transmitted, via
facsimile, to the Exchange Agent as set forth above. All capitalized terms used
herein but not defined herein shall have the meaning ascribed to them in the
Prospectus or the Letter of Transmittal.
THIS NOTICE OF GUARANTEED DELIVERY IS NOT TO BE USED TO GUARANTEE
SIGNATURES. IF A SIGNATURE ON THE LETTER OF TRANSMITTAL IS REQUIRED TO BE
GUARANTEED BY AN ELIGIBLE INSTITUTION UNDER THE INSTRUCTIONS TO THE LETTER OF
TRANSMITTAL, SUCH SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE
PROVIDED IN THE LETTER OF TRANSMITTAL.
Ladies and Gentlemen:
The undersigned hereby tender(s) to the Company, upon the terms and subject
to the conditions set forth in the Prospectus and the Letter of Transmittal,
receipt of which are hereby acknowledged, the aggregate principal amount of the
Private Notes specified below pursuant to the guaranteed delivery procedures set
forth under the caption "The Exchange Offer--Guaranteed Delivery Procedures" of
the Prospectus.
The undersigned understands that tenders of Private Notes will be accepted
only in principal amounts equal to $1,000 or integral multiples thereof. The
undersigned understands that no withdrawal of a tender of Private Notes may be
made on or after the Expiration Date. The undersigned understands that for a
withdrawal of a tender of Private Notes to be effective, a written notice of
withdrawal must be timely received by the Exchange Agent at one of its addresses
specified on the cover of this Notice of Guaranteed Delivery prior to the
Expiration Date. Tenders of Private Notes may also be withdrawn if the Exchange
Offer is terminated without any such Private Notes being purchased thereunder or
as otherwise provided in the Prospectus.
The undersigned understands that payment by the Exchange Agent for Private
Notes tendered and accepted for exchange pursuant to the Exchange Offer will be
made only after timely receipt by the Exchange Agent of such Private Notes (or
Book-Entry Confirmation of the transfer of such Private Notes into the Exchange
Agent's account at DTC) and a Letter of Transmittal (or facsimile thereof) with
respect to such Private Notes properly completed and duly executed, with any
required signature guarantees and any other documents required by the Letter of
Transmittal or a properly transmitted Agent's Message.
All authority herein conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall not be affected by, and shall survive, the death or
incapacity of the undersigned, and every obligation of the undersigned under
this Notice of Guaranteed Delivery shall be binding upon the heirs, executors,
administrators, trustees in bankruptcy, personal and legal representatives,
successors and assigns of the undersigned.
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PLEASE SIGN AND COMPLETE
Signature(s) of registered Holder(s) or
authorized signatory:
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Name(s) of registered Holder(s):
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Principal Amount of Private Notes Tendered*:
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- --------------------------------------------------------------------------------
Certificate No.(s) of Private Notes
(if available)
- --------------------------------------------------------------------------------
Date:
- --------------------------------------------------------------------------------
Address:
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Area Code and Telephone No.
- --------------------------------------------------------------------------------
If Private Notes will be delivered by book-entry transfer to DTC, check the box
below and insert DTC Account Number: [ ]
DTC Account No.:
- --------------------------------------------------------------------------------
*Must be in denominations of principal amount of $1,000 or any integral multiple
thereof.
This Notice of Guaranteed Delivery must be signed by the Holder(s) of
Private Notes exactly as their (its) name(s) appear on certificate(s) for
Private Notes, or if tendered by a participant in DTC, exactly as such
participant's name appears on a security position listing as the owner of
Private Notes, or by person(s) authorized to become 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):
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
NOTE: DO NOT SEND PRIVATE NOTES WITH THIS FORM. PRIVATE NOTES SHOULD BE SENT TO
THE EXCHANGE AGENT TOGETHER WITH A PROPERLY COMPLETED AND DULY EXECUTED LETTER
OF TRANSMITTAL.
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GUARANTEE
(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): (1) a bank; (2) a
broker, dealer, municipal securities broker, municipal securities dealer,
government securities broker, government securities dealer; (3) a credit union;
(4) a national securities exchange, registered securities association or
clearing agency; or (5) a savings association (each of the foregoing being
referred to as an "Eligible Institution"), hereby (a) represents that each
holder of Private Notes on whose behalf this tender is being made "own(s)" the
Private Notes covered 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 Private Notes complies with Rule 14e-4, and (c) guarantees that,
within five New York Stock Exchange trading days after the Expiration Date, a
properly completed and duly executed Letter of Transmittal (or a facsimile
thereof), together with certificates representing the Private Notes covered
hereby in proper form for transfer (or confirmation of the book-entry transfer
of such Private Notes into the Exchange Agent's account at the DTC pursuant to
the procedure for book-entry transfer set forth in the Prospectus) and required
documents will be deposited by the undersigned with the Exchange Agent.
THE UNDERSIGNED ACKNOWLEDGES THAT IT MUST DELIVER THE LETTER OF TRANSMITTAL
AND PRIVATE NOTES TENDERED HEREBY TO THE EXCHANGE AGENT WITHIN THE TIME PERIOD
SET FORTH ABOVE AND THAT FAILURE TO DO SO COULD RESULT IN FINANCIAL LOSS TO THE
UNDERSIGNED.
Name of Firm:
- --------------------------------------------------------------------------------
Authorized Signature:
- --------------------------------------------------------------------------------
Title:
- --------------------------------------------------------------------------------
Address:
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(ZIP CODE)
Area Code and Telephone Number:
- --------------------------------------------------------------------------------
Dated: -------------------------------------------------------------------------
NOTE: DO NOT SEND PRIVATE NOTES WITH THIS FORM. PRIVATE NOTES SHOULD BE SENT TO
THE EXCHANGE AGENT TOGETHER WITH A PROPERLY COMPLETED AND DULY EXECUTED LETTER
OF TRANSMITTAL.
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