NOTICE OF GUARANTEED DELIVERY
SEAGATE TECHNOLOGY INTERNATIONAL
NOTICE OF GUARANTEED DELIVERY FOR TENDER OF
ANY AND ALL OUTSTANDING 12 1/2% SENIOR SUBORDINATED NOTES DUE 2007
IN EXCHANGE FOR NEW 12 1/2% SENIOR SUBORDINATED NOTES DUE 2007
This Notice of Guaranteed Delivery, or one substantially equivalent to
this form, must be used by registered holders of outstanding 12 1/2% Senior
Subordinated Notes due 2007 (the "PRIVATE NOTES") of Seagate Technology
International, a Cayman Islands limited liability company (the "COMPANY"), who
wish to tender their Private Notes for an equal principal amount of new 12 1/2%
Senior Subordinated Notes due 2007 (the "EXCHANGE NOTES") of the same maturity
that have been registered under the Securities Act of 1933, as amended (the
"SECURITIES Act") if (i) the Private Notes, a duly completed and executed letter
of transmittal (the "LETTER OF TRANSMITTAL") and all other required documents
cannot be delivered to The Bank of New York (the "EXCHANGE AGENT") prior to 5:00
P.M., New York City time, on [____________], 2001, or such later date and time
to which the exchange offer may be extended (the "EXPIRATION DATE") or (ii) the
procedures for delivery of the Private Notes being tendered by book-entry
transfer, together with a duly completed and executed Letter of Transmittal,
cannot be completed on or prior to 5:00 P.M., New York City time, on the
Expiration Date. This Notice of Guaranteed Delivery may be delivered by hand,
overnight courier or mail, or transmitted by facsimile transmission (receipt
confirmed by telephone and an original delivered by guaranteed overnight
delivery), to the Exchange Agent. See "The Exchange Offer -- Procedures for
Tendering" in the Company's prospectus, dated [____________], 2001 (as amended
or supplemented from time to time, the "PROSPECTUS"). The Company has the right
to reject a tender of Private Notes made pursuant to the guaranteed delivery
procedures unless the registered holder using the guaranteed delivery procedure
submits either (a) the Private Notes tendered thereby, in proper form for
transfer, or (b) confirmation of book-entry transfer in the manner 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 by 5:00 P.M., New York City time, on the third New York Stock
Exchange trading day following the Expiration Date. Capitalized terms not
defined herein have the meanings assigned to them in the Prospectus.
The Exchange Agent for the Exchange Offer is:
THE BANK OF NEW YORK
By Registered or Certified Mail: Facsimile Transmission Number: By Hand or Over Night Delivery
(Eligible Institutions Only)
The Bank of New York Attention: The Bank of New York
101 Barclay Street, Floor 7E Reorganization Unit 7E 101 Barclay Street
New York, New York 10286 (212) 815-6339 Corporate Trust Services Window
Attention: Carolle Montreuil Confirmation by telephone: Ground Level
Reorganization Unit, 7E (212) 815-5920 New York, New York 10286
Attention: Carolle Montreuil
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 the Company, upon the terms and
subject to the conditions set forth in Prospectus and the related Letter of
Transmittal (which together constitute the "EXCHANGE OFFER"), receipt of which
is hereby acknowledged, the aggregate principal amount of the Private Notes set
forth below pursuant to the guaranteed delivery procedures set forth in the
Prospectus under the caption "The Exchange Offer -- Guaranteed Delivery
Procedures" and in instruction 2 to the Letter of Transmittal.
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DESCRIPTION OF PRIVATE NOTES TENDERED
Name of Tendering Holder:
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Name and Address of Registered Holders as it Appears on the Private Notes:
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Certificate Number(s) of Private Notes Tendered:
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Account Number at DTC:
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Principal Amount of Private Notes Tendered:
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SIGN HERE
Name of Registered Holder:
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Signature(s):
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Name(s):
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Address:
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Telephone Number:
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Date:
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IF SHARES OF PRIVATE NOTES WILL BE TENDERED BY BOOK-ENTRY TRANSFER, PROVIDE THE
FOLLOWING INFORMATION:
DTC Account Number:
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THE FOLLOWING GUARANTEE MUST BE COMPLETED
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, municipal securities dealer,
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 recognized program (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 (a) the Private
Notes tendered hereby, in proper from for transfer, or (b) confirmation of the
book-entry transfer of such Private Notes to the Exchange Agent's account at the
Depository Trust Company ("DTC") maintained for such purpose, 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 by 5:00
P.M., New York City time, on the third New York Stock Exchange trading day
following the Expiration Date.
The undersigned acknowledges that it must deliver the Letter(s) of
Transmittal and the Private 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.
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Name of Firm Authorized Signature
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Address Name
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Area Code and Telephone Number Date
NOTE: DO NOT SEND CERTIFICATES FOR PRIVATE NOTES WITH THIS FORM. CERTIFICATES
FOR PRIVATE NOTES SHOULD ONLY BE SENT WITH YOUR LETTER OF TRANSMITTAL.