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EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY FOR TENDER OF ANY AND ALL OF THE OUTSTANDING
9.375% CAPITAL SECURITIES (LIQUIDATION AMOUNT $1,000 PER CAPITAL SECURITY) OF
TRIANGLE CAPITAL TRUST FULLY AND UNCONDITIONALLY GUARANTEED BY TRIANGLE BANCORP,
INC.
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 Issuer Trust's (as defined below) 9.375% Capital Securities
(the "Old Capital Securities") are not immediately available, (ii) Old Capital
Securities, the Letter of Transmittal and all other required documents cannot be
delivered to Bankers Trust Company (the "Exchange Agent") on or prior to the
Expiration Date (as defined in the Prospectus referred to below) 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
on or prior to the Expiration Date. See "The Exchange Offer -- Procedures for
Tendering Old Capital Securities" in the Prospectus. In addition, in order to
utilize the guaranteed delivery procedure to tender Old Capital Securities
pursuant to the Exchange Offer, a completed, signed and dated Letter of
Transmittal relating to the Old Capital Securities (or facsimile thereof) must
also be received by the Exchange Agent prior to 5:00 p.m., New York City time,
on the Expiration Date.
Capitalized terms used but not defined herein have the meanings given them
in the Prospectus.
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
BANKERS TRUST COMPANY
By Mail: By Hand: By Overnight Mail:
BT Services Tennessee, Inc. Bankers Trust Company BT Services Tennessee, Inc.
Corporate Trust and Agency Corporate Trust and Agency Corporate Trust and Agency
Group Group Group
Reorganization Unit Receipt and Delivery Window Reorganization Unit
P.O. Box 292737 123 Washington Street, 1st 648 Grassmere Park Road
Nashville, TN 37229-2737 Floor Nashville, TN 37211
New York, NY 10006
For Information Call:
(800) 735-7777
Confirm: (615) 835-3572
Facsimile: (615) 835-3701
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.
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LADIES AND GENTLEMEN:
The undersigned hereby tenders to Triangle Capital Trust, a Delaware
business trust (the "Issuer Trust"), upon the terms and subject to the
conditions set forth in the Prospectus dated , 1997 (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 liquidation amount of Old Capital
Securities set forth below pursuant to the guaranteed delivery procedures set
forth in the Prospectus under the caption "The Exchange Offer -- Procedures for
Tendering Old Capital Securities."
Aggregate Liquidation All authority herein conferred or agreed to be conferred
Amount Tendered: $ _____________________________________ in this Notice of Guaranteed Delivery shall survive the
Name(s) of death, incapacity or dissolution of the undersigned and
Registered any obligation of the undersigned hereunder shall be
Holder(s): _____________________________________________ binding upon the heirs, executors, administrators,
________________________________________________________ personal representatives, trustees in bankruptcy, legal
Certificate No(s)(if available): _______________________ representatives, successors and assigns of the
________________________________________________________ undersigned.
Total Liquidation Amount PLEASE SIGN HERE:
represented by Old Capital --------------------------------------------------------
Securities Certificate(s): $ ___________________________ --------------------------------------------------------
If Old Capital Securities will be tendered by book-entry (Signature(s) of Owner(s)
transfer, provide the following information: or Authorized Signatory)
DTC Account Number: ____________________________________ __________________________________________________, 1997
Date: ___________________________________________ , 1997 __________________________________________________, 1997
Area Code and
telephone number: ______________________________________
Must be signed by the holder(s) of the Old Capital Securities exactly as
their name(s) appear(s) on certificate(s) for the Old Capital Securities or on
a security position listing, 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 an attorney-in-fact, executor,
administrator, trustee, guardian, officer of a corporation or other person
acting in a fiduciary or representative capacity, please set forth the
signer's full title. Please print name(s) and address(es)
Names:
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Capacity:
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Address:
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THE GUARANTEE ON THE REVERSE SIDE MUST BE COMPLETED.
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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): (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 the Old
Capital Securities tendered hereby in proper form for transfer, or
confirmation of the book-entry transfer of such Old Capital Securities 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
five business 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 Capital Securities 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
-------------------------------------------------------- Name: __________________________________________________
Address (Please Type or Print)
-------------------------------------------------------- Title: _________________________________________________
(Zip code)
Date: ____________________________________________, 1997
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Area code and telephone number
NOTE: DO NOT SEND CERTIFICATES FOR OLD CAPITAL SECURITIES WITH THIS NOTICE
OF GUARANTEED DELIVERY. ACTUAL SURRENDER OF OLD CAPITAL SECURITIES MUST BE MADE
PURSUANT TO, AND BE ACCOMPANIED BY, A PROPERLY COMPLETED AND DULY EXECUTED
LETTER OF TRANSMITTAL AND ANY OTHER REQUIRED DOCUMENTS.