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Crum & Forster Holdings Corp – ‘S-4’ on 6/29/07 – EX-99.9

On:  Friday, 6/29/07, at 5:19pm ET   ·   Accession #:  909567-7-877   ·   File #:  333-144242

Previous ‘S-4’:  ‘S-4/A’ on 3/15/04   ·   Latest ‘S-4’:  This Filing   ·   1 Reference:  By:  SEC – ‘UPLOAD’ on 7/5/07

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/29/07  Crum & Forster Holdings Corp      S-4                    9:3.6M                                   Bowne - Bot/FA

Registration of Securities Issued in a Business-Combination Transaction   —   Form S-4
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-4         Registration of Securities Issued in a              HTML   1.76M 
                          Business-Combination Transaction                       
 2: EX-1.1      Underwriting Agreement                              HTML    209K 
 3: EX-5.1      Opinion re: Legality                                HTML     19K 
 4: EX-8.1      Opinion re: Tax Matters                             HTML      9K 
 5: EX-12.1     Statement re: Computation of Ratios                 HTML     18K 
 6: EX-23.2     Consent of Experts or Counsel                       HTML      6K 
 7: EX-25.1     Statement re: Eligibility of Trustee                HTML     33K 
 8: EX-99.8     Miscellaneous Exhibit                               HTML     91K 
 9: EX-99.9     Miscellaneous Exhibit                               HTML     23K 


EX-99.9   —   Miscellaneous Exhibit


This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  exv99w9  

 

Exhibit 99.9
NOTICE OF GUARANTEED DELIVERY FOR CRUM & FORSTER HOLDINGS CORP.
7 3/4% SENIOR NOTES DUE 2017
This form or one substantially equivalent hereto must be used to accept the Exchange Offer of Crum & Forster Holdings Corp. (the “Company”) made pursuant to the Prospectus, dated                 , 2007 (the “Prospectus”), if certificates for outstanding 7 3/4% Senior Notes due 2017 (except those which have been deposited with a custodian for, and registered in the name of, The Depository Trust Company (“DTC”)) (the “Old Notes”) of the Company are not immediately available or if the procedure for book-entry transfer cannot be completed on a timely basis or time will not permit all required documents to reach The Bank of New York, as exchange agent (the “Exchange Agent”) prior to 5:00 P.M., New York City time, on the Expiration Date of the Exchange Offer.
Such form may be delivered or transmitted by facsimile transmission, mail or hand delivery to the Exchange Agent as set forth below. In addition, in order to utilize the guaranteed delivery procedure to tender Old Notes pursuant to the Exchange Offer, a completed, signed and dated Letter of Transmittal (or facsimile thereof) relating to the tender for exchange of Old Notes (the “Letter of Transmittal”) must also be received by the Exchange Agent prior to 5:00 P.M., New York City time, on the Expiration Date. Any Old Notes tendered pursuant to the Exchange Offer may be withdrawn at any time before the Expiration Date. Where the Expiration Date has been extended, tenders pursuant to the Exchange Offer as of the previously scheduled Expiration Date may not be withdrawn after the date of the previously scheduled Expiration Date. Capitalized terms not defined herein are defined in the Prospectus or the Letter of Transmittal.
DELIVERY TO: The Bank of New York, EXCHANGE AGENT
BY HAND, MAIL OR
OVERNIGHT
COURIER:
The Bank of New York
Corporate Trust Operations Reorganization Unit
101 Barclay Street — 7 East
New York, New York 10286
Attn:
         
FOR INFORMATION CALL:   BY FACSIMILE   CONFIRM BY TELEPHONE:
    (for Eligible Institutions Only):    
Attn:
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE, OR TRANSMISSION OF INSTRUCTIONS VIA FACSIMILE OTHER THAN AS SET FORTH ABOVE, WILL NOT CONSTITUTE A VALID DELIVERY.
PLEASE READ THE ACCOMPANYING INSTRUCTIONS CAREFULLY

 



 

Ladies and Gentlemen:
Upon the terms and conditions set forth in the Prospectus and the accompanying Letter of Transmittal, the undersigned hereby tenders to the Company the principal amount of Old Notes set forth below pursuant to the guaranteed delivery procedure described in “Terms of the Exchange Offer-Guaranteed delivery procedures” section of the Prospectus.
PLEASE SIGN AND COMPLETE
     
Principal Amount of Old Notes Tendered (must be
  Name(s) of Registered Holder(s):
in denominations of principal amount of $2,000
 
 
and any integral multiple of $1,000):*
 
 
 
 
 
 
 
 
Certificate Numbers of Old Notes (if available):
  Address including zip code:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
If Old Notes will be delivered by book entry transfer at
  Telephone Number including Area Code:
The Depository Trust Company, insert Account No.:
 
 
 
 
 
 
 
 
 
   
 
  Signature(s) of Registered Owner(s)
 
  or Authorized Signatory:
 
 
 
Date:
   
 
 
 
This Notice of Guaranteed Delivery must be signed by the Holder(s) of Old Notes exactly as its (their) names(s) appear on certificates for old notes or a security position listing as the owner of unregistered senior securities, 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):
   
 
 
 
 
 
 
 
 
 
Do not send Old Notes with this form. Old Notes should be sent to the Depositary together with a properly completed and duly executed Consent and Letter of Transmittal.

2



 

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., 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, hereby guarantees that the certificates representing the principal amount of Old Notes tendered hereby in proper form for transfer, or timely confirmation of the book-entry transfer of such Old Notes into the Exchange Agent’s account at DTC pursuant to the procedures set forth in “Terms of the Exchange Offer-Guaranteed Delivery Procedures” section of the Prospectus, together with any required signature guarantee and any other documents required by the Letter of Transmittal, will be received by the Exchange Agent at the address set forth above, no later than three New York Stock Exchange trading days after the date of execution of this Notice of Guaranteed Delivery.
 
Name of Firm
 
 
Address
 
 
Zip Code
 
 
Area Code and Tel. No.
 
 
Authorized Signature
 
 
Title
 
 
Name: (Please Type or Print)
 
 
Dated:
 

3



 

INSTRUCTIONS FOR NOTICE OF GUARANTEED DELIVERY
1.   Delivery of this Notice of Guaranteed Delivery. A properly completed and duly executed copy of this Notice of Guaranteed Delivery and any other documents required by this Notice of Guaranteed Delivery must be received by the Exchange Agent at its address set forth herein prior to 5:00 p.m., New York City time, on the Expiration Date. The method of delivery of this Notice of Guaranteed Delivery and any other required documents to the Exchange Agent is at the election and risk of the Holder and the delivery will be deemed made only when actually received by the Exchange Agent. If delivery is by mail, registered or certified mail properly insured, with return receipt requested, is recommended. In all cases sufficient time should be allowed to assure timely delivery. For a description of the guaranteed delivery procedure, see Instruction 1 of the Letter of Transmittal.
2.   Signatures of this Notice of Guaranteed Delivery. If this Notice of Guaranteed Delivery is signed by the registered Holder(s) of the Old Notes referred to herein, the signature must correspond with the name(s) written on the face of the Old Notes without alteration, enlargement, or any change whatsoever. If this Notice of Guaranteed Delivery is signed by a participant of the Book-Entry Transfer Facility whose name appears on a security position listing as the owner of Old Notes, the signature must correspond with the name shown on the security position listing as the owner of the Old Notes. If this Notice of Guaranteed Delivery is signed by a person other than the registered Holder(s) of any Old Notes listed or a participant of the Book-Entry Transfer Facility, this Notice of Guaranteed Delivery must be accompanied by appropriate bond powers, signed as the name of the registered Holder(s) appears on the Old Notes or signed as the name of the participant shown on the Book-Entry Transfer Facility’s security position listing. If this Notice of Guaranteed Delivery is signed by a trustee, executor, administrator, guardian, attorney-in-fact, officer of a corporation, or other person acting in a fiduciary or representative capacity, such person should so indicate when signing.
3.   Requests for assistance or additional copies. Questions and requests for assistance and requests for additional copies of the Prospectus may be directed to the Exchange Agent at the address specified in the Prospectus. Holders may also contact their broker, dealer, commercial bank, trust company, or other nominee for assistance concerning the Exchange Offer.

4


1 Subsequent Filing that References this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/05/07  SEC                               UPLOAD9/27/17    1:38K  Crum & Forster Holdings Corp.
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Filing Submission 0000909567-07-000877   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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