Tender-Offer Statement — Issuer Tender Offer — Schedule 13E-4
Filing Table of Contents
Document/Exhibit Description Pages Size
1: SC 13E4 Tender-Offer Statement -- Issuer Tender Offer 5 25K
2: EX-99.(A)(1) Form of Offer to Purchase 34 158K
3: EX-99.(A)(2) Form of Letter of Transmittal 12 54K
4: EX-99.(A)(3) Form of Notice of Guaranteed Delivery 2 16K
5: EX-99.(A)(4) Form of Letter to Brokers, Dealers 2 13K
6: EX-99.(A)(5) Form of Letter to Clients 2 13K
7: EX-99.(A)(6) Press Release Dated 6/23/98 2 12K
8: EX-99.(A)(7) Form of Summary Advertisement 4± 17K
9: EX-99.(A)(8) Substitute W-9 Tax Guidelines 4± 16K
10: EX-99.(G)(1) Exhibit 13 to Company's Annual Report on Form 37 182K
10-K
11: EX-99.(G)(2) Certain Pages of the Company's Form 10-Q 9 47K
12: EX-99.(G)(3) Consent of Independent Accountants 1 6K
EX-99.(A)(3) — Form of Notice of Guaranteed Delivery
EX-99.(A)(3) | 1st Page of 2 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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EXHIBIT (a)(3)
MGM GRAND, INC.
NOTICE OF GUARANTEED DELIVERY
OF SHARES OF COMMON STOCK
This form, or a form substantially equivalent to this form, must be used to
accept the Offer (as defined below) if certificates for the Shares (as defined
below) are not immediately available, if the procedure for book-entry transfer
cannot be completed on a timely basis, or if time will not permit all other
documents required by the Letter of Transmittal to be delivered to the
Depositary (as defined below) prior to the Expiration Date (as defined in
Section 1 of the Offer to Purchase defined below). This form may be delivered
by hand or transmitted by mail or overnight courier, or (for Eligible
Institutions only) by facsimile transmission, to the Depositary. See Section 3
of the Offer to Purchase. THE ELIGIBLE INSTITUTION WHICH 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
SHOWN HEREIN. FAILURE TO DO SO COULD RESULT IN A FINANCIAL LOSS TO SUCH
ELIGIBLE INSTITUTION.
THE DEPOSITARY FOR THE OFFER IS:
CHASEMELLON SHAREHOLDER SERVICES, LLC
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By Mail: By Overnight Courier: By Hand:
P.O. Box 3301 85 Challenger Road-Mail Drop-Reorg. 120 Broadway, 13th Floor
South Hackensack, N.J. 07606 Ridgefield Park, N.J. 07660 New York, N.Y. 10271
Attn: Reorganization Dept. Attn: Reorganization Dept. Attn: Reorganization Dept.
Facsimile Transmissions (Eligible Institutions Only): (201) 296-4293
To Confirm Receipt of Facsimile Only: (201) 296-4860
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER
THAN AS SET FORTH ABOVE OR TRANSMISSION OF INSTRUCTIONS VIA A
FACSIMILE NUMBER OTHER THAN THE ONE LISTED ABOVE WILL
NOT CONSTITUTE A VALID DELIVERY.
Ladies and Gentlemen:
The undersigned hereby tenders to MGM Grand, Inc., a Delaware corporation
(the "Company"), upon the terms and subject to the conditions set forth in the
Offer to Purchase, dated July 2, 1998 (the "Offer to Purchase"), and the
related Letter of Transmittal (which together constitute the "Offer"), receipt
of which is hereby acknowledged, the number of shares of common stock, par
value $.01 per share (the "Shares"), of the Company listed below, pursuant to
the guaranteed delivery procedure set forth in Section 3 of the Offer to
Purchase.
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Number of Shares: SIGN HERE:
________________________________________________ ________________________________________________
CERTIFICATE NOS.: (IF AVAILABLE) NAME(S) (PLEASE PRINT)
________________________________________________ ________________________________________________
________________________________________________ ________________________________________________
AREA CODE AND TELEPHONE NUMBER (ADDRESS)
Account No. ____________________________________ ________________________________________________
at The Depository Trust Company SIGNATURE(S)
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ODD LOTS
This section is to be completed ONLY if Shares are being tendered by or on
behalf of a person who owned beneficially, as of the close of business on
June 30, 1998, and who continues to own beneficially as of the Expiration
Date, an aggregate of fewer than 100 Shares.
The undersigned either (check one box):
[_] owned beneficially, as of the close of business on June 30, 1998 and
continues to own beneficially as of the Expiration Date, an aggregate of
fewer than 100 Shares, all of which are being tendered, or
[_] is a broker, dealer, commercial bank, trust company or other nominee that
(i) is tendering, for the beneficial owners thereof, Shares with respect
to which it is the record owner, and (ii) believes, based upon
representations made to it by each such beneficial owner, that such
beneficial owner owned beneficially, as of the close of business on June
30, 1998, and continues to own beneficially as of the Expiration Date, an
aggregate of fewer than 100 Shares and is tendering all of such Shares.
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GUARANTEE (NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, a firm that is a member of a registered national securities
exchange or the National Association of Securities Dealers, Inc. or a
commercial bank or trust company (not a savings bank or savings and loan
association) having an office, branch or agency in the United States hereby
guarantees (i) that the above-named person(s) has a net long position in the
Shares being tendered within the meaning of Rule 14e-4 promulgated under the
Securities Exchange Act of 1934, as amended, (ii) that such tender of Shares
complies with Rule 14e-4, and (iii) to deliver to the Depositary at one of its
addresses set forth above certificate(s) for the Shares tendered hereby, in
proper form for transfer, or a confirmation of the book-entry transfer of the
Shares tendered hereby into the Depositary's account at The Depository Trust
Company in each case together with a properly completed and duly executed
Letter(s) of Transmittal (or facsimile(s) thereof), with any required
signature guarantee(s) and any other required documents, all within three New
York Stock Exchange, Inc. trading days after the date hereof.
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________________________________________________ ________________________________________________
NAME OF FIRM AUTHORIZED SIGNATURE
________________________________________________ ________________________________________________
ADDRESS NAME
________________________________________________ ________________________________________________
CITY, STATE, ZIP CODE TITLE
Dated: ___________________________________, 1998 ________________________________________________
AREA CODE AND TELEPHONE NUMBER
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.
DO NOT SEND SHARE CERTIFICATES WITH THIS FORM. YOUR SHARE CERTIFICATES MUST
BE SENT WITH THE LETTER OF TRANSMITTAL.
2
Dates Referenced Herein and Documents Incorporated by Reference
| Referenced-On Page |
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This ‘SC 13E4’ Filing | | Date | | First | | Last | | | Other Filings |
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| | |
| | 7/10/98 |
Filed on: | | 7/2/98 | | 1 |
| | 6/30/98 | | 2 | | | | | 10-Q |
| List all Filings |
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