Initial Public Offering (IPO): Pre-Effective Amendment to Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1/A Pre-Effective Amendment to Registration Statement 194 1.04M
(General Form)
2: EX-3.17-1 Articles of Incorporation/Organization or By-Laws 5 21K
3: EX-3.17-2 Articles of Incorporation/Organization or By-Laws 12 48K
4: EX-3.18-1 Articles of Incorporation/Organization or By-Laws 6 24K
5: EX-3.18-2 Articles of Incorporation/Organization or By-Laws 15 36K
6: EX-5.1 Opinion re: Legality 3 18K
7: EX-5.2(A) Opinion re: Legality 2± 12K
8: EX-10.19 Material Contract 32 89K
9: EX-23.1 Consent of Experts or Counsel 1 11K
10: EX-23.2 Consent of Experts or Counsel 1 10K
11: EX-99.2 Miscellaneous Exhibit 3 15K
EX-99.2 — Miscellaneous Exhibit
| EX-99.2 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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EXHIBIT 99.2
NOTICE OF GUARANTEED DELIVERY
For Tender Of
12% Senior Subordinated Notes due 2008
of
DECRANE AIRCRAFT HOLDINGS, INC.
This Notice of Guaranteed Delivery or one substantially equivalent
hereto must be used to accept the Exchange Offer (as defined below) if (i)
certificates for the Company's (as defined below) 12% Series A Senior
Subordinated Notes due 2008 (the "Old Notes") are not immediately available,
(ii) Old Notes, the Letter of Transmittal and any other documents required by
the Letter of Transmittal cannot be delivered to State Street Bank and 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 book-entry
transfer cannot be completed on a timely basis. This Notice of Guaranteed
Delivery may be delivered by hand or sent by facsimile transmission,
overnight courier, telex, telegram or mail to the Exchange Agent. See "The
Exchange Offer - Guaranteed Delivery Procedures" in the Prospectus dated
____________, 1999 (which, together with the related Letter of Transmittal,
constitutes the "Exchange Offer") of DeCrane Aircraft Holdings, Inc., a
Delaware corporation (the "Company").
The Exchange Agent for the Exchange Offer is:
STATE STREET BANK AND TRUST COMPANY, EXCHANGE AGENT
BY REGISTERED OR CERTIFIED MAIL: BY OVERNIGHT COURIER:
State Street Bank and Trust Company State Street Bank and Trust Company
P.O. Box 778 Two International Place
Boston, Massachusetts 02102 Boston, Massachusetts 02110
ATTENTION: Corporate Trust Department ATTENTION: Corporate Trust
Kellie Mullen Department
Kellie Mullen
BY HAND in New York to 4:30 p.m. BY HAND in Boston to 4:30 p.m.:
(as drop agent): State Street Bank and Trust Company
State Street Bank and Trust Company Two International Place
61 Broadway Fourth Floor
15th Floor Boston, Massachusetts 02110
Corporate Trust Window Attention: Corporate Trust Department
New York, NY 10006
FOR INFORMATION CALL:
Kellie Mullen
617-664-5587
Reference: DeCrane Aircraft
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER
THAN AS SET FORTH ABOVE OR TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY
BY ANY MANNER 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 ON THE LETTER
OF TRANSMITTAL.
THE FOLLOWING GUARANTEE MUST BE COMPLETED
GUARANTEE OF DELIVERY
(Not to be used for Signature Guarantee)
The undersigned, a firm which is a member of a registered national
securities exchange or a member of the National Association of Securities
Dealers, Inc. or a commercial bank or trust company having an office or
correspondent in the United States, hereby guarantees to deliver to the Exchange
Agent, at one of its addresses set forth above, either the certificates for all
physically tendered Old Notes, in proper form for transfer, or confirmation of
the book-entry transfer of such Old Notes 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 documents required by such Letter of Transmittal, within
five New York Stock Exchange trading days after the date of execution of this
Notice of Guaranteed Delivery.
The undersigned acknowledges that it must deliver the Letter(s) of
Transmittal and the Old 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.
Name of Firm:
--------------------- ------------------------------
(Authorized Signature)
Address: Title:
--------------------------- ------------------------
Name:
----------------------------------- -------------------------
(Zip Code) (Please type or print)
Area Code and Telephone Number: Date:
------------------------
-----------------------------------
NOTE: DO NOT SEND OLD NOTES WITH THIS NOTICE OF
GUARANTEED DELIVERY. ACTUAL SURRENDER OF OLD NOTES MUST BE MADE PURSUANT TO,
AND BE ACCOMPANIED BY, A PROPERLY COMPLETED AND FULLY EXECUTED LETTER OF
TRANSMITTAL AND ANY OTHER REQUIRED DOCUMENTS.
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