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EXHIBIT 99.13
NOTICE OF GUARANTEED DELIVERY
FOR
12 1/2% SENIOR SUBORDINATED NOTES DUE 2010, SERIES A
OF
AUTOTOTE CORPORATION
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THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
[ ], 2001 UNLESS EXTENDED.
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As set forth in the prospectus dated December , 2000 (the "Prospectus") of
Autotote Corporation, a Delaware corporation (the "Company"), and in the Letter
of Transmittal (the "Letter of Transmittal"), this form or a form substantially
equivalent to this form must be used to accept the Exchange Offer (as defined
below) if (1) the certificates for the outstanding 12 1/2% Senior Subordinated
Notes due 2010, Series A (the "series A notes"), of the Company are not
immediately available or (2) certificates for the series A notes, the Letter of
Transmittal or any other documents required by the Letter of Transmittal cannot
be delivered to the Exchange Agent prior to the expiration of the Exchange Offer
or (3) compliance with book-entry transfer procedures cannot be completed on a
timely basis. Such form may be delivered by hand or transmitted by facsimile
transmission, telex or mail to the Exchange Agent no later than the Expiration
Date, and must include a signature guarantee by an Eligible Institution (as
defined in the Letter of Transmittal) as set forth below.
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
THE BANK OF NEW YORK
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BY HAND OR OVERNIGHT FACSIMILE TRANSACTIONS: BY REGISTERED OR CERTIFIED
DELIVERY: (ELIGIBLE INSTITUTIONS ONLY) MAIL:
The Bank of New York (212) 815-[ ] The Bank of New York
101 Barclay Street Attention: 101 Barclay Street
Floor 7 East To Confirm by Telephone Floor 7 East
New York, New York 10286 or for Information Call: New York, New York 10286
Attention: [( ) - ] Attention:
Reorganization Section Reorganization Section
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DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OR TRANSMISSION TO A FACSIMILE NUMBER
OTHER THAN AS SET FORTH ABOVE DOES NOT CONSTITUTE A VALID DELIVERY. THE
METHOD OF DELIVERY OF ALL DOCUMENTS, INCLUDING CERTIFICATES, IS AT THE
RISK OF THE HOLDER. IF DELIVERY IS BY MAIL, REGISTERED MAIL WITH
RETURN RECEIPT REQUESTED, PROPERLY INSURED, IS RECOMMENDED. YOU
SHOULD READ THE INSTRUCTIONS ACCOMPANYING THE LETTER OF
TRANSMITTAL CAREFULLY BEFORE YOU COMPLETE THIS NOTICE OF
GUARANTEED 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 instruction thereto, such
signatures must appear in the applicable space provided on the Letter of
Transmittal for Guarantee of Signature(s).
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Ladies and Gentlemen:
The undersigned acknowledges receipt of the Prospectus and the related
Letter of Transmittal which describes the Company's offer (the "Exchange Offer")
to exchange $1,000 in principal amount of its 12 1/2% Senior Subordinated Notes
due 2010, Series B (the "series B notes") for each $1,000 in principal amount of
its issued and outstanding 12 1/2% Senior Subordinated Notes due 2010, Series A
(the "series A notes"). The undersigned hereby tenders to the Company the
aggregate principal amount of series A notes set forth below on the terms and
conditions set forth in the Prospectus and the related Letter of Transmittal
pursuant to the guaranteed delivery procedure set forth in the "The Exchange
Offer--Guaranteed Delivery Procedures" section in the Prospectus and the
accompanying Letter of Transmittal.
The undersigned understands that no withdrawal of a tender of series A notes
may be made on or after the 5:00 pm. New York City Time, on [ ], 2001. The
undersigned understands that for a withdrawal of a tender of series A notes to
be effective, a written notice of withdrawal that complies with the requirements
of the Exchange Offer must be timely received by the Exchange Agent at one of
its addresses specified on the cover of this Notice of Guaranteed Delivery prior
to the Expiration Date.
The undersigned understands that the exchange of series A notes for
series B notes pursuant to the Exchange Offer will be made only after timely
receipt by the Exchange Agent of (a) (1) certificates representing such
series A notes or timely confirmation of a book-entry transfer of such series A
notes into the Exchange Agent's account at The Depository Trust Company ("DTC")
pursuant to the procedures set forth in the Prospectus under the caption "The
Exchange Offer--How to Tender Series A Notes for Exchange," (2) the Letter of
Transmittal (or a manually signed facsimile thereof) properly completed and duly
executed, with any required signature guarantees, and (3) this Notice of
Guaranteed Delivery and any other documents required by the Letter of
Transmittal or (b) a properly transmitted Agent's Message from DTC. The term
"Agent's Message" means a message, transmitted by DTC and received by the
Exchange Agent and forming part of the confirmation of a book-entry transfer,
which states that DTC has received an express acknowledgment from a participant
in DTC tendering the series A notes and that such participant has received the
Letter of Transmittal and agrees to be bound by the terms of the Letter of
Transmittal, and the Company may enforce such agreement against such
participant. Delivery of an Agent's Message will also constitute acknowledgment
from the tendering DTC participant that the representations and warranties in
the Letter of Transmittal are true and correct.
All authority conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall not be affected by, and shall survive, the death,
incapacity or dissolution of the undersigned, and every obligation of the
undersigned under this Notice of Guaranteed Delivery shall be binding on the
heirs, executors, administrators, trustees in bankruptcy, personal and legal
representatives, successors and assigns of the undersigned.
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PLEASE COMPLETE
Principal Amount of series A notes Name(s) of Registered Holder(s):
Tendered for Exchange: $
Series A notes Certificate No.(s)
(if available):
If series A notes will be tendered by book-entry transfer, provide the following
information:
DTC Account Number:
Date:
PLEASE SIGN HERE
X
Signature(s) of Owner(s) or Authorized Date
Signatory
Area Code and Telephone Number:
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This Notice of Guaranteed Delivery must be signed by the registered
Holder(s) (as defined in the Letter of Transmittal) of series A notes exactly as
its (their) name(s) appear on certificates for series A notes or on a security
position listing as the owner of series A notes, 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 of a corporation or other
person acting in a fiduciary or representative capacity, then such person must
provide the following information.
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PLEASE PRINT NAME(S) AND ADDRESS(ES)
Name(s):
Capacity:
Address(es):
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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 member firm of a registered national securities exchange
or of the National Association of Securities Dealers, Inc. or a commercial bank
or trust company having an office or a correspondent in the United States, or
otherwise an "eligible guarantor institution" within the meaning of
Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended, hereby
(1) represents that each holder of series A notes on whose behalf this tender is
being made "own(s)" the series A notes covered hereby within the meaning of
Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), (2) represents that such tender of series A notes complies with
Rule 14e-4 of the Exchange Act and (3) guarantees that, within three business
days from the expiration date of the Exchange Offer, a properly completed and
duly executed Letter of Transmittal (or a facsimile thereof), together with
certificates representing the series A notes covered hereby in proper form for
transfer (or confirmation of the book-entry transfer of such series A notes into
the Exchange Agent's account at DTC, pursuant to the procedure for book-entry
transfer set forth in the Prospectus) and required documents will be deposited
by the undersigned with the Exchange Agent.
The undersigned acknowledges that it must deliver the Letter of Transmittal
and series A notes tendered hereby to the Exchange Agent within the time period
set forth above and the failure to do so could result in financial loss to the
undersigned.
____________________________________________________________________________
Name of Firm
____________________________________________________________________________
Address
____________________________________________________________________________
Zip Code
Area Code and Telephone No. ________________________________________________
____________________________________________________________________________
Authorized Signature
____________________________________________________________________________
Title
____________________________________________________________________________
(Please Type or Print)
Dated: _____________________________________________________________________
NOTE: DO NOT SEND CERTIFICATES FOR SERIES A NOTES WITH THIS FORM. CERTIFICATES
FOR SERIES A NOTES SHOULD ONLY BE SENT WITH YOUR LETTER OF TRANSMITTAL.
