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EXHIBIT (a)(1)(iv)
Notice of Guaranteed Delivery
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ESCALADE, INCORPORATED
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: (a) certificates for the shares of
Common Stock of Escalade, Incorporated are not immediately available, (b) the
procedure for book entry transfer cannot be completed on a timely basis, or (c)
time will not permit all other documents required by the Letter of Transmittal
to be delivered to the Depositary on or 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 (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.
To: Fifth Third Bank, Depositary
BY MAIL OR OVERNIGHT COURIER:
Fifth Third Bank
Corporate Trust Administration
38 Fountain Square Plaza
Mail Drop 10AT60
Cincinnati, Ohio 45263
BY HAND:
Fifth Third Bank Fifth Third Bank
Corporate Trust Operations c/o Harris Trust
380 Walnut Street 77 Water Street
4th Floor 4th Floor
Cincinnati, Ohio 45263 New York, NY 10005
BY FACSIMILE TRANSMISSION:
(For Eligible Institutions Only)
(513) 744-6398
To Confirm Receipt of Facsimile:
(513) 579-4355
DELIVERY OF THIS INSTRUMENT 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.
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.
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Ladies and Gentlemen:
The undersigned hereby tenders to Escalade, Incorporated, an Indiana
corporation at the price per Share indicated below, net to the seller in cash,
upon the terms and subject to the conditions set forth in the Offer to Purchase,
dated February 24, 2000 (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, no par value (the "Shares"),
of the Company listed below, pursuant to the guaranteed delivery procedure set
forth in Section 3 of the Offer to Purchase.
Number of Shares:
________________________________ ______________________________
Certificate Nos.: (if available) Signature(s)
_____________________________________________________________________
Names(s) (Please Print)
If Shares will be tendered by book entry transfer:
Name of Tendering Institution:________________________________________
Address:__________________________________________________________
Account No.__________ at The Depository Trust Company
Area Code and Telephone Number
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PRICE (IN DOLLARS) PER SHARE
AT WHICH SHARES ARE BEING TENDERED
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CHECK ONLY ONE BOX. IF MORE THAN ONE BOX IS CHECKED, OR IF NO BOX IS CHECKED,
THERE IS NO VALID TENDER OF SHARES.
STOCKHOLDERS WHO DESIRE TO TENDER SHARES AT MORE THAN ONE PRICE MUST COMPLETE A
SEPARATE ELECTION FORM FOR EACH PRICE AT WHICH SHARES ARE TENDERED.
SHARES TENDERED AT PRICE DETERMINED BY DUTCH AUCTION
[ ] The undersigned wants to maximize the chance of having Escalade purchase all
the Shares the undersigned is tendering (subject to the possibility of
proration). Accordingly, by checking this one box INSTEAD OF ONE OF THE PRICE
BOXES BELOW, the undersigned hereby tenders Shares and is willing to accept the
Purchase Price resulting from the Dutch Auction tender process. This action
could result in receiving a price per Share as low as $14.50 or as high as
$18.00.
OR
SHARES TENDERED AT PRICE DETERMINED BY STOCKHOLDER
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[ ] 14.5000 [ ] 15.1250 [ ] 15.7500 [ ] 16.3750 [ ] 16.9375 [ ] 17.5000
[ ] 14.5625 [ ] 15.1875 [ ] 15.8125 [ ] 16.4375 [ ] 17.0000 [ ] 17.5625
[ ] 14.6250 [ ] 15.2500 [ ] 15.8750 [ ] 16.5000 [ ] 17.0625 [ ] 17.6250
[ ] 14.6875 [ ] 15.3125 [ ] 15.9375 [ ] 16.5625 [ ] 17.1250 [ ] 17.6875
[ ] 14.7500 [ ] 15.3750 [ ] 16.0000 [ ] 16.6250 [ ] 17.1875 [ ] 17.7500
[ ] 14.8125 [ ] 15.4375 [ ] 16.0625 [ ] 16.6875 [ ] 17.2500 [ ] 17.8125
[ ] 14.8750 [ ] 15.5000 [ ] 16.1250 [ ] 16.7500 [ ] 17.3125 [ ] 17.8750
[ ] 14.9375 [ ] 15.5625 [ ] 16.1875 [ ] 16.8125 [ ] 17.3750 [ ] 17.9375
[ ] 15.0000 [ ] 15.6250 [ ] 16.2500 [ ] 16.8750 [ ] 17.4375 [ ] 18.0000
[ ] 15.0625 [ ] 15.6875 [ ] 16.3125
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CONDITIONAL TENDER
UNLESS THIS BOX HAS BEEN COMPLETED AND A MINIMUM SPECIFIED, THE TENDER WILL BE
DEEMED UNCONDITIONAL (SEE SECTIONS 6 AND 13 OF THE OFFER TO PURCHASE).
Minimum number of Shares that must be purchased, if any are purchased:
_____ Shares
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ODD LOTS
To be completed ONLY if Shares are being tendered by or on behalf of persons
owning beneficially an aggregate of fewer than 100 Shares as of the close of
business on February 23, 2000.
The undersigned either (check one):
[ ] was the beneficial owner of an aggregate of fewer than 100 Shares as of the
close of business on February 23, 2000, all of which are tendered, or
[ ] is a broker, dealer, commercial bank, trust company or other nominee that
(a) is tendering, for the beneficial owners thereof, Shares with respect to
which it is the record owner, and (b) believes, based upon representations made
to it by each beneficial owner, that the beneficial owner owned an aggregate of
fewer than 100 Shares as of the close of business on February 23, 2000, and is
tendering all of his or her 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 having an office or correspondent in the United
States, guarantees (a) that the above-named person(s) has a net long position in
the Shares (and associated Rights) being tendered within the meaning of Rule
14e-4 promulgated under the Securities Exchange Act of 1934, as amended, (b)
that such tender of Shares complies with Rule 14e-4 and (c) delivery 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 business days after the date hereof.
Name of Firm_____________________________________________________
Authorized Signature_____________________________________________
Name Title
Name_____________________________________________________________
Address__________________________________________________________
City, State, Zip Code
_________________________________________________________________
Area Code and Telephone Number
Dated:_____________, 2000
DO NOT SEND STOCK CERTIFICATES WITH THIS FORM.
YOUR STOCK CERTIFICATES MUST BE SENT WITH
THE LETTER OF TRANSMITTAL.
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