Exhibit 99.3

 

This Notice of Guaranteed Delivery, or one substantially equivalent hereto, must be used to exercise the subscription rights pursuant to the rights offering (the "Rights Offering") as described in the prospectus, dated [__________], 2017 (the "Prospectus") of Trinity Capital Corporation, a New Mexico corporation (the "Company"), if a holder of subscription rights cannot deliver the certificate evidencing the subscription rights (the "Subscription Rights Certificate"), to Continental Stock Transfer & Trust Company (the "Subscription Agent") at the address listed below before 5:00 p.m., Eastern Daylight Time, on [__________], 2017, (as it may be extended, the "Expiration Date").  Such form must be delivered by hand, first class mail, or overnight courier to the Subscription Agent and must be received by the Subscription Agent before 5:00 p.m., Eastern Daylight Time, on the Expiration Date.  See "The Rights Offering — Method of Exercising Subscription Rights" in the Prospectus.

Payment of the subscription price of $4.75 per share of voting common stock subscribed for pursuant to the exercise of subscription rights must be received by the Subscription Agent in the manner specified in the Prospectus before 5:00 p.m., Eastern Daylight Time, on the Expiration Date even if the Subscription Rights Certificate(s) evidencing such subscription rights is (are) being delivered pursuant to the Guaranteed Delivery Procedures thereof.  See "The Rights Offering — Method of Exercising Subscription Rights" in the Prospectus.

 

 

 

 

Ladies and Gentlemen:

 

The undersigned hereby represents that the undersigned is the holder of Subscription Rights Certificate(s) representing subscription right(s) and that such Subscription Rights Certificate(s) cannot be delivered to the Subscription Agent prior to the Expiration Date of the Rights Offering.  Upon the terms and subject to the conditions set forth in the Prospectus, receipt of which is hereby acknowledged, the undersigned hereby elects to exercise subscription rights represented by the Subscription Rights Certificate(s) (i) to subscribe for ___________ share(s) of voting common stock pursuant to the basic subscription right, and (ii) exercise the over-subscription privilege to subscribe for up to ___________ share(s) of common stock, subject to availability and the limitations described in the Prospectus.

 

The undersigned understands that payment of the subscription price of $4.75 per share of voting common stock subscribed for pursuant to the basic subscription right and the over-subscription privilege must be received by the Subscription Agent before 5:00 p.m., Eastern Daylight Time, on the Expiration Date, and represents that such payment, in the aggregate amount of $_____________, either (check appropriate box):

 

     o    is being delivered to the Subscription Agent herewith;

 

      or

 

 

Date of transfer: __________________

Confirmation number (if available): __________________

 

 

 

 

The undersigned, a member firm of a registered national securities exchange or of the Financial Industry Regulatory Authority, Inc., or a commercial bank or trust company having an office or correspondent in the United States, or a bank, stockbroker, savings and loan association or credit union with membership in an approved signature guarantee medallion program, pursuant to Rule 17Ad-15 of the Securities Exchange Act of 1934, as amended, guarantees that the undersigned will deliver to the Subscription Agent the Subscription Rights Certificates representing the subscription rights being exercised hereby in connection with the Rights Offering, with any required signature guarantee and any other required documents, all within three business days after the date the Subscription Agent receives this guarantee.

 

 

The institution that completes this form must communicate the guarantee to the Subscription Agent and must deliver the Subscription Rights Certificate(s) to the Subscription Agent within the time period shown in the Prospectus.  Failure to do so could result in a financial loss to such institution.