RESOLICITATION SOLICITATION OF VOTES ON THE MODIFIED PLAN
A. Classes 5, 6, 8, 9, 10, 11, and 13 Are Now Voting Classes
Pursuant to the Sixth Amended Plan, holders of claims in unimpaired Classes were not
given the opportunity to opt out of the Non-Debtor Release Provision. In the Opinion, the Bankruptcy
Court stated that a plan of reorganization may not provide for releases, by holders of Claims, of their
Claims against non-Debtor Entities unless such holders affirmatively consented to such releases by (i)
voting in favor of the plan and (ii) not opting out of such releases.
Accordingly, the Debtors intend to seek affirmative consent to the Non-Debtor Release
Provision (Section 43.6 of the Modified Plan) from holders of Claims in many of the Classes that, in the
Sixth Amended Plan, were categorized as unimpaired. Specifically, the following Classes of Claims will
now be provided an opportunity to elect to opt out of the Non-Debtor Release Provision: Class 5 (JPMC
Rabbi Trust/Policy Claims), Class 6 (Other Benefit Plan Claims), Class 8 (WMB Vendor Claims), Class 9
(Visa Claims), Class 10 (Bond Claims), Class 11 (WMI Vendor Claims), and Class 13 (Convenience
Claims). Holders of Claims in such Classes should be aware, however, that they will not be entitled
to a distribution if they elect to opt out of the Non-Debtor Release Provision. In addition, because
holders of Claims in Classes 5, 6, 8, 9, 10, 11, and 13 will forfeit their distribution if they elect to opt out
of the Non-Debtor Release Provision, these Classes are now impaired pursuant to the Modified Plan, and
are holders therein are entitled to vote to accept or reject the Modified Plan.
Pursuant to the Amended Global Settlement Agreement and the Modified Plan, JPMC
will pay or fund the payment of Claims against the Debtors in Classes 4 (WMI Medical Plan Claims) and
7 (Qualified Plan Claims). Holders of Claims in such Classes will not be solicited to grant the releases set
forth in the Non-Debtor Release Provision (either voluntarily or involuntarily) and, thus, remain
unimpaired by the Modified Plan. Similarly, holders of Claims in Class 1 (Priority Non-Tax Claims) will
not be subject to the releases set forth in Non-Debtor Release Provision and, thus, remain unimpaired by
the Modified Plan. Accordingly, holders of Claims in Classes 1, 4 and 7 will be deemed to accept the
Modified Plan, will not be entitled to vote on the Modified Plan, and will not receive Ballots or election
forms.
B. Solicitation of Votes on the Modified Plan
Although the Modified Plan incorporates certain modifications made subsequent to the
initial solicitation of votes with respect to the Sixth Amended Plan, the Debtors believe that these
modifications do not adversely change the treatment of the Claim of any creditor or Equity Interest of any
equity security holder in any Class that previously voted to accept the Sixth Amended Plan. However, the
Debtors nonetheless intend to resolicit votes on the Modified Plan from holders of Claims and Equity
Interests in all Classes previously solicited, except Classes 17A and 19, to ensure that such holders have
had a full opportunity to vote on the Modified Plan and to elect to grant certain releases, described in
more detail below, in exchange for the consideration being provided to them pursuant to the Modified
