Form of Class 22 Master Ballot - Exhibit 4-22 page 527 This is what it should look like.
THIS MASTER ELECTION FORM IS ONLY FOR CASTING ELECTIONS ON BEHALF OF
BENEFICIAL HOLDERS OF COMMON EQUITY INTERESTS.
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
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:
In re: : Chapter 11
:
WASHINGTON MUTUAL, INC., et al.,1 : Case No. 08-12229 (MFW)
:
Debtors. : (Jointly Administered)
:
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MASTER ELECTION FORM FOR CLASS 22
(COMMON EQUITY INTERESTS) (CUSIP NO. )
Name of Debtor Entities and Case Numbers
WMI Investment Corp. 08-12228 (MFW) Washington Mutual, Inc. 08-12229 (MFW)
Washington Mutual, Inc. and WMI Investment Corp., as debtors and debtors in possession (collectively,
the “Debtors”), each of which is identified above, are soliciting votes and certain elections with respect to
the Seventh Amended Joint Plan of Affiliated Debtors Pursuant to Chapter 11 of the United States
Bankruptcy Code, dated as of December 12, 2011 (as it may be further amended, the “Plan”). The Plan is
attached as Exhibit A to the disclosure statement for the Plan (as it may be amended, the “Disclosure
Statement”). All capitalized terms used but not defined herein or in the enclosed voting instructions have
the meanings ascribed to such terms in the Plan.
The United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) has approved
the Disclosure Statement, which provides information to assist stakeholders in deciding how to vote on
the Plan. Bankruptcy Court approval of the Disclosure Statement does not indicate approval of the Plan
by the Bankruptcy Court. If you have any questions on how to properly complete this Master Election
Form, please contact Kurtzman Carson Consultants LLC (the “Voting Agent”) at (917) 281-4800. Please
be advised that Kurtzman Carson Consultants LLC cannot provide legal advice.
THIS MASTER ELECTION FORM SHOULD NOT BE USED TO TRANSMIT ANY
ELECTIONS INCLUDED IN THE MASTER BALLOT ENCLOSED HEREWITH.
This Master Election Form is to be used by you as a broker, bank, or other nominee; or as the
agent of a broker, bank, or other nominee (each of the foregoing, a “Voting Nominee”); or as the
proxy holder of a Voting Nominee or beneficial holder of the Common Equity Interests, to transmit
to the Voting Agent the elections of any beneficial holders in respect of their Common Equity
1 The Debtors in these chapter 11 cases along with the last four digits of each Debtor’s federal tax identification
number are: (i) Washington Mutual, Inc. (3725); and (ii) WMI Investment Corp. (5395). The Debtors’ principal
offices are located at 1201 Third Avenue, Suite 3000, Seattle, Washington 98101.
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Interests that delivered their Beneficial Ballots after the time period required to process and return
the Master Ballot for delivery to the Voting Agent before the Voting and Election Deadline.
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IMPORTANT
EQUITY RELEASE ELECTION DEADLINE: 5:00 P.M. (Pacific Time) on February 29, 2012.
To have the elections of the beneficial holder(s) for whom you act as Voting Nominee count, this
Master Election Form must be properly completed, signed, and returned so that it is actually
received by the Voting Agent, Kurtzman Carson Consultants LLC, by no later than 5:00 p.m.
(Pacific Time) on February 29, 2012, unless such time is extended by the Debtors. Please mail or
deliver your Master Election Form to: Washington Mutual Ballot Processing, c/o Kurtzman
Carson Consultants, 599 Lexington Avenue, 39th Floor, New York, New York 10022; provided,
however, that the Master Election Form should not be used to transmit any elections included in
the Master Ballot enclosed herewith.
MASTER ELECTION FORMS WILL NOT BE ACCEPTED BY TELECOPY, FACSIMILE, EMAIL
OR OTHER ELECTRONIC MEANS OF TRANSMISSION.
If your Master Election Form is not received by the Voting Agent on or before the Equity Release
Election Deadline and such deadline is not extended by the Debtors, the elections of the beneficial
holder(s) for whom you act as Voting Nominee will not be counted, and such beneficial holder(s)
will not be eligible to receive a distribution.
The Master Election Form must be properly completed, signed, and returned so that it is actually
received by the Voting Agent by no later than 5:00 p.m. (Pacific Time) on February 29, 2012.
If the Plan is confirmed by the Bankruptcy Court, the Plan will be binding on the beneficial
holder(s) for whom you act as Voting Nominee whether or not they vote and will not be entitled to
receive a distribution before the Effective Date.
THIS MASTER ELECTION FORM IS ONLY FOR TABULATING ELECTIONS ON BEHALF
OF BENEFICIAL HOLDERS OF COMMON EQUITY INTERESTS.
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HOW TO VOTE (AS MORE FULLY SET FORTH IN THE ATTACHED VOTING INSTRUCTIONS):
1. REVIEW THE CERTIFICATIONS CONTAINED IN ITEM 1 AND COMPLETE ITEM 1.
2. COMPLETE ITEM 2.
3. REVIEW THE CERTIFICATIONS CONTAINED IN ITEM 3, AND COMPLETE ITEM 3.
4. SIGN THE MASTER ELECTION FORM.
5. RETURN THE MASTER ELECTION FORM IN THE PRE-ADDRESSED POSTAGE-PAID ENVELOPE
(SO THAT IT IS RECEIVED BEFORE THE EQUITY RELEASE ELECTION DEADLINE).
6. THIS MASTER ELECTION FORM IS ONLY FOR TABULATING ELECTIONS ON BEHALF OF
BENEFICIAL HOLDERS OF COMMON EQUITY INTERESTS. YOU MUST COMPLETE AND
RETURN THIS MASTER ELECTION FORM EVEN IF YOU PREVIOUSLY RETURNED A
MASTER BALLOT; PROVIDED, HOWEVER, THAT THIS MASTER ELECTION FORM
SHOULD NOT BE USED TO TRANSMIT ANY ELECTIONS INCLUDED IN THE MASTER
BALLOT ENCLOSED HEREWITH.
This Election Form is not a letter of transmittal and may not be used for any purpose other than to submit
elections with respect to the Plan.
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INSTRUCTIONS FOR COMPLETING THE MASTER ELECTION
FORM FOR VOTING NOMINEES OF CLASS 22 (COMMON EQUITY INTERESTS)
1. Complete, sign, and return this Master Election Form to the Voting Agent so that it is
received by the Voting Agent by no later than 5:00 p.m. (Pacific Time) on February 29,
2012, unless such time is extended in writing by the Debtors. The Master Election Form
must be delivered either by mail with the enclosed envelope or by hand delivery or overnight
courier to the Voting Agent at the following address:
Washington Mutual Ballot Processing
c/o Kurtzman Carson Consultants
599 Lexington Avenue, 39th Floor
New York, New York 10022
Attn: Vote Processing
Telephone: (917) 281-4800
Master Election Forms will not be accepted by telecopy, facsimile, e-mail or other
electronic means of transmission.
2. HOW TO ELECT:
If you are transmitting the elections of any beneficial holders of Common Equity Securities
other than yourself that are not otherwise included in the Master Ballot, you must tabulate the
elections of your respective beneficial holders on this Master Election Form in accordance
with the instructions to the Master Election Form, and then return the Master Election Form
to the Voting Agent.
3. With respect to all Beneficial Holder Ballots returned to you, you must properly complete the
Master Election Form, as follows:
a. Check the appropriate box in Item 1 on the Master Election Form;
b. Please note that Item 2 of the Master Election Form requests that you transcribe the
information provided by each beneficial holder in Item 3 of each completed Beneficial
Holder Ballot relating to the granting of certain releases, and that you tender the
underlying Common Equity Securities held by those beneficial holders who affirmatively
elect to opt in or opt out of the releases to the appropriate account established at DTC for
such purpose;
c. YOU MUST TENDER THE UNDERLYING COMMON EQUITY SECURITIES
TO THE APPROPRIATE ACCOUNTS ESTABLISHED AT DTC FOR ALL
BENEFICIAL HOLDERS WHO RETURN BENEFICIAL HOLDER BALLOTS
AND MAKE AN ELECTION IN ITEM 3 AND NO FURTHER TRADING WILL
BE PERMITTED IN SUCH COMMON EQUITY SECURITIES;
d. Review the certification in Item 3 of the Master Election Form;
g. Sign and date the Master Election Form, and provide the remaining information requested;
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h. If additional space is required to respond to any item on the Master Election Form, please
use additional sheets of paper clearly marked to indicate the applicable item of the Master
Election Form to which you are responding;
i. Contact the Voting Agent if you need any additional information; and
j. Deliver the completed, executed Master Election Form so as to be received by the Voting
Agent before the Deadline. For each completed, executed Beneficial Holder Ballot
returned to you by a beneficial holder, you must retain the original completed, executed
Beneficial Holder Ballot in your files for one year from the Deadline, as you may be
required, either pursuant to court order or upon written request from the Debtors, to submit
such information at a later time to the Voting Agent, so as to be received within two (2)
Business Days of such order or written request. After the Voting Deadline, the Voting
Agent will send you information regarding a website on which you must register your
beneficial holders. At the time you register your beneficial holders through such
website, you must deliver to the Voting Agent the newly issued original newly signed
W-8 and W-9 Forms tendered by such beneficial holders.
IF YOU HAVE ANY QUESTIONS REGARDING THE MASTER ELECTION FORM, OR IF
YOU DID NOT RECEIVE A RETURN ENVELOPE WITH YOUR MASTER ELECTION FORM, OR
IF YOU DID NOT RECEIVE A COPY OF THE DISCLOSURE STATEMENT OR PLAN, OR IF YOU
NEED ADDITIONAL COPIES OF THE MASTER ELECTION FORM OR OTHER ENCLOSED
MATERIALS, PLEASE CONTACT THE DEBTORS’ VOTING AGENT, KURTZMAN CARSON
CONSULTANTS LLC, AT (917) 281-4800. COPIES OF THE PLAN AND DISCLOSURE
STATEMENT CAN BE ACCESSED ON THE VOTING AGENT’S WEBSITE AT
WWW.KCCLLC.NET/WAMU. PLEASE DO NOT DIRECT ANY INQUIRIES TO THE
BANKRUPTCY COURT.
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Item 1. Certification. The undersigned certifies that as of the date this Master Election Form is sent to the Voting
Agent, the undersigned (please check appropriate box):
Is a broker, bank, or other nominee for the beneficial holders of the Common Equity Securities listed in
Item 2 below, and is the registered holder of such securities, or
Is acting under a power of attorney and/or agency (a copy of which will be provided upon request) granted
by a broker, bank, or other nominee that is the registered holder of the Common Equity Securities listed in
Item 2 below, or
Has been granted a proxy (an original of which is attached hereto) from a broker, bank, or other nominee,
or a beneficial holder, that is the registered holder of the Common Equity Securities listed in Item 2 below,
and accordingly, has full power and authority to submit the release elections, on behalf of the Common
Equity Securities held by the beneficial holders of the Common Equity Securities described in Item 2.
Item 2. Certification as to Transcription of Information from Item 2 as to Opt-Out Election. The undersigned
certifies that the undersigned has transcribed in the following table the information, if any, provided by
beneficial holders in Item 3 of the beneficial holders’ original Beneficial Holder Ballots:
YOUR Customer Account
Number for Each Beneficial
Holder Who Completed
Item 3 of the Beneficial
Holder Ballots
VOI Number from
DTC*
for Each Beneficial
Holder Who Elected to
Opt Out of Granting
Releases
Number of Shares
for Each Beneficial
Holder Who Elected to
Opt Out of Granting
Releases
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
YOUR Customer Account
Number for Each Beneficial
Holder who returned a
Beneficial Holder Ballot
without completing Item 3
VOI Number from
DTC*
for Each Beneficial
Holder Who Elected to
Grant Releases
Number of Shares
for Each Beneficial
Holder Who Elected to
Grant Releases
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
* The underlying Common Equity Interests held by beneficial holders electing to opt in OR opt out of
granting the releases, as the case may be, are to be tendered into the appropriate election account
established at The Depository Trust Company (“DTC”) for that purpose. Input the corresponding
VOI number received from DTC in the appropriate column in the tables above. Common Equity
Interests may NOT be withdrawn from the DTC election accounts once tendered. NO further
trading will be permitted in the Common Equity Interests held in the election accounts at DTC. If
the Plan is not confirmed, DTC will, in accordance with its customary practices and procedures,
return all Common Equity Interests held in the election accounts to the applicable Nominee for
credit to the account of the applicable beneficial holder.
If you do not tender the underlying Common Equity Interests held by each beneficial holder you
represent into the appropriate account, any elections made on behalf of such holder shall not be
counted, such holder shall not be entitled to receive a distribution pursuant to the Plan on the
Effective Date, and such holder shall be treated in accordance with Section 31.6(c) of the Plan.
Item 3. Certification. By signing this Master Election Form, the undersigned certifies that each beneficial holder
of the Common Equity Securities listed in Item 2 above has been provided with a copy of the Disclosure
Statement, including the exhibits thereto, and acknowledges that the solicitation of elections for the Plan is
subject to all of the terms and conditions set forth Disclosure Statement.
Name of Voting Nominee:
(Print or Type)
Participant Number:
Name of Proxy Holder or Agent
for Voting Nominee (if applicable):
(Print or Type)
Last Four (4) Digits of Social Security or Federal Tax I.D. No.:
Signature:
By:
(If Appropriate)
Title:
(If Appropriate)
Street Address:
City, State, Zip Code:
Telephone Number: ( )
(Including Area Code)
Date Completed:
