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PLEASE READ CAREFULLY THE MATERIALS ACCOMPANYING
AND CONTAINED WITHIN THIS BALLOT BEFORE COMPLETING
EACH SECTION AND MARKING YOUR CHOICES CLEARLY.
YOU SHOULD NOT RETURN THIS BALLOT IF YOU DO NOT WISH
TO CHANGE THE VOTE THAT YOU PREVIOUSLY CAST IN THESE CASES.
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UNITED STATES BANKRUPTCY COURT
EASTERN DISTRICT OF LOUISIANA
In re: ) No. 95-14545
) Section A
XXXXXX'X JAZZ COMPANY, )
) Chapter 11
Debtor. ) Reorganization
----------------------------------------)
)
In re: ) No. 95-14544
) Section A
XXXXXX'X JAZZ FINANCE CORP., )
) Chapter 11
Debtor. ) Reorganization
----------------------------------------)
)
In re: )
) No. 95-14871
XXXXXX'X NEW ORLEANS ) Section A
INVESTMENT COMPANY, )
) Chapter 11
Debtor. ) Reorganization
----------------------------------------)
BALLOT FOR CHANGING VOTE ON DEBTORS' ORIGINAL PLAN
Holders of claims against the above-captioned debtors should use this
ballot only if they wish to change the votes that they previously cast
in these cases. If you do not wish to change your previous vote(s),
please do not return this ballot.
A PLAN OF REORGANIZATION CAN BE CONFIRMED BY THE COURT AND THEREBY MADE BINDING
ON YOU IF IT IS ACCEPTED BY THE HOLDERS OF AT LEAST TWO-THIRDS IN AMOUNT AND
MORE THAN ONE-HALF IN NUMBER OF CLAIMS IN EACH CLASS AND THE HOLDERS OF AT LEAST
TWO-THIRDS IN AMOUNT OF EQUITY SECURITY INTERESTS IN EACH CLASS VOTING ON THE
PLAN. THE "ORIGINAL PLAN" REFERRED TO IN THIS BALLOT RECEIVED THE REQUISITE
VOTES FOR CONFIRMATION BY THE COURT. VOTES CAST ON THE ORIGINAL PLAN WILL BE
DEEMED TO HAVE BEEN VOTED WITH RESPECT TO THE "MODIFIED PLAN" REFERRED TO IN
THIS BALLOT IN THE SAME MANNER IN WHICH THEY WERE CAST ON THE ORIGINAL PLAN,
UNLESS CREDITORS ELECT TO CHANGE THEIR VOTES.
ACCORDINGLY, UNLESS A SUFFICIENT AMOUNT AND NUMBER OF CREDITORS CHANGE THEIR
VOTES WITH RESPECT TO THE MODIFIED PLAN SUCH THAT ANY CLASS HAS NOT ACCEPTED THE
MODIFIED PLAN BY THE REQUISITE MAJORITIES (AS SET FORTH ABOVE), THE MODIFIED
PLAN CAN BE CONFIRMED BY THE COURT AND THEREBY MADE BINDING ON YOU. IN THE
EVENT THAT SUFFICIENT VOTES ARE CHANGED AND THUS THE REQUISITE ACCEPTANCES ARE
NOT OBTAINED, THE COURT NEVERTHELESS MAY CONFIRM THE MODIFIED PLAN IF THE COURT
FINDS THAT THE MODIFIED PLAN ACCORDS FAIR AND EQUITABLE TREATMENT TO THE CLASS
OR CLASSES REJECTING IT AND OTHERWISE SATISFIES THE REQUIREMENTS OF
SECTION 1129(B) OF THE BANKRUPTCY CODE.
The above-captioned debtors (the "Debtors"), together with Xxxxxx'x
Entertainment, Inc., proposed the Third Amended Joint Plan of Reorganization,
dated February 26, 1997 (the "Original Plan"). The Debtors distributed to
creditors the Debtors' Third Amended Joint Disclosure Statement Pursuant to
Section 1125 of the Bankruptcy Code, dated February 26, 1997, along with copies
of the Original Plan, voting instructions and ballots. After a vote by the
Debtors' creditors and a hearing on confirmation of the Original Plan, the
United States Bankruptcy Court for the Eastern District of Louisiana confirmed
the Debtors' Original Plan on April 28, 1997. The Effective Date of the
Original Plan was conditioned upon, among other things, the execution and
delivery of an Amended Casino Operating Contract and all necessary approvals, if
any, from the State of Louisiana. Although the Louisiana Gaming Control Board
approved the Amended Casino Operating Contract and related documents, the State
has taken the position that the State legislature must also give its approval,
which the State legislature failed to do in its regular session which adjourned
on June 23, 1997. To insure that the State legislature's failure to act with
respect the Amended Casino Operating Contract does not impair the Debtors'
efforts to reorganize, the Proponents have proposed the Third Amended Joint Plan
of Reorganization as Amended Pre- and Post-Confirmation (the "Modified Plan").
(Capitalized terms not otherwise defined in this Ballot have the meanings
assigned to them by the Original Plan or the Modified Plan as the context
requires.) Pursuant to Section 1127(d) of the Bankruptcy Code, the Debtors are
distributing this ballot in order to give holders of claims an opportunity to
change their previously cast votes accepting or rejecting the Original Plan.
You are receiving this ballot because you returned a ballot with respect to the
Original Plan and are, therefore, entitled to change the vote(s) that you
previously cast in these cases. However, if your claim against the Debtors'
estates is unliquidated, disputed, or contingent or is subject to an objection
filed with the Bankruptcy Court, your vote will not be counted.
Below you will be asked to make a decision -- whether, as a creditor, you wish
to change your previous vote(s) to accept or reject the Original Plan. To
change the vote(s) that you previously cast to accept or reject the Original
Plan, please xxxx the appropriate boxes below.
UNDER SECTION 1127 OF THE BANKRUPTCY CODE, IF YOU DO NOT CHANGE YOUR VOTE, YOU
WILL BE DEEMED TO HAVE VOTED IN THE MANNER IN WHICH YOU VOTED ON THE ORIGINAL
PLAN. ACCORDINGLY IF YOU DO NOT WISH TO CHANGE YOUR VOTE(S), YOU NEED NOT AND
SHOULD NOT RETURN THIS BALLOT.
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To change your previously cast vote(s), you must fully and accurately complete
this ballot and return it to the following address so as to be received no later
than 11:00 p.m., Central Daylight Savings Time, on September 8, 1997:
Balloting Agent for IN RE XXXXXX'X JAZZ COMPANY, ET AL.
c/o Price Waterhouse LLP
X.X. Xxx 00000
Xxxxxxx, Xxxxxxxx 00000
I. CHANGE OF PREVIOUSLY CAST VOTE(S)
If you wish to change your vote(s), please xxxx your previous vote(s) on the
Original Plan next to the class or classes in which you voted and then xxxx your
new vote(s) on the Modified Plan in the corresponding box.
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Name of Class Vote on Original Plan Vote on Modified Plan
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Class A1 (Other Priority / / Accept / / Reject / / Accept / / Reject
Claims Against HJC)
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Class A2 (Non-Bondholder / / Accept / / Reject / / Accept / / Reject
Secured Claims Against HJC)
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Class A3 (Bank Claims and / / Accept / / Reject / / Accept / / Reject
Old Bank Collateral Agent
Claims Against HJC)
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Class A4 (Bondholder Claims / / Accept / / Reject / / Accept / / Reject
Against HJC)
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Class A5 (Old Indenture / / Accept / / Reject / / Accept / / Reject
Predecessor Trustee and Old
Indenture Predecessor
Collateral Agent Claims
Against HJC)
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Class A6 (WARN Act Claims / / Accept / / Reject / / Accept / / Reject
Against HJC)
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Class A7 (General Unsecured / / Accept / / Reject / / Accept / / Reject
Claims Against HJC)
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Class B1 (Other Priority / / Accept / / Reject / / Accept / / Reject
Claims Against Finance
Corp.)
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Class B2 (Bank Claims / / Accept / / Reject / / Accept / / Reject
Against Finance Corp.)
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Name of Class Vote on Original Plan Vote on Modified Plan
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Class B3 (Bondholder Claims / / Accept / / Reject / / Accept / / Reject
Against Finance Corp.)
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Class B4 (WARN Act Claims / / Accept / / Reject / / Accept / / Reject
Against Finance Corp.)
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Class B5 (General Unsecured / / Accept / / Reject / / Accept / / Reject
Claims Against Finance
Corp.)
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Class C1 (Other Priority / / Accept / / Reject / / Accept / / Reject
Claims Against HNOIC)
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Class C2 (Secured Claims / / Accept / / Reject / / Accept / / Reject
Against HNOIC)
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Class C3 (WARN Act Claims / / Accept / / Reject / / Accept / / Reject
Against HNOIC)
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Class C4 (Unsecured Claims / / Accept / / Reject / / Accept / / Reject
Against HNOIC For Which HJC
Is Liable)
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Class C5 (General Unsecured / / Accept / / Reject / / Accept / / Reject
Claims Against HNOIC)
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Class C6 (NOLDC/Showboat / / Accept / / Reject / / Accept / / Reject
Claims Against HNOIC)
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II. CERTIFICATIONS
By returning this Ballot For Changing Vote on Debtors' Original Plan ("Ballot"),
the undersigned creditor certifies that:
a. It / / does // / does not, as of the date below, hold a claim against
one or more of the Debtors;
b. It has previously cast one or more votes on the Debtors' Original Plan
in the class(es) set forth above and it wishes to change such vote(s) as set
forth above;
c. It has not submitted any other Ballots, or if it has submitted other
Ballots, such earlier Ballots are hereby revoked;
d. It has been provided with a copy of the Debtors' Fourth Amended
Summary Joint Disclosure Statement Pursuant to Section 1125 of the Bankruptcy
Code, dated as of July 24, 1997 (the "Summary Disclosure Statement");
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e. It has the full power and authority to change its previous vote(s) to
accept or reject the Original Plan; and
f. It acknowledges that this solicitation is subject to all the terms and
conditions set forth in the Summary Disclosure Statement.
YOUR BALLOT WILL NOT BE COUNTED UNLESS RECEIVED BY PRICE WATERHOUSE
LLP AT THE ADDRESS LISTED ABOVE BY 11:00 P.M. (CDT) ON SEPTEMBER 8, 1997.
THIS BALLOT DOES NOT CONSTITUTE AND SHALL NOT BE DEEMED A PROOF OF
CLAIM OR AN ASSERTION OF A CLAIM AGAINST THE DEBTORS
Dated: ________________ Signature:
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By (if applicable):
-----------------------------------
(print or type)
Title (if applicable):
---------------------------------
(print or type)
NAME:
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ADDRESS:
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CLAIM
AMOUNT:
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