(Sample from The Altman Group Ballot Archives)

Transcription

1 EXHIBIT C-5 MASTER BALLOT NARCO CLASS 4-A (NARCO ASBESTOS TRUST CLAIMS) IN THE UNITED STATES BANKRUPTCY COURT FOR THE WESTERN DISTRICT OF PENNSYLVANIA : In Proceedings for a In Re: : Reorganization under Chapter 11 : NORTH AMERICAN : Jointly Administered under REFRACTORIES COMPANY, et al., : Case No JKF : Debtors. : : MASTER BALLOT FOR ACCEPTING OR REJECTING THIRD AMENDED PLAN OF REORGANIZATION FOR NARCO CLASS 4-A (NARCO ASBESTOS TRUST CLAIMS) On December 28, 2005, North American Refractories Company, et al., (the Debtors ) filed their Third Amended Plan of Reorganization, (as it may be amended, supplemented or otherwise modified, the Plan ), a Disclosure Statement with Respect to the Plan and exhibits thereto (as it may be amended, supplemented or otherwise modified, the Disclosure Statement ), pursuant to section 1125 of the Bankruptcy Code. On January 30, 2006, after notice and a hearing, the Bankruptcy Court approved the Disclosure Statement. Please use this Master Ballot to tabulate votes solicited from individuals in NARCO Class 4-A (NARCO Asbestos Trust Claims) regarding the acceptance or rejection of the Plan. The Plan provides different treatment for different classes of claims or interests. PI Trust Claims (as defined in the Plan) are included in NARCO Class 4-A (NARCO Asbestos Trust Claims ) under the Plan. This treatment is also described in the Disclosure Statement. THIS MASTER BALLOT IS TO BE USED ONLY FOR CASTING THE VOTES OF INDIVIDUAL HOLDERS OF CLAIMS IN NARCO CLASS 4-A PI TRUST CLAIMS. If you have any questions on how to complete this Master Ballot properly, please refer to the attached instructions. IN ORDER FOR THESE VOTES TO BE COUNTED, THIS MASTER BALLOT MUST BE PROPERLY COMPLETED, SIGNED AND RETURNED SO THAT IT IS RECEIVED BY THE VOTING AGENT, BEFORE 5:00 P.M. EST ON MARCH 31, 2006 (THE VOTING DEADLINE ), AT THE FOLLOWING ADDRESS: Logan and Company, Inc. 546 Valley Road Upper Montclair, NJ PLEASE COMPLETE THE FOLLOWING: ITEM 1. Tabulation of Votes Regarding Debtor s Plan. Each holder of a PI Trust Claim must vote his or her entire Claim either to accept or to reject the Plan. A holder of a PI Trust Claim may not split his or her vote within a Class and, accordingly, any holder of a PI Trust Claim who attempts partially to reject and partially to accept the Plan shall not be counted. If the Master Ballot is signed and timely sent to the Voting Agent, but does not designate either acceptance or rejection of the Plan for any 1

2 particular Claim, such Claim shall not be counted as either an acceptance or rejection of the Plan. The Master Ballot must include a Master Ballot Exhibit that includes the name, social security number and disease category for each individual holder of a PI Trust Claim whose vote is included in the Master Ballot. For Claimants holding a Claim in NARCO Class 4-A (NARCO Asbestos Trust Claim), please mark one of the boxes below: Exhibit ACCEPT the Plan Exhibit REJECT the Plan Exhibit ACCEPT the Plan, except as indicated on the Exhibit Exhibit REJECT the Plan, except as indicated on the Exhibit ITEM 2. Please summarize the votes of the PI Trust Claimants for whom you are voting on the table below. Please complete one summary for each Class. Number of NARCO Asbestos Trust Claims Voting NARCO CLASS 4-A (NARCO ASBESTOS TRUST CLAIM) SUMMARY OF VOTES FOR ASBESTOS CLAIMANTS DISEASE CATEGORIES Disease Category MESOTHELIOMA Votes Accepting Plan Votes Rejecting Plan LUNG CANCER 1 LUNG CANCER 2 OTHER CANCER SEVERE ASBESTOSIS ASBESTOSIS/PLEURAL DISEASE OTHER ASBESTOS DISEASE ITEM 3. Certification by Counsel. Required Certifications Regarding PI Trust Claims: No vote for or against the Plan by or on behalf of a holder of a PI Trust Claim shall be counted by the Voting Agent unless the Ballot and/or Master Ballot reflecting such vote is submitted to the Voting Agent with written certifications, in the form contained on the Ballot, under penalty of perjury in accordance with 28 U.S.C. 1746, that: (a) The undersigned certifies that the holders of PI Trust Claims listed on the Master Ballot Exhibit are holders of a PI Trust Claim in NARCO Class 4-A of the Plan. The undersigned also certifies that the holders of the PI Trust Claims listed on the Master 2

3 Ballot Exhibit have authorized this Ballot to be filed with the Voting Agent, and that he or she has authorized his or her counsel to submit this vote through execution and filing of a Master Ballot. (b) (c) (d) By signing the Master Ballot, the undersigned certifies that each of the individual holders of PI Trust Claims listed on the Master Ballot Exhibit has authorized the undersigned to vote his or her Claim to accept or reject the Plan as indicated on the Master Ballot Exhibit. The undersigned also certifies that each disease category indicated with respect to each individual holder of a PI Trust Claim on the Master Ballot Exhibit is true and correct based on medical or similar documentation in each individual holder s files and the undersigned is authorized by each holder of a PI Trust Claim listed on the Exhibit accompanying this Master Ballot to represent the disease category for each such Claimant. The undersigned also certifies that each individual holder of a PI Trust Claim on the Master Ballot Exhibit has been exposed to an asbestos or silica-containing product so that such claimant holds a PI Trust Claim, as defined in the Plan and described in the Disclosure Statement that is a NARCO Asbestos Trust Claim and that the undersigned is authorized by each holder of a PI Trust Claim listed on the Master Ballot Exhibit accompanying this Master Ballot to represent the required exposure for each such Claimant. Print or Type Name of Attorney Completing Ballot Law Firm and Tax ID Number Street Address City, State and Zip Code Telephone Number Address for Acknowledgement SIGN AND DATE BELOW: Signature Date 3

4 VOTING INSTRUCTIONS FOR COMPLETING MASTER BALLOT FOR NARCO CLASS 4-A PI TRUST CLAIMS 1. This Master Ballot is submitted to you in connection with the solicitation of votes of individual holders of PI Trust Claims to accept or reject the Plan. Unless otherwise defined, all capitalized terms used herein shall have the meaning ascribed to such terms in the Plan. PLEASE READ THE PLAN AND DISCLOSURE STATEMENT CAREFULLY BEFORE COMPLETING THE MASTER BALLOT. 2. This Master Ballot is to be used by counsel for individual holders of PI Trust Claims who are authorized to vote on behalf of those clients to accept or reject the Plan. 3. The Master Ballot must be completed, signed and returned so that it is received by Logan and Company, Inc. (the Voting Agent ) not later than 5:00 p.m. EST, on March 31, 2006 (the Voting Deadline ) unless such time is extended by order of the Bankruptcy Court. This Master Ballot may be sent to the Voting Agent at the following address: Logan and Company, Inc. 546 Valley Road Upper Montclair, NJ The Master Ballot may not be used for any purpose other than to transmit the votes to accept or reject the Plan. 5. You may be required to provide evidence of your authorization by holders of PI Trust Claims to vote to accept or reject the Plan. 6. Multiple Master Ballots may be completed and delivered to the Voting Agent. Votes reflected by multiple Master Ballots will be counted except to the extent that they are duplicative of other Master Ballots. If two or more Master Ballots are inconsistent, the last Master Ballot received prior to the Voting Deadline will, to the extent of such inconsistency, govern unless otherwise ordered by the Bankruptcy Court. If more than one Master Ballot is submitted and the later Master Ballot(s) supplement(s) rather than duplicate(s) earlier Master Ballot(s), you must designate the subsequent Master Ballot(s) as Supplement and clearly mark which of the votes reflected thereon are additional votes. Notwithstanding the foregoing, if two ballots are received for the same Claimant, and the ballots are filed by different counsel, the ballot will be counted only once, and only if the ballots are consistent. In the event the ballots are not consistent, neither ballot will be counted. 7. Please note that Item 1 of the Master Ballot requests that you attach your Master Ballot Exhibit to the Master Ballot. The Exhibit must provide the required name, a valid social security number, information as to the disease category for each individual holder of a PI Trust Claim on whose behalf you are voting on the Master Ballot and whether they voted to accept or reject the Plan. The Master Ballot Exhibit should be submitted in written or electronic form in the format recommended by the Voting Agent at 8. Each holder of a PI Trust Claim must vote his or her entire claim either to accept or to reject the Plan. A holder of an individual PI Trust Claim may not split his or her vote within a Class and, accordingly, any PI Trust Claim that purports partially to reject and partially to accept the Plan shall not be counted. Furthermore, for purposes of computing the Master Ballot vote, each voting individual holder of a PI Trust Claim shall be deemed to have voted the full amount of his or her Claim according to the disease category specified for such PI Trust Claim. 9. If a Master Ballot is returned without specifying whether some or all of the individual holders of PI Trust Claims voted to accept or reject the Plan, then the Voting Agent will either contact the party submitting the Master Ballot in order to cure the defect, or the votes of the unspecified holders of PI Trust Claims shall not be counted as either an acceptance or rejection of the Plan. 10. The attorney will be required to certify, under penalty of perjury in accordance with 28 U.S.C. 1746, that he or she is authorized to vote on behalf of each holder of a PI Trust Claim as to whom he or she casts a vote. Otherwise, the attorney is required to send to the Voting Agent by February 24, 2006, a list of the names, addresses and social security numbers of claimants on whose behalf the attorney is NOT authorized to vote, in which case individual Solicitation Packages will be sent to such claimants. If an attorney chooses to transmit the 4

5 Solicitation Packages to his/her clients directly, such attorney must, by February 24, 2006, furnish a written request to the Voting Agent for a specified number of Solicitation Packages and individual Ballots, which will be provided to such attorney as soon as practicable after receipt of such written request. Any attorney transmitting Solicitation Packages to his/her clients shall promptly provide the Voting Agent with a written certification of such mailing, together with a list of the names, addresses and social security numbers of the clients at issue. This list of names, addresses and social security numbers of the clients should be submitted in either written format or an electronic format recommended by the Voting Agent. 11. Completion of this Master Ballot requires that you first compile and certify a list of the clients represented by you who have PI Trust Claims against NARCO (the Master Ballot Exhibit ). 12. The Master Ballot Exhibit, whether electronic or in writing, must identify the name and valid social security number of each Claimant and must also assign a disease category to the Claim of each Claimant, chosen from the following categories using the stated criteria and Claim Amount for voting purposes only: (a) If the basis for the claim is OTHER ASBESTOS DISEASE (LEVEL I), it requires: (1) diagnosis of a Bilateral Asbestos-Related Nonmalignant Disease. NARCO Class 4-A claim amount for voting purposes only: $1,200. (b) If the basis for the claim is ASBESTOSIS/PLEURAL DISEASE (LEVEL II), it requires: (1) (a) Diagnosis of a Bilateral Asbestos-Related Nonmalignant Disease, and (b) TLC less than 80%, or FVC less than 80% plus FEV1/FVC ratio greater than or equal to 65%. NARCO Class 4-A claim amount for voting purposes only: $7,500. (c) If the basis for the claim is SEVERE ASBESTOSIS (LEVEL III), it requires: (1) diagnosis of asbestosis with ILO of 2/1 or greater, or asbestosis determined by pathological evidence of asbestos, plus (a) TLC less than 65%, or (b) FVC less than 65% plus FEV1/FVC ration greater than 65%. NARCO Class 4-A claim amount for voting purposes only: $18,000. (d) If the basis for the claim is OTHER CANCER (LEVEL IV), it requires: (1) diagnosis of a primary colo-rectal, laryngeal, esophageal, pharyngeal, or stomach cancer, plus evidence of an underlying Bilateral Asbestos-Related Nonmalignant Disease. NARCO Class 4-A claim amount for voting purposes only: $9,000. (e) If the basis for the claim is LUNG CANCER 2 (LEVEL V), it requires: (1) diagnosis of a primary lung cancer. NARCO Class 4-A claim amount for voting purposes only: $15,000. (f) If the basis for the claim is LUNG CANCER 1 (LEVEL VI), it requires: (1) diagnosis of a primary lung cancer plus evidence of an underlying Bilateral Asbestos-Related Nonmalignant Disease. NARCO Class 4-A claim amount for voting purposes only: $18,000. (g) If the basis for the claim is MESOTHELIOMA (LEVEL VII), it requires: (1) diagnosis of mesothelioma. NARCO Class 4-A claim amount for voting purposes only: $75,000. PRODUCT EXPOSURE CERTIFICATION: By signing and returning a Master Ballot, Counsel certifies that all holders of PI Trust Claims have been exposed to an asbestos-containing product so that such claimants hold a PI Trust Claim, as defined in the Plan and described in the Disclosure Statement. 13. You will be required to certify that the disease category set forth on the Master Ballot is true and correct based on medical records or similar documentation in each Claimant s files. Any vote on behalf of a Claimant submitted without inclusion of the name and the valid social security number of such Claimant will not be counted. Any vote on behalf of a Claimant submitted without inclusion of the disease category applicable to such Claimant will be counted as a vote on behalf of a Claimant with the lowest applicable disease level. 5

6 ITEM Item 1 of the Master Ballot allows you to indicate which of your holders of PI Trust Claim clients listed on the Master Ballot Exhibit accept the Plan and which of your clients listed on the Exhibit reject the Plan. If all of your clients listed have authorized you to accept the Plan, you may check the box indicating the same. If all of your clients listed have authorized you to reject the Plan, you may check the box indicating the same. If some of your clients listed have authorized you to accept the Plan, while others have authorized you to reject the Plan, please check the appropriate box and be certain to specify on the Master Ballot Exhibit which clients have rejected the Plan and which clients have accepted the Plan. If you fail to indicate which of your clients have authorized you to accept or reject the Plan, such votes shall not be counted as either an acceptance or rejection of the Plan. The Master Ballot Exhibit should be submitted in written or electronic format in a format recommended by the Voting Agent. ITEM Item 2 of the Master Ballot requests that you complete a summary of the votes to accept or reject the Plan by number of voters and disease category for each class. To complete Item 2, first prepare the Master Ballot Exhibit, taking care to specify for each of your clients whether such client accepts or rejects the plan and the disease category applicable to such client. Use the table in Item 2 to summarize these totals. For example, if you represent 3 Mesothelioma Claimants who accept the Plan and 14 Non-Malignant Claimants, 12 who accept the Plan and 2 who reject the Plan, you would mark the table as follows: Number of NARCO Trust Claims Voting Disease Category Votes Accepting Plan Votes Rejecting Plan 3 MESOTHELIOMA OTHER ASBESTOS DISEASE 12 2 ITEM Item 3 contains certain certifications, under penalty of perjury, which are required for you to submit a vote on behalf of one or more holders of PI Trust Claims. Please ensure that you have read and understood the certifications prior to signing the Master Ballot, and that the certification is correct for each PI Trust Claim voted on the Master Ballot. PLEASE RETURN THE COMPLETED AND SIGNED MASTER BALLOT, TOGETHER WITH THE EXHIBIT, TO THE VOTING AGENT NO LATER THAN THE VOTING DEADLINE. IF YOU HAVE ANY QUESTIONS REGARDING THIS MASTER BALLOT, OR IF YOU DID NOT RECEIVE A RETURN ENVELOPE WITH YOUR MASTER BALLOT, OR IF YOU DID NOT RECEIVE A COPY OF THE PLAN OR DISCLOSURE STATEMENT, OR IF YOU BELIEVE YOU HAVE RECEIVED THE WRONG MASTER BALLOT, OR IF YOU NEED ADDITIONAL COPIES OF THIS MASTER BALLOT OR OTHER ENCLOSED MATERIALS, PLEASE CONTACT THE VOTING AGENT AT (973) at 6