Case JKO Doc 9248 Filed 06/24/13 Page 1 of 5

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1 Case JKO Doc 9248 Filed 06/24/13 Page 1 of 5 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF FLORIDA FORT LAUDERDALE DIVISION In re: ) Chapter 11 Cases ) Case No JKO TOUSA, INC., et al., ) Jointly Administered ) Debtors. ) ) NOTICE OF (A) THE SOLICITATION AND VOTING PROCEDURES AND (B) THE OBJECTION DEADLINE AND THE CONFIRMATION HEARING WITH RESPECT TO THE AMENDED JOINT PLAN TO ALL HOLDERS OF CLAIMS AND EQUITY INTERESTS AND PARTIES IN INTEREST: 1. Bankruptcy Court Approval of the Disclosure Statement and the Solicitation Procedures. On June 21, 2013, the United States Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division (the Bankruptcy Court ) entered an order (the Disclosure Statement Order ) that, among other things, (a) approved the Disclosure Statement for Amended Joint Plan of Liquidation of TOUSA, Inc. and Its Affiliated Debtors and Debtors In Possession Under Chapter 11 of the Bankruptcy Code (as amended from time to time and including all exhibits and supplements thereto, the Disclosure Statement ) filed in support of the Amended Joint Plan of Liquidation of TOUSA, Inc. and Its Affiliated Debtors and Debtors in Possession Under Chapter 11 of the Bankruptcy Code (as amended from time to time and including all exhibits thereto, the Plan ) as containing adequate information, as required under section 1125(a) of title 11 of the United States Code (the Bankruptcy Code ) and (b) authorized TOUSA, Inc. and the abovecaptioned debtors and debtors in possession (collectively, the Debtors ) and the Official Committee of Unsecured Creditors appointed in the above-captioned, jointly administered chapter 11 cases (the Committee ) to solicit votes with regard to the acceptance or rejection of the Plan. 2. Record Date. The Record Date for purposes of determining which holders of Claims are entitled to vote on the Plan is June 20, Voting Deadline. If you hold a claim against one of the Debtors as of the Record Date and are entitled to vote to accept or reject the Plan, you have received or will receive a Ballot, Note Ballot or Master Note Ballot and ballot instructions appropriate for your Claim(s). For your vote to accept or reject the Plan to be counted, you must follow the appropriate ballot instructions, complete all required information on the Ballot, Note Ballot or Master Note Ballot, execute and return the completed Ballot, Note Ballot or Master Note Ballot so that it is actually received in accordance with the ballot instructions at the address indicated on the Ballot, Note Ballot or Master Note Ballot by 5:00 p.m. prevailing Pacific time on July 26, 2013 (the Voting Deadline ). Any failure to follow the ballot instructions included with the Ballot, Note Ballot or Master Note Ballot may disqualify your Ballot, Note Ballot or Master Note Ballot and your vote. 4. Objections to the Plan. The Bankruptcy Court has established July 22, 2013 at 5:00 p.m. prevailing Eastern time, as the last date and time for filing and serving objections to the confirmation of the Plan (the Plan Objection Deadline ). Any objection to the Plan must (a) be in writing, (b) conform to the Bankruptcy Rules and the Local Bankruptcy Rules, (c) state the name and address of the objecting party and the amount and nature of the claim or equity interest of such entity, (d) state with particularity the basis and nature of any objection to the Plan and, if practicable, a proposed modification to the Plan that would resolve such objection and (e) be filed, contemporaneously with a proof of service, with the Bankruptcy Court and served so that it is actually received no later than the Plan Objection Deadline, by:

2 Case JKO Doc 9248 Filed 06/24/13 Page 2 of 5 Richard M. Cieri (New York Bar No ) Joshua A. Sussberg (New York Bar. No ) KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY Telephone: (212) Facsimile: (212) Daniel H. Golden, Esq. (New York Bar No ) Philip C. Dublin, Esq. (New York Bar No ) AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY Telephone: (212) Facsimile: (212) Paul Steven Singerman (Florida Bar No ) BERGER SINGERMAN LLP 1450 Brickell Avenue, Suite 1900 Miami, FL Telephone: (305) Facsimile: (305) Co-Counsel to the Debtors Patricia A. Redmond (Florida Bar No ) STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P.A. 150 West Flagler Street Miami, FL Telephone: (305) Facsimile: (305) Co-Counsel to the Statutory Committee of Unsecured Creditors Seven Rivera (New York Bar No ) Stephen D. Busey (Florida Bar No ) CHADBOURNE & PARKE LLP James H. Post (Florida Bar No ) 30 Rockefeller Plaza SMITH HULSEY & BUSEY New York, NY Water Street, Suite 1800 Telephone: (212) Jacksonville, FL Facsimile: (212) Telephone: (904) Fascimile: (904) Gregory W. Nye, Esq. (CT Bar No ) Evan Flaschen, Esq. (CT Bar No ) Marcy Kurtz, Esq. (TX Bar No ) BRACEWELL & GIULIANI LLP Goodwin Square 225 Asylum Street, Suite 2600 Hartford, CT Telephone: (860) Facsimile: (860) CLERK OF THE BANKRUPTCY COURT United States Bankruptcy Court Southern District of Florida, Fort Lauderdale Division 299 E. Broward Blvd., Room 112 Fort Lauderdale, FL Telephone: (954) Co-Counsel to the Agents to the First Lien Lenders Scott L. Baena, Esq. (Florida Bar No ) Matthew I. Kramer, Esq. (Florida Bar No ) Jeffrey I Snyder, Esq. (Florida Bar No ) BILZIN SUMBER BAENA PRICE & AXELROD LLP 2500 Wachovia Financial Center 200 South Biscayne Boulevard Miami, FL Telephone: (305) Facsimile: (305) Co-Counsel to the Agent to the Second Lien Lenders OFFICE OF THE UNITED STATES TRUSTEE FOR THE SOUTHERN DISTRICT OF FLORIDA 51 S.W. First Avenue Room 1204 Miami, FL Telephone: (305) Facsimile: (305) Confirmation Hearing. A hearing to confirm the Plan (the Confirmation Hearing ) will commence on August 1, 2013 at 9:30 a.m. prevailing Eastern time before the Honorable John K. Olson, United States Bankruptcy Judge. The Confirmation Hearing may be continued from time to time without further notice other than an announcement of the adjournment in open court or a notice of adjournment filed with the Bankruptcy Court and served on the Core Group, the 2002 List (as defined in the Case Management Order) and the entities who have filed objections to the Plan, without further notice to other parties in interest. In accordance with the Plan, the Plan may be modified, if necessary, prior to, during or as a result of the Confirmation Hearing, without further notice to interested parties. 6. Inquiries. The Voting and Claims Agent shall serve either paper copies of or a CD-ROM containing the Disclosure Statement Order, the Disclosure Statement and all exhibits to the Disclosure Statement, including the Plan, on the Master Service List, the 2002 List (each as defined in the Case Management Order), all entities entitled to vote to accept or reject the Plan, the Internal Revenue Service, the Securities 2

3 Case JKO Doc 9248 Filed 06/24/13 Page 3 of 5 and Exchange Commission and the Office of the United States Trustee for the Southern District of Florida. Holders of claims who are entitled to vote to accept or reject the Plan shall receive a Solicitation Package, containing paper copies of this Notice and the applicable Ballot(s), Note Ballot(s) or Master Ballot(s). The Solicitation Package (except the Ballots and Master Ballots) may also be obtained (i) from the Voting and Claims Agent, Kurtzman Carson Consultants, LLC, (a) at its website at (b) by writing to TOUSA Balloting Center, c/o Kurtzman Carson Consultants LLC, 2335 Alaska Avenue, El Segundo, California 90245, (c) by calling (888) or (d) by ing KCC_TOUSA@kccllc.com or (ii) for a fee via PACER at For holders of Claims, the Voting and Claims Agent will answer questions regarding the procedures and requirements for voting to accept or reject the Plan and for objecting to the Plan, provide additional copies of all materials and oversee the voting tabulation. For holders of claims on account of securities, the Voting and Claims Agent can also answer questions regarding the procedures and requirements for voting to accept or reject the Plan and for objecting to the Plan, provide additional copies of all materials and oversee the voting tabulation. For inquiries by holders of Claims on account of securities, the Voting and Claims Agent can be contacted by writing to TOUSA, Inc. c/o Kurtzman Carson Consultants LLC, 599 Lexington Avenue, 39th Floor, New York, NY or by calling (877) Temporary Allowance of Claims for Voting Purposes. Holders of Claims that are subject to a pending objection as of the Record Date cannot vote on the Plan; provided, however, that if an objection is filed to only a portion of a Claim, such Claim may be voted in the undisputed amount. Moreover, holders of Claims cannot vote any disputed portion of their Claim unless one or more of the following has taken place at least five business days before the Voting Deadline: (a) an order of the Bankruptcy Court is entered allowing such Claim pursuant to section 502(b) of the Bankruptcy Code, after notice and a hearing; (b) an order of the Bankruptcy Court is entered temporarily allowing such Claim for voting purposes only pursuant to Bankruptcy Rule 3018(a), after notice and a hearing; (c) a stipulation or other agreement is executed between the holder of such Claim and the Debtors (with the consent of the Committee) resolving the objection and allowing such Claim in an agreed-upon amount; (d) a stipulation or other agreement is executed between the holder of such Claim and the Debtors (with the consent of the Committee) temporarily allowing the holder of such Claim to vote its Claim in an agreed-upon amount; or (e) the pending objection to such Claim is voluntarily withdrawn by the Debtors (with the consent of the Committee) (each, a Resolution Event ). If an objection to a Disputed Claim is filed after the Record Date but at least 15 days prior to the Voting Deadline, the notice of objection will inform such holder of the rules applicable to claims subject to a pending objection and the procedures for temporary allowance for voting purposes. If an objection to a claim is filed on or less than 15 days prior to the Voting Deadline, the holder s claim shall be deemed temporarily allowed for voting purposes only without further action by the holder of such claim and without further order of the Bankruptcy Court. 8. Distribution Date. The Bankruptcy Court has approved June 20, 2013 at 5:00 p.m. prevailing Eastern time as the record date for purposes of determining which holders of allowed claims, except holders of securities, are entitled to receive distributions under the Plan. 9. Release, Exculpation and Injunction Language in the Plan. Please be advised that the Plan contains certain release, exculpation and injunction provisions. Article VIII of the Plan proposes an injunction and provides as follows: SUBJECT TO A FINDING THAT THE PLAN WAS FILED IN GOOD FAITH, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THE PLAN OR FOR OBLIGATIONS ISSUED PURSUANT TO THE PLAN, THE CONFIRMATION ORDER OR SUCH OTHER ORDER OF THE BANKRUPTCY COURT THAT MAY BE APPLICABLE, ALL ENTITIES WHO HAVE HELD, HOLD OR MAY HOLD CLAIMS AGAINST OR INTERESTS IN THE PLAN DEBTORS ARE PERMANENTLY ENJOINED, FROM AND AFTER THE EFFECTIVE DATE, FROM TAKING ANY OF THE FOLLOWING ACTIONS AGAINST THE PLAN DEBTORS ESTATES, THE LIQUIDATION TRUSTEE, THE DISTRIBUTION AGENT OR THE PROPERTY OF 3

4 Case JKO Doc 9248 Filed 06/24/13 Page 4 of 5 THE PLAN DEBTORS ESTATES OR THE LIQUIDATION TRUST ON ACCOUNT OF ANY SUCH CLAIMS OR INTERESTS INCLUDING, BUT NOT LIMITED TO: (1) COMMENCING OR CONTINUING IN ANY MANNER ANY ACTION OR OTHER PROCEEDING OF ANY KIND ON ANY SUCH CLAIM, OR OTHER DEBT OR LIABILITY OR INTEREST OR OTHER RIGHT OR INTEREST THAT IS TERMINATED OR CANCELLED PURSUANT TO THE PLAN; (2) ENFORCING, ATTACHING, COLLECTING OR RECOVERING BY ANY MANNER OR MEANS ANY JUDGMENT, AWARD, DECREE OR ORDER; (3) EXCEPT TO THE EXTENT PROVIDED, AND AS PERMITTED BY THE BANKRUPTCY CODE, CREATING, PERFECTING OR ENFORCING ANY ENCUMBRANCE OF ANY KIND; (4) ASSERTING ANY RIGHT OF SETOFF, SUBROGATION OR RECOUPMENT OF ANY KIND AGAINST ANY OBLIGATION DUE FROM THE PLAN DEBTORS ESTATES OR THE LIQUIDATION TRUST NOTWITHSTANDING AN INDICATION IN A PROOF OF CLAIM OR INTEREST OR OTHERWISE THAT SUCH HOLDER ASSERTS, HAS OR INTENDS TO PRESERVE ANY RIGHT OF SETOFF PURSUANT TO SECTION 553 OF THE BANKRUPTCY CODE OR OTHERWISE; (5) COMMENCING OR CONTINUING, IN ANY MANNER, ANY ACTION OR OTHER PROCEEDING OF ANY KIND THAT DOES NOT COMPLY WITH OR IS INCONSISTENT WITH THE PLAN; AND (6) TAKING ANY ACTIONS TO INTERFERE WITH THE IMPLEMENTATION OR CONSUMMATION OF THE PLAN; PROVIDED, HOWEVER, THAT NOTHING HEREIN SHALL PRECLUDE ANY ENTITY FROM EXERCISING RIGHTS UNDER THE PLAN OR APPLY WITH RESPECT TO ANY CLAIMS HELD BY THE SEC AS OF THE EFFECTIVE DATE BASED ON THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, THE SECURITIES ACT OF 1933, AS AMENDED OR OTHER SECURITIES LAWS OF THE UNITED STATES; PROVIDED, FURTHER, THAT SUCH INJUNCTION SHALL NOT PRECLUDE THE UNITED STATES OF AMERICA, ANY STATE, OR ANY OF THEIR RESPECTIVE POLICE OR REGULATORY AGENCIES FROM ENFORCING THEIR POLICE OR REGULATORY POWERS. THE RIGHTS AFFORDED IN THE PLAN AND THE TREATMENT OF ALL CLAIMS AND INTERESTS HEREIN SHALL BE IN EXCHANGE FOR AND IN COMPLETE SATISFACTION OF CLAIMS AND INTERESTS OF ANY NATURE WHATSOEVER, INCLUDING ANY INTEREST ACCRUED ON CLAIMS FROM AND AFTER THE PETITION DATE, AGAINST THE PLAN DEBTORS OR ANY OF THEIR ASSETS, PROPERTY OR ESTATES. ON THE EFFECTIVE DATE, ALL SUCH CLAIMS AGAINST THE PLAN DEBTORS SHALL BE FULLY RELEASED AND THE INTERESTS SHALL BE CANCELLED. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED FOR HEREIN OR IN OBLIGATIONS ISSUED PURSUANT HERETO FROM AND AFTER THE EFFECTIVE DATE, ALL CLAIMS AGAINST THE PLAN DEBTORS SHALL BE FULLY RELEASED AND ALL INTERESTS SHALL BE CANCELLED, AND THE PLAN DEBTORS LIABILITY WITH RESPECT THERETO SHALL BE EXTINGUISHED COMPLETELY, INCLUDING ANY LIABILITY OF THE KIND SPECIFIED UNDER SECTION 502(G) OF THE BANKRUPTCY CODE. 4

5 Case JKO Doc 9248 Filed 06/24/13 Page 5 of 5 ALL ENTITIES SHALL BE PRECLUDED FROM ASSERTING AGAINST THE PLAN DEBTORS, THE PLAN DEBTORS ESTATES, EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS AND EACH OF THEIR ASSETS AND PROPERTIES ANY OTHER CLAIMS OR INTERESTS BASED UPON ANY DOCUMENTS, INSTRUMENTS OR ANY ACT OR OMISSION, TRANSACTION OR OTHER ACTIVITY OF ANY KIND OR NATURE THAT OCCURRED BEFORE THE EFFECTIVE DATE. FOR THE AVOIDANCE OF DOUBT, THE PLAN DEBTORS WILL NOT RECEIVE A DISCHARGE UNDER SECTION 1141 OF THE BANKRUPTCY CODE OR ANY APPLICABLE LAW. You are advised to carefully review and consider the Plan, including the release, exculpation and injunction provisions, as your rights might be affected. 5