KE 58268099

Edward O. Sassower, P.C. James H.M. Sprayregen, P.C.

Joshua A. Sussberg, P.C. (admitted pro hac vice) Anup Sathy, P.C.

Emily E. Geier (admitted pro hac vice) Chad J. Husnick, P.C. (admitted pro hac vice)

KIRKLAND & ELLIS LLP KIRKLAND & ELLIS LLP

KIRKLAND & ELLIS INTERNATIONAL LLP KIRKLAND & ELLIS INTERNATIONAL LLP

601 Lexington Avenue 300 North LaSalle

New York, New York 10022 Chicago, Illinois 60654

Telephone: (212) 446-4800 Telephone: (312) 862-2000

Facsimile: (212) 446-4900 Facsimile: (312) 862-2200

-andMichael A. Condyles (VA 27807)

Peter J. Barrett (VA 46179)

Jeremy S. Williams (VA 77469)

KUTAK ROCK LLP

901 East Byrd Street, Suite 1000

Richmond, Virginia 23219-4071

Telephone: (804) 644-1700

Facsimile: (804) 783-6192

Co-Counsel to the Propco I Debtors and Debtors in 

Possession

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

)

In re: ) Chapter 11

)

TOYS “R” US PROPERTY COMPANY I, LLC, et al.1 ) Case No. 18-31429 (KLP)

)

Debtors. ) (Jointly Administered)

)

PROPCO I DEBTORS’ MOTION FOR ENTRY OF AN 

ORDER (I) APPROVING THE ASSUMPTION OF CERTAIN 

REAL ESTATE ASSETS AND (II) GRANTING RELATED RELIEF

The above-captioned debtors and debtors in possession (collectively, the “Propco I 

Debtors”) respectfully state as follows in support of this motion (this “Motion”):

Relief Requested

1. By this Motion, the Propco I Debtors respectfully seek entry of an order, 

substantially in the form attached hereto as Exhibit A (the “Order”): (a) approving the assumption 

1

 The Propco I Debtors in these chapter 11 cases, along with the last four digits of each Propco I Debtor’s federal 

tax identification number, are set forth in the Final Order (I) Directing Joint Administration of the Propco I 

Debtors’ Chapter 11 Cases and (II) Granting Related Relief [Docket No. 94]. The location of the Propco I 

Debtors’ service address is One Geoffrey Way, Wayne, NJ 07470.

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2

of the unexpired lease for store number 5617 located at 8165 Fletcher Parkway, La Mesa, 

California (the “La Mesa Property” and such lease, the “La Mesa Lease”), including the proposed 

Cure Cost, and (b) granting related relief. 

Jurisdiction and Venue

2. The United States Bankruptcy Court for the Eastern District of Virginia 

(the “Court”) has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334 and the 

Standing Order of Reference from the United States District Court for the Eastern District of 

Virginia, dated July 10, 1984. The Propco I Debtors confirm their consent, pursuant to Rule 7008 

of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), to the entry of a final 

order by the Court in connection with this Motion to the extent that it is later determined that the 

Court, absent consent of the parties, cannot enter final orders or judgments in connection herewith 

consistent with Article III of the United States Constitution.

3. Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409.

4. The bases for the relief requested herein are sections 105, 363, 503, and 507 of 

the Bankruptcy Code, Bankruptcy Rules 2002, 6004, 6006, and rule 9013-1 of the Local Rules of 

the United States Bankruptcy Court for the Eastern District of Virginia (the “Local 

Bankruptcy Rules”).

Background

I. General Background.

5. On September 13, 2018, after notice and a hearing, the Court entered the Order (I) 

Approving the Private Sale Free and Clear of Liens, Claims, Encumbrances, and Interests and (II) 

Granting Related Relief [Docket No. 520] (the “Sale Order”), which authorized the sale of the La 

Mesa Lease, free and clear of all liens, claims, encumbrances, and other interests (the “Sale”), to 

Wing Avenue Investment, LLC (the “Buyer”) for $11 million. The Buyer is an affiliate of the 

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3

landlord under the La Mesa Lease and owns (through an affiliate) the adjoining shopping center 

property. 

6. Recently, the Buyer notified the Propco I Debtors that it would be unable to close 

the Sale. The Propco I Debtors believe that the prior Sale Order functioned as an assumption of 

the La Mesa Lease; the operative transaction under the applicable purchase agreement was an 

assumption and assignment of the La Mesa Lease to an affiliate of the landlord. The transaction 

was structured as such at the landlord’s request to preserve the La Mesa Lease and avoid a rejection 

or termination of the La Mesa Lease. Out of an abundance of caution, the Propco I Debtors are 

now seeking to expressly assume the La Mesa Lease in order to preserve value for their estates 

and avoid future disputes with interested parties regarding the La Mesa Lease. The Propco I 

Debtors reserve all rights against the Buyer with respect to the Sale, including any contractual 

rights and remedies they have under the purchase and sale agreement and other definitive 

documentation they entered into in connection with the Sale.

7. By this Motion, the Propco I Debtors seek approval to assume the La Mesa Lease. 

The Propco I Debtors believe that assuming the La Mesa Lease is a sound exercise of the Propco 

I Debtors’ business judgment.

Basis for Relief

I. The Assumption of the La Mesa Lease Should Be Approved.

8. To preserve value of the Propco I Debtors’ real estate assets and avoid future 

disputes, the Propco I Debtors are seeking authority to assume the La Mesa Lease to the extent 

that the Sale Order did not previously constitute an assumption of the La Mesa Lease. Section 365 

of the Bankruptcy Code authorizes a debtor to assume its executory contracts and unexpired leases, 

subject to the approval of the court, provided that the defaults under such contracts and leases are 

cured and adequate assurance of future performance is provided. The Propco I Debtors’ decision 

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4

to assume or reject an executory contract or unexpired lease must only satisfy the “business 

judgment rule” and will not be subject to review unless such decision is clearly an unreasonable 

exercise of such judgment. See, e.g., Grp. of Institutional Investors v. Chicago, Milwaukee, St. 

Paul & Pac. Ry. Co., 318 U.S. 523 (1943) (applying Bankruptcy Act section 77(b), predecessor to 

Bankruptcy Code section 365, and rejecting test of whether executory contract was burdensome 

in favor of whether rejection is within debtor’s business judgment); Sharon Steel Corp. v. Nat’l 

Fuel Gas Distrib. Corp., 872 F.2d 36, 40 (3d Cir. 1989) (describing deference to a debtor’s 

business judgment as “breathing space afforded [to] the debtor to consider whether to reject or 

assume executory contracts under the Code.”); In re Spirit Holding Co., Inc., 166 B.R. 371, 378 

(Bankr. E.D. Mo. 1994) (providing that the standard for approving the assumption of an executory 

contract is to determine if the debtor “exercise[d] wise business judgment”).

A. The Assumption of the La Mesa Lease Reflects the Propco I Debtors’ 

Reasonable Business Judgment.

9. The Court should approve the decision to assume the La Mesa Lease as a sound 

exercise of the Propco I Debtors’ business judgment. Assuming the La Mesa Lease will help the 

Propco I Debtors preserve value for the estates following the failure of the transaction 

contemplated in the Sale Order to close. 

10. The Propco I Debtors believe that the La Mesa Lease is highly valuable and it is 

likely that value they would receive from selling the La Mesa Lease exceeds the cost of paying the 

obligations that will come due under the La Mesa Lease between the date hereof and the date of a 

potential sale. This is evidenced by the fact that the Buyer was willing to pay $11 million for the 

property. Accordingly, it is in the interests of the Propco I Debtors and their stakeholders that the 

Propco I Debtors assume the La Mesa Lease. The Propco I Debtors submit that the assumption of 

the La Mesa Lease should be approved as a sound exercise of their business judgment.

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5

B. Defaults Under the La Mesa Lease Will Be Cured.

11. Upon finding that a debtor has exercised its business judgment in determining that 

assuming an executory contract is in the best interest of its estate, courts must then evaluate 

whether the assumption meets the requirements of section 365(b) of the Bankruptcy Code, 

specifically that a debtor (a) cure, or provide adequate assurance of promptly curing, prepetition 

defaults in the executory contract, (b) compensate parties for pecuniary losses arising therefrom, 

and (c) provide adequate assurance of future performance thereunder. This section “attempts to 

strike a balance between two sometimes competing interests, the right of the contracting 

non-debtor to get the performance it bargained for and the right of the debtor’s creditors to get the 

benefit of the debtor’s bargain.” In re Luce Indus., Inc., 8 B.R. 100, 107 (Bankr. S.D.N.Y. 1980).

12. The Propco I Debtors submit that the statutory requirements of 

section 365(b)(1)(A) of the Bankruptcy Code will be promptly satisfied by payment of the agreed 

Cure Cost listed on Exhibit 1 to the Order.

C. Non-Debtor Parties Will Be Adequately Assured of Future Performance.

13. Similarly, the Propco I Debtors submit that the third requirement of section 365(b) 

of the Bankruptcy Code—adequate assurance of future performance—is also satisfied given the 

facts and circumstances present here. “The phrase ‘adequate assurance of future performance’ 

adopted from section 2-609(1) of the Uniform Commercial Code, is to be given a practical, 

pragmatic construction based upon the facts and circumstances of each case.” In re U.L. Radio 

Corp., 19 B.R. 537, 542 (Bankr. S.D.N.Y. 1982); see In re Alipat, Inc., 36 B.R. 274, 277 (Bankr. 

E.D. Mo. 1984). Although no single solution will satisfy every case, “the required assurance will 

fall considerably short of an absolute guarantee of performance.” In re Prime Motor Inns, Inc., 

166 B.R. 993, 997 (Bankr. S.D. Fla. 1994). Among other things, adequate assurance may be given 

by demonstrating the assignee’s financial health and experience in managing the type of enterprise 

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6

or property assigned. See In re Bygaph, Inc., 56 B.R. 596, 605–06 (Bankr. S.D.N.Y. 1986) 

(adequate assurance of future performance present where a prospective assignee has financial 

resources and has expressed a willingness to devote sufficient funding to a business to give it a 

strong likelihood of succeeding). 

14. Since the Petition Date, the Propco I Debtors have been performing their monetary 

obligations under the La Mesa Lease. The Propco I Debtors have sufficient funds available to 

continue complying with their monetary obligations under the La Mesa Lease until they are able 

to sell and assign the La Mesa Lease. The Propco I Debtors believe that they will find a suitable 

assignee for the La Mesa Lease and will provide Landlord with adequate assurance of the 

assignee’s future performance when the Propco I Debtors seek to assign the La Mesa Lease. 

II. Relief Under Bankruptcy Rules 6004(h) and 6006(d) Is Appropriate.

15. Bankruptcy Rule 6004(h) provides that an “order authorizing the use, sale, or lease 

of property . . . is stayed until the expiration of fourteen days after the entry of the order, unless 

the court orders otherwise.” Fed. R. Bankr. P. 6004(h). Additionally, Bankruptcy Rule 6006(d) 

provides that an “order authorizing the trustee to assign an executory contract or unexpired 

lease . . . is stayed until the expiration of fourteen days after the entry of the order, unless the court 

orders otherwise.” Fed. R. Bankr. P. 6006(d). The Propco I Debtors request that the Order be 

effective immediately upon its entry by providing that the fourteen-day stays under Bankruptcy 

Rules 6004(h) and 6006(d) are waived.

16. The purpose of Bankruptcy Rules 6004(h) and 6006(d) is to provide sufficient time 

for an objecting party to appeal before an order can be implemented. See Advisory Committee 

Notes to Fed. R. Bankr. P. 6004(h) and 6006(d). Although Bankruptcy Rules 6004(h) and 6006(d) 

and the Advisory Committee Notes are silent as to when a court should “order otherwise” and 

eliminate or reduce the fourteen-day stay period, the leading treatise on bankruptcy suggests that 

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7

the fourteen-day stay should be eliminated to allow a sale or other transaction to close immediately 

“where there has been no objection to procedure.” 10 Collier on Bankr. ¶ 6004.10 (15th rev. ed. 

2006). Furthermore, if an objection is filed and overruled, and the objecting party informs the 

court of its intent to appeal, the stay may be reduced to the amount of time actually necessary to 

file such appeal. Id. Accordingly, the Propco I Debtors hereby request that the Court waive the 

14-day stay period under Bankruptcy Rules 6004(h) and 6006(d).

Notice

17. The Propco I Debtors will provide notice of this Motion via first class mail and 

email (where available) to: (a) the Office of the United States Trustee for the Eastern District of 

Virginia, Attn: Robert B. Van Arsdale and Lynn A. Kohen; (b) the Official Committee of 

Unsecured Creditors; (c) DIP ABL Agent and the advisors and counsel thereto; (d) DIP Taj Term 

Loan Agent and the advisors and counsel thereto; (e) DIP Delaware Term Loan Agent and the 

advisors and counsel thereto; (f) the indenture trustee for the TRU Taj 12.00% Senior Notes and 

the advisors and counsel thereto; (g) the administrative agent for the prepetition Secured Revolving 

Credit Facility and the advisors and counsel thereto; (h) the administrative agent for the prepetition 

Secured Term Loan B Facility and the advisors and counsel thereto; (i) the prepetition 

administrative agent for the Propco I Unsecured Term Loan Facility and the advisors and counsel 

thereto; (j) the agent for the Propco II Mortgage Loan and the advisors and counsel thereto; (k) the 

agent for the Giraffe Junior Mezzanine Loan and the advisors and counsel thereto; (l) the 

administrative agent for the prepetition European and Australian Asset-Based Revolving Credit 

Facility (“Euro ABL”) and the advisors and counsel thereto; (m) the administrative agent for the 

Senior Unsecured Term Loan Facility and the advisors and counsel thereto; (n) the indenture 

trustee for the Toys “R” Us Debtors’ 7.375% Senior Notes and the advisors and counsel thereto; 

(o) the indenture trustee for the Toys “R” Us Debtors’ 8.75% Unsecured Notes and the advisors 

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8

and counsel thereto; (p) counsel to the ad hoc group of the Term B-4 Holders; (q) counsel to the 

Ad Hoc Committee of Taj Noteholders;(r) the ad hoc group of lenders (the “Ad Hoc Group of 

Propco I Lenders”) under that certain Credit Agreement, dated as of August 21, 2013 (the “Propco 

I Credit Agreement”); (s) Jones Day as counsel to the Committee; (t) Strategic Asset Services, 

LLC as a lender under the Propco I Credit Agreement; (u) Akin Gump Strauss Hauer & Feld LLP 

as counsel to Strategic Asset Services, LLC; (v) the Internal Revenue Service; (w) the office of 

the attorneys general for the states in which the Debtors operate; (x) the Securities and Exchange 

Commission; and (y) any party that has requested notice pursuant to Bankruptcy Rule 2002 

(collectively, the “Notice Parties”). The Propco I Debtors submit that, in light of the nature of the 

relief requested, no other or further notice need be given.

No Prior Request

18. No prior motion for the relief requested herein has been made to this or any other 

court.

[Remainder of page intentionally left blank]

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Richmond, Virginia

Dated: November 29, 2018

/s/ Peter J. Barrett

KUTAK ROCK LLP KIRKLAND & ELLIS LLP

Michael A. Condyles (VA 27807) KIRKLAND & ELLIS INTERNATIONAL LLP

Peter J. Barrett (VA 46179) Edward O. Sassower, P.C.

Jeremy S. Williams (VA 77469) Joshua A. Sussberg, P.C. (admitted pro hac vice)

901 East Byrd Street, Suite 1000 Emily E. Geier (admitted pro hac vice)

Richmond, Virginia 23219-4071 601 Lexington Avenue

Telephone: (804) 644-1700 New York, New York 10022

Facsimile: (804) 783-6192 Telephone: (212) 446-4800

Email: Michael.Condyles@KutakRock.com Facsimile: (212) 446-4900

Peter.Barrett@KutakRock.com Email: edward.sassower@kirkland.com

Jeremy.Williams@KutakRock.com joshua.sussberg@kirkland.com

 emily.geier@kirkland.com

Co-Counsel to the Propco I Debtors -andand Debtors in Possession

James H.M. Sprayregen, P.C.

Anup Sathy, P.C. 

Chad J. Husnick, P.C. (admitted pro hac vice)

300 North LaSalle

Chicago, Illinois 60654

Telephone: (312) 862-2000

Facsimile: (312) 862-2200

Email: james.sprayregen@kirkland.com

 anup.sathy@kirkland.com

 chad.husnick@kirkland.com

Co-Counsel to the Propco I Debtors

and Debtors in Possession

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10

Exhibit A

Proposed Order

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11

Edward O. Sassower, P.C. James H.M. Sprayregen, P.C.

Joshua A. Sussberg, P.C. (admitted pro hac vice) Anup Sathy, P.C.

Emily E. Geier (admitted pro hac vice) Chad J. Husnick, P.C. (admitted pro hac vice)

KIRKLAND & ELLIS LLP KIRKLAND & ELLIS LLP

KIRKLAND & ELLIS INTERNATIONAL LLP KIRKLAND & ELLIS INTERNATIONAL LLP

601 Lexington Avenue 300 North LaSalle

New York, New York 10022 Chicago, Illinois 60654

Telephone: (212) 446-4800 Telephone: (312) 862-2000

Facsimile: (212) 446-4900 Facsimile: (312) 862-2200

-andMichael A. Condyles (VA 27807)

Peter J. Barrett (VA 46179)

Jeremy S. Williams (VA 77469)

KUTAK ROCK LLP

901 East Byrd Street, Suite 1000

Richmond, Virginia 23219-4071

Telephone: (804) 644-1700

Facsimile: (804) 783-6192

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

)

In re: ) Chapter 11

)

TOYS “R” US PROPERTY COMPANY I, LLC, et al.1 ) Case No. 18-31429 (KLP)

)

Debtors. ) (Jointly Administered)

)

ORDER (I) APPROVING THE ASSUMPTION OF CERTAIN 

REAL ESTATE ASSETS AND (II) GRANTING RELATED RELIEF

Upon consideration of the motion (the “Motion”)2 of the above captioned debtors 

and debtors in possession (the “Propco I Debtors”) for the entry of an order (this “Order”): 

(a) approving the assumption of the unexpired lease for store number 5617 located at 8165 Fletcher 

Parkway, La Mesa, California (the “La Mesa Property” and such leases, the “La Mesa Lease”), 

1

 The Propco I Debtors in these chapter 11 cases, along with the last four digits of each PropCo I Debtor’s federal 

tax identification number, are set forth in the Final Order (I) Directing Joint Administration of the Propco I 

Debtors’ Chapter 11 Cases and (II) Granting Related Relief [Docket No. 94]. The location of the Propco I 

Debtors’ service address is One Geoffrey Way, Wayne, NJ 07470.

2

 Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Motion.

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12

including the proposed Cure Cost and (b) granting related relief, all as more fully described in the 

Motion; and the Court having found that it has jurisdiction over this matter pursuant to 28 U.S.C. 

§§ 157 and 1334; and the Court having found that this is a core proceeding pursuant to 28 U.S.C. 

§ 157(b)(2); and the Court having found that venue of this proceeding and the Motion in this 

district is proper pursuant to 28 U.S.C. §§ 1408 and 1409; and the Court having found that the 

Propco I Debtors provided due and proper notice that is adequate and appropriate under the 

particular circumstances; and the Court having held a hearing to consider the relief requested in 

the Motion and any objections or other responses to the relief requested therein (the “Hearing”); 

and upon consideration of the record of the Hearing, and all proceedings had before the Court; and 

the Court having found and determined that the relief sought in the Motion is in the best interests 

of the Propco I Debtors’ estates, their creditors, and other parties in interest, and that the legal and 

factual bases set forth in the Motion and at the Hearing establish just cause for the relief granted 

herein; and upon all of the proceedings had before the Court; and any objections or other responses 

to the relief requested herein having been withdrawn or overruled on the merits; and after due 

deliberation and sufficient cause appearing therefor, it is HEREBY ORDERED THAT:

1. The Motion is granted as set forth herein.

2. Any responses or objections to, unless otherwise adjourned, or reservations of 

rights regarding, the entry of this Order or the relief granted herein or requested in the Motion that 

have not been withdrawn, waived, or settled, or not otherwise resolved pursuant to the terms 

hereof, if any, hereby are denied and overruled on the merits with prejudice. All persons and 

entities, that failed to timely object, or withdrew their objections, to the Motion or this Order are 

deemed to consent to the relief granted herein for all purposes, including pursuant to section 

365(c)(1)(B) of the Bankruptcy Code.

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13

3. Assumption of the La Mesa Lease listed on Exhibit 1 attached hereto is hereby 

approved.

4. The Propco I Debtors have met all requirements of sections 365(b) and 365(f) of 

the Bankruptcy Code in connection with the assumption of the La Mesa Lease. The La Mesa 

Lease is an “unexpired lease” within the meaning of section 365 of the Bankruptcy Code.

5. Pursuant to sections 363(b)(1) and 365(a) of the Bankruptcy Code, the Propco I 

Debtors are hereby authorized to assume the La Mesa Lease.

6. The Propco I Debtors are hereby authorized to take such actions as are reasonably 

necessary to implement and effectuate the terms of this Order and the assumption of the La Mesa 

Lease.

7. The assumption and assignment of the La Mesa Lease shall be deemed to have 

occurred on the date hereof, or such other date as the Propco I Debtors and the landlords may 

agree.

8. The Propco I Debtors have provided adequate assurance of their respective future 

performance under the Contracts within the meaning of sections 365(b)(1)(C), 365(b)(3), and 

365(f)(2)(B) of the Bankruptcy Code.

9. As to the La Mesa Lease, the Cure Cost listed on the Assumption Schedule 

attached hereto as Exhibit 1 hereto (and specifically noted therein as “resolved”), is fixed in the 

sums as set forth in the Assumption Schedule and shall be paid to Landlord no later than five (5) 

business days following the date hereof (the “Assumption Date”). Upon satisfaction of the Cure 

Cost, Landlord shall be barred from asserting any additional cure amounts or other claims with 

respect to its lease that arose, accrued, or came due on or before the Assumption Date. 

Notwithstanding the foregoing, the Propco I Debtors shall remain responsible for any obligations 

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14

to pay year end adjustment and reconciliation, percentage rent amounts, and any other obligations 

referenced in the La Mesa Lease and not otherwise explicitly modified by this Order when billed 

that are attributable to any period prior to the Assumption Date, but were not yet due or billed as 

of the Assumption Date to be included in the Cure Cost.

10. The Propco I Debtors reserve all rights against the Buyer with respect to to the Sale 

and all definitive documentation related to the Sale. 

11. The Propco I Debtors are authorized to take all actions necessary to effectuate the 

relief granted pursuant to this Order.

12. This Order shall constitute the findings of fact and conclusions of law and shall take 

immediate effect upon execution hereof.

13. To the extent any of the deadlines set forth in this Order do not comply with the 

Local Rules, such Local Rules are waived and the terms of this Order shall govern.

14. Notwithstanding the possible applicability of Bankruptcy Rules 4001, 6004(h), 

6006(d), 7062, 9014, or otherwise, this Court, for good cause shown, orders that the terms and 

conditions of this Order shall be immediately effective and enforceable upon its entry.

15. This Court shall retain jurisdiction with respect to all matters arising from or related 

to the implementation, interpretation, or enforcement of this Order. 

Dated: __________, 2018

Richmond, Virginia THE HONORABLE KEITH L. PHILLIPS

UNITED STATES BANKRUPTCY JUDGE

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WE ASK FOR THIS:

 /s/ Peter J. Barrett 

Michael A. Condyles (VA 27807)

Peter J. Barrett (VA 46179)

Jeremy S. Williams (VA 77469)

KUTAK ROCK LLP

901 East Byrd Street, Suite 1000

Richmond, Virginia 23219-4071

Telephone: (804) 644-1700

Facsimile: (804) 783-6192

- and -

Edward O. Sassower, P.C.

Joshua A. Sussberg, P.C. (admitted pro hac vice)

Emily E. Geier (admitted pro hac vice)

KIRKLAND & ELLIS LLP

KIRKLAND & ELLIS INTERNATIONAL LLP

601 Lexington Avenue

New York, New York 10022

Telephone: (212) 446-4800

Facsimile: (212) 446-4900

- and -

James H.M. Sprayregen, P.C.

Anup Sathy, P.C. 

Chad J. Husnick, P.C. (admitted pro hac vice)

KIRKLAND & ELLIS LLP

KIRKLAND & ELLIS INTERNATIONAL LLP

300 North LaSalle

Chicago, Illinois 60654

Telephone: (312) 862-2000

Facsimile: (312) 862-2200

Co-Counsel to the Propco I Debtors and Debtors in 

Possession

CERTIFICATION OF ENDORSEMENT 

UNDER LOCAL BANKRUPTCY RULE 9022-1(C)

Pursuant to Local Bankruptcy Rule 9022-1(C), I hereby certify that the foregoing proposed order has been 

endorsed by or served upon all necessary parties.

 /s/ Peter J. Barrett

 

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Exhibit 1

Assumption Schedule

Store 

No. Address City Cure Cost

5617 8165 Fletcher Parkway La Mesa, CA $0

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