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 

Counsel to Wayne Services Legacy Inc.

 IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA 

RICHMOND DIVISION 

) 

In re: ) Chapter 11 

) 

TOYS “R” US, INC., et al.,

1

) Case No. 17-34665 (KLP) 

) 

Debtors. ) (Jointly Administered) 

) 

NOTICE OF WAYNE SERVICES LEGACY INC.’S SIXTY-NINTH OMNIBUS 

OBJECTION TO CERTAIN (A) LATE-FILED CLAIMS, (B) NO LIABILITY CLAIMS, 

(C) REDUCED AND RECLASSIFIED CLAIMS, AND (D) REDUCED CLAIMS

PLEASE TAKE NOTICE THAT on July 17, 2019, Wayne Services Legacy Inc. 

(“Wayne Services”)2 filed the Wayne Services Legacy Inc.’s Sixty-Ninth Omnibus Objection to 

Certain (A) Late-Filed Claims, (B) No Liability Claims, (C) Reduced and Reclassified Claims, and 

(D) Reduced Claims (the “Omnibus Objection”) with the Bankruptcy Court. The Omnibus 

Objection is available at https://cases.primeclerk.com/toysrus/ by searching “Sixty-Ninth Omnibus 

Objection” in the “Search Docket” field. By the Omnibus Objection, Wayne Services is seeking 

to disallow or modify claims, including your claim(s), as set forth on Exhibit A attached hereto, 

because Wayne Services allege your claim(s) either: (i) was not timely filed, (ii) is a claim for 

which the Debtors do not reflect any liability, (iii) is in the incorrect amount and asserts an incorrect 

priority, or (iv) is in the incorrect amount. 

PLEASE TAKE FURTHER NOTICE THAT on August 8, 2018, the Bankruptcy Court 

entered the Order Establishing Omnibus Objection Procedures and Approving the Form and 

Manner of the Notice of Omnibus Objections [Docket No. 4080] (the “Order”), approving 

procedures for filing omnibus objections to proofs of claim and requests for allowance and 

payment of administrative expenses and/or cure claims (collectively, the “Claims” and each 

1

 The debtors in these chapter 11 cases, Toys “R” Us, Inc. and its debtor affiliates (collectively, the “Debtors”), 

along with the last four digits of each Debtor’s federal tax identification number, are set forth in the Order (I) 

Directing Joint Administration of Chapter 11 Cases and (II) Granting Related Relief [Docket No. 78]. The 

location of the Debtors’ service address is One Geoffrey Way, Wayne, New Jersey 07470. 

2

 Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Objection. 

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2 

individually, a “Claim”) in connection with the above-captioned chapter 11 cases (the “Omnibus 

Objection Procedures”). 

YOU ARE RECEIVING THIS NOTICE BECAUSE ALL CLAIMS LISTED HEREIN 

THAT YOU FILED AGAINST ONE OR MORE OF THE DEBTORS IN THE 

ABOVE-CAPTIONED CHAPTER 11 CASES ARE SUBJECT TO THE OMNIBUS 

OBJECTION. YOUR RIGHTS MAY BE AFFECTED BY THE OBJECTION. THEREFORE, 

YOU SHOULD READ THIS NOTICE (INCLUDING THE OMNIBUS OBJECTION AND 

OTHER ATTACHMENTS) CAREFULLY AND DISCUSS THEM WITH YOUR ATTORNEY. 

IF YOU DO NOT HAVE AN ATTORNEY, YOU MAY WISH TO CONSULT ONE. 

MOREOVER, UNDER THE OMNIBUS OBJECTION PROCEDURES, UNLESS A 

WRITTEN RESPONSE AND A REQUEST FOR A HEARING ARE FILED WITH THE CLERK 

OF THE COURT WITHIN 21 CALENDAR DAYS OF THE MAILING OF THIS OBJECTION 

(THE “RESPONSE DEADLINE”) AND SERVED ON THE OBJECTING PARTY, THE 

COURT MAY DEEM ANY OPPOSITION WAIVED, TREAT THE OMNIBUS OBJECTION 

AS CONCEDED, AND ENTER AN ORDER GRANTING THE RELIEF REQUESTED 

WITHOUT A HEARING. 

Critical Information for Claimants 

Choosing to File a Response to the Omnibus Objection 

Who Needs to File a Response: If you oppose the modification or disallowance of your 

Claim(s) listed below and if you are unable to resolve the Omnibus Objection with Wayne Services 

before the deadline to object, then you must file and serve a written response (the “Response”) to 

the Omnibus Objection in accordance with this Notice. 

If you do not oppose the modification or disallowance and expungement of your Claim(s) 

listed below, then you do not need to file a written Response to the Omnibus Objection and you 

do not need to appear at the hearing. 

Response Deadline: The Response Deadline is 4:00 p.m. prevailing Eastern Time on 

August 7, 2019 (the “Response Deadline”). 

THE BANKRUPTCY COURT WILL ONLY CONSIDER YOUR RESPONSE IF YOUR 

RESPONSE IS FILED BY THE RESPONSE DEADLINE. 

Your Response will be deemed timely filed only if the Response is actually received on 

or before the Response Deadline by the Bankruptcy Court via CM/ECF or at the following address: 

Clerk of the Bankruptcy Court 

United States Bankruptcy Court 

701 East Broad Street 

Richmond, Virginia 23219 

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3 

If the Omnibus Objection is filed by Wayne Services, the automatic ECF notification for a 

timely and properly filed Response will satisfy service requirements, and the Response may also 

be served on counsel for Wayne Services at the following addresses: 

Kutak Rock LLP

Attn: Jeremy S. Williams 

901 East Byrd Street, Suite 1000 

Richmond, Virginia 23219 

Unless otherwise adjourned by the Bankruptcy Court or Wayne Services pursuant to the 

Omnibus Objection Procedures, the hearing on the Omnibus Objection and your Response will be 

held at 11:00 a.m. prevailing Eastern Time on August 22, 2019, at: 

United States Bankruptcy Court 

701 East Broad Street – Courtroom 5100 

Richmond, Virginia 23219 

Procedures for Filing a Timely Response 

and Information Regarding the Hearing on the Omnibus Objection 

Contents. Each Response must contain the following (at a minimum): 

1. a caption setting forth the name of the Bankruptcy Court, the name of the Debtors, 

and the case number and the title of the Omnibus Objection to which the Response 

is directed; 

2. the claimant’s name and an explanation for the amount of the Claim; 

3. a concise statement setting forth the reasons why the Bankruptcy Court should not 

sustain the Omnibus Objection with respect to your Claim(s), including, without 

limitation, the specific factual and legal bases upon which the claimant will rely in 

opposing the Omnibus Objection; 

4. a copy of any other documentation or other evidence of the Claim, to the extent not 

already included with the Claim, upon which the claimant will rely in opposing the 

Omnibus Objection at the hearing; and 

5. your name, address, telephone number and email address and/or the name, address, 

telephone number and email address of your attorney and/or designated 

representative to whom the attorneys for Wayne Services should serve a reply to 

the Response, if any (collectively, the “Notice Addresses”). If a Response contains 

Notice Addresses that are different from the name and/or address listed on the 

Claim, the Notice Addresses will control and will become the service address for 

future service of papers with respect to all of your Claims listed in the Omnibus 

Objection (including all Claims to be disallowed and expunged and the surviving 

claims) and only for those Claims in the Omnibus Objection. 

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4 

Additional Information. To facilitate a resolution of the Omnibus Objection, your 

Response should also include the name, address, telephone number, and email address of the party 

with authority to reconcile, settle or otherwise resolve the Omnibus Objection on the claimant’s 

behalf (the “Additional Addresses”). Unless the Additional Addresses are the same as the Notice 

Addresses, the Additional Addresses will not become the service address for future service of 

papers. 

Failure to File Your Timely Response. If you fail to file your Response on or before the 

Response Deadline in compliance with the procedures set forth in this Notice and timely serve it 

on the Wayne Services’ attorneys, Wayne Services will present to the Bankruptcy Court an 

appropriate order granting the relief requested in the Omnibus Objection without further notice to 

you. 

Hearing Attendance. If you file a Response to the Omnibus Objection, then you should 

plan to appear at the hearing on the Omnibus Objection. Wayne Services, however, reserves the 

right to continue the hearing with respect to the Omnibus Objection and the Response. 

Rescheduling the Hearing. If the Bankruptcy Court determines that the hearing on the 

Omnibus Objection will require substantial time for the presentation of argument and/or evidence, 

then the Bankruptcy Court, in its discretion, may reschedule the hearing. 

Each Objection Is a Contested Matter. Each Claim subject to an Omnibus Objection and 

the Response thereto shall constitute a separate contested matter as contemplated by Bankruptcy 

Rule 9014, and any order entered by the Bankruptcy Court will be deemed a separate order with 

respect to such Claim. 

Additional Information 

Reply of Wayne Services. Wayne Services may file a reply to your Response or reply in 

oral argument at the hearing. In such event, Wayne Services is permitted to file its reply no later 

than one calendar day before the hearing on the Omnibus Objection and the Response. 

Additional Discovery. Upon receipt of your Response, Wayne Services may determine 

that discovery is necessary in advance of the hearing on the Omnibus Objection and your 

Response. In such event, Wayne Services will serve separate notice to the Notice Addresses that 

the scheduled hearing will be treated as a status conference during which the parties will request 

that the Bankruptcy Court issue a scheduling order to facilitate resolution of the Response. 

Notwithstanding the foregoing, nothing herein modifies any parties’ right to seek discovery or 

request that the scheduled hearing be treated as a status conference. 

Requests for Information. If you have any questions regarding the Omnibus Objection 

and/or if you wish to obtain a copy of the Omnibus Objection or related documents, you may call 

the Debtors’ restructuring hotline at (844) 794-3476. You may also obtain a copy of the Omnibus 

Objection or related documents by visiting the Debtors’ restructuring website at 

https://cases.primeclerk.com/toysrus/. 

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5 

Reservation of Rights. Nothing in this Notice or the Omnibus Objection constitutes a 

waiver of Wayne Services’ right to assert any claims, counterclaims, rights of offset or 

recoupment, preference actions, fraudulent-transfer actions, or any other claims against the 

claimant of the Debtors. Unless the Bankruptcy Court allows your Claims or specifically orders 

otherwise, Wayne Services has the right to object on any grounds to the Claims (or to any other 

Claims or causes of action you may have filed or that have been scheduled by the Debtors) at a 

later date. In such event, you will receive a separate notice of any such objections. 

[Remainder of page intentionally left blank]

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Richmond, Virginia 

Dated: July 17, 2019 

/s/ Jeremy S. Williams

KUTAK ROCK LLP

Michael A. Condyles (VA 27807) 

Peter J. Barrett (VA 46179) 

Jeremy S. Williams (VA 77469) 

901 East Byrd Street, Suite 1000 

Richmond, Virginia 23219-4071 

Telephone: (804) 644-1700 

Facsimile: (804) 783-6192 

Email: Michael.Condyles@KutakRock.com 

Peter.Barrett@KutakRock.com 

Jeremy.Williams@KutakRock.com 

Counsel to Wayne Services Legacy, Inc.

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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 

Counsel to Wayne Services Legacy Inc.

 IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA 

RICHMOND DIVISION 

) 

In re: ) Chapter 11 

) 

TOYS “R” US, INC., et al.,

1

) Case No. 17-34665 (KLP) 

) 

Debtors. ) (Jointly Administered) 

) 

WAYNE SERVICES LEGACY INC.’S SIXTY-NINTH OMNIBUS OBJECTION 

TO CERTAIN (A) LATE-FILED CLAIMS, (B) NO LIABILITY CLAIMS, 

(C) REDUCED AND RECLASSIFIED CLAIMS, AND (D) REDUCED CLAIMS

THIS OBJECTION SEEKS TO MODIFY OR DISALLOW AND EXPUNGE CERTAIN FILED 

PROOFS OF CLAIM. CLAIMANTS RECEIVING THIS OBJECTION SHOULD LOCATE 

THEIR NAMES AND CLAIMS ON SCHEDULES 1-4 TO 

 EXHIBIT A ATTACHED TO THIS OBJECTION. 

Wayne Services Legacy, Inc. (“Wayne Services”) files this omnibus objection (this 

“Objection”) and seeks entry of an order, substantially in the form attached hereto as Exhibit A

(the “Order”): 

• disallowing and expunging the claims on Schedule 1 to the Order (collectively, 

the “Late-Filed Claims”) because Wayne Services has determined that such claims 

were filed after the applicable bar date; 

1

 The Debtors in these chapter 11 cases, Toys “R” Us, Inc. and its debtor affiliates (collectively, the “Debtors”), 

along with the last four digits of each Debtor’s federal tax identification number, are set forth in the Order (I) 

Directing Joint Administration of Chapter 11 Cases and (II) Granting Related Relief [Docket No. 78]. The 

location of the Debtors’ service address is One Geoffrey Way, Wayne, New Jersey 07470. 

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2 

• disallowing and expunging the claims identified on Schedule 2 to the Order 

(collectively, the “No Liability Claims”) in their entirety because based on the 

Debtors’ books and records, the Debtors have no liability for such claims; 

• modifying the claims identified on Schedule 3 to the Order (collectively, the 

“Reduced and Reclassified Claims”) because Wayne Services has determined that 

such claims assert a higher priority than the priority to which the claims are entitled 

and such claims were filed in the incorrect amount based on the Debtors’ books 

and records; and 

• modifying the claims identified on Schedule 4 to the Order (collectively, the 

“Reduced Amount Claims” and together with Late-Filed Claims, the No Liability 

Claims and Reduced and Reclassified Claims, the “Disputed Claims”) because 

Wayne Services has determined that such claims were filed in the incorrect amount 

based on the Debtors’ books and records. 

In support of this Objection, Wayne Services submits the Declaration of David Black in 

Support of Wayne Services Legacy Inc.’s Sixty-Ninth Omnibus Objection to Certain (A) Late-Filed 

Claims, (B) No Liability Claims, (C) Reduced and Reclassified Claims, and (D) Reduced Claims 

(the “Black Declaration”), attached to this Objection as Exhibit B, and respectfully states as 

follows. 

Jurisdiction 

1. 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. Wayne Services confirms its 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. 

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3 

2. The bases for the relief requested herein are sections 502 and 1106(a)(1) of title 11 

of the United States Code, 11 U.S.C. §§ 101–1532 (the “Bankruptcy Code”), Bankruptcy 

Rules 3007 and 9014, and Rule 3007–1 of the Local Bankruptcy Rules for the United States 

Bankruptcy Court for the Eastern District of Virginia (the “Local Rules”). 

Relief Requested 

3. By this Objection, Wayne Services respectfully requests entry of an order 

(a) modifying or disallowing and expunging the Disputed Claims identified on Schedules 1-4 to 

the Order and (b) granting related relief. 

Background 

4. On September 19, 2017 (the “Petition Date”), the Debtors each filed a voluntary 

petition for relief under chapter 11 of the Bankruptcy Code. The Debtors operated their businesses 

and managed their properties as debtors in possession pursuant to sections 1107(a) and 1108 of 

the Bankruptcy Code. A detailed description surrounding the facts and circumstances of these 

chapter 11 cases is set forth in the Declaration of David A. Brandon, Chairman of the Board and 

Chief Executive Officer of Toys R Us, Inc., In Support of Chapter 11 Petitions and First Day 

Motions [Docket No. 20] and the Declaration of Michael J. Short, Chief Financial Officer of Toys 

“R” Us, Inc., in Support of Debtors’ First Day Motions [Docket No. 30]. On November 16, 2017, 

the Debtors filed their schedules of assets and liabilities and statements of financial affairs 

[Docket Nos. 1015-1016] (collectively, the “Schedules”). 

The Claims Reconciliation Process 

5. On December 21, 2017, the Court entered the Amended Order (I) Setting Bar Dates 

for Filing Proofs of Claim, Including Requests for Payment Under Section 503(b)(9), 

(II) Establishing Amended Schedules Bar Date and Rejection Damages Bar Date, (III) Approving 

the Form of and Manner for Filing Proofs of Claim, Including Section 503(b)(9) Requests, 

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4 

(IV) Approving Notice of Bar Dates, and (V) Granting Related Relief [Docket No. 1332] 

(the “General Bar Date Order”), which, among other things, established the following deadline for 

filing proofs of claim (collectively, the “General Bar Dates”): (a) April 6, 2018, as the deadline 

for all persons and entities holding or wishing to assert a “claim” (as defined in section 101(5) of 

the Bankruptcy Code) against any of the Debtors that arose before the Petition Date (each, a 

“Claim”), including any claim arising under section 503(b)(9) of the Bankruptcy Code, to file 

proof of such Claim in writing; (b) June 18, 2018, as the deadline for all governmental units 

holding or wishing to assert a Claim against any of the Debtors that arose before the Petition Date 

to file proof of such Claim in writing; and (c) the later of (i) the General Claims Bar Date or the 

Governmental Bar Date (each as defined in the General Bar Date Order), as applicable, or 

(ii) 5:00 p.m., prevailing Eastern time, on the date that is 30 days following entry of an order 

approving the rejection of any executory contract or unexpired lease of the Debtors, as the deadline 

for all entities holding claims against the Debtors arising from the rejection of executory contracts 

and unexpired leases of the Debtors, to file proof of such Claim in writing. 

6. On March 22, 2018, the Bankruptcy Court entered the Order (I) Authorizing the 

Debtors to Wind-Down U.S. Operations, (II) Authorizing the Debtors to Conduct U.S. Store 

Closings, (III) Establishing Administrative Claims Procedures, and (IV) Granting Related Relief

[Docket No. 2344] pursuant to which the Court authorized the Debtors to begin to wind down their 

U.S. operations. 

7. On May 25, 2018, the Court entered the Amended Order (I) Setting a Bar Date for 

Filing Proofs of Administrative Claims Against Certain Debtors, (II) Establishing Administrative 

Claims Procedures, (III) Approving the Form and Manner of Filing Proofs of Administrative 

Claims, (IV) Approving Notice of the Administrative Claims Bar Date, and (V) Granting Related 

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5 

Relief [Docket No. 3260] (the “Admin Claims Bar Date Order” and together with the General Bar 

Date Order, the “Bar Date Orders”), which, among other things, established: (a) July 16, 2018, as 

the deadline to file proof of such claim in writing for all persons and entities holding or wishing to 

assert a claim entitled to administrative priority under 11 U.S.C. § 503 (other than § 503(b)(9)) 

(each, an “Administrative Claim”) against any of the Debtors that arose between the Petition Date 

and on or prior to June 30, 2018; and (b) the earlier of: (i) the 15th day of the month at 5:00 p.m., 

prevailing Eastern Time following the month in which the claim arose; or (ii) 14 days following 

any hearing on a plan of liquidation, structured settlement, or other proposed resolution to the 

Debtors’ chapter 11 cases, at 5:00 p.m., prevailing Eastern Time, for any Administrative Claim 

arising after June 30, 2018 (collectively, the “Admin Bar Dates” and together with the General Bar 

Dates, the “Bar Dates”) as the deadline to file proof of such Administrative Claim in writing. 

8. Written notice of the Bar Dates was mailed to, among others, all known creditors 

and other known holders of claims against the Debtors, identified as of the date of entry of the Bar 

Date Orders, including all entities listed in the Schedules as holding claims against the Debtors, 

and to all parties who had filed requests for notices under Bankruptcy Rule 2002 as of the date of 

the Bar Date Orders. In addition to mailing such actual notice, the Debtors also published notice 

of the Bar Dates in USA Today (national edition) (with respect to the Bar Dates) and the Wall Street 

Journal (national edition) (with respect to the General Bar Dates).

9. On August 8, 2018, the Court entered the Order (I) Approving Procedures for 

Filing Omnibus Objections to Claims, (II) Approving the Form and Manner of the Notice of 

Omnibus Objections, and (III) Granting Related Relief [Docket No. 4080] approving the Debtors’ 

proposed objection procedures (the “Objection Procedures”). This Objection is filed in accordance 

with the Objection Procedures. 

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6 

10. To date, entities have filed approximately 25,000 proofs of claim and requests for 

allowance and payment of administrative expenses and/or cure claims against the Debtors on an 

aggregate basis (collectively, the “Proofs of Claim”), collectively asserting more than 

$116.2 billion in aggregate liabilities, of which 5,200 assert administrative priority in the collective 

amount of approximately $103.2 billion. Wayne Services and its advisors are in the process of 

reviewing the Proofs of Claim, including supporting documentation, if any, filed with the Proofs 

of Claim, and reconciling the Proofs of Claim with the Debtors’ books and records to determine 

the validity of the Proofs of Claim. For the reasons set forth in more detail below, and based on 

its review to date, Wayne Services has determined that the Disputed Claims are objectionable on 

the grounds set forth below. 

Objection 

I. Late-Filed Claims. 

11. Wayne Services objects to the Late-Filed Claims set forth on Schedule 1 to the 

Order. Based on its review of the Proofs of Claim and a thorough analysis of the claims register, 

Wayne Services has determined that the Late-Filed Claims reflect Proofs of Claim that were not 

timely filed. The Debtors caused Prime Clerk LLC, the Debtors’ notice and claims agent, to 

provide notice of the Bar Date Orders in accordance with the procedures outlined therein. Wayne 

Services objects to the Late-Filed Claims because such Proofs of Claims were subject to the Bar 

Date Orders and were filed after the applicable Bar Dates. Moreover, Wayne Services believes 

that each claimant asserting a Late-Filed Claim was provided timely notice of the Bar Date Orders, 

in accordance with the procedures applicable thereto, and, therefore, had adequate notice of the 

applicable Bar Dates. Failure to disallow and expunge the Late-Filed Claims could result in the 

applicable claimants receiving recoveries against the Debtors’ estates, in contravention of various 

notices and orders of the Court, to the detriment of other similarly situated creditors. Moreover, 

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7 

elimination of the Late-Filed Claims will enable Wayne Services to maintain a more accurate 

claims register. Accordingly, Wayne Services requests that the Court enter the Order, disallowing 

and expunging the Late-Filed Claims identified on Schedule 1 to the Order. 

II. No Liability Claims 

12. Wayne Services objects to the No Liability Claims set forth on Schedule 2 to the 

Order. Based on their review of the Proofs of Claim and a thorough analysis of the Debtors’ books 

and records, Wayne Services has determined that the No Liability Claims, as filed, do not 

accurately reflect amounts owed by the Debtors according to their books and records. Instead, 

Wayne Services asserts that they have no liability for such Proofs of Claim. 

13. For the reasons set forth above, Wayne Services is seeking an order expunging and 

disallowing the No Liability Claims, as identified on Schedule 2 to the Order. Failure to disallow 

and expunge the No Liability Claims could result in the applicable claimants receiving multiple 

recoveries against the Debtors’ estates, to the detriment of other similarly situated creditors. 

Moreover, elimination of the No Liability Claims will enable Wayne Services to maintain a more 

accurate claims register. Accordingly, Wayne Services requests that the Court enter the Order, 

disallowing and expunging the No Liability Claims identified on Schedule 2 to the Order. 

III. Reduced and Reclassified Claims 

14. Wayne Services objects to the Reduced and Reclassified Claims set forth on 

Schedule 3 to the Order. Based on its review of the Proofs of Claim, Wayne Services has 

determined that the Reduced and Reclassified Claims, as filed, do not accurately reflect the correct 

priority or amounts owed for such Proofs of Claim according to the Debtors’ books and records. 

Instead, Wayne Services believes that the asserted priority and amount of such claims as identified 

in the column titled “Asserted” should be modified to the priority and amount identified in the 

column titled “Corrected” in the table provided in Schedule 3 to the Order. Wayne Services asserts 

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8 

that the priority listed in “Corrected” column for each Reduced and Reclassified Claim represents 

the appropriate priority and amount for each respective Proof of Claim, as reflected in the Debtors’ 

books and records and/or from the information provided by the claimants. Failure to modify such 

claims could result in the relevant claimants receiving a better recovery than other similarly 

situated creditors, even though such recovery is not warranted. Accordingly, Wayne Services 

requests that the Court enter the Order, modifying the Reduced and Reclassified Claims identified 

on Schedule 3 to the Order. 

IV. Reduced Amount Claims 

15. Wayne Services objects to the Reduced Amount Claims set forth on Schedule 4 to 

the Order. Based on its review of the Proofs of Claim, Wayne Services has determined that the 

Reduced Amount Claims, as filed, do not accurately reflect amounts owed by the Debtors 

according to their books and records. Instead, Wayne Services believes that the asserted amount 

of such claims as identified in the column titled “Asserted Claim Amount” should be modified to 

the amounts in the column titled “Reduced Claim Amount” in the table provided in Schedule 4 to 

the Order. Wayne Services asserts that the amount listed in the “Reduced Claim Amount” column 

for each Reduced Amount Claim represents the fair, accurate, and reasonable value of each 

respective Proof of Claim, as reflected in the Debtors’ books and records and/or from the 

information provided by the claimants. Failure to modify such claims could result in the relevant 

claimants receiving a better recovery than other similarly situated creditors, even though such 

recovery is not warranted. Accordingly, Wayne Services requests that the Court enter the Order, 

modifying the Reduced Amount Claims identified on Schedule 4 to the Order. 

Basis for Relief 

16. Section 502(a) of the Bankruptcy Code provides that “[a] claim or interest, proof 

of which is filed under section 501 of this title, is deemed allowed, unless a party in interest . . . 

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9 

objects.” A debtor in possession has the duty to object to the allowance of any claim that is 

improper. See 11 U.S.C. § 1106(a)(1). 

17. As set forth in Bankruptcy Rule 3001(f), a properly executed and filed proof of 

claim constitutes prima facie evidence of the validity and the amount of the claim under 

section 502(a) of the Bankruptcy Code. See In re Allegheny Int’l, Inc., 954 F.2d 167, 173 (3d Cir. 

1992). Bankruptcy courts have generally held that in order to receive the benefit of prima facie

validity, however, the claimant must set forth facts necessary to support the claim. See In re 

McCarthy, No. 04-10493, 2004 WL 5683383, at *5 (Bankr. E.D. Va. July 14, 2004). Additionally, 

a claimant’s proof of claim is entitled to the presumption of prima facie validity under Bankruptcy 

Rule 3001(f) only until an objecting party shows that there exists a “true dispute” as to the validity 

and amount of the claim. See In re Computer Learning Ctrs., Inc., 298 B.R. 569, 578 (Bankr. E.D. 

Va. 2003) (quoting Collier on Bankruptcy ¶ 3001.09[2] (15th ed. revised 2003)). Once the 

objecting party refutes an allegation critical to the claim, the burden reverts to the claimant to prove 

the validity of the claim by a preponderance of the evidence. Allegheny, 954 F.2d at 173. In other 

words, once the prima facie validity of a claim is rebutted, “it is for the claimant to prove his claim, 

not for the objector to disprove it.” In re Kahn, 114 B.R. 40, 44 (Bankr. S.D.N.Y. 1990) (citations 

omitted). 

18. For the reasons set forth in this Objection and in the Black Declaration, the Court 

should modify or disallow and expunge the Disputed Claims as requested in herein. If the Disputed 

Claims are not formally modified or disallowed and expunged, the potential exists for the 

applicable claimants to receive recoveries to which they are not entitled, to the detriment of the 

Debtors’ other stakeholders and the process of claims administration and reconciliation will be 

unnecessarily burdensome. Thus, the relief requested in this Objection is necessary to prevent any 

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10 

inappropriate distribution of estate funds and to facilitate the administration of the 

claims-allowance process. 

Separate Contested Matter 

19. Each of the above objections to the proofs of claim constitutes a separate contested 

matter as contemplated by Bankruptcy Rule 9014. Wayne Services requests that any order entered 

by the Court with respect to an objection asserted herein will be deemed a separate order with 

respect to each Claim. 

Responses to Omnibus Objections 

20. To contest this Objection, a claimant must file and serve a written response to this 

Objection in accordance with the Objection Procedures. If a claimant fails to file and serve a 

response in accordance with the Objection Procedures, Wayne Services may present to the Court 

an appropriate order disallowing or modifying the Disputed Claim, without further notice to the 

claimant or a hearing. 

Reservation of Rights 

21. Nothing contained herein is intended or shall be construed as: (a) an admission as 

to the amount of, basis for, or validity of any claim against the Debtors under the Bankruptcy Code 

or other applicable non-bankruptcy law; (b) a waiver of Wayne Services’ or any other party in 

interest’s right to dispute any claim; (c) a promise or requirement to pay any particular claim; (d) 

an implication or admission that any particular claim is of a type specified or defined in this 

motion; (e) an admission as to the validity, priority, enforceability, or perfection of any lien on, 

security interest in, or other encumbrance on property of the Debtors’ estates; or (f) a waiver of 

any claims or causes of action which may exist against any entity under the Bankruptcy Code or 

any other applicable law. 

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 16 of 44
11 

Notice 

22. Wayne Services will provide notice of this Motion via first class mail or email 

(where available) to the Core Group as defined in the Order (I) Establishing Certain Notice, Case 

Management, and Administrative Procedures and (II) Granting Related Relief [Docket No. 129] 

and to holders of the Disputed Claims identified on Schedules 1-4 to the Order. Wayne Services 

submits that, in light of the nature of the relief requested, no other or further notice need be given. 

No Prior Request 

23. No prior request for the relief sought in this Objection has been made to this or any 

other court. 

WHEREFORE, Wayne Services respectfully requests that the Court enter the Order 

granting the relief requested herein and such other relief as the Court deems appropriate under the 

circumstances. 

Richmond, Virginia 

Dated: July 17, 2019 

/s/ Jeremy S. Williams 

KUTAK ROCK LLP

Michael A. Condyles (VA 27807) 

Peter J. Barrett (VA 46179) 

Jeremy S. Williams (VA 77469) 

901 East Byrd Street, Suite 1000 

Richmond, Virginia 23219-4071 

Telephone: (804) 644-1700 

Facsimile: (804) 783-6192 

Email: Michael.Condyles@KutakRock.com 

Peter.Barrett@KutakRock.com 

Jeremy.Williams@KutakRock.com 

Counsel to Wayne Services Legacy Inc.

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 17 of 44
Exhibit A 

Proposed Form of Order

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 18 of 44
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 

Counsel to Wayne Services Legacy Inc.

 IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA 

RICHMOND DIVISION 

) 

In re: ) Chapter 11 

) 

TOYS “R” US, INC., et al.,

1

) Case No. 17-34665 (KLP) 

) 

Debtors. ) (Jointly Administered) 

) 

ORDER GRANTING WAYNE SERVICES LEGACY INC.’S SIXTY-NINTH OMNIBUS 

OBJECTION TO CERTAIN (A) LATE-FILED CLAIMS, (B) NO LIABILITY CLAIMS, 

(C) REDUCED AND RECLASSIFIED CLAIMS, AND (D) REDUCED CLAIMS

Upon the omnibus objection (the “Objection”)2of Wayne Services for entry of an order 

(this “Order”): (a) modifying or disallowing and expunging the Disputed Claims identified on 

Schedules 1-4 attached hereto, in accordance with section 502 of the Bankruptcy Code, 

Bankruptcy Rule 3007, and Local Rule 3007–1; and (b) granting related relief, all as more fully 

set forth in the Objection; and it appearing that the relief requested is in the best interests of the 

Debtors’ estates, their creditors and other parties in interest; and the Court having jurisdiction to 

consider the Objection and the relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334; and 

consideration of the Objection and the relief requested therein being a core proceeding pursuant to 

1

 The debtors in these chapter 11 cases, Toys “R” Us, Inc. and its debtor affiliates (collectively, the “Debtors”), 

along with the last four digits of each Debtor’s federal tax identification number, are set forth in the Order (I) 

Directing Joint Administration of Chapter 11 Cases and (II) Granting Related Relief [Docket No. 78]. The 

location of the Debtors’ service address is One Geoffrey Way, Wayne, New Jersey 07470. 

2 Capitalized terms used but not otherwise defined in this Order have the meanings given to them in the Objection. 

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 19 of 44
2 

28 U.S.C. § 157(b); and venue being proper before this Court pursuant to 28 U.S.C. §§ 1408 and 

1409; and notice of the Objection having been adequate and appropriate under the circumstances; 

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

1. The Objection is granted as set forth in this Order. 

2. Any response to the Objection not otherwise withdrawn, resolved, or adjourned is 

hereby overruled on its merits. 

3. Each Late-Filed Claim identified on Schedule 1 attached to this Order is disallowed 

and expunged in its entirety. 

4. Each No Liability Claim, as identified on Schedule 2 to this Order, is expunged 

and disallowed in its entirety. 

5. Each Reduced and Reclassified Claim, as identified on Schedule 3 to this Order, is 

modified to the priority and amount identified in the column titled “Corrected” in Schedule 3 to 

this Order; provided, that Wayne Services maintains the right to object to any Proof of Claim 

identified in the “Corrected” column on Schedule 3 on any applicable grounds. 

6. Each Reduced Amount Claim, as identified on Schedule 4 to this Order, is modified 

to the amount identified in the column titled “Reduced Claim Amount” in Schedule 4 to this Order; 

provided, that Wayne Services maintains the right to object to any Proof of Claim identified in the 

“Reduced Claim Amount” column on Schedule 4 on any applicable grounds. 

7. Prime Clerk LLC, notice and claims agent, is directed to update the claims register 

to reflect the relief granted in this Order. 

8. Except as provided in this Order, nothing in this Order will be deemed (a) an 

admission or finding as to the validity of any Proof of Claim against a Debtor entity, (b) a waiver 

of the right of Wayne Services to dispute any Proof of Claim against any Debtor on any grounds 

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 20 of 44
3 

whatsoever, at a later date, (c) a promise by or requirement on any Debtor to pay any Proof of 

Claim, (d) an implication or admission that any particular Proof of Claim is of a type specified or 

defined in this Order, or (e) a waiver of the rights of Wayne Services under the Bankruptcy Code 

or any other applicable law. 

9. Each of the Disputed Claims and the objections by Wayne Services to each of the 

Disputed Claims, as addressed in the Objection and set forth on Schedules 1-4, each attached to 

this Order, constitute a separate contested matter as contemplated by Bankruptcy Rule 9014. This 

Order will be deemed a separate Order with respect to each Disputed Claim. Any stay of this 

Order pending appeal by any claimants whose Proofs of Clam are subject to this Order will only 

apply to the contested matter that involves such claimant and will not act to stay the applicability 

or finality of this Order with respect to the other contested matters identified in the Objection or 

this Order. 

10. Wayne Services is authorized to take all actions necessary to effectuate the relief 

granted pursuant to this Order in accordance with the Objection. 

11. This Court retains exclusive jurisdiction with respect to all matters arising from or 

related to the implementation of this Order. 

Dated: ______________ 

Richmond, Virginia THE HONORABLE KEITH L. PHILLIPS 

UNITED STATES BANKRUPTCY JUDGE 

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 21 of 44
WE ASK FOR THIS: 

/s/ Jeremy S. Williams

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 

Counsel Wayne Services Legacy Inc. 

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/ Jeremy S. Williams

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 22 of 44
Schedule 1 

Late-Filed Claims 

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 23 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 1 - Late Filed Claims

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

1 Alonso, Cecilia 

917 Acosta Plaza 

 Salinas, CA 93905

22948 $50.00 $50.00

2 Alonso, Cecilia 

917 Acosta Plaza #12 

 Salinas, CA 93905

22949 $50.00 $50.00

3

Crook, Yvonne 

Law Office of Mifflin & Associates 

Ken Mifflin, Esq. 

4309 S. Western Avenue 

 Los Angeles, CA 90062

22919 * $19,130.00 $19,130.00

4 Shifflett, Cheri

8449 Stevens Rd

Owings, MD 20736

22930 $20.00 $20.00

5 Xu, Yanxun 

2772 Cheekwood Cir. 

 Ellicott City, MD 21042

22952 $965.00 $965.00

Total $20,215.00

ASSERTED (1)

* Claim is fully or partially unliquidated

(1) Claim was filed late. Page 1 of 1

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Document Page 24 of 44
Schedule 2 

No Liability Claims 

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Document Page 25 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

1

360i LLC 

Moses & Singer LLP 

Mark N. Parry, Esq. and Jessica K. Bonteque, Esq. 

The Chrysler Building 

405 Lexington Avenue

 New York, NY 10174

16435 (a) $1,028,556.00 $1,028,556.00

2 Barry, Richard 

6 Windemere Way 

 Sparta, NJ 07871

16774 * (b) $0.00 $0.00

3 Barry, Richard Stephen 

6 Windermere Way 

 Sparta, NJ 07871

4443 (b) $277,469.14 $277,469.14

4 BEGEMAN, GARY D 

20385 BEAVERDAM BRIDGE ROAD 

PO BOX 302 

PHILOMONT, VA 20131 

3422 * (b) $0.00 $0.00 $0.00

5 BRANDON, DAVID A 

21 E. 61ST STREET, 16A 

NEW YORK, NY 10065 

4107 * (b) $0.00 $0.00

6 BRANDON, DAVID A 

21 E. 61ST STREET, 16A 

NEW YORK, NY 10065 

4109 * (b) $0.00 $0.00

7 BRANDON, DAVID A 

21 E. 61ST STREET, 16A 

 NEW YORK, NY 10065

4206 * (b) $0.00 $0.00

8 Brandon, David A. 

660 Barton Shore Drive 

 Ann Arbor, MI 48105

16200 * (b) $0.00 $0.00

ASSERTED

Page 1 of 10

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Document Page 26 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

9 Cartey, Simon 

26 The Croft 

 Hungerford, RG17 OHY UK

16766 * (b) $0.00 $0.00

10 Crook, Yvonne 

Law Office of Mifflin & Associates 

Ken Mifflin, Esq. 

4309 S. Western Avenue 

 Los Angeles, CA 90062

22919 * (d) $19,130.00 $19,130.00

11 Duah, Antoinette 

23 Blue Ridge Circle 

 Scotch Plains, NJ 07076

16995 * (b) $0.00 $0.00

12 FINIGAN, MATTHEW 

17 ROCKLEDGE TERRACE 

 POMPTON PLAINS, NJ 07444

3619 * (b) $0.00 $0.00

13 Fort Union Shopping Center LLC 

Sharf Law Firm 

Mark M. Sharf 

6080 Center Dr, Suite 600 

 Los Angeles, CA 90045

23015 (a) $0.00 $0.00

14 Goodman, Richard 

15 Telescope 

 Newport Coast, CA 92657

4509 * (b) $0.00 $0.00

15 HCL America, Inc. and HCL Technologies 

Limited 

Carl E. Ailara, Jr. 

 Jersey City, NJ 07302

15774 (a) $474,719.00 $474,719.00

16 Missouri Department of Revenue 

PO Box 475 

 Jefferson City , MO 65105

22965 (a) $0.00 $0.00

Page 2 of 10

Case 17-34665-KLP Doc 7161 Filed 07/17/19 Entered 07/17/19 16:40:02 Desc Main

Document Page 27 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

17 NACCARATO, PASQUALE 

169 CLOVER LEAF ST. 

 WOODBRIDGE, ON L4L5H7 CANADA

4170 * (b) $0.00 $0.00

18 Picot, David P 

7 Morris Avenue 

Manasquan, NJ 6350 

3545 * (b) $0.00 $0.00

19 Picot, David P 

7 Morris Avenue 

 Manasquan, NJ 6350

3543 * (b) $0.00 $0.00

20 Picot, David P 

7 Morris Avenue 

 Manasquan, NJ 6350

3904 * (b) $0.00 $0.00

21 Picot, David P 

7 Morris Avenue 

 Manasquan, NJ 6350

3925 * (b) $0.00 $0.00

22 Picot, David P

7 Morris Avenue

Manasquan, NJ 06350

3979 * (b) $0.00 $0.00

23 Preston, Diane 

54 Sherwood Drive 

 Nanuet, NY 10954

16215 * (b) $0.00 $0.00

24 Schulte, David 

875 N. Michigan Ave, Suite 3460 

Chicago, IL 60611 

16744 * (b) $81,667.00 $81,667.00

25 Schulte, David 

Cleary Gottlieb Steen & Hamilton LLP 

Attn: James L. Bromley, Luke A. Barefoot 

One Liberty Plaza 

New York, NY 10006 

16697 * (b) $81,667.00 $81,667.00

Page 3 of 10

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Document Page 28 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

26 Teed-Murch, Melanie 

10 Oakridge Crescent 

 Guelph, ON N1L1J1 Canada

3620 * (b) $0.00 $0.00

27 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22571 * (c) $0.00 $0.00

28 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22701 * (c) $0.00 $0.00

29 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

17506 * (c) $0.00 $0.00

30 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22083 * (c) $0.00 $0.00

Page 4 of 10

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Document Page 29 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

31 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22414 * (c) $0.00 $0.00

32 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22707 * (c) $0.00 $0.00

33 Toys "R" Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok

 Kowloon, Hong Kong

17446 * (c) $0.00 $0.00

34 TOYS (LABUAN) HOLDING LIMITED 

C/O TOYS R US (ASIA) LIMITED 

ATTN: ANDRE JAVES 

3/F LIFUNG TOWER 

888 CHEUNG SHA WAN ROAD LAI CHI KOK 

KOWLOON, HONG KONG

22766 (c) $1,876,943.52 $1,876,943.52

Page 5 of 10

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Document Page 30 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

35 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22416 * (c) $1,237,591.00 $1,237,591.00

36 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22702 * (c) $520,045.70 $520,045.70

37 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22706 * (c) $0.00 $0.00

38 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok

 Kowloon, Hong Kong

22420 * (c) $0.00 $0.00

39 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok

 Kowloon, Hong Kong

22711 * (c) $0.00 $0.00

Page 6 of 10

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Document Page 31 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

40 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3rd Floor, Li Fung Tower 

888 Cheung Sha Wan Road 

Lai Chi Kok, Kowloon Hong Kong

17517 * (c) $20,266,636.00 $20,266,636.00

41 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3rd Floor, Li Fung Tower 

888 Cheung Sha Wan Road 

Lai Chi Kok, Kowloon Hong Kong

22085 * (c) $1,341,204.00 $1,341,204.00

42 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3rd Floor, Li Fung Tower 

888 Cheung Sha Wan Road

 Lai Chi Kok, Kowloon Hong Kong

17522 * (c) $0.00 $0.00

43 Toys (Labuan) Holding Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3rd Floor, Li Fung Tower 

888 Cheung Sha Wan Road

 Lai Chi Kok, Kowloon Hong Kong

22084 * (c) $0.00 $0.00

Page 7 of 10

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Document Page 32 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

44 Toys (Labuan) Holding Limited 

Toys(Labuan) Holding Limited c/o Toys R 

Us(Asia) Limited 

Attention: Andre Javes 

3/F Lifung Tower 

888 Cheung Sha Wan Road Lai Chi Kok 

Kowloon, Hong Kong

22577 * (c) $1,036,772.00 $1,036,772.00

45 Toys (Labuan) Holding Limited 

Toys(Labuan) Holding Limited c/o Toys R 

Us(Asia) Limited 

Attention: Andre Javes 

3/F Lifung Tower 

888 Cheung Sha Wan Road Lai Chi Kok

 Kowloon, Hong Kong

22570 * (c) $0.00 $0.00

46 Toys “R” Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes 

3/F LiFung Tower 

888 Cheung Sha Wan Road Lai Chi Kok

 Kowloon, Hong Kong

22086 * (c) $0.00 $0.00

47 Toys “R” Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, Li Fung Tower 

888 Cheung Sha Wan Road, Lai Chi Kok

 Kowloon, Hong Kong

22423 * (c) $0.00 $0.00

Page 8 of 10

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Document Page 33 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

48 Toys “R” Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, Li Fung Tower 

888 Cheung Sha Wan Road, Lai Chi Kok

 Kowloon, Hong Kong

22575 * (c) $0.00 $0.00

49 Toys “R” Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, Li Fung Tower 

888 Cheung Sha Wan Road, Lai Chi Kok

 Kowloon, Hong Kong

22705 * (c) $0.00 $0.00

50 Toys “R” Us Holdings (China) Limited 

c/o Toys R Us (Asia) Limited 

Attn: Andre Javes, Ge Fei 

3/F, Li Fung Tower 

888 Cheung Sha Wan Road, Lai Chi Kok

 Kowloon, Hong Kong

22709 * (c) $0.00 $0.00

51 YOUNG, JAMES 

556 MILLER ROAD 

WYCKOFF, NJ 07481 

3759 * (b) $0.00 $0.00

52 YOUNG, JAMES 

556 MILLER ROAD 

WYCKOFF, NJ 07481 

3760 * (b) $0.00 $0.00

53 Zaretsky, Andrea 

Griffin Hamersky LLP 

Attn: Richard K Milin, Esq 

420 Lexington Ave, Suite 400 

 New York, NY 10170

16386 * (b) $280,000.00 $280,000.00

Page 9 of 10

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Document Page 34 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 2 - No Liability

Claimant Name & Address Claim No. Priority Secured 503(b)9 Administrative Total Claim

ASSERTED

54 ZARRA, ROBERT S. 

20 MC NISH WAY 

 WEST CALDWELL, NJ 07006

3848 * (b) $0.00 $0.00

Total $28,522,400.36

* Claim is fully or partially unliquidated

(a) Debtor has no liability for the asserted claim based on a review of the claim and the Debtor's books and records.

(b) Based on a review of the claim, such obligations were either assumed under the Debtors' Plan, have otherwise been satisfied or no other

claims are known to exist. Accordingly, no separate liability exists with respect to the claim and the claim should be expunged.

(c) Pursuant to the Intercompany Settlement Agreement and except as otherwise preserved therein, all such claims were released. 

Accordingly, no separate liability exists with respect to the claim and the claim should be expunged.

(d) The creditor's proof of claim (POC #7959) for this same liability was reclassified to a general unsecured claim [Docket No. 4698].

Accordingly, no separate liability exists with respect to the claim and the claim should be expunged.

Page 10 of 10

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Document Page 35 of 44
Schedule 3 

Reduced and Reclassified Claims 

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Document Page 36 of 44
Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 3 - Reclassified & Reduced Claims

ASSERTED CORRECTED (1)

Claimant Name & Address

Claim 

No.

General 

Unsecured 503(b)9 Administrative Total Claim

Claim 

No.

General 

Unsecured 503(b)9 Administrative Total Claim

1 Euler Hermes N.A. agent for Turnstyle 

Brands claim 000413725 

800 Red Brook Blvd. 

 Owings Mills, MD 21117

461 $278,576.64 $278,576.64 461 $231,421.84 $47,154.80 $278,576.64

Total $278,576.64 Total $278,576.64

(1) Corrected claim classification and reduced amount reflects the proper status and amount based on a review of the claim and the Debtor's books and records. Page 1 of 1

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Schedule 4 

Reduced Claims 

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Toys "R" Us, Inc. 17-34665 (KLP)

Wayne Services Legacy Inc., successor entity to Toys "R" Us - Delaware Inc.

Sixty-Ninth Omnibus Objection

Schedule 4 - Reduced Claim Amount

ASSERTED CLAIM AMOUNT REDUCED CLAIM AMOUNT (1)

Claimant Name & Address

Claim 

No. 503(b)9 Administrative Total Claim

Claim 

No. 503(b)9 Administrative Total Claim

1 Ramco-Gershenson Properties, L.P. 

c/o Stark & Stark, P.C. 

Attn: Thomas S. Onder, Esq. 

P.O. Box 5315 

 Princeton, NJ 08543

16804 $23,487.32 $23,487.32 16804 $3,714.32 $3,714.32

2

Trustees of Vickerry Realty Co. Trust 

Casner & Edwards, LLP 

Michael J. Goldberg 

303 Congress Street 

 Boston, MA 02210

16650 $54,459.85 $54,459.85 16650 $6,826.68 $6,826.68

Total $77,947.17 Total $10,541.00

(1) Reduced claim amount reflects the proper amount based on a review of the claim and the Debtor's books and records. Page 1 of 1

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Exhibit B 

Black Declaration 

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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 

Counsel to Wayne Services Legacy Inc.

 IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA 

RICHMOND DIVISION 

) 

In re: ) Chapter 11 

) 

TOYS “R” US, INC., et al.,

1

) Case No. 17-34665 (KLP) 

) 

Debtors. ) (Jointly Administered) 

) 

DECLARATION OF DAVID BLACK IN SUPPORT 

OF WAYNE SERVICES LEGACY INC.’S SIXTY-NINTH OMNIBUS OBJECTION TO 

CERTAIN (A) LATE-FILED CLAIMS, (B) NO LIABILITY CLAIMS, (C) REDUCED 

AND RECLASSIFIED CLAIMS, AND (D) REDUCED CLAIMS

I, David Black, hereby declare under penalty of perjury: 

1. I am a consultant who has been retained by Wayne Services Legacy Inc. (“Wayne 

Services”) to provide advisory services in connection with all claims management and related 

matters. I am generally familiar with the Debtors’ day-to-day operations, financing arrangements, 

business affairs, and books and records that reflect, among other things, the Debtors’ liabilities and 

the amount thereof owed to their creditors as of the Petition Date. I am above 18 years of age, and 

I am competent to testify. 

1

 The Debtors in these chapter 11 cases, Toys “R” Us, Inc. and its debtor affiliates (collectively, the “Debtors”), 

along with the last four digits of each Debtor’s federal tax identification number, are set forth in the Order (I) 

Directing Joint Administration of Chapter 11 Cases and (II) Granting Related Relief [Docket No. 78]. The 

location of the Debtors’ service address is One Geoffrey Way, Wayne, New Jersey 07470. 

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2. I submit this declaration (this “Declaration”) in support of the Wayne Services 

Legacy Inc.’s Sixty-Ninth Omnibus Objection to Certain (A) Late-Filed Claims, (B) No Liability 

Claims, (C) Reduced and Reclassified Claims, and (D) Reduced Claims (the “Objection”) and am 

directly, or by and through Wayne Service’s advisors and personnel, familiar with the information 

contained therein and the exhibits and schedules attached thereto. I am authorized to submit this 

declaration on Wayne Services behalf. Except as otherwise indicated, all facts set forth in this 

Declaration are based upon my personal knowledge of the Debtors’ operations and finances, 

information learned from my review of relevant documents, and information I have received from 

other members of the Debtors’ or Wayne Services’ management, employees or advisors. As to 

matters regarding state and federal law, including bankruptcy law, I have relied on the advice of 

counsel. If I were called upon to testify, I could and would testify competently to the facts set 

forth in this Declaration on that basis. 

3. To the best of my knowledge, information, and belief, insofar as I have been able 

to ascertain after reasonable inquiry, considerable time and resources have been expended to 

ensure a high level of diligence in reviewing and reconciling the proofs of claim filed against the 

Debtors in the chapter 11 cases. In evaluating the Disputed Claims, Wayne Services and/or its 

advisors have thoroughly reviewed the Debtors’ books and records and the relevant proofs of 

claim, as well as the supporting documentation provided by each claimant, if any, and have 

determined that each Disputed Claim should be modified or disallowed and expunged as set forth 

in the Objection. As such, I believe that the modification or expungement and disallowance of the 

Disputed Claims on the terms set forth in the Objection is appropriate. 

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I. Late-Filed Claims

4. To the best of my knowledge, information, and belief, Wayne Services and/or its 

advisors have determined that, based on their review of the Proofs of Claim, the Late-Filed Claims 

listed on Schedule 1 to the Order were not timely filed on or before the applicable Bar Dates, and, 

therefore do not represent valid claims against the Debtors’ estates. Failure to disallow and 

expunge the Late-Filed Claims could result in the applicable claimants receiving multiple 

recoveries against the Debtors’ estates, to the detriment of other similarly situated creditors. 

Moreover, elimination of the Late-Filed Claims will enable Wayne Services to maintain a more 

accurate claims register. As such, I believe the disallowance and expungement of the Late-Filed 

Claims on the terms set forth in the Objection is appropriate.

II. No Liability Claims 

4. To the best of my knowledge, information, and belief, Wayne Services and/or its 

advisors have determined that the Proofs of Claim listed on Schedule 2 to the Order do not 

accurately reflect amounts owed by the Debtors according to a thorough analysis of the Debtors’ 

books and records, and, therefore, do not represent valid Proofs of Claim against the Debtors’ 

estates. Failure to disallow and expunge the No Liability Claims could result in the relevant 

claimants receiving an unwarranted recovery against the Debtors to the detriment of other similarly 

situated creditors. As such, I believe the disallowance and expungement of the No Liability Claims 

on the terms set forth in the Objection is appropriate. 

II. Reduced and Reclassified Claims

4. To the best of my knowledge, information, and belief, Wayne Services and/or its 

advisors have determined that the Proofs of Claim listed on Schedule 3 to the Order do not 

accurately reflect the correct priority or amount for such Proofs of Claim. After carefully 

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reviewing the Reduced and Reclassified Claims in good faith, utilizing due diligence by 

appropriate personnel, I believe that each of the Reduced and Reclassified Claims should be 

modified to have the priority and amount depicted in the “Corrected” column of Schedule 3 to 

the Order. Failure to modify such Proofs of Claim could result in the relevant claimants receiving 

a better recovery than other similarly situated creditors, even though such recovery is not 

warranted. As such, I believe the modification of the Reduced and Reclassified Claims on the 

terms set forth in the Objection is appropriate. 

IV. Reduced Amount Claims 

5. To the best of my knowledge, information, and belief, Wayne Services and/or its 

advisors have determined that the Proofs of Claim listed on Schedule 4 to the Order do not 

accurately reflect current amounts owed by the Debtors according to their books and records. After 

carefully reviewing the Reduced Amount Claims in good faith, utilizing due diligence by 

appropriate personnel, I believe that each of the Reduced Amount Claim should be reduced to have 

the claim amounts depicted in the “Reduced Claim Amount” column of Schedule 4 to the Order. 

Failure to modify such Proofs of Claim could result in the relevant claimants receiving a better 

recovery than other similarly situated creditors, even though such recovery is not warranted. As 

such, I believe the reduction of the Reduced Amount Claims on the terms set forth in the Objection 

is appropriate. 

Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing 

statements are true and correct to the best of my knowledge, information, and belief. 

Dated: July 17, 2019 Respectfully submitted, 

/s/ David Black 

David Black, Consultant 

Wayne Services Legacy Inc. 

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