Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1

Fill in this information to identify the case:

United States Bankruptcy Court for the:

Eastern District of Virginia

(State)

Case number (if known): Chapter 11

☐ Check if this is an

 amended filing

Official Form 201

Voluntary Petition for Non-Individuals Filing for 

Bankruptcy 04/19

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor’s name and the 

case number (if known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is 

available.

1. Debtor’s Name Pier 1 Imports, Inc.

N/A

2. All other names debtor used 

in the last 8 years

Include any assumed names, 

trade names, and doing 

business as names

3. Debtor’s federal Employer 

Identification Number (EIN) 75-1729843

4. Debtor’s address Principal place of business

100 Pier 1 Place

Mailing address, if different from principal place

of business

Number Street Number Street

Fort Worth, Texas 76102

P.O. Box

City State Zip Code

Tarrant County

City State Zip Code

Location of principal assets, if different from

principal place of business

County Number Street

City State Zip Code

5. Debtor’s website (URL) www.pier1.com

☒ Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))

☐ Partnership (excluding LLP)

6. Type of debtor

☐ Other. Specify: 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 1 of 29
Debtor Pier 1 Imports, Inc. Case number (if known)

Name

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2

7. Describe debtor’s business

A. Check One:

☐ Health Care Business (as defined in 11 U.S.C. § 101(27A))

☐ Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B))

☐ Railroad (as defined in 11 U.S.C. § 101(44))

☐ Stockbroker (as defined in 11 U.S.C. § 101(53A))

☐ Commodity Broker (as defined in 11 U.S.C. § 101(6))

☐ Clearing Bank (as defined in 11 U.S.C. § 781(3))

☒ None of the above

B. Check all that apply:

☐ Tax-exempt entity (as described in 26 U.S.C. § 501)

☐ Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. 

§ 80a-3)

☐ Investment advisor (as defined in 15 U.S.C. § 80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See

 http://www.uscourts.gov/four-digit-national-association-naics-codes .

4422 (Home Furnishing Stores)

8. Under which chapter of the 

Bankruptcy Code is the 

debtor filing?

Check One:

☐ Chapter 7

☐ Chapter 9

☒ Chapter 11. Check all that apply:

☐ Debtor’s aggregate noncontingent liquidated debts (excluding debts owed to

insiders or affiliates) are less than $2,725,625 (amount subject to adjustment on

4/01/22 and every 3 years after that).

☐ The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D). If the

debtor is a small business debtor, attach the most recent balance sheet, statement

of operations, cash-flow statement, and federal income tax return, or if all of these

documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B). 

☐ A plan is being filed with this petition.

☐ Acceptances of the plan were solicited prepetition from one or more classes of

creditors, in accordance with 11 U.S.C. § 1126(b).

☒ The debtor is required to file periodic reports (for example, 10K and 10Q) with the 

Securities and Exchange Commission according to § 13 or 15(d) of the Securities

Exchange Act of 1934. File the Attachment to Voluntary Petition for Non-Individuals 

Filing for Bankruptcy under Chapter 11 (Official Form 201A) with this form. 

☐ The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule

12b-2. 

☐ Chapter 12

☒ No

☐ Yes. District When

MM/DD/YYYY

Case number

9. Were prior bankruptcy cases

filed by or against the debtor 

within the last 8 years?

If more than 2 cases, attach a 

separate list.

District When

MM/DD/YYYY

Case number

Relationship Affiliate

☐ No

☒ Yes. Debtor See Rider 1

District Eastern District of Virginia

02/17/2020

10. Are any bankruptcy cases 

pending or being filed by a 

business partner or an

affiliate of the debtor?

List all cases. If more than 1, 

attach a separate list. Case number, if known _______________________

When

MM / DD / YYYY

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 2 of 29
Debtor Pier 1 Imports, Inc. Case number (if known)

Name

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3

11. Why is the case filed in this 

district?

Check all that apply:

☐ Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days 

immediately preceding the date of this petition or for a longer part of such 180 days than in any other 

district.

☒ A bankruptcy case concerning debtor's affiliate, general partner, or partnership is pending in this district.

12. Does the debtor own or have 

possession of any real 

property or personal property 

that needs immediate 

attention?

☒ No

☐ Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.

Why does the property need immediate attention? (Check all that apply.)

☐ It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or

safety.

What is the hazard?

☐ It needs to be physically secured or protected from the weather.

☐ It includes perishable goods or assets that could quickly deteriorate or lose value without attention 

(for example, livestock, seasonal goods, meat, dairy, produce, or securities-related assets or 

other options).

☐ Other 

Where is the property?

Number Street

City State Zip Code

Is the property insured?

☐ No

☐ Yes. Insurance agency

Contact name

Phone

Statistical and administrative information

13. Debtor's estimation of 

available funds

Check one:

☒ Funds will be available for distribution to unsecured creditors.

☐ After any administrative expenses are paid, no funds will be available for distribution to unsecured creditors.

14. Estimated number of 

creditors1

☐ 1-49 ☐ 1,000-5,000 ☐ 25,001-50,000

☐ 50-99 ☐ 5,001-10,000 ☒ 50,001-100,000

☐ 100-199 ☐ 10,001-25,000 ☐ More than 100,000

☐ 200-999

15. Estimated assets ☐ $0-$50,000 ☐ $1,000,001-$10 million ☒ $500,000,001-$1 billion

☐ $50,001-$100,000 ☐ $10,000,001-$50 million ☐ $1,000,000,001-$10 billion

☐ $100,001-$500,000 ☐ $50,000,001-$100 million ☐ $10,000,000,001-$50 billion

☐ $500,001-$1 million ☐ $100,000,001-$500 million ☐ More than $50 billion

1 The Debtors’ estimated assets, liabilities, and number of creditors noted here are provided on a consolidated basis.

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 3 of 29
Debtor Pier 1 Imports, Inc. Case number (if known)

Name

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4

16. Estimated liabilities ☐ $0-$50,000 ☐ $1,000,001-$10 million ☒ $500,000,001-$1 billion

☐ $50,001-$100,000 ☐ $10,000,001-$50 million ☐ $1,000,000,001-$10 billion

☐ $100,001-$500,000 ☐ $50,000,001-$100 million ☐ $10,000,000,001-$50 billion

☐ $500,001-$1 million ☐ $100,000,001-$500 million ☐ More than $50 billion

Request for Relief, Declaration, and Signatures

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to

$500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

17. Declaration and signature of 

authorized representative of 

debtor

The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this 

petition.

I have been authorized to file this petition on behalf of the debtor.

I have examined the information in this petition and have a reasonable belief that the information is true and 

correct.

 I declare under penalty of perjury that the foregoing is true and correct.

Executed on 02/17/2020

MM/ DD / YYYY

 /s/ Robert J. Riesbeck Robert J. Riesbeck

Signature of authorized representative of debtor Printed name

Title Chief Executive Officer

18. Signature of attorney  /s/ Michael A. Condyles Date 02/17/2020

Signature of attorney for debtor MM/DD/YYYY

Michael A. Condyles

Printed name

Kutak Rock LLP

Firm name

901 East Byrd Street, Suite 1000

Number Street

Richmond Virginia 23219-4071

City

(804) 343-5227

State ZIP Code

michael.condyles@kutakrock.com

Contact phone

27807 Virginia

Email address

Bar number State

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 4 of 29
Official Form 201A (12/15)

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

)

In re: ) Chapter 11

)

PIER 1 IMPORTS, INC., ) Case No. 20-___________(___)

)

Debtor. )

)

Attachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11

1. If any of the debtor’s securities are registered under Section 12 of the Securities Exchange Act of 1934, the SEC file 

number is 001-07832

2. The following financial data is the latest available information and refers to the debtor’s condition on

November 30, 2019 / January 2, 2020

(a) Total assets $ 426,585,000

(b) Total debts (including debts listed in 2.c., below) $ 258,254,000

(c) Debt securities held by more than 500 holders 0

Approximate

number of 

holders:

secured ☐ unsecured ☐ subordinated ☐ $

secured ☐ unsecured ☐ subordinated ☐ $

secured ☐ unsecured ☐ subordinated ☐ $

secured ☐ unsecured ☐ subordinated ☐ $

secured ☐ unsecured ☐ subordinated ☐ $

(d) Number of shares of preferred stock 0

(e) Number of shares of common stock 4,223,045

Comments, if any: Number of outstanding shares of common stock is provided as of February 9, 2020.

3. Brief description of debtor’s business: The debtor directly imports merchandise from many countries, and sells 

a wide variety of decorative accessories, furniture, candles, houseware, gifts and seasonal products in retail stores 

throughout the United States and Canada and online at pier1.com. The debtor conducts business as one operating 

segment and, as of November 30, 2019, operated 942 stores across the United States and Canada.

4. List the names of any person who directly or indirectly owns, controls, or holds, with power to vote, 5% or more of the 

voting securities of debtor: 

Charles Schwab Investment Management; Dimensional Fund Advisors LLP 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 5 of 29
Fill in this information to identify the case:

United States Bankruptcy Court for the:

,

Eastern District of Virginia

(State)

Case number (if known): Chapter 11

☐ Check if this is an

 amended filing

Rider 1

Pending Bankruptcy Cases Filed by the Debtor and Affiliates of the Debtor

On the date hereof, each of the entities listed below (collectively, the “Debtors”) filed a petition in the United 

States Bankruptcy Court for the Eastern District of Virginia for relief under chapter 11 of title 11 of the United States 

Code. The Debtors have moved for joint administration of these cases under the case number assigned to the 

chapter 11 case of Pier 1 Imports, Inc.

 Pier 1 Imports, Inc.

 Pier 1 Assets, Inc.

 Pier 1 Holdings, Inc.

 Pier 1 Imports (U.S.), Inc.

 Pier 1 Licensing, Inc.

 Pier 1 Services Company

 Pier 1 Value Services, LLC

 PIR Trading, Inc.

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 6 of 29
IN THE UNITED STATES BANKRUPTCY COURT

FOR THE EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

)

In re: ) Chapter 11

)

PIER 1 IMPORTS, INC., ) Case No. 20-___________(___)

)

Debtor. )

)

LIST OF EQUITY SECURITY HOLDERS1

Debtor Equity Holders Address of Equity 

Holder

Type of Equity 

Security2

Percentage 

Held

Pier 1 Imports, 

Inc.

Charles Schwab 

Investment 

Management

211 Main Street

San Francisco, CA 94105 Common Stock 11.1%

Pier 1 Imports, 

Inc. Dimensional Fund 

Advisors LP

Building One

6300 Bee Cave Road

Austin, Texas, 78746

Common Stock 7.79%

1

 This list reflects holders of five percent or more of Pier 1 Imports, Inc.’s common stock. This list serves 

as the disclosure required to be made by the debtor pursuant to rule 1007 of the Federal Rules of 

Bankruptcy Procedure. By the Debtors’ Emergency Motion for Entry of an Order (I) Authorizing the 

Debtors to File a Consolidated List of the 30 Largest Unsecured Creditors, (II) Waiving the Requirement 

to File a List of Equity Security Holders, and (III) Authorizing the Debtors to Redact Certain Personal 

Identification Information filed contemporaneously herewith, the Debtor is requesting a waiver of the 

requirement under Bankruptcy Rule 1007 to file a list of all of its equity security holders.

2

 Outstanding warrants are not reflected in ownership.

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 7 of 29
IN THE UNITED STATES BANKRUPTCY COURT

FOR THE EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

)

In re: ) Chapter 11

)

PIER 1 IMPORTS, INC. ) Case No. 20-___________(___)

)

Debtor. )

)

CORPORATE OWNERSHIP STATEMENT

Pursuant to rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure, the 

following are corporations, other than a government unit, that directly or indirectly own 10% or more of any 

class of the debtor’s equity interest:

Shareholder Type of Equity Security Approximate Percentage of 

Shares Held

Charles Schwab Investment 

Management Common Stock 11.1%

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 8 of 29
Fill in this information to identify the case: 

 

Debtor name Pier 1 Imports, Inc., et al. 

 

United States Bankruptcy Court for the: Eastern District of Virginia  Check if this is an 

Case number (If known): (State) amended filing 

 

Official Form 204

Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest 

Unsecured Claims and Are Not Insiders 12/15

A list of creditors holding the 30 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims which the 

debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11 U.S.C. § 101(31). Also, do not include 

claims by secured creditors, unless the unsecured claim resulting from inadequate collateral value places the creditor among the 

holders of the 50 largest unsecured claims. 

Name of creditor and complete mailing 

address, including zip code 

Name, telephone number and email 

address of creditor contact 

Nature of 

claim 

(for example, 

trade debts, 

bank loans, 

professional 

services, and 

government 

contracts)

Indicate if 

claim is 

contingent, 

unliquidated, 

or disputed 

Amount of claim 

If the claim is fully unsecured, fill in only 

unsecured claim amount. If claim is partially 

secured, fill in total claim amount and 

deduction for value of collateral or setoff to 

calculate unsecured claim.

Total 

claim, if 

partially 

secured 

Deduction 

for value of 

collateral 

or setoff1

Unsecured 

Claim 

1 

GUANGZHOU NANFANG

FURNITURE CO LTD

PANYU DONGYONG TOWN

SHIJI INDUSTRIAL AREA

GUANGDONG 

CHINA

CONTACT: Chief Financial Officer

PHONE: 020-62856001

FAX: 020-62856003

LLX802@163.com

JOANNA86AUSTIN@126.COM

Trade X $5,588,324.69 

2 

MIFACO LTD

57/16 BINH PHUOC A

BINH CHUAN WARD

THUAN AN, 57 590000

VIETNAM

CONTACT: Chief Financial Officer

PHONE: +84 650 711136

FAX: +84 650 711135

baolong@mifaco.com.vn

info@mifaco.com.vn

Trade X $2,202,416.21

3 

MAERSK

9300 ARROWPOINT BLVD. 

CHARLOTTE, NC 28273

CONTACT: Chief Financial Officer

PHONE: 800321-8807

FAX: 704571-4640

joe.rodriguez@sealandmaersk.com

Trade X $1,603,979.00

4 

BHATI & COMPANY

E524 526 ST 10 MIA BASNI

PHASE II

JODHPUR, RJ 342005 

INDIA

CONTACT: Chief Financial Officer

PHONE: 91-291-2748144

FAX: 91-291-2748135

js@bhati.com

deepak@bhati.com

Trade X $1,317,705.16

5 

SHENZHEN OULUO FURNITURE CO LTD

13 SHAHE RD., DAWAN VLG.

DAKANG COMMUNITY 

HENGGANG BLOCK 

LONGGANG

SHENZHEN, GD 518115 CHINA

CONTACT: Chief Financial Officer

PHONE: (86) 755 84262029 

FAX: 86-755 84262012 

phyllis@novita.net.cn

Trade X $1,274,906.71

6 

TAURUS HOME FURNISHING LLP 

PLOT NO. 166, SECTOR 5,

IMT MANESAR

GURGAON, HR 122051 INDIA

CONTACT: Chief Financial Officer

PHONE: 124-4594900

santosh.singh@taurushome.com

headoffice@taurushome.com

Trade X $1,220,018.40

 

1

 The Debtors reserve the right to assert setoff and other rights with respect to any of the claims listed herein.

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 9 of 29
Name of creditor and complete mailing 

address, including zip code 

Name, telephone number and email 

address of creditor contact 

Nature of 

claim 

(for example, 

trade debts, 

bank loans, 

professional 

services, and 

government 

contracts)

Indicate if 

claim is 

contingent, 

unliquidated, 

or disputed 

Amount of claim 

If the claim is fully unsecured, fill in only 

unsecured claim amount. If claim is partially 

secured, fill in total claim amount and 

deduction for value of collateral or setoff to 

calculate unsecured claim.

Total 

claim, if 

partially 

secured 

Deduction 

for value of 

collateral 

or setoff1

Unsecured 

Claim 

7 

UPS

28013 NETWORK PLACE

CHICAGO, IL 60673-1280

CONTACT: Chief Financial Officer

PHONE: 800333-7400

FAX: 866580-1944 

UPGFClaims@upsfreight.com

Trade X $1,208,931.71

8 

SYNERGY HOME FURNISHINGS LLC

576 EAST WALNUT STREET

RIPLEY, MS 38663

CONTACT: Chief Financial Officer

PHONE: 662993-8400

FAX: 662796-3053

Trade X $989,780.57

9 

EVERGREEN FREIGHT

15950 DALLAS PARKWAY STE 700

ATTN TED CHUANG

DALLAS, TX 75248

CONTACT: Chief Financial Officer

PHONE: 972246-2271

FAX: 972246-5503 

dlsbiz@evergreen- shipping.us

Trade X $971,601.74

10 

TZENG SHYNG INDUSTRIES CORP

6F, NO. 296, SEC. 4, XINYI RD.

DA AN DISTRICT

TAIPEI, TPE 10679 TAIWAN

CONTACT: Chief Financial

Officer PHONE: 886-6-270-2151

FAX: 886-6-270-0399 

sarah@tscorp.net.tw

Trade X $962,940.86

11 

IGO TRADING LIMITED

RM. 2105, HZ1927, TREND CENTRE 

29-31 CHEUNG LEE STREET

CHAI WAN, EASTERN HONG KONG

CONTACT: Chief Financial Officer

PHONE: 778-302-0100 Trade X $947,903.40

12 

KYVAS INTERNATIONAL CO LTD

4F, NO. 477-1, SECT2N2 

TIDINGDADAU, NEI-HU, TAIPEI

TIDING DADAO , NEIHU DISTRICT 

TAIPEI, TPE 11493 TAIWAN

CONTACT: Chief Financial Officer

PHONE: 886-2-26572928

FAX: 886-2-26575059 

lina1@kyvas.com

Trade X $824,626.67

13 

A&S SERVICES GROUP, LLC

310 N. ZARFOSS DRIVE

YORK, PA 17404

CONTACT: Chief Financial Officer

PHONE: 717792-3632

FAX: 717792-3845

billing@askinard.com

cs@askinard.com

Trade X $820,827.41

14 

ANS

1-6 GRD FL, VHARDHAMAN CHAMBERS

127C KALYAN STR MASJID EAST

MUMBAI, MH 400005 INDIA

CONTACT: Chief Financial Officer

PHONE: +91 22 6611 0000

FAX: 91-22- 66341000 

mail@ans.co.in

Trade X $759,164.70

15 

EVERGETIC DEVELOPMENT CO LTD

ROOM 1501, LIPPO CENTRE, TOWER 2

89 QU EENSWAY, 

ADMI RALTY

CENTRAL AND WESTERN HONK KONG

CONTACT: Chief Financial Officer

PHONE: 852-25485889

FAX: 852-28582653

Trade X $717,623.55

16 

DILEEP INDUSTRIES PVT LTD

584 MAHAVEER NAGAR, 

TONK ROAD JAIPUR, 

RJ 302018 INDIA

CONTACT: Chief Financial Officer

PHONE: 91-141-5194726

FAX: 91-141-2552599

ashok@dileep.in

ashokkchoraria@dileep.in

Trade X $702,490.57

17 

WALKER EDISON FURNITURE COMPANY

4350 W 2100 S

SALT LAKE CITY, UT 84120

CONTACT: Chief Financial Officer

PHONE: 877203-2917

FAX: 801954-0564

service@walkeredison.com

Trade X $638,354.18

18 

HANG HAI WOODCRAFT'S ART FACTORY 

CO LTD

JINGFONGHUAN INDUSTRIAL

BAISHI MADAO SANGXIANG

ZHONGSHAN, GD 528463 CHINA

CONTACT: Chief Financial Officer

PHONE: 86 0760 6687422 Trade X $617,529.62

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 10 of 29
Name of creditor and complete mailing 

address, including zip code 

Name, telephone number and email 

address of creditor contact 

Nature of 

claim 

(for example, 

trade debts, 

bank loans, 

professional 

services, and 

government 

contracts)

Indicate if 

claim is 

contingent, 

unliquidated, 

or disputed 

Amount of claim 

If the claim is fully unsecured, fill in only 

unsecured claim amount. If claim is partially 

secured, fill in total claim amount and 

deduction for value of collateral or setoff to 

calculate unsecured claim.

Total 

claim, if 

partially 

secured 

Deduction 

for value of 

collateral 

or setoff1

Unsecured 

Claim 

19 

DESIGNCO

LAKRI FAZALPUR DELHI RD MINI

BYPASS MORADABAD, UP 244001 INDIA

CONTACT: Chief Financial Officer

PHONE: 1240-666666

FAX: 0591-2483695

designco@designco-india.com

Trade X $601,559.41

20 

SHENYANG NEW SEASONS ARTS & 

CRAFTS

NO 6 HUI QUAN ROAD, HUNNAN

NEW AND HIGH TECH INDUSTRIAL

SHENYANG, LN 110168

CHINA

CONTACT: Chief Financial Officer

PHONE: +86 (0)24-2382185 

FAX:+86 24 23821853

Trade X $589,090.08

21 

MARTCO EXPORT PRIVATE LIMITED

NH 24, LODHIPUR RAJPUT 

MORADABAD, UP 244001 INDIA

CONTACT: Chief Financial Officer

PHONE: 91-591-2223020

accounts@martco.in

Trade X $565,126.45

22 

SUN CO LTD

NO 4 LANE 4 YECXANH STREET

HAI BA TRUNG DISTRICT

HANOI, HN 

VIETNAM

CONTACT: Chief Financial Officer

PHONE: 84-4-9724321

FAX: 84-4-9724320 

sunco49@gmail.com

Trade X $524,860.60

23 

MINHOU MINXING WEAVING CO LTD

#56 XIANSHANBIAN, BAISHA TOWN, 

MINHOU FUZHOU, FJ 350102 

CHINA

CONTACT: Chief Financial Officer

PHONE: 86-591-22950672 

FAX: (86) 59122950675/22950676 

amy@minxing.com

Trade X $524,708.35

24 

ALBERTINA EXPORT AND IMPORT INC

5 SKYLINE ROAD PARADISE FARM,

BRGY TUNGKONG MANGGA

SAN JOSE DEL MONTE, BUL 3023

PHILIPPINES

CONTACT: Chief Financial Officer

PHONE: 632-379-8749

FAX: 632-361 1787 

info@albertinainc.com

Trade X $512,998.62

25 

AROMA BAY CANDLES CO LTD

HUNG DAO WARD

DUONG KINH DISTRICT

HAIPHONG, HP 180000 VIETNAM

CONTACT: Chief Financial Officer Trade X $506,008.70

26 

YANG MING (AMERICA) CORP

1085 RAYMOND BLVD 9TH FLOOR

NEWARK, NJ 07102

CONTACT: Chief Financial Officer

PHONE: 201420-5800

FAX: 201222-6699

cs@yangming.com

danshih@my.yangming.com

Trade X $504,705.00

27 

ZIM INTEGRATED SHIPPING SERVICES

5801 LAKE WRIGHT DR

NORFOLK, VA 23502

CONTACT: Chief Financial Officer

PHONE: 757228-1400

FAX: 757228-1300

Glickman.Eli@zim.com;

lubicich.marko@us.zim.com

Trade X $499,198.00

28 

STERNO HOME INC

1 BURBIDGE STREET, SUITE 101 

COQUITLAM, BC V3K 7B2 

CANADA

CONTACT: Chief Financial Officer

PHONE: 888867-6095

customerservice@sternohome.com

Trade X $498,453.20

29 

BACNINH MANUFACTURE AND 

TRADING CO LTD

102A HOANG CAU DONG DA

HANOI, HN 10000 VIETNAM

CONTACT: Chief Financial Officer

PHONE: 84-4-35117663

FAX: 84-4 35117662 

export1@bacninhcraft.com

Trade X $492,081.43

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 11 of 29
Name of creditor and complete mailing 

address, including zip code 

Name, telephone number and email 

address of creditor contact 

Nature of 

claim 

(for example, 

trade debts, 

bank loans, 

professional 

services, and 

government 

contracts)

Indicate if 

claim is 

contingent, 

unliquidated, 

or disputed 

Amount of claim 

If the claim is fully unsecured, fill in only 

unsecured claim amount. If claim is partially 

secured, fill in total claim amount and 

deduction for value of collateral or setoff to 

calculate unsecured claim.

Total 

claim, if 

partially 

secured 

Deduction 

for value of 

collateral 

or setoff1

Unsecured 

Claim 

30 

HANG ZHOU J AND S YARD HOME 

FASHION CO 

2-3 FLOOR, BUILDING 2, NO. 115 

XINGFA RD., XINGQIAO STREET 

YUHANG DISTRICT 

HANGZHOU, ZJ 311100 

CHINA 

Fan Wei Ping 

PHONE: 18069797796 

FAX: (86 571) 8918 0492 

1497267784@qq.com 

Trade X $491,485.00 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 12 of 29
Fill in this information to identify the case and this filing:

Debtor Name Pier 1 Imports, Inc.

United States Bankruptcy Court for the: Eastern District of Virginia

 (State)

Case number (If known):

Official Form 202

Declaration Under Penalty of Perjury for Non-Individual Debtors 12/15

An individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and 

submit this form for the schedules of assets and liabilities, any other document that requires a declaration that is not included in 

the document, and any amendments of those documents. This form must state the individual’s position or relationship to the 

debtor, the identity of the document, and the date. Bankruptcy Rules 1008 and 9011.

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property 

by fraud in connection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 

U.S.C. §§ 152, 1341, 1519, and 3571.

Declaration and signature

I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the 

partnership; or another individual serving as a representative of the debtor in this case.

I have examined the information in the documents checked below and I have a reasonable belief that the information is true 

and correct:

☐ Schedule A/B: Assets-Real and Personal Property (Official Form 206A/B)

☐ Schedule D: Creditors Who Have Claims Secured by Property (Official Form 206D)

☐ Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)

☐ Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)

☐ Schedule H: Codebtors (Official Form 206H)

☐ Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum)

☐ Amended Schedule

☒ Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders 

(Official Form 204)

☒ Other document that requires a declaration List of Equity Security Holders and Corporate Ownership 

Statement

I declare under penalty of perjury that the foregoing is true and correct.

Executed on

02/17/2020

 /s/ Robert J. Riesbeck

MM/ DD/YYYY Signature of individual signing on behalf of debtor 

Robert J. Riesbeck

Printed name

Chief Executive Officer

Position or relationship to debtor

Official Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 13 of 29
 

1 

RESOLUTIONS FOR THE BOARD OF DIRECTORS, SOLE MEMBER AND 

MANAGER, AND MANAGING TRUSTEE, RESPECTIVELY, OF PIER 1 IMPORTS, 

INC. AND ITS SUBSIDIARIES 

PIER 1 IMPORTS, INC. AND ITS SUBSIDIARIES 

February 16, 2020 

OMNIBUS RESOLUTION 

WHEREAS, each of the board of directors, the sole member and manager, and managing 

trustee, as applicable (each, a “Governing Body”), of Pier 1 Imports, Inc. (“Pier 1,”), Pier 1 Assets, 

Inc., Pier 1 Licensing, Inc., Pier 1 Holdings, Inc., Pier 1 Services Company, Pier 1 Imports (U.S.), 

Inc., PIR Trading, Inc., and Pier 1 Value Services, LLC (each a “Subsidiary”, and collectively with 

Pier 1, the “Company” or each, a “Company”, as applicable) considered presentations by 

management (the “Management”) and the financial and legal advisors (collectively, the 

“Advisors”) of the Company regarding the liabilities and liquidity situation of the Company, the 

strategic alternatives available to Pier 1 and each Subsidiary, and the effect of the foregoing on 

such entity’s businesses; 

WHEREAS, each Governing Body discussed the foregoing with Management and the 

Advisors of the Company and each Governing Body has fully considered each of the strategic 

alternatives available to Pier 1 and each Subsidiary and has determined, in the reasoned business 

judgment of each Governing Body, that the following resolutions are in the best interests of Pier 1 

and each Subsidiary and their respective equityholders, creditors and other parties in interest; 

NOW, THEREFORE, BE IT: 

CHAPTER 11 FILING 

RESOLVED, that in the judgment of each Governing Body, it is desirable and in the best 

interests of Pier 1 and each Subsidiary, its creditors, and other parties in interest, that each such 

entity shall be and hereby is authorized to file or cause to be filed a voluntary petition for relief 

(such voluntary petition and the voluntary petitions to be filed, collectively, 

the “Chapter 11 Cases”) under the provisions of chapter 11 of title 11 of the United States Code, 

11 U.S.C. §§ 101–1532 (the “Bankruptcy Code”) in the United States Bankruptcy Court for the 

Eastern District of Virginia (the “Bankruptcy Court”) or other court of competent jurisdiction, and 

shall be and hereby is authorized to file or cause to be filed an application for relief (the 

proceedings commenced by such application, the “CCAA Proceedings”) under the provisions of 

the Companies’ Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended (the “CCAA”) in 

the Ontario Superior Court of Justice (Commercial List) (the “Canadian Court”). 

RESOLVED, that the Chief Executive Officer, Chief Financial Officer, Chief Operating 

Officer, General Counsel, Secretary, any Executive Vice President, any Senior Vice President, any 

Vice President, or any other duly appointed officer of Pier 1 and each Subsidiary (each, an 

“Authorized Signatory”), acting alone or with one or more other Authorized Signatory be, and 

each of them hereby is, authorized, empowered, and directed to execute and file on behalf of the 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 14 of 29
 2 

Company all petitions, schedules, lists, and other motions, pleadings, papers, or documents 

(including the filing of financing statements), and to take any and all action that they deem 

necessary, appropriate, or desirable to obtain such relief, including, without limitation, any action 

necessary, appropriate, or desirable to maintain the ordinary course operation of the Company’s 

business. 

RETENTION OF PROFESSIONALS 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the law firm of Kirkland & Ellis LLP, as the Company’s counsel, to 

represent and assist Pier 1 and each Subsidiary in carrying out its duties under the Bankruptcy 

Code and to take any and all actions to advance the Company’s rights and remedies, including 

filing any pleadings and conducting any potential sale process on behalf of the Company; and, in 

connection therewith, each Authorized Signatory, with power of delegation, is hereby authorized, 

empowered and directed to execute appropriate retention agreements, pay appropriate retainers, 

and to cause to be filed an appropriate application for authority to retain Kirkland & Ellis LLP in 

accordance with applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the law firm of Kutak Rock LLP, as the Company’s counsel, to represent 

and assist Pier 1 and each Subsidiary in carrying out its duties under the Bankruptcy Code and to 

take any and all actions to advance the Company’s rights and remedies, including filing any 

pleadings and conducting any potential sale process on behalf of the Company; and, in connection 

therewith, each Authorized Signatory, with power of delegation, is hereby authorized, empowered 

and directed to execute appropriate retention agreements, pay appropriate retainers, and to cause 

to be filed an appropriate application for authority to retain Kutak Rock LLP in accordance with 

applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the firm of AP Services, LLC as the Company’s financial advisor, to 

represent and assist Pier 1 and each Subsidiary in carrying out its duties under the Bankruptcy 

Code, and to take any and all actions to advance the Company’s rights and remedies; and, in 

connection therewith, each Authorized Signatory is, with power of delegation, hereby authorized, 

empowered and directed to execute appropriate retention agreements, pay appropriate retainers, 

and to cause to be filed an appropriate application for authority to retain AP Services, LLC in 

accordance with applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the firm of Guggenheim Securities, LLC, as the Company’s investment 

banker, to represent and assist Pier 1 and each Subsidiary in carrying out its duties under the 

Bankruptcy Code, and to take any and all actions to advance the Company’s rights and remedies; 

and, in connection therewith, each Authorized Signatory is, with power of delegation, hereby 

authorized, empowered and directed to execute appropriate retention agreements, pay appropriate 

retainers, and to cause to be filed an appropriate application for authority to retain Guggenheim 

Securities, LLC in accordance with applicable law. 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 15 of 29
 3 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the firm of PricewaterhouseCoopers LLP, as the Company’s tax advisor, 

to represent and assist Pier 1 and each Subsidiary in carrying out its duties under the Bankruptcy 

Code, and to take any and all actions to advance the Company’s rights and remedies; and, in 

connection therewith, each Authorized Signatory is, with power of delegation, hereby authorized, 

empowered and directed to execute appropriate retention agreements, pay appropriate retainers, 

and to cause to be filed an appropriate application for authority to retain 

PricewaterhouseCoopers LLP in accordance with applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the firm of Epiq Corporate Restructuring, LLC as the Company’s notice, 

claims, and balloting agent and as administrative advisor, to represent and assist Pier 1 and each 

Subsidiary in carrying out its duties under the Bankruptcy Code, and to take any and all actions to 

advance the Company’s rights and remedies; and, in connection therewith, each Authorized 

Signatory, with power of delegation, is hereby authorized, empowered and directed to execute 

appropriate retention agreements, pay appropriate retainers, and to cause to be filed an appropriate 

application for authority to retain Epiq Corporate Restructuring, LLC in accordance with 

applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the firm of A&G Realty Partners, LLC as the Company’s real estate 

consultant and advisor, to represent and assist Pier 1 and each Subsidiary in carrying out its duties 

under the Bankruptcy Code, the CCAA, and the CCAA Proceedings; and, in connection therewith, 

each Authorized Signatory is, with power of delegation, hereby authorized, empowered and 

directed to execute appropriate retention agreements, pay appropriate retainers, and to cause to be 

filed an appropriate application for authority to retain A&G Realty Partners, LLC in accordance 

with applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ the law firm of Osler, Hoskin & Harcourt LLP as the Company’s counsel, 

to represent and assist Pier 1 and each Subsidiary in carrying out its duties under the CCAA and 

the CCAA Proceedings and to take any and all actions to advance the Company’s rights and 

remedies, including filing any pleadings with the Canadian Court on behalf of the Company; and, 

in connection therewith, each Authorized Signatory is, with power of delegation, hereby 

authorized, empowered and directed to execute appropriate retention agreements, and pay 

appropriate retainer, and authorized and empowered to cause to be filed an appropriate application 

for authority to retain Osler, Hoskin & Harcourt LLP in accordance with applicable law. 

RESOLVED, that each Authorized Signatory be, and hereby is, authorized, empowered 

and directed to employ any other professionals to assist the Company in carrying out its duties 

under the Bankruptcy Code and the CCAA; and, in connection therewith, each Authorized 

Signatory, with power of delegation, is hereby authorized, empowered and directed to execute 

appropriate retention agreements, pay appropriate retainers, and to cause to be filed an appropriate 

application for authority to retain the services of any other professionals as necessary, appropriate, 

or desirable, including (without limitation) special counsel to the extent determined necessary, 

appropriate, or desirable. 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 16 of 29
 4 

RESOLVED, that each Authorized Signatory be, and hereby is, with power of delegation, 

authorized, empowered, and directed to execute and file all petitions, schedules, motions, lists, 

applications, pleadings, and other papers and, in connection therewith, to employ and retain legal 

counsel, accountants, financial advisors, restructuring advisors, and other professionals and to take 

and perform any and all further acts and deeds that each Authorized Signatory deem necessary, 

appropriate, or desirable in connection with the Chapter 11 Cases and the CCAA Proceedings. 

PLAN SUPPORT AGREEMENT 

 RESOLVED, that in the business judgment of each Governing Body, it is desirable and in 

the best interests of the Company, its equityholders, its creditors, and other parties in interest to 

enter into the Plan Support Agreement, and that the Company’s performance of its obligations 

under the Plan Support Agreement be and hereby is, in all respects, authorized and approved. 

 RESOLVED, that each Authorized Signatory, acting alone or with one or more other 

Authorized Signatories be, and they hereby are, authorized, empowered, and directed to execute 

the Plan Support Agreement on behalf of the Company, perform all the transactions 

contemplated thereby. 

SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION CREDIT 

AGREEMENT 

RESOLVED, that the form, terms and provisions of that certain Senior Secured, SuperPriority Debtor-In-Possession Credit Agreement, dated on or around the date hereof (the “Credit 

Agreement”), by and among Pier 1 Imports (U.S.), Inc., a Delaware corporation (the “Borrower”), 

the Facility Guarantors (as defined therein), the financial institutions from time to time party 

thereto as lenders (the “Lenders”), Pathlight Capital L.P., a Delaware partnership, as DIP ABL 

Term Loan Agent, and Bank of America, N.A., as Administrative Agent and Collateral Agent for 

the Lenders (in such capacity, the “Agent”), and the form, terms and provisions of each of the 

instruments and documents listed below (together with the Credit Agreement, collectively, the 

“Loan Documents”), be, and hereby are, in all respects approved; and further resolved, that each 

Company’s performance of its respective obligations under the Credit Agreement and the other 

Loan Documents, including the borrowings thereunder, as applicable, the grant of a security 

interest in all or substantially all of the assets of such Company, and the guarantee of the 

obligations thereunder, as applicable, be, and hereby are, in all respects, approved; and further 

resolved, that each of the chief executive officer, the president, the chief financial officer, any vice 

president, the treasurer, the secretary or any assistant secretary of each Company and any other 

person designated by the applicable Governing Body from time to time (collectively, the 

“Authorized Officers” and individually, an “Authorized Officer”), acting alone or with one or more 

other Authorized Officers, be, and hereby is, authorized and empowered to execute and deliver 

(including by facsimile, electronic or comparable method) the Credit Agreement, each of the other 

Loan Documents, and each of the instruments and documents contemplated thereby, in the name 

and on behalf of each Company of which he or she is an Authorized Officer, under its respective 

company seal or otherwise, with such changes therein as shall be approved by the Authorized 

Officer executing the same, with such execution by said Authorized Officer to constitute 

conclusive evidence of his or her approval of the terms thereof, including any departures therein 

from the form presented to the applicable Governing Body: 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 17 of 29
 5 

(i) the Notes, if any; 

(ii) any fee letter in connection with the Credit Agreement; 

(iii) the Security Agreement, together with such agreements, assignments or 

instruments (including, without limitation, stock powers, affidavits, financing 

statements, notices, intellectual property security agreements, reaffirmations and 

amendments and restatements of existing documents) as may be reasonably 

requested by the Agent; 

(iv) the Interim Order (including the Order of the Canadian Court in the CCAA 

Proceedings recognizing the Interim Order in Canada); 

(v) the Final Order (including the Order of the Canadian Court in the CCAA 

Proceedings recognizing the Final Order in Canada); 

(vi) any guarantee, pledge agreement or any other Security Document or Loan 

Document (each as defined in the Credit Agreement) in connection with the Credit 

Agreement; 

(vii) any commitment letter in connection with the Credit Agreement; 

(viii) Uniform Commercial Code and PPSA financing statements, fixture filings, 

intellectual property security agreements and other instruments as may be requested 

by the Agent or as may be necessary or appropriate to create, preserve and perfect 

the security interests purported to be created by the Loan Documents; 

(ix) a mortgage, if any, on each piece of parcel property owned by each Company and 

a leasehold mortgage, if any, on each parcel of real property leased by each 

Company; 

(x) such swap agreements, master agreements and other instruments or certificates 

requested by the Agent in connection with hedging matters; 

(xi) such agreements with third parties (including, without limitation, blocked account 

agreements, bank agency agreements, lockbox agreements, control agreements, triparty agreements with licensors, credit card notifications, customs broker 

agreements, landlord agreements, collateral access agreements and warehouse 

waivers) relating to the Collateral; and 

(xii) such other Loan Documents, instruments, certificates and documents as may be 

requested by the Agent or contemplated by the Credit Agreement or any other Loan 

Document. 

RESOLVED, that each Company will obtain benefits from the incurrence of the Loans by 

the Borrower and the other obligations under the Credit Agreement and the other Loan Documents 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 18 of 29
 6 

which are necessary and convenient to the conduct, promotion and attainment of the business of 

such Company. 

RESOLVED, that the granting of security interests by each Company in all or substantially 

all property now or hereafter owned by such Company as contemplated by the Credit Agreement, 

the other Loan Documents and any other agreements, documents or filings that the Agent 

determines are necessary, appropriate or desirable pursuant to the terms of the Loan Documents 

be, and hereby is, in all respects authorized and approved; and further resolved, that the Collateral 

Agent is authorized to file or record financing statements and other filing or recording documents 

or instruments with respect to the Collateral without the signature of any Company in such form 

and in such offices as the Collateral Agent determines appropriate. The Collateral Agent is 

authorized to use the collateral description “all personal property of debtor” or “all assets of 

debtor” or any similar description in any such financing statements. 

RESOLVED, that each of the Authorized Officers be, and hereby is, authorized and 

empowered to take all such further actions including, without limitation, to pay all fees and 

expenses in accordance with the terms of the Loan Documents, to arrange for and enter into 

supplemental agreements, instruments, certificates or documents relating to the transactions 

contemplated by the Credit Agreement or any of the Loan Documents and to execute and deliver 

all such supplemental agreements, instruments, certificates or documents, in the name and on 

behalf of each Company of which he or she is an Authorized Officer, under its respective company 

seal or otherwise, which shall in their sole judgment be necessary, proper or advisable in order to 

perform such Company’s obligations under or in connection with the Credit Agreement or any of 

the Loan Documents and the transactions contemplated therein, and to carry out fully the intent of 

the foregoing resolutions. 

RESOLVED, that each of the Authorized Officers be, and hereby is, authorized and 

empowered to execute and deliver any amendments, amendment and restatements, supplements, 

modifications, renewals, replacements, consolidations, substitutions and extensions of the Credit 

Agreement or any of the Loan Documents which shall in their sole judgment be necessary, proper 

or advisable. 

RESOLVED, that all acts and actions taken by the Authorized Officers prior to the date 

hereof with respect to the transactions contemplated by the Credit Agreement or any of the Loan 

Documents be, and hereby are, in all respects confirmed, approved and ratified. 

RESOLVED, that the signature of any Authorized Officer shall be conclusive evidence of 

the authority of such Authorized Officer to execute and deliver the documents so executed. 

RESOLVED, that all capitalized terms used in the resolutions under the caption “SENIOR 

SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT” 

and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit 

Agreement. 

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 19 of 29
 7 

 GENERAL 

RESOLVED, that in addition to the specific authorizations heretofore conferred upon the 

Authorized Signatories, each Authorized Signatory (and their designees and delegates) be, and 

hereby is, authorized and empowered, in the name of and on behalf of the Company, to take or 

cause to be taken any and all such other and further action, and to execute, acknowledge, deliver, 

and file any and all such agreements, certificates, instruments, and other documents and to pay all 

expenses, in each case as in such Authorized Signatory’s judgment, shall be necessary, appropriate, 

or desirable in order to fully carry out the intent and accomplish the purposes of the Resolutions 

adopted herein. 

 RESOLVED, that each Governing Body has received sufficient notice of the actions and 

transactions relating to the matters contemplated by the foregoing Resolutions, as may be required 

by the organizational documents of Pier 1 and each Subsidiary, or hereby waives any right to have 

received such notice. 

RESOLVED, that any and all acts, actions, and transactions relating to the matters 

contemplated by the foregoing Resolutions done in the name of and on behalf of Pier 1 and each 

Subsidiary, prior to the date of this omnibus resolution on behalf of Pier 1 and each Subsidiary be, 

and are hereby in all respects are approved, confirmed, and ratified as the true acts and deeds of 

the Company with the same force and effect as if each such act, transaction, agreement, or 

certificate had been specifically authorized in advance by resolution of each Governing Body. 

RESOLVED, that each Authorized Signatory (and their designees and delegates) and each 

other director, sole member and manager, or managing trustee of each direct subsidiary of each 

Subsidiary, be and hereby is authorized and empowered to take all actions or to not take any action 

in the name of and on behalf of each Subsidiary with respect to the transactions contemplated by 

these Resolutions hereunder as the sole shareholder, directors, sole member and manager, or 

managing trustee of each Subsidiary, in each case, as such Authorized Signatory shall deem 

necessary, appropriate, or desirable in such Authorized Signatory’s reasonable business judgment 

as may be necessary, appropriate, or desirable to effectuate the purposes of the transactions 

contemplated herein. 

* * * * *

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 20 of 29
Pier 1 Imports, Inc. 

Written Consent of the Board of Directors 

February 16, 2020 

WHEREAS, the members of the Board of Directors (the “Board”) of Pier 1 Import, Inc., a 

Delaware corporation (the “Company”), have unanimously consented in writing (including by 

electronic transmission) to taking action with respect to the preambles and resolutions contained 

on Exhibit A, attached hereto, pursuant to Section 141(f) of the Delaware General Corporation 

Law.

IN WITNESS WHEREOF, the undersigned, being a member of the Board, hereby consents to, 

approves, and adopts the preambles and resolutions contained on Exhibit A, which is attached 

hereto.

Terry E. London 

Cheryl. A. Bachelder 

Robert L. Bass 

Hamish A. Dodds 

Brendan L. Hoffman 

Katherine M.A. Kline 

Michael A. Peel 

Robert J. Riesbeck 

Terry E. London 

Robert L. Bass

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 21 of 29
Ann M. Sardini 

Pamela B. Corrie 

Steven G. Panagos 

Being all of the directors of: 

Pier 1 Imports, Inc. 

Pamela B. Corrie

Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 22 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 23 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 24 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 25 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 26 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 27 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 28 of 29
Case 20-30805-KRH Doc 1 Filed 02/17/20 Entered 02/17/20 10:52:15 Desc Main

Document Page 29 of 29