DOCS_SF:107199.2 05473/003

Shirley S. Cho, Esq. (admitted pro hac vice) 

Michael R. Seidl, Esq. (admitted pro hac vice) 

PACHULSKI STANG ZIEHL & JONES LLP 

780 Third Avenue, 34th Floor

New York, NY 10017-2024 

Telephone: (212) 561-7700 

Facsimile: (212) 561-7777 

Email: scho@pszjlaw.com 

mseidl@pszjlaw.com 

Counsel for the Ascena GUC Trust

Robert S. Westermann (VSB No. 43294) 

Brittany B. Falabella (VSB No. 80131) 

HIRSCHLER FLEISCHER, P.C.

The Edgeworth Building

2100 East Cary Street

Richmond, Virginia 23223

P.O. Box 500

Richmond, Virginia 23218-0500 

Telephone: (804) 771-9500 

Facsimile: (804) 644-0957 

Email: rwestermann@hirschlerlaw.com 

 bfalabella@hirschlerlaw.com

Local Counsel for the Ascena GUC Trust

UNITED STATES BANKRUPTCY COURT 

EASTERN DISTRICT OF VIRGINIA 

NORFOLK DIVISION

x

In re: : Chapter 11

:

RETAIL GROUP, INC., et al., : Case No. 20-33113 (FJS)

:

Debtors.1 : (Jointly Administered) 

x

AMENDED STIPULATION AND AGREED ORDER RESOLVING CLAIMS OF 

ROSLYN JAFFE (CLAIM NO. 3732) AND ELLIOTT JAFFE (CLAIM NO. 3514)

This Amended Stipulation and Agreed Order (the “Stipulation”) is made and entered into 

by and between META Advisors LLC, in its capacity as trustee (the “GUC Trustee”) of the Ascena 

GUC Trust (the “GUC Trust”) in the above-captioned cases and Roslyn Jaffe (“Roslyn”), Elise 

Jaffe (“Elise”) and Elliott Jaffe (“Elliott” and together with Roslyn and Elise, “Claimants,” and 

together with the Trustee, the “Parties”). The Parties hereby stipulate and agree as follows: 

 

1

 A complete list of each of the Debtors in these chapter 11 cases may be obtained on the website of the Debtors’ 

claims and noticing agent at http://cases.primeclerk.com/ascena. The location of Debtor Mahwah Bergen Retail 

Group, Inc.’s principal place of business and the Debtors’ service address in these chapter 11 cases is 933 MacArthur 

Boulevard, Mahwah, New Jersey 07430. 

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DOCS_SF:107199.2 05473/003 

RECITALS

WHEREAS, on July 23, 2020 (the “Petition Date”), each of the Debtors commenced a 

voluntary case under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court 

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

WHEREAS, on February 24, 2021, the Debtors filed the Amended Joint Chapter 11 Plan 

(Technical Modifications) of Mahwah Bergen Retail Group, Inc. (f/k/a Ascena Retail Group, Inc.) 

and Its Debtor Affiliates (the “Plan”) [Docket No. 1794]. On February 25, 2021, the Court entered 

the Order Confirming the Amended Joint Chapter 11 Plan (Technical Modifications) of Mahwah 

Bergen Retail Group, Inc. (f/k/a Ascena Retail Group, Inc.) and Its Debtor Affiliates (the 

“Confirmation Order”) [Docket No. 1811]. The Plan became effective on March 5, 2021 (the 

“Effective Date”). See Notice of Occurrence of the Plan Effective Date [Docket No. 1845]. 

WHEREAS, on January 13, 2022, the Eastern District of Virginia District Court vacated 

the Confirmation Order and remanded the case back to the Bankruptcy Court [Docket Nos. 2548 

and 2549]. 

WHEREAS, on March 3, 2022, the Bankruptcy Court entered the Revised Order (a) 

Modifying and Confirming the Amended Chapter 11 Plan Consistent with the District Court’s 

Memorandum Opinion, (b) Ratifying Actions Taken in Reliance on the Order Dated February 25, 

2021, and (c) Granting Related Relief (the “Reconfirmation Order”) [Docket No. 2611], approving 

and reconfirming the Plan effective as of the Effective Date. 

WHEREAS, pursuant to the Plan, the Confirmation Order, the Reconfirmation Order, and 

the GUC Trust Agreement [Docket No. 1790, Ex. I], the GUC Trustee was appointed on behalf of 

the GUC Trust upon occurrence of the Effective Date of the Plan. 

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DOCS_SF:107199.2 05473/003 

WHEREAS, the Plan permits the GUC Trustee to compromise and settle general 

unsecured claims without further order of the Court. See, inter alia, Plan VII.B. 

WHEREAS, on September 30, 2020, Roslyn filed a proof of claim (“Claim No. 3732”) 

against Ascena Retail Group, Inc. asserting a non-priority general unsecured claim in the amount 

of $5,263.18 and a priority claim in the amount of $5,264.25, for a total liquidated claim of 

$10,527.43, plus unliquidated amounts. 

WHEREAS, on September 30, 2020, Elise filed a proof of claim (“Claim No. 3773”) 

against Ascena Retail Group, Inc. asserting a non-priority general unsecured claim in the amount 

of $3,421,260.54 and a priority claim in the amount of $12,869.38, for a total liquidated claim of 

$3,434,129.92, plus unliquidated amounts. 

WHEREAS, on September 30, 2020, Elliott filed a proof of claim (“Claim No. 3514”) 

against Ascena Retail Group, Inc. asserting a non-priority general unsecured claim in the amount 

of $2,363,173.45 and a priority claim in the amount of $16,298.80, for a total liquidated claim of 

$2,379,472.25, plus unliquidated amounts. 

WHEREAS, on March 7, 2021, the Court entered an Order Sustaining Debtors’ Tenth 

Omnibus Objection to Claims (Incorrect Debtor Claims, Incorrect amount Claims and 

Reclassified Claims) [Docket No. 1850] (the “Tenth Omnibus Order”) reclassifying the priority 

portion of each of the Claimants’ claims listed above.

WHEREAS, after review and reconciliation of the Claims filed by Claimants, the Parties 

have reached agreement on the amount of the claims as set forth below. 

NOW, THEREFORE, IT IS HEREBY STIPULATED AND AGREED, AND UPON 

APPROVAL BY THE BANKRUPTCY COURT OF THIS STIPULATION, IT IS HEREBY 

ORDERED THAT:

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DOCS_SF:107199.2 05473/003 

1. The above recitals are incorporated by reference into this Stipulation with the same 

force and effect as if fully set forth herein. 

2. Claim No. 3732 is hereby allowed as a non-priority general unsecured claim in the 

amount of $43,748.83. 

3. Claim No. 3773 is hereby allowed as a non-priority general unsecured claim in the 

amount of $2,379,472.25. 

4. Claim No. 3514 is hereby allowed as a non-priority general unsecured claim in the 

amount of $2,410,075.25. 

5. Each of the Parties to this Stipulation represents and warrants that it is duly 

authorized to enter into and be bound by this Stipulation. 

6. The attorneys for, and, as applicable, the other representatives of the Claimants and 

the GUC Trust, represent and warrant that the Claimants and the GUC Trustee have full knowledge 

of, and have consented to, this Stipulation and that the attorneys for the GUC Trust have full 

authority to execute this Stipulation on behalf of the Claimants and the GUC Trust. 

7. Neither this Stipulation, nor any terms contained herein shall be offered in evidence 

in any legal proceeding or administrative proceeding involving, among, or between the Parties, 

other than as may be necessary: (a) to obtain approval of and enforce this Stipulation, or (b) to 

seek damages or injunctive relief in connection with the enforcement of this Stipulation. 

8. The Bankruptcy Court retains exclusive jurisdiction with respect to any disputes 

arising from or other actions to interpret, administer, or enforce the terms and provisions of this 

Stipulation. 

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9. This Stipulation shall not be modified, altered, amended, or vacated without written 

consent of the Parties hereto. Any such modification, alteration, amendment, or vacation, in whole 

or in part, shall be subject to the approval of the Bankruptcy Court. 

10. This Stipulation contains the entire agreement by and between the GUC Trust and 

the Claimants with respect to the subject matter hereof, and all prior understandings or agreements, 

if any, are merged into this Stipulation. 

Dated: ___________, 2022 

Norfolk, Virginia Chief United States Bankruptcy Judge 

Entered on Docket: 

Apr 27 2022

/s/ Frank J Santoro

Apr 27 2022

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DOCS_SF:107199.2 05473/003

We ask for this: 

/s/ Robert S. Westermann

Robert S. Westermann (VSB No. 43294) 

Brittany B. Falabella (VSB No. 80131) 

HIRSCHLER FLEISCHER, P.C. 

The Edgeworth Building 

2100 East Cary Street 

Richmond, Virginia 23223 

P.O. Box 500 

Richmond, Virginia 23218-0500 

Telephone: (804) 771-9500 

Facsimile: (804) 644-0957 

Email: rwestermann@hirschlerlaw.com 

bfalabella@hirschlerlaw.com 

Local Counsel for the Ascena GUC Trust 

-andShirley S. Cho, Esq. (admitted pro hac vice) 

Michael R. Seidl, Esq. (admitted pro hac vice) 

PACHULSKI STANG ZIEHL & JONES LLP 

780 Third Avenue, 34th Floor 

New York, NY 10017-2024 

Telephone: (212) 561-7700 

Facsimile: (212) 561-7777 

Email: scho@pszjlaw.com 

 mseidl@pszjlaw.com 

Lead Counsel for the Ascena GUC Trust

CERTIFICATION OF ENDORSEMENT UNDER

LOCAL BANKRUPTCY RULE 9022-1(C)

 I hereby certify that the foregoing proposed order has been endorsed by and/or served on 

all necessary parties. 

 ____/s/ Robert S. Westermann ______ 

 Counsel 

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