IN THE UNITED STATES BANKRUPTCY COURT 

EASTERN DISTRICT OF VIRGINIA 

RICHMOND DIVISION 

In re: 

 

Chapter 11

CHINOS HOLDINGS, INC., et al.1 Case No. 20-32181 (KLP) 

 Debtors. (Jointly Administered) 

PROOF OF PUBLICATION 

Attached hereto as Exhibit A is the Proof of Publication for the Notice of Deadlines to file Proofs of 

Claim2 that was published in The New York Times National Edition on June 17, 2020. 

Attached hereto as Exhibit B is the Proof of Publication for the Notice of Deadlines to file Proofs of 

Claim that was published in The New York Times International Edition on June 22, 2020. 

Dated: June 23, 2020 

/s/ Darleen Sahagun_ ___ 

Darleen Sahagun 

Omni Agent Solutions 

5955 DeSoto Avenue, Suite 100 

Woodland Hills, California 91367 

(818) 906-8300 

Claims, Noticing, and Administrative Agent for the Debtor 

1

 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, as applicable, 

are Chinos Holdings, Inc. (3834); Chinos Intermediate Holdings A, Inc. (3301); Chinos Intermediate, Inc. (3871); Chinos Intermediate 

Holdings B, Inc. (3244); J. Crew Group, Inc. (4486); J. Crew Operating Corp. (0930); Grace Holmes, Inc. (1409); H.F.D. No. 55, Inc. 

(9438); J. Crew Inc. (6360); J. Crew International, Inc. (2712); J. Crew Virginia, Inc. (5626); Madewell Inc. (8609); J. Crew Brand 

Holdings, LLC (7625); J. Crew Brand Intermediate, LLC (3860); J. Crew Brand, LLC (1647); J. Crew Brand Corp. (1616); J. Crew 

Domestic Brand, LLC (8962); and J. Crew International Brand, LLC (7471). The Debtors’ corporate headquarters and service address 

is 225 Liberty St., New York, NY 10281. 2

 A copy of the Notice is attached as Exhibit C. 

Case 20-32181-KLP Doc 530 Filed 06/23/20 Entered 06/23/20 16:26:35 Desc Main

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EXHIBIT A 

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TECHNOLOGY 

LONDON — Apple’s App Store

helped usher in the smartphone

economy, leading to the birth of

now-ubiquitous services such as

Instagram, Uber and Candy

Crush, and providing a transformative new way for people to shop

from their phones.

But for companies that wanted

to offer their products through Apple’s digital store, there has always been a catch: To reach

customers, they had to agree to

Apple’s terms and conditions, including sharing certain data with

the company and giving it a percentage of any future sales made

through the iPhone or iPad app.

Now European regulators are

questioning whether Apple’s

terms go too far.

On Tuesday, the European Commission, the executive body of the

European Union, said it had

opened a formal antitrust investigation to determine if the terms

that Apple imposes on app developers violate competition rules.

The commission said it had also

started a separate investigation to

see whether Apple was boxing out

rivals to its mobile payments system, Apple Pay.

In both Brussels and Washington, officials have been scrutinizing the power of the world’s largest technology platforms. Apple,

Amazon, Facebook and Google

are being investigated by antitrust authorities over their

growing power, particularly their

position as gatekeepers upon

which other companies depend on

to reach customers.

“Apple obtained a ‘gatekeeper’

role when it comes to the distribution of apps and content to users of

Apple’s popular devices,” said

Margrethe Vestager, the European Commission executive vice

president in charge of competition

policy. “We need to ensure that

Apple’s rules do not distort competition in markets where Apple is

competing with other app developers.”

The case against Apple arises

from a complaint made last year

by Spotify, whose music-streaming service competes with Apple

Music. Spotify and others have

criticized Apple for imposing

rules and charging a fee of up to 30

percent on digital services sold

through its App Store. Spotify argued that the fee constituted a tax

that violated competition laws

and merited an investigation. In

March, the European Commission

said an e-book and audiobook distributor, which it didn’t identify,

had filed a similar complaint.

“At the heart of our case is the

fact that Apple acts as the stadium

owner, referee and player, and tilts

the playing field in favor of its own

services,” Horacio Gutierrez, Spotify’s chief legal officer, told reporters on Tuesday. “This case is

not just about Spotify. The commission’s decision to take on this

case against Apple is an important

first step toward developing new

rules of the road that will govern

the conduct of online platforms for

years to come.”

On Tuesday, European authorities said a preliminary investigation showed the complaints had

merit.

Josh Rosenstock, a spokesman

for Apple, said the company disagreed with the European Commission’s decision to start the investigations, describing the complaints that it is breaking antitrust

laws as “baseless.” The company

has defended its tight control of

the App Store as a means to preserve quality, privacy and security.

“Throughout our history, Apple

has created groundbreaking new

products and services in some of

the most fiercely competitive

markets in the world,” he said.

“We follow the law in everything

we do, and we embrace competition at every stage because we believe it pushes us to deliver even

better results.”

American investigations of Big

Tech’s power, including those by

the Justice Department, Federal

Trade Commission and state attorneys general, have tended to

lump Apple in with Google, Facebook and Amazon. But Apple was

thought to be at the least risk of

punishment there because its

business practices appeared to be

less problematic than its closest

peers.

But now Europe’s formal investigations show Apple still faces at

least one big regulatory fight.

In Europe, the world’s largest

technology companies have long

been viewed with suspicion as

they have consolidated power

over the digital economy. In 2016,

the European Commission ordered Ireland to collect 13 billion

euros in unpaid taxes from Apple,

worth about $14.7 billion today.

The antitrust authorities have

also issued billions of dollars in

fines against Google for antitrust

violations in recent years, while

Amazon and Facebook are also

facing fresh scrutiny.

Spotify has been discussing Apple’s practices with European regulators for about five years, according to a person involved in the

talks, who spoke on the condition

of anonymity because they were

private. Tuesday’s announcement

is a major milestone, yet the commission could still spend a year or

more investigating the company’s

practices before determining

whether to bring charges.

Since Spotify made its formal

complaint in Europe in March

2019, regulators have been considering how to show harm from Apple’s actions, according to the person involved. They eventually

concluded that Apple’s 30 percent

share of some revenues collected

via the App Store raised competitors’ costs, eventually leading to

higher prices for consumers, this

person said.

Spotify said it had raised its

monthly subscription price to $13

from $10 in 2014 to make up for Apple’s cut. A year later, Apple introduced its streaming-music competitor, Apple Music, priced at $10

a month. Spotify then decided to

pull out of the App Store payment

system, restricting Apple from

taking a share and prompting

Spotify to drop its price back to

$10 a month. It then became more

complicated to sign up for Spotify’s paid service; customers now

have to go to a website instead of

simply tapping a button in the app.

Apple has faced other scrutiny

of how it uses its influence over

the App Store. For years it has

packed the top of many App Store

search results with its own apps,

even when they were less popular

or relevant than competitors’ offerings, according to an investigation by The New York Times. In

2018, Apple also began restricting

or removing many popular apps

that helped people limit the time

they and their children spent on

their iPhones, just after Apple released competing tools. After the

makers of two parental-control

apps complained to European

regulators and The Times reported on Apple’s moves, Apple

quietly reversed its policy and let

the apps back into the App Store.

In addition to App Store policies, European authorities are investigating Apple Pay, which allows people to make purchases

within apps or in shops with an

iPhone or Apple Watch. The questions surround requirements

companies must agree to when integrating Apple Pay into apps or

websites. The commission said it

would review how the company

controlled access to “tap and go”

technology for rival payment systems on Apple devices.

“It is important that Apple’s

measures do not deny consumers

the benefits of new payment technologies, including better choice,

quality, innovation and competitive prices,” Ms. Vestager said.

The Apple investigations are

part of a multifront challenge that

the biggest tech companies are

grappling with around the world.

In Germany and Britain, lawmakers are debating changes to

antitrust laws that would make it

easier for the authorities to bring

tech cases. European Union officials are exploring a digital services law with wide-ranging implications, including potential liability rules for harmful content

spread on social media, as well as

expanded powers for regulators

to quickly step in against what

they conclude are unfair business

practices. Australia, India and

Brazil are also cracking down.

Spotify said that federal and

state regulators in the United

States had approached the company about Apple and that it had

provided information, but that it

expects real action to come in Europe.

Gene Kimmelman, a former

chief counsel of the Justice Department’s antitrust division, said

Europe continued to lead on enforcement.

“Europe is moving much more

quickly and much more aggressively with both antitrust and

regulation,” said Mr. Kimmelman,

now a senior fellow at the German

Marshall Fund. “I think the U.S.

will respond to that.”

After Rivals Like Spotify 

Cry Foul, Apple’s App Store

Draws Scrutiny in Europe

By ADAM SATARIANO

and JACK NICAS

Adam Satariano reported from

London, and Jack Nicas from Centerville, Mass.

‘Apple acts as the

stadium owner,

referee and player.’

Horacio Gutierrez, chief legal officer

for the music app Spotify.

SAN FRANCISCO — For months,

Facebook has weathered criticism

for its willingness to show all

types of political advertising to its

billions of users, even if those ads

contained lies.

Now the company is changing

tack — sort of.

On Tuesday, the social network

said it would allow people in the

United States to opt out of seeing

social issue, electoral or political

ads from candidates or political

action committees in their Facebook or Instagram feeds. The ability to hide those ads will begin

with a small group of users in the

coming weeks, before rolling out

to the rest of the United States and

later to several other countries.

“Everyone wants to see politicians held accountable for what

they say — and I know many people want us to moderate and remove more of their content,” Mark

Zuckerberg, chief executive of

Facebook, wrote in an op-ed piece

in USA Today on Tuesday. “For

those of you who’ve already made

up your minds and just want the

election to be over, we hear you —

so we’re also introducing the ability to turn off seeing political ads.

We’ll still remind you to vote.”

The move allows Facebook to

play both sides of a complicated

debate about the role of political

advertising on social media ahead

of the November presidential

election. With the change, Facebook can continue allowing political ads to flow across its network,

while also finding a way to reduce

the reach of those ads and to offer

a concession to critics who have

said the company should do more

to moderate noxious speech on its

platform.

Mr. Zuckerberg has long said

that Facebook would not police

and moderate political ads. That’s

because the company does not

want to limit the speech of candidates, he has said, especially in

smaller elections and those candidates who do not have the deep

pockets of the major campaigns.

But critics, including the Biden

presidential campaign, have argued that Facebook’s laissez-faire

approach has dangerous consequences, with untruthful political

ads leading to the spreading of

disinformation and potential voter disenfranchisement. Some Republicans have argued that Facebook should not act as an arbiter

of what can and cannot be posted

in ads, and that the company’s intervention amounts to censorship.

The Biden presidential campaign lashed out at Facebook over

its hands-off policy on political ads

last October after the Trump campaign released ads on the social

network that falsely claimed that

Mr. Biden had offered to bribe

Ukrainian officials to drop an investigation into his son. Since

then, the Biden campaign has

called for the company to factcheck ads from candidates and

their campaigns.

Last week, Mr. Biden’s campaign also began an online petition and letter to Mr. Zuckerberg

to demand changes to its speech

policies ahead of the 2020 presidential contest. At the same time,

the Biden campaign also spent $5

million in advertising on Facebook, surging past political ad

spending by Mr. Trump on the

platform.

Facebook has previously modified what some users can see with

political ads. In January, the company said it would allow people

the option to see fewer such ads.

The update announced on Tuesday will let them opt out entirely.

Other social media companies

have taken a far harder line on political ads. Last year, Jack Dorsey,

Twitter’s chief executive, said

Twitter would ban all political ads

because they presented challenges to civic discourse.

“We believe political message

reach should be earned, not

bought,” Mr. Dorsey said.

Both Facebook and Twitter publish libraries of political ads that

have run on their sites, allowing

people to research specific advertisers while tracking their messages and spending habits. The

companies also regularly take

down coordinated disinformation

campaigns, and are monitoring

attempts at election interference

from foreign operatives.

Still, critics said that Facebook

wasn’t being transparent enough.

“There are significant problems

with the Facebook ad library,

which makes it really difficult to

keep on top of what is circulating

to even monitor for disinformation in ads, let alone to judge what

the impact is with audiences,” said

Claire Wardle of First Draft, a nonprofit that researches the impact

of misinformation in the media.

Facebook also unveiled a voting

information center on Tuesday, a

feature that aims to give people

more data on elections. That includes details on how and when to

vote, information about voter registration, voting by mail and early

voting.

“Covid is going to make it really

difficult for people to understand

what’s going on and how to vote,”

Emily Dalton Smith, a director of

social impact products at Facebook, said in an interview. She

said the voting information center

would help people get necessary

and accurate information for the

fall elections.

The feature will roll out at the

top of the news feeds for American users of Facebook and Instagram. Facebook has pledged a

goal of helping more than four million people register to vote

through its initiative. It estimated

that roughly half of the U.S. population would see information on

how to vote in the November elections.

Kate Conger contributed reporting

from Oakland, Calif., and Cecilia

Kang from Washington.

Mark Zuckerberg has long said that Facebook would not police political ads. Now, it will let users in the United States decide whether to hide them or not.

ANDREW CABALLERO-REYNOLDS/AGENCE FRANCE-PRESSE — GETTY IMAGES

Hate Political Ads? Opt Out, Facebook Says

By MIKE ISAAC

Playing to both sides

of a charged debate

ahead of an election.

UNITED STATES BANKRUPTCY COURT

EASTERN DISTRICT OF VIRGINIA, RICHMOND DIVISION

In re

CHINOS HOLDINGS,

INC.,et al.,

Debtors.

)

)

)

)

Chapter 11 Case Nos.:

20-32180 (KLP) Through

20-32197 (KLP)

(Jointly Administered)

NOTICE OF DEADLINES TO FILE PROOFS OF CLAIM

TO: ALL PERSONS AND ENTITIES WHO MAY HAVE CLAIMS AGAINST

ANY OF THE FOLLOWING DEBTOR ENTITIES:

Name of Debtor, Case Number, Tax Identification Number:

J. Crew Virginia, Inc., 20-32180 (KLP), 03-0375626; Chinos Holdings,

Inc., 20-32181 (KLP), 27-4173834; Chinos Intermediate Holdings A, Inc.,

20-32182 (KLP), 27-4553301; Chinos Intermediate, Inc., 20-32183 (KLP),

37-1873871; Chinos Intermediate Holdings B, Inc., 20-32184 (KLP),

27-4553244; J. Crew Group, Inc., 20-32185 (KLP), 22-2894486; J. Crew

Operating Corp.,20-32186 (KLP),22-3540930;Grace Holmes,Inc.,20-32187

(KLP), 22-1691409; H.F.D.No.55, Inc., 20-32188 (KLP), 22-1869438; J.Crew

Inc., 20-32189 (KLP), 22-2516360; J. Crew International, Inc., 20-32190

(KLP), 51-0342712; Madewell Inc., 20-32191 (KLP), 20-4928609;

J. Crew Brand Holdings, LLC, 20-32192 (KLP), 82-1807625; J. Crew Brand

Intermediate, LLC, 20-32193 (KLP), 82-1793860; J. Crew Brand, LLC,

20-32194 (KLP), 82-1761647; J. Crew Brand Corp., 20-32195 (KLP),

82-1751616; J. Crew Domestic Brand, LLC, 20-32196 (KLP), 82-1778962;

J.Crew International Brand, LLC, 20-32197 (KLP), 82-1807471

OTHER NAMES USED BY THE DEBTORS IN THE PAST 8 YEARS:J. Crew;

J.Crew Retail; J. Crew Retail Stores; J. Crew Factory; J. Crew Corp.;

J. Crew Factory Stores; J. Crew Mercantile; Madewell Retail Stores;

Madewell Retail; J. Crew Outfitters, Inc.

Attorneys for Debtors: Ray C. Schrock, P.C., Ryan Preston Dahl, Esq.,

Candace M. Arthur, Esq., Daniel Gwen, Esq.,WEIL, GOTSHAL & MANGES LLP,

767 Fifth Avenue, New York, New York 10153-0119,Telephone: (212) 310-

8000, Facsimile: (212) 310-8007; Attorneys for Debtors: Tyler P. Brown

(VSB No. 28072), Henry P. (Toby) Long, III (VSB No. 75134), Nathan Kramer

(VSB No. 87720), HUNTON ANDREWS KURTH LLP, Riverfront Plaza, East

Tower, 951 East Byrd Street, Richmond, Virginia 23219, Telephone: (804)

788-8200, Facsimile: (804) 788-8218

Address of the Clerk of the Bankruptcy Court:Clerk of the Bankruptcy Court

for the Eastern District of Virginia (Richmond Division), 701 East Broad

Street, Suite 4000, Richmond, Virginia 23219-1888, Telephone: 804-916-

2400, Hours Open:8:00 a.m.– 4:00 p.m.Monday-Friday

PLEASE TAKE NOTICE THAT:

YOU ARE RECEIVING THIS NOTICE BECAUSE YOU MAY HAVE A CLAIM

AGAINST THE DEBTORS IN THE ABOVE-CAPTIONED CHAPTER 11

CASES. THEREFORE,YOU SHOULD READ THIS NOTICE CAREFULLY AND

CONSULT AN ATTORNEY IF YOU HAVE ANY QUESTIONS, INCLUDING

WHETHER YOU SHOULD FILE A PROOF OF CLAIM.

On May 4, 2020 (the “Petition Date”), Chinos Holdings, Inc., and certain of its debtor affiliates, as debtors and debtors in possession, (collectively, the “Debtors”), filed voluntary cases under chapter 11 of title 11

of the United States Code (the “Bankruptcy Code”) in the United States

Bankruptcy Court for the Eastern District of Virginia (the “Bankruptcy

Court”).

On May 28, 2020, the Bankruptcy Court, having jurisdiction over the

chapter 11 cases of the Debtors, entered an order (the “Bar Date Order”)

establishing the following Bar Dates:

a. July 15, 2020 at 5:00 p.m. (Eastern Time) as the deadline for

each person or entity (as defined in section 101(27) of the Bankruptcy

Code) other than governmental units (as defined in section 101(27) of

the Bankruptcy Code) (“Governmental Units”), to file a proof of claim

in respect of a prepetition claim (as defined in section 101(5) of the

Bankruptcy Code), including secured claims, unsecured priority claims,

unsecured non-priority claims, and claims arising under section 503(b)(9)

of the Bankruptcy Code against any of the Debtors (the “General Bar

Date”), unless otherwise provided herein;

b. November 2, 2020 at 5:00 p.m. (Eastern Time)as the deadline

for Governmental Units to file a Proof of Claim in respect of a prepetition

claim against any of the Debtors (the“Governmental Bar Date”);

c. the later of (i) the General Bar Date or the Governmental

Bar Date, as applicable, and (ii) 5:00 p.m. (Eastern Time) on the

date that is 30 days from the date on which the Debtors provide

notice of an amendment or supplement to the Schedules (as

defined herein) as the deadline by which claimants holding claims

affected by such filing,amendment,or supplement must file proofs of claim

with respect to such claim (the“Amended Schedules Bar Date”); and

d. the later of (i) the General Bar Date or the Governmental

Bar Date, as applicable, and (ii) 5:00 p.m. (Eastern Time) on the

date that is 30 days from the date of entry of an order approving rejection of any executory contract or unexpired lease of the

Debtors (the “Rejection Order”) as the deadline by which claimants

asserting claims resulting from the Debtors’ rejection of an executory

contract or unexpired lease must file proofs of claim for damages arising

from such rejection1(the“Rejection Damages Bar Date,” and, together

with the General Bar Date, the Governmental Bar Date, and the Amended

Schedules Bar Date, the“Bar Dates”).

If you have any questions relating to this notice, please feel

free to contact Omni Agent Solutions (“Omni”) at (866) 991-

8218 (toll free) or (818) 924-2298 (international) or by e-mail at

chinosinquiries@omniagnt.com.

NOTE: The staff of the Bankruptcy Clerk’s Office, the Office of the United

States Trustee, and the Debtors’ Claims and Noticing Agent cannot give

legal advice.

INSTRUCTIONS:

1. WHO MUST FILE A PROOF OF CLAIM. Except as otherwise set

forth herein, the following persons or entities holding claims against the

Debtors arising before the Petition Date MUST file proofs of claim on or

before the applicable Bar Date:

a. any person or entity whose claim against a Debtor is not listed

in the applicable Debtor’s Schedules, or is listed as “contingent,”“unliquidated,”or“disputed”and if such entity desires to participate in any of these

chapter 11 cases or share in any distribution in any of these chapter 11

cases;

b. any person or entity who believes that its claim is improperly classified in the Schedules or is listed in an incorrect amount and who desires

to have its claim allowed in a different classification or amount other than

that identified in the Schedules;

c. any person or entity who believes that any prepetition claim as

listed in the Schedules is not an obligation of the specific Debtor against

which the claim is listed and who desires to have its claim allowed against

a Debtor other than identified in the Schedules; and

d. any entity who believes that its claim against a Debtor is or may be

entitled to priority under section 503(b)(9) of the Bankruptcy Code.

Pursuant to section 101(5) of the Bankruptcy Code and as used in this

Notice,the word“claim”means (i) a right to payment,whether or not such

right is reduced to judgment, liquidated, unliquidated, fixed, contingent,

matured, unmatured, disputed, undisputed, legal, equitable, secured, or

unsecured;or (ii) a right to an equitable remedy for breach of performance

if such breach gives rise to a right to payment, whether or not such right

to an equitable remedy is reduced to judgment,fixed,contingent,matured,

unmatured, disputed, undisputed, secured, or unsecured. Further, claims

include unsecured claims, secured claims, and priority claims.

Pursuant to section 101(15) of the Bankruptcy Code and as used in this

notice, the term “entity” has the meaning given to it in section 101(15) of

the Bankruptcy Code, and includes all persons, estates, trusts, and governmental units. In addition, the terms “persons” and “governmental units”

are defined in sections 101(41) and 101(27) of the Bankruptcy Code,

respectively.

2. WHO NEED NOT FILE A PROOF OF CLAIM.The following persons

or entities whose claims would otherwise be subject to a Bar Date need not

file any proofs of claim:

a. any person or entity whose claim is listed on the Schedules;provided that (i) the claim is not listed on the Schedules as “disputed,”“contingent,” or “unliquidated,” (ii) the person or entity does not dispute the

amount, nature, and priority of the claim as set forth in the Schedules, and

(iii) the person or entity does not dispute that the claim is an obligation of

the specific Debtor against which the claim is listed in the Schedules;

b. any person or entity who already has filed a signed proof of claim

with Omni or the Clerk of the Bankruptcy Court for the Eastern District of

Virginia against the respective Debtors with respect to the claim being

asserted, utilizing a claim form that substantially conforms to the Proof of

Claim Form;

c. any person or entity who holds a claim that has been allowed by

order of the Court entered on or before the applicable Bar Date;

d. any person or entity whose claim has been paid in full in accordance

with the Bankruptcy Code or an order of the Court;

e. any person or entity who holds a claim for which a separate deadline has been fixed by an order of the Court entered on or before the applicable Bar Date;

f. any person or entity who holds an equity interest in the Debtors,

which interest exclusively is based upon the ownership of common or

preferred stock, membership interests, partnership interests, or warrants,

options,or rights to purchase,sell,or subscribe to such a security or interest;

provided, that if any such holder asserts a claim (as opposed to an ownership interest) against the Debtors (including a claim relating to an equity

interest or the purchase or sale of such equity interest), a Proof of Claim, as

applicable, must be filed on or before the applicable Bar Date pursuant to

the Procedures set for the herein;

g. any current officer,director,or employee for claims based on indemnification, contribution, or reimbursement;

h. any entity whose claim is solely against any of the Debtors’ nonDebtor affiliates;

i. any Debtor or non-debtor subsidiary or affiliate having a claim

against another Debtor;

j. any counterparty to a lease of nonresidential real property that

asserted a claim for a cure amount in connection with a timely filed objection to the assumption or assumption and assignment of such lease by the

Debtors;

k. any holder of a claim allowable under section 503(b) and 507(a)(2)

of the Bankruptcy Code, other than a claim asserting priority pursuant to

section 503 of the Bankruptcy Code; and

l. (i) the prepetition lenders party to that certain Credit Agreement,

dated March 7, 2011 (as amended, restated, supplemented, or otherwise

modified from time to time, the “ABL Credit Agreement,” and such

lenders, the “ABL Lenders”) on account of claims arising thereunder; (ii)

the prepetition lenders party to that certain Amended and Restated Credit

Agreement (as amended, restated, supplemented, or otherwise modified

from time to time, the “Term Loan Agreement,” and such lenders, the

“Term Lenders”) on account of claims arising thereunder; and (iii) the

prepetition holders of notes issued pursuant to those certain Indentures,

dated July 13, 2017 (as amended, restated, supplemented, waived or

otherwise modified from time to time, the “IPCo Indentures,” and such

holders,the“IPCo Noteholders”) on account of claims arising thereunder;

provided that the administrative agent under the ABL Credit Agreement

and the Term Loan Agreement, respectively, and trustees under the IPCo

Indentures may file a single consolidated Proof of Claim on behalf of the

ABL Lenders,Term Lenders, and IPCo Noteholders, as applicable.

The fact that you have received this notice does not mean that

you have claim or that the Debtors or the Court believe that you

have a claim against the Debtors. You should not file a proof of

claim if you do not have a claim against any of the Debtors.

3. INSTRUCTIONS FOR FILING PROOFS OF CLAIM.Except as otherwise set forth herein, each entity that asserts a claim against the Debtors

that arose before the Petition DateMUST file a proof of claim.

The following procedures with respect to preparing and filing

of proofs of claim will apply; provided, however, the Debtors in

their discretion may waive any defects in a proof of claim:

a. Proofs of claim must substantially conform to the attached Proof of

Claim Form or Official Bankruptcy Form No.410;

b. Proofs of claim must (i) be written in the English language; (ii) be

denominated in lawful currency of the United States as of the Petition Date

(using the exchange rate, if applicable, as of the Petition Date); (iii) specify

by name and case number the Debtor against which the claim is filed;

(iv) set forth with specificity the legal and factual basis for the alleged

claim; (v) include supporting documentation for the claim or an explanation as to why such documentation is not available; and (vi) be signed by

the claimant or,if the claimant is not an individual,by an authorized agent

of the claimant under penalty of perjury;

c. Except as otherwise set forth herein, if a claimant asserts a claim

against more than one Debtor or has claims against different Debtors, the

claimant must file a separate proof of claim, as applicable, against each

Debtor;

d. Except as otherwise provided herein, each proof of claim must

include supporting documentation or an explanation as to why such documentation is not available in accordance with Bankruptcy Rules 3001(c)

and 3001(d). If such documentation is voluminous,such proof of claim may

include a summary of such documentation,subject to receiving prior written consent from the Debtors’ counsel and submitting the documentation

in connection with such request;

e. Proofs of claim must be filed (i) electronically through the website

of the Debtors’ claims and noticing agent, Omni, using the interface available on such website located at https://www.omniagentsolutions.com/

chinosclaims under the link entitled “Submit a Claim” (the “Electronic

Filing System”) or (ii) by delivering the original proof of claim form by

hand, or mailing the original proof of claim form on or before the applicable Bar Date as follows: If by overnight courier, hand delivery, or

first class mail: Chinos Holdings, Inc. Claims Processing, c/o Omni

Agent Solutions, 5955 De Soto Ave., Suite 100,Woodland Hills, CA 91367.

f. A proof of claim shall be deemed timely filed only if it actually is

received by Omni as set forth in subparagraph (e) above, in each case, on

or before the applicable Bar Date; and

g. Proofs of claim sent by facsimile, telecopy, or electronic mail

transmission (other than proofs of claim filed electronically through the

Electronic Filing System)will notbe accepted.

4. CONSEQUENCES OF FAILURE TO TIMELY FILE A PROOF OF

CLAIM BY THE APPLICABLE BAR DATE. Pursuant to the Bar Date

Order and Bankruptcy Rule 3003(c)(2), any holder of a claim who

is required to timely file a Proof of Claim on or before the applicable Bar Date as provided herein, but fails to do so:

(a) shall not be treated as a creditor with respect to such claim

for the purposes of voting and distribution in these chapter 11

cases on account of such claim; and

(b) forever shall be barred, estopped, and enjoined from

asserting such claim against each of the Debtors and their property (or filing a proof of claim with respect thereto), and each of

the Debtors and their respective chapter 11 estates, successors,

and property shall be forever discharged from any and all indebtedness or liability with respect to or arising from such claim.

5. THE DEBTORS’ SCHEDULES, ACCESS THERETO, AND

CONSEQUENCES OF AMENDMENT THEREOF. You may be listed as the

holder of a claim against the Debtors in the Debtors’ Schedules of Assets

and Liabilities or Schedules of Executory Contracts and Unexpired Leases

(collectively, the “Schedules”). To determine if and how you are listed in

the Schedules, please refer to the descriptions set forth on the enclosed

Proof of Claim Form regarding the nature, amount, and status of your

claims. If you received postpetition payments from the Debtors (as authorized by the Court) on account of your claim, the enclosed Proof of Claim

Form will reflect the net amount of your claims. If the Debtors believe that

you hold claims against more than one Debtor, you will receive multiple

Proof of Claim Forms, each of which will reflect the nature and amount of

your claim against each Debtor, as listed in the Schedules.

As set forth above, if you agree with the nature, amount, and status of

your claim as listed in the Schedules and if your claim is not listed in the

Schedules as “disputed,”“contingent,” or “unliquidated,” you need not file

a proof of claim. Otherwise, or if you decide to file a proof of claim, you

must do so before the Bar Date in accordance with the procedures set forth

in this Notice.

Copies of the Schedules may be examined by interested parties on the

Court’s electronic docket for the Debtors’chapter 11 cases, which is posted

(i) on the website established by Omni for the Debtors’ cases at https://

www.omniagentsolutions.com/chinosclaims and (ii) on the Court’s website at https://www.vaeb.uscourts.gov/. A login and password to the

Court’s Public Access to Electronic Court Records (“PACER”) are required to

access the information on the Court’s website and can be obtained through

the PACER Service Center at www.pacer.psc.uscourts.gov. Copies of the

Schedules also may be examined between the hours of 8:00 a.m.and 5:00

p.m. (Eastern Time) Monday through Friday at the U.S. Bankruptcy Court,

701 East Broad Street,Suite 4000,Richmond,VA 23219-1888. Copies of the

Debtors’Schedules also may be obtained by written request to the Debtors’

claims agent, Omni, at the address and telephone number set forth below:

Chinos Holdings, Inc. Claims Processing, c/o Omni Agent Solutions,

5955 De Soto Ave., Suite 100, Woodland Hills, CA 91367, Toll Free: (866)

991-8218, International:(818) 924-2298.

If the Debtors amend or supplement their Schedules after the date of

entry of the Bar Date Order,the Debtors shall give notice of any amendment

or supplement to the holders of claims affected by such amendment or

supplement within 10 days after filing such amendment or supplement,

and such holders must file a Proof of Claim bythe later of (a) the General

Bar Date or the Governmental Bar Date, as applicable, and (b) 5:00

p.m. (Eastern Time) on the date that is 30 days from the date on

which the Debtors provide notice of an amendment or supplement to the Schedules, or be forever barred from so doing, and such

deadline shall be contained in any notice of such amendment or supplement of the Schedules provided to the holders of claims affected thereby.

6. RESERVATION OF RIGHTS. Nothing contained in this Notice is

intended to or should be construed as a waiver of the Debtors’ right to:(a)

dispute, or assert offsets or defenses against, any filed claim or any claim

listed or reflected in the Schedules as to the nature, amount, liability, or

classification thereof; (b) subsequently designate any scheduled claim as

disputed, contingent, or unliquidated; and (c) otherwise amend or supplement the Schedules.

If you require additional information regarding the filing of a

proof of claim, you may contact the Debtors’ Claims and Noticing

Agent directly at: Omni, 5955 De Soto Ave., Suite 100, Woodland

Hills, CA 91367; telephone: (866) 991-8218 (toll-free) or (818) 924-

2298 (international); or by e-mail at chinosinquiries@omniagnt.

com.

A holder of a possible claim against the Debtors should consult an

attorney if such holder has any questions regarding this notice,

including whether the holder should file a proof of claim.

Dated: Richmond, Virginia, June 15, 2020, BY ORDER OF THE COURT,

WEIL, GOTSHAL & MANGES LLP, Ray C. Schrock, P.C., Ryan Preston Dahl,

Esq., Candace M. Arthur, Esq., Daniel Gwen, Esq., 767 Fifth Avenue, New

York, New York 10153, Telephone: (212) 310-8000, Facsimile: (212) 310-

8007 -and- HUNTON ANDREWS KURTH LLP,Tyler P. Brown (VSB No. 28072),

Henry P. (Toby) Long, III (VSB No. 75134), Nathan Kramer (VSB No. 87720),

Riverfront Plaza, East Tower, 951 East Byrd Street, Richmond, VA 23219,

Tel: (804) 788-8200, Fax: (804) 788-8218, ATTORNEYS FOR DEBTORS AND

DEBTORS IN POSSESSION

1

Provided that notwithstanding the foregoing, a party to an executory

contract or unexpired lease who asserts a claim on account of unpaid

amounts accrued and outstanding as of the Petition Date pursuant to such

executory contract or unexpired lease (other than a rejection damages

claim) must file a proof of claim for such amounts on or before the applicable Bar Date,unless an exception identified in the Bar Date Order applies.

Encourage

student discovery.

Learn how you can sponsor 

classroom subscriptions at

nytimes.com/sponsor.
EXHIBIT B 

Case 20-32181-KLP Doc 530 Filed 06/23/20 Entered 06/23/20 16:26:35 Desc Main

Document Page 5 of 15
Case 20-32181-KLP Doc 530 Filed 06/23/20 Entered 06/23/20 16:26:35 Desc Main

Document Page 6 of 15
Business

Several weeks ago, as protests erupted

across the United States in response to

the police killing of George Floyd,

Mark Zuckerberg wrote a long and

heartfelt post on his Facebook page,

denouncing racial bias and proclaiming

that “black lives matter.” Mr. Zuckerberg, Facebook’s chief executive, also

announced that the company would

donate $10 million to racial justice

organizations.

A similar show of support unfolded

at Twitter, where the company

changed its official Twitter bio to a

Black Lives Matter tribute, and Jack

Dorsey, the chief executive, pledged $3

million to an anti-racism organization

started by Colin Kaepernick, the former N.F.L. quarterback.

YouTube joined the protests, too.

Susan Wojcicki, its chief executive,

wrote in a blog post that “we believe

Black lives matter and we all need to

do more to dismantle systemic racism.” YouTube also announced it would

start a $100 million fund for black

creators.

Pretty good for a bunch of supposedly heartless tech executives, right?

Well, sort of. The problem is that

while these shows of support were well

intentioned, they didn’t address the

way that these companies’ own products — Facebook, Twitter and YouTube

— have been successfully weaponized

by racists and partisan provocateurs,

and are being used to undermine Black

Lives Matter and other social justice

movements.

It’s as if the heads of McDonald’s,

Burger King and Taco Bell all got

together to fight obesity by donating to

a vegan food co-op, rather than by

lowering their calorie counts.

It’s hard to remember sometimes,

but social media once functioned as a

tool for the oppressed and marginalized. In Tahrir Square in Cairo, Ferguson, Mo., and Baltimore, activists

used Twitter and Facebook to organize

demonstrations and get their messages out.

But in recent years, a right-wing

reactionary movement has turned the

tide. Now, some of the loudest and

most established voices on these platforms belong to conservative commentators and paid provocateurs whose

aim is mocking and subverting social

justice movements, rather than supporting them.

The result is a distorted view of the

world that is at odds with actual public

sentiment. A majority of Americans

support Black Lives Matter, but you

wouldn’t necessarily know it by

scrolling through your social media

feeds.

On Facebook, for example, the most

popular post on the day of Mr. Zuckerberg’s Black Lives Matter pronouncement was an 18-minute video posted

by the right-wing activist Candace

Owens.

In the video, Ms. Owens, who is

black, railed against the protests,

calling the idea of racially biased policing a “fake narrative” and deriding Mr.

Floyd as a “horrible human being.”

Her monologue, which was shared by

right-wing media outlets — and which

several people told me they had seen

because Facebook’s algorithm recommended it to them — racked up nearly

100 million views.

Ms. Owens is a serial offender,

known for spreading misinformation

and stirring up partisan rancor. (Her

Twitter account was suspended this

year after she encouraged her followers to violate stay-at-home orders, and

Facebook has applied fact-checking

labels to several of her posts.) But she

can still insult the victims of police

killings with impunity and with an

audience of nearly four million followers on Facebook. So can other highprofile conservative commentators like

Terrence K. Williams, Ben Shapiro and

the Hodgetwins: Anti-Black Lives

Matter posts from each of them have

gone viral over the past several weeks.

In all, seven of the 10 most-shared

Facebook posts containing the phrase

“Black Lives Matter” over the past

month were critical of the movement,

according to data from CrowdTangle, a

Facebook-owned data platform. (The

sentiment on Instagram, which 

book owns, has been more favor

perhaps because its users skew 

er and more liberal.)

Facebook declined to commen

Thursday, it announced it would 

$200 million to support black-ow

businesses and organizations, a

a “Lift Black Voices” section to i

to highlight stories from black p

and share educational resources

Twitter has been a supporter 

Black Lives Matter for years — 

member Mr. Dorsey’s trip to Fer

son? — but it, too, has a problem 

racists and bigots who use the p

form to stir up unrest. Last mon

company discovered that a Twit

account claiming to represent a 

tional antifa group was run by a 

of white nationalists posing as le

wing radicals. (The account was 

pended, but not before its tweet

ing for violence had been widely

shared.) Twitter’s trending topic

sidebar, which is often gamed by 

looking to hijack online convers

has filled up with inflammatory 

tags like #whitelivesmatter and

#whiteoutwednesday, often as a 

of coordinated campaigns by far

extremists.

A Twitter spokesman, Brando

Borrman, said: “We’ve taken do

hundreds of groups under our v

extremist group policy and cont

enforce our policies against hate

conduct every day across the wo

From #BlackLivesMatter to #M

and #BringBackOurGirls, our c

pany is motivated by the power 

social movements to usher in m

ful societal change.”

YouTube, too, has struggled to

square its corporate values with 

way its products actually operat

company has made strides in re

years to remove conspiracy theo

and misinformation from its sea

results and recommendations, b

has yet to grapple fully with the 

its boundary-pushing culture an

laissez-faire policies contributed 

racial division for years.

In some ways, social media ha

helped Black Lives Matter simp

making it possible for victims of 

Denouncing the racism they unleash

The Shift

KE V I N R O O S E

MATT CHASE PLATFORMS, PAGE 8

On a chilly afternoon in April, the Los

Angeles police found an old, disoriented

man crumpled on a Koreatown sidewalk.

Several days earlier, RC Kendrick, an

88-year-old with dementia, had been living at Lakeview Terrace, a nursing

home with a history of regulatory problems. His family had placed him there to

make sure he got round-the-clock care

after his condition deteriorated and he

began disappearing for days at a time.

But on April 6, the nursing home deposited Mr. Kendrick at an unregulated

boardinghouse — without bothering to

inform his family. Less than 24 hours later, Mr. Kendrick was wandering the city

alone.

According to three Lakeview employees, Mr. Kendrick’s ouster came as the

nursing home was telling staff members

to try to clear out less-profitable residents to make room for a new class of

customers who would generate more

revenue: patients with Covid-19, the disease caused by the coronavirus.

More than any other institution in

America, nursing homes have come to

symbolize the deadly destruction of the

coronavirus crisis. More than 51,000

residents and employees of nursing

homes and long-term care facilities

have died, representing more than 40

percent of the total death toll in the

United States.

But even as they have been ravaged,

nursing homes have also been enlisted

in the response to the outbreak. They

are taking on coronavirus-stricken patients to ease the burden on overwhelmed hospitals — and, at times, to

bolster their bottom lines.

A Lakeview official said the company’s evictions were appropriate and

weren’t an attempt to free space for

Covid-19 patients. But similar scenes

are playing out at nursing homes nationwide. They are kicking out old and disabled residents — among the people

most susceptible to the coronavirus —

and shunting them into shelters for the

homeless, rundown motels and other

unsafe facilities, according to 22 watchdogs in 16 states, as well as dozens of

elder-care lawyers, social workers and

former nursing home executives.

Many of the evictions, known as involuntary discharges, appear to violate federal rules that require nursing homes to

place residents in safe locations and to

provide them with at least 30 days’ notice before forcing them to leave.

While the popular conception of nursing homes is of places where elderly

people live, much of their business is

caring for patients of all ages and income levels who are recovering from

surgery or acute illnesses like strokes.

Medicare often pays for short-term rehabilitation stints; Medicaid covers

longer-term stays for poor people.

Nursing homes have long had a financial incentive to evict Medicaid patients

in favor of those who pay through private insurance or Medicare, which reimburses nursing homes at a much higher

rate than Medicaid. More than 10,000

residents and their families complained

to watchdogs about being discharged in

2018, the most recent year for which figures are available.

The pandemic has intensified the situation. With nursing homes not allowing

visitors, they receive less outside scrutiny. Fifteen state-funded ombudsmen

said in interviews that some homes appeared to be taking advantage of that

void to evict vulnerable residents.

Many nursing homes are struggling

in part because one of their most profitable businesses — postsurgery rehab

— has withered as states have barred

hospitals from performing nonessential

services.

Treating Covid-19 patients quickly became a popular way to fill that financial

void.

Last fall, the Centers for Medicare

and Medicaid changed the formula for

reimbursing nursing homes, making it

more profitable to take in sicker patients

for a short period of time. Covid-19 patients can bring in at least $600 more a

day in Medicare dollars than people

with relatively mild health issues, according to nursing home executives and

state officials.

It is not always about the money. Several states, including New York, New

Jersey and California, urged nursing

homes to accept Covid-19 patients to

help relieve pressure on hospitals. Some

nursing home employees worried that

would endanger vulnerable residents.

There are no national figures on the

number of nursing home residents who

have been moved into shelters for the

homeless, motels and other facilities.

The New York Times contacted more

than 80 state-funded nursing-home ombudsmen in 46 states for a tally of involuntary discharges during the pandemic

at facilities they monitor. Twenty-six

ombudsmen, from 18 states, provided

figures to The Times: a total of more

than 6,400 discharges, many to shelters.

Traditionally, ombudsmen would regularly go to nursing homes. In March,

though, ombudsmen — and residents’

families — were required to stop visiting. Evictions followed.

“It felt opportunistic, where some

homes were basically seizing the moment when everyone is looking the

other way to move people out,” said Laurie Facciarossa Brewer, a long-term

care ombudsman in New Jersey.

Nursing homes are allowed to evict

residents if they aren’t able to pay for

their care, are endangering others in the

facility or have sufficiently recovered.

Under federal law, before discharging

patients against their will, nursing

homes are required to give formal notice

to the resident and to the ombudsman’s

office. They must also find a safe alterEvicted for Covid patients

Lakeview Terrace, a nursing home in Los Angeles, evicted an 88-year-old with dementia

at a time when employees were being urged to make room for Covid-19 patients.

ANDREW CULLEN FOR THE NEW YORK TIMES

Lower-paying residents,

often the most vulnerable,

forced from nursing homes

BY JESSICA SILVER-GREENBERG

AND AMY JULIA HARRIS

EVICTIONS, PAGE 8

“Some homes were basically

seizing the moment when

everyone is looking the other

way to move people out.”

ADVERTISEMENT ADVERTISEMENT

UNITED STATES BANKRUPTCY COURT

EASTERN DISTRICT OF VIRGINIA, RICHMOND DIVISION

In re 

CHINOS HOLDINGS, 

INC., et al.,

 Debtors.

)

)

)

)

Chapter 11 Case Nos.: 

20-32180 (KLP) Through 

20-32197 (KLP)

(Jointly Administered)

NOTICE OF DEADLINES TO FILE PROOFS OF CLAIM

TO: ALL PERSONS AND ENTITIES WHO MAY HAVE CLAIMS AGAINST ANY 

OF THE FOLLOWING DEBTOR ENTITIES:

Name of Debtor, Case Number, Tax Identification Number: 

J. Crew Virginia, Inc., 20-32180 (KLP), 03-0375626; Chinos Holdings, Inc., 

20-32181 (KLP), 27-4173834; Chinos Intermediate Holdings A, Inc., 20-32182 

(KLP), 27-4553301; Chinos Intermediate, Inc., 20-32183 (KLP), 37-1873871; 

Chinos Intermediate Holdings B, Inc., 20-32184 (KLP), 27-4553244; J. Crew 

Group, Inc., 20-32185 (KLP), 22-2894486; J. Crew Operating Corp., 20-32186 

(KLP), 22-3540930; Grace Holmes, Inc., 20-32187 (KLP), 22-1691409; H.F.D. 

No. 55, Inc., 20-32188 (KLP), 22-1869438; J. Crew Inc., 20-32189 (KLP), 

22-2516360; J. Crew International, Inc., 20-32190 (KLP), 51-0342712; 

Madewell Inc., 20-32191 (KLP), 20-4928609; J. Crew Brand Holdings, LLC, 

20-32192 (KLP), 82-1807625; J. Crew Brand Intermediate, LLC, 20-32193 

(KLP), 82-1793860; J. Crew Brand, LLC, 20-32194 (KLP), 82-1761647; J. Crew 

Brand Corp., 20-32195 (KLP), 82-1751616; J. Crew Domestic Brand, LLC, 

20-32196 (KLP), 82-1778962; J. Crew International Brand, LLC, 20-32197 

(KLP), 82-1807471

OTHER NAMES USED BY THE DEBTORS IN THE PAST 8 YEARS: J. Crew; 

J.Crew Retail; J. Crew Retail Stores; J. Crew Factory; J. Crew Corp.; 

J. Crew Factory Stores; J. Crew Mercantile; Madewell Retail Stores; 

Madewell Retail; J. Crew Outfitters, Inc.

Attorneys for Debtors: Ray C. Schrock, P.C., Ryan Preston Dahl, Esq., 

Candace M. Arthur, Esq., Daniel Gwen, Esq., WEIL, GOTSHAL & MANGES LLP, 

767 Fifth Avenue, New York, New York 10153-0119, Telephone: (212) 310-

8000, Facsimile: (212) 310-8007; Attorneys for Debtors: Tyler P. Brown 

(VSB No. 28072), Henry P. (Toby) Long, III (VSB No. 75134), Nathan Kramer 

(VSB No. 87720), HUNTON ANDREWS KURTH LLP, Riverfront Plaza, East Tower, 

951 East Byrd Street, Richmond, Virginia 23219, Telephone: (804) 788-8200, 

Facsimile: (804) 788-8218

Address of the Clerk of the Bankruptcy Court: Clerk of the Bankruptcy Court 

for the Eastern District of Virginia (Richmond Division), 701 East Broad Street, 

Suite 4000, Richmond, Virginia 23219-1888, Telephone: 804-916-2400, Hours 

Open: 8:00 a.m. – 4:00 p.m. Monday-Friday

PLEASE TAKE NOTICE THAT: 

YOU ARE RECEIVING THIS NOTICE BECAUSE YOU MAY HAVE A CLAIM 

AGAINST THE DEBTORS IN THE ABOVE-CAPTIONED CHAPTER 11 CASES. 

THEREFORE, YOU SHOULD READ THIS NOTICE CAREFULLY AND CONSULT 

AN ATTORNEY IF YOU HAVE ANY QUESTIONS, INCLUDING WHETHER 

YOU SHOULD FILE A PROOF OF CLAIM.

On May 4, 2020 (the “Petition Date”), Chinos Holdings, Inc., and certain 

of its debtor affiliates, as debtors and debtors in possession, (collectively, the 

“Debtors”), filed voluntary cases under chapter 11 of title 11 of the United 

States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court 

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

On May 28, 2020, the Bankruptcy Court, having jurisdiction over the chapter 11 cases of the Debtors, entered an order (the “Bar Date Order”) establishing the following Bar Dates: 

a. July 15, 2020 at 5:00 p.m. (Eastern Time) as the deadline for each 

person or entity (as defined in section 101(27) of the Bankruptcy Code) other 

than governmental units (as defined in section 101(27) of the Bankruptcy 

Code) (“Governmental Units”), to file a proof of claim in respect of a prepetition claim (as defined in section 101(5) of the Bankruptcy Code), including 

secured claims, unsecured priority claims, unsecured non-priority claims, and 

claims arising under section 503(b)(9) of the Bankruptcy Code against any of 

the Debtors (the “General Bar Date”), unless otherwise provided herein;

b. November 2, 2020 at 5:00 p.m. (Eastern Time) as the deadline for 

Governmental Units to file a Proof of Claim in respect of a prepetition claim 

against any of the Debtors (the “Governmental Bar Date”);

c. the later of (i) the General Bar Date or the Governmental Bar 

Date, as applicable, and (ii) 5:00 p.m. (Eastern Time) on the date 

that is 30 days from the date on which the Debtors provide notice of 

an amendment or supplement to the Schedules (as defined herein)

as the deadline by which claimants holding claims affected by such filing, 

amendment, or supplement must file proofs of claim with respect to such 

claim (the “Amended Schedules Bar Date”); and

d. the later of (i) the General Bar Date or the Governmental Bar 

Date, as applicable, and (ii) 5:00 p.m. (Eastern Time) on the date 

that is 30 days from the date of entry of an order approving rejection of any executory contract or unexpired lease of the Debtors 

(the “Rejection Order”) as the deadline by which claimants asserting 

claims resulting from the Debtors’ rejection of an executory contract or unexpired lease must file proofs of claim for damages arising from such rejection1

(the “Rejection Damages Bar Date,” and, together with the General Bar 

Date, the Governmental Bar Date, and the Amended Schedules Bar Date, the 

“Bar Dates”). 

If you have any questions relating to this notice, please feel 

free to contact Omni Agent Solutions (“Omni”) at (866) 991-

8218 (toll free) or (818) 924-2298 (international) or by e-mail at 

chinosinquiries@omniagnt.com.

NOTE: The staff of the Bankruptcy Clerk’s Office, the Office of the United 

States Trustee, and the Debtors’ Claims and Noticing Agent cannot give legal 

advice.

INSTRUCTIONS:

1. WHO MUST FILE A PROOF OF CLAIM. Except as otherwise set forth 

herein, the following persons or entities holding claims against the Debtors 

arising before the Petition Date MUST file proofs of claim on or before the 

applicable Bar Date:

a. any person or entity whose claim against a Debtor is not listed in the 

applicable Debtor’s Schedules, or is listed as “contingent,” “unliquidated,” or 

“disputed” and if such entity desires to participate in any of these chapter 11 

cases or share in any distribution in any of these chapter 11 cases;

b. any person or entity who believes that its claim is improperly classified in the Schedules or is listed in an incorrect amount and who desires to 

have its claim allowed in a different classification or amount other than that 

identified in the Schedules; 

c. any person or entity who believes that any prepetition claim as listed 

in the Schedules is not an obligation of the specific Debtor against which the 

claim is listed and who desires to have its claim allowed against a Debtor 

other than identified in the Schedules; and

d. any entity who believes that its claim against a Debtor is or may be 

entitled to priority under section 503(b)(9) of the Bankruptcy Code.

Pursuant to section 101(5) of the Bankruptcy Code and as used in this 

Notice, the word “claim” means (i) a right to payment, whether or not such 

right is reduced to judgment, liquidated, unliquidated, fixed, contingent, 

matured, unmatured, disputed, undisputed, legal, equitable, secured, or 

unsecured; or (ii) a right to an equitable remedy for breach of performance if 

such breach gives rise to a right to payment, whether or not such right to an 

equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured, or unsecured. Further, claims include 

unsecured claims, secured claims, and priority claims.

Pursuant to section 101(15) of the Bankruptcy Code and as used in this 

notice, the term “entity” has the meaning given to it in section 101(15) of the 

Bankruptcy Code, and includes all persons, estates, trusts, and governmental 

units. In addition, the terms “persons” and “governmental units” are defined 

in sections 101(41) and 101(27) of the Bankruptcy Code, respectively.

2. WHO NEED NOT FILE A PROOF OF CLAIM. The following persons or 

entities whose claims would otherwise be subject to a Bar Date need not file 

any proofs of claim:

a. any person or entity whose claim is listed on the Schedules; provided 

that (i) the claim is not listed on the Schedules as “disputed,” “contingent,” or 

“unliquidated,” (ii) the person or entity does not dispute the amount, nature, 

and priority of the claim as set forth in the Schedules, and (iii) the person or 

entity does not dispute that the claim is an obligation of the specific Debtor 

against which the claim is listed in the Schedules; 

b. any person or entity who already has filed a signed proof of claim 

with Omni or the Clerk of the Bankruptcy Court for the Eastern District of 

Virginia against the respective Debtors with respect to the claim being 

asserted, utilizing a claim form that substantially conforms to the Proof of 

Claim Form; 

c. any person or entity who holds a claim that has been allowed by order 

of the Court entered on or before the applicable Bar Date; 

d. any person or entity whose claim has been paid in full in accordance 

with the Bankruptcy Code or an order of the Court;

e. any person or entity who holds a claim for which a separate deadline 

has been fixed by an order of the Court entered on or before the applicable 

Bar Date;

f. any person or entity who holds an equity interest in the Debtors, 

which interest exclusively is based upon the ownership of common or 

preferred stock, membership interests, partnership interests, or warrants, 

options, or rights to purchase, sell, or subscribe to such a security or interest; 

provided, that if any such holder asserts a claim (as opposed to an ownership 

interest) against the Debtors (including a claim relating to an equity interest 

or the purchase or sale of such equity interest), a Proof of Claim, as applicable, 

must be filed on or before the applicable Bar Date pursuant to the Procedures 

set for the herein;

g. any current officer, director, or employee for claims based on indemnification, contribution, or reimbursement;

h. any entity whose claim is solely against any of the Debtors’ nonDebtor affiliates; 

i. any Debtor or non-debtor subsidiary or affiliate having a claim 

against another Debtor; 

j. any counterparty to a lease of nonresidential real property that 

asserted a claim for a cure amount in connection with a timely filed objection to the assumption or assumption and assignment of such lease by the 

Debtors; 

k. any holder of a claim allowable under section 503(b) and 507(a)(2) of 

the Bankruptcy Code, other than a claim asserting priority pursuant to section 503 of the Bankruptcy Code; and

l. (i) the prepetition lenders party to that certain Credit Agreement, 

dated March 7, 2011 (as amended, restated, supplemented, or otherwise 

modified from time to time, the “ABL Credit Agreement,” and such lenders, 

the “ABL Lenders”) on account of claims arising thereunder; (ii) the prepetition lenders party to that certain Amended and Restated Credit Agreement 

(as amended, restated, supplemented, or otherwise modified from time to 

time, the “Term Loan Agreement,” and such lenders, the “Term Lenders”) 

on account of claims arising thereunder; and (iii) the prepetition holders of 

notes issued pursuant to those certain Indentures, dated July 13, 2017 (as 

amended, restated, supplemented, waived or otherwise modified from time 

to time, the “IPCo Indentures,” and such holders, the “IPCo Noteholders”) 

on account of claims arising thereunder; provided that the administrative agent under the ABL Credit Agreement and the Term Loan Agreement, 

respectively, and trustees under the IPCo Indentures may file a single consolidated Proof of Claim on behalf of the ABL Lenders, Term Lenders, and IPCo 

Noteholders, as applicable.

The fact that you have received this notice does not mean that 

you have claim or that the Debtors or the Court believe that you 

have a claim against the Debtors. You should not file a proof of 

claim if you do not have a claim against any of the Debtors. 

3. INSTRUCTIONS FOR FILING PROOFS OF CLAIM. Except as otherwise set forth herein, each entity that asserts a claim against the Debtors 

that arose before the Petition Date MUST file a proof of claim. 

The following procedures with respect to preparing and filing of 

proofs of claim will apply; provided, however, the Debtors in their 

discretion may waive any defects in a proof of claim:

a. Proofs of claim must substantially conform to the attached Proof of 

Claim Form or Official Bankruptcy Form No. 410; 

b. Proofs of claim must (i) be written in the English language; (ii) be 

denominated in lawful currency of the United States as of the Petition Date 

(using the exchange rate, if applicable, as of the Petition Date); (iii) specify 

by name and case number the Debtor against which the claim is filed; 

(iv) set forth with specificity the legal and factual basis for the alleged claim; 

(v) include supporting documentation for the claim or an explanation as to 

why such documentation is not available; and (vi) be signed by the claimant 

or, if the claimant is not an individual, by an authorized agent of the claimant 

under penalty of perjury;

c. Except as otherwise set forth herein, if a claimant asserts a claim 

against more than one Debtor or has claims against different Debtors, the 

claimant must file a separate proof of claim, as applicable, against each 

Debtor;

d. Except as otherwise provided herein, each proof of claim must include 

supporting documentation or an explanation as to why such documentation 

is not available in accordance with Bankruptcy Rules 3001(c) and 3001(d). If 

such documentation is voluminous, such proof of claim may include a summary of such documentation, subject to receiving prior written consent from 

the Debtors’ counsel and submitting the documentation in conn

such request;

e. Proofs of claim must be filed (i) electronically through th

the Debtors’ claims and noticing agent, Omni, using the interface 

such website located at https://www.omniagentsolutions.com/c

under the link entitled “Submit a Claim” (the “Electronic Filin

or (ii) by delivering the original proof of claim form by hand, or 

original proof of claim form on or before the applicable Bar Dat

If by overnight courier, hand delivery, or first class m

Holdings, Inc. Claims Processing, c/o Omni Agent Solutions, 5

Ave., Suite 100, Woodland Hills, CA 91367.

f. A proof of claim shall be deemed timely filed only if it 

received by Omni as set forth in subparagraph (e) above, in eac

before the applicable Bar Date; and

g. Proofs of claim sent by facsimile, telecopy, or electronic m

sion (other than proofs of claim filed electronically through th

Filing System) will not be accepted.

4. CONSEQUENCES OF FAILURE TO TIMELY FILE A PROO

BY THE APPLICABLE BAR DATE. Pursuant to the Bar Date 

Bankruptcy Rule 3003(c)(2), any holder of a claim who is r

timely file a Proof of Claim on or before the applicable B

provided herein, but fails to do so:

(a) shall not be treated as a creditor with respect to 

for the purposes of voting and distribution in these chapt

on account of such claim; and 

(b) forever shall be barred, estopped, and enjoined fr

ing such claim against each of the Debtors and their p

filing a proof of claim with respect thereto), and each of t

and their respective chapter 11 estates, successors, an

shall be forever discharged from any and all indebtedne

ity with respect to or arising from such claim. 

5. THE DEBTORS’ SCHEDULES, ACCESS THERE

CONSEQUENCES OF AMENDMENT THEREOF. You may be l

holder of a claim against the Debtors in the Debtors’ Schedules o

Liabilities or Schedules of Executory Contracts and Unexpired 

lectively, the “Schedules”). To determine if and how you are 

Schedules, please refer to the descriptions set forth on the en

of Claim Form regarding the nature, amount, and status of you

you received postpetition payments from the Debtors (as autho

Court) on account of your claim, the enclosed Proof of Claim Form 

the net amount of your claims. If the Debtors believe that you 

against more than one Debtor, you will receive multiple Proof of C

each of which will reflect the nature and amount of your claim a

Debtor, as listed in the Schedules.

As set forth above, if you agree with the nature, amount, and s

claim as listed in the Schedules and if your claim is not listed in th

as “disputed,” “contingent,” or “unliquidated,” you need not fil

claim. Otherwise, or if you decide to file a proof of claim, you 

before the Bar Date in accordance with the procedures set forth in 

Copies of the Schedules may be examined by interested pa

Court’s electronic docket for the Debtors’ chapter 11 cases, whi

(i) on the website established by Omni for the Debtors’ cases 

www.omniagentsolutions.com/chinosclaims and (ii) on the C

site at https://www.vaeb.uscourts.gov/. A login and passw

Court’s Public Access to Electronic Court Records (“PACER”) are 

access the information on the Court’s website and can be obtai

the PACER Service Center at www.pacer.psc.uscourts.gov. Co

Schedules also may be examined between the hours of 8:00 a.

p.m. (Eastern Time) Monday through Friday at the U.S. Bankr

701 East Broad Street, Suite 4000, Richmond, VA 23219-1888. C

Debtors’ Schedules also may be obtained by written request to 

claims agent, Omni, at the address and telephone number set 

Chinos Holdings, Inc. Claims Processing, c/o Omni Agent Sol

De Soto Ave., Suite 100, Woodland Hills, CA 91367, Toll Free: (866

International: (818) 924-2298.

If the Debtors amend or supplement their Schedules after 

entry of the Bar Date Order, the Debtors shall give notice of 

ment or supplement to the holders of claims affected by such am

supplement within 10 days after filing such amendment or supp

such holders must file a Proof of Claim by the later of (a) the G

Date or the Governmental Bar Date, as applicable, and (b

(Eastern Time) on the date that is 30 days from the dat

the Debtors provide notice of an amendment or supplem

Schedules, or be forever barred from so doing, and such dead

contained in any notice of such amendment or supplement of th

provided to the holders of claims affected thereby.

6. RESERVATION OF RIGHTS. Nothing contained in th

intended to or should be construed as a waiver of the Debtors’ 

dispute, or assert offsets or defenses against, any filed claim o

listed or reflected in the Schedules as to the nature, amount, liab

sification thereof; (b) subsequently designate any scheduled c

puted, contingent, or unliquidated; and (c) otherwise amend or 

the Schedules.

If you require additional information regarding the filing 

of claim, you may contact the Debtors’ Claims and Noti

directly at: Omni, 5955 De Soto Ave., Suite 100, Wood

CA 91367; telephone: (866) 991-8218 (toll-free) or (818

(international); or by e-mail at chinosinquiries@omniagn

A holder of a possible claim against the Debtors should 

attorney if such holder has any questions regarding t

including whether the holder should file a proof of claim

Dated: Richmond, Virginia, June 15, 2020, BY ORDER OF T

WEIL, GOTSHAL & MANGES LLP, Ray C. Schrock, P.C., Ryan Presto

Candace M. Arthur, Esq., Daniel Gwen, Esq., 767 Fifth Avenue, Ne

York 10153, Telephone: (212) 310-8000, Facsimile: (212) 310

HUNTON ANDREWS KURTH LLP, Tyler P. Brown (VSB No. 28072), He

Long, III (VSB No. 75134), Nathan Kramer (VSB No. 87720), Rive

East Tower, 951 East Byrd Street, Richmond, VA 23219, Tel: (804

Fax: (804) 788-8218, ATTORNEYS FOR DEBTORS AND DEBTORS IN 

1

 Provided that notwithstanding the foregoing, a party to an ex

tract or unexpired lease who asserts a claim on account of unpa

accrued and outstanding as of the Petition Date pursuant to suc

contract or unexpired lease (other than a rejection damages clai

a proof of claim for such amounts on or before the applicable Bar 

an exception identified in the Bar Date Order applies.
EXHIBIT C 

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WEIL, GOTSHAL & MANGES LLP

Ray C. Schrock, P.C. (admitted pro hac vice)

Ryan Preston Dahl (admitted pro hac vice)

Candace M. Arthur (admitted pro hac vice)

Daniel Gwen (admitted pro hac vice)

767 Fifth Avenue

New York, New York 10153

Telephone: (212) 310-8000

Facsimile: (212) 310-8007

HUNTON ANDREWS KURTH LLP

Tyler P. Brown (VSB No. 28072)

Henry P. (Toby) Long, III (VSB No. 75134)

Nathan Kramer (VSB No. 87720)

Riverfront Plaza, East Tower

951 East Byrd Street

Richmond, Virginia 23219

Telephone: (804) 788-8200

Facsimile: (804) 788-8218

Attorneys for Debtors and Debtors in Possession

UNITED STATES BANKRUPTCY COURT

EASTERN DISTRICT OF VIRGINIA, RICHMOND DIVISION

In re 

CHINOS HOLDINGS, INC., et al.,

Debtors.

Chapter 11 Case Nos.: 20-32180 (KLP) Through 20-32197 

(KLP)

(Jointly Administered)

NOTICE OF DEADLINES TO FILE PROOFS OF CLAIM 

TO: ALL PERSONS AND ENTITIES WHO MAY HAVE CLAIMS AGAINST ANY OF THE FOLLOWING DEBTOR 

ENTITIES:

Name of Debtor Case Number Tax Identification Number

J. Crew Virginia, Inc. 20‐32180 (KLP) 03-0375626 

Chinos Holdings, Inc. 20‐32181 (KLP) 27-4173834 

Chinos Intermediate Holdings A, Inc. 20‐32182 (KLP) 27-4553301 

Chinos Intermediate, Inc. 20‐32183 (KLP) 37-1873871 

Chinos Intermediate Holdings B, Inc. 20‐32184 (KLP) 27-4553244

J. Crew Group, Inc. 20-32185 (KLP) 22-2894486 

J. Crew Operating Corp. 20-32186 (KLP) 22-3540930 

Grace Holmes, Inc. 20‐32187 (KLP) 22-1691409 

H.F.D. No. 55, Inc. 20‐32188 (KLP) 22-1869438 

J. Crew Inc. 20‐32189 (KLP) 22-2516360 

J. Crew International, Inc. 20-32190 (KLP) 51-0342712 

Madewell Inc. 20‐32191 (KLP) 20-4928609

J. Crew Brand Holdings, LLC 20‐32192 (KLP) 82-1807625 

J. Crew Brand Intermediate, LLC 20-32193 (KLP) 82-1793860 

J. Crew Brand, LLC 20‐32194 (KLP) 82-1761647 

J. Crew Brand Corp. 20-32195 (KLP) 82-1751616

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J. Crew Domestic Brand, LLC 20-32196 (KLP) 82-1778962 

J. Crew International Brand, LLC 20-32197 (KLP) 82-1807471 

OTHER NAMES USED BY THE DEBTORS IN THE PAST 8 YEARS:

J. Crew

J.Crew Retail

J. Crew Retail Stores

J. Crew Factory

J. Crew Corp.

J. Crew Factory Stores

J. Crew Mercantile

Madewell Retail Stores

Madewell Retail

J. Crew Outfitters, Inc.

Attorneys for Debtors

Ray C. Schrock, P.C.

Ryan Preston Dahl, Esq.

Candace M. Arthur, Esq.

Daniel Gwen, Esq.

WEIL, GOTSHAL & MANGES LLP

767 Fifth Avenue

New York, New York 10153-0119

Telephone: (212) 310-8000

Facsimile: (212) 310-8007

Attorneys for Debtors

Tyler P. Brown (VSB No. 28072)

Henry P. (Toby) Long, III (VSB No. 75134)

Nathan Kramer (VSB No. 87720)

HUNTON ANDREWS KURTH LLP

Riverfront Plaza, East Tower

951 East Byrd Street

Richmond, Virginia 23219

Telephone: (804) 788-8200

Facsimile: (804) 788-8218

Address of the Clerk of the Bankruptcy Court

Clerk of the Bankruptcy Court for the Eastern District of Virginia (Richmond Division)

701 East Broad Street, Suite 4000, Richmond, Virginia 23219-1888

Telephone: 804-916-2400

Hours Open: 8:00 a.m. – 4:00 p.m. Monday-Friday

PLEASE TAKE NOTICE THAT:

YOU ARE RECEIVING THIS NOTICE BECAUSE YOU MAY HAVE A CLAIM AGAINST THE 

DEBTORS IN THE ABOVE-CAPTIONED CHAPTER 11 CASES. THEREFORE, YOU SHOULD READ 

THIS NOTICE CAREFULLY AND CONSULT AN ATTORNEY IF YOU HAVE ANY QUESTIONS, 

INCLUDING WHETHER YOU SHOULD FILE A PROOF OF CLAIM.

On May 4, 2020 (the “Petition Date”), Chinos Holdings, Inc., and certain of its debtor affiliates, as 

debtors and debtors in possession, (collectively, the “Debtors”), filed voluntary cases under chapter 11 of title 11 of 

the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of 

Virginia (the “Bankruptcy Court”).

On May 28, 2020, the Bankruptcy Court, having jurisdiction over the chapter 11 cases of the 

Debtors, entered an order (the “Bar Date Order”) establishing the following Bar Dates: 

a. July 15, 2020 at 5:00 p.m. (Eastern Time) as the deadline for each person or entity (as defined in 

section 101(27) of the Bankruptcy Code) other than governmental units (as defined in section 

101(27) of the Bankruptcy Code) (“Governmental Units”), to file a proof of claim in respect of a 

prepetition claim (as defined in section 101(5) of the Bankruptcy Code), including secured claims, 

unsecured priority claims, unsecured non-priority claims, and claims arising under section 503(b)(9) 

of the Bankruptcy Code against any of the Debtors (the “General Bar Date”), unless otherwise 

provided herein;

b. November 2, 2020 at 5:00 p.m. (Eastern Time) as the deadline for Governmental Units to file a 

Proof of Claim in respect of a prepetition claim against any of the Debtors (the “Governmental Bar 

Date”);

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c. the later of (i) the General Bar Date or the Governmental Bar Date, as applicable, and (ii) 5:00 

p.m. (Eastern Time) on the date that is 30 days from the date on which the Debtors provide 

notice of an amendment or supplement to the Schedules (as defined herein) as the deadline by 

which claimants holding claims affected by such filing, amendment, or supplement must file proofs 

of claim with respect to such claim (the “Amended Schedules Bar Date”); and

d. the later of (i) the General Bar Date or the Governmental Bar Date, as applicable, and (ii) 5:00 

p.m. (Eastern Time) on the date that is 30 days from the date of entry of an order approving 

rejection of any executory contract or unexpired lease of the Debtors (the “Rejection Order”) 

as the deadline by which claimants asserting claims resulting from the Debtors’ rejection of an 

executory contract or unexpired lease must file proofs of claim for damages arising from such 

rejection1(the “Rejection Damages Bar Date,” and, together with the General Bar Date, the 

Governmental Bar Date, and the Amended Schedules Bar Date, the “Bar Dates”).

If you have any questions relating to this notice, please feel free to contact Omni Agent 

Solutions (“Omni”) at (866) 991-8218 (toll free) or (818) 924-2298 (international) or by e-mail at 

chinosinquiries@omniagnt.com.

NOTE: The staff of the Bankruptcy Clerk’s Office, the Office of the United States Trustee, and the Debtors’ Claims 

and Noticing Agent cannot give legal advice.

INSTRUCTIONS:

1. WHO MUST FILE A PROOF OF CLAIM

Except as otherwise set forth herein, the following persons or entities holding claims against the Debtors 

arising before the Petition Date MUST file proofs of claim on or before the applicable Bar Date:

a. any person or entity whose claim against a Debtor is not listed in the applicable Debtor’s Schedules, 

or is listed as “contingent,” “unliquidated,” or “disputed” and if such entity desires to participate 

in any of these chapter 11 cases or share in any distribution in any of these chapter 11 cases;

b. any person or entity who believes that its claim is improperly classified in the Schedules or is listed 

in an incorrect amount and who desires to have its claim allowed in a different classification or 

amount other than that identified in the Schedules; 

c. any person or entity who believes that any prepetition claim as listed in the Schedules is not an 

obligation of the specific Debtor against which the claim is listed and who desires to have its claim 

allowed against a Debtor other than identified in the Schedules; and

d. any entity who believes that its claim against a Debtor is or may be entitled to priority under section 

503(b)(9) of the Bankruptcy Code.

Pursuant to section 101(5) of the Bankruptcy Code and as used in this Notice, the word “claim” means (i) a 

right to payment, whether or not such right is reduced to judgment, liquidated, unliquidated, fixed, contingent, 

matured, unmatured, disputed, undisputed, legal, equitable, secured, or unsecured; or (ii) a right to an equitable remedy 

for breach of performance if such breach gives rise to a right to payment, whether or not such right to an equitable 

1

 Provided that notwithstanding the foregoing, a party to an executory contract or unexpired lease who asserts a 

claim on account of unpaid amounts accrued and outstanding as of the Petition Date pursuant to such executory 

contract or unexpired lease (other than a rejection damages claim) must file a proof of claim for such amounts on 

or before the applicable Bar Date, unless an exception identified in the Bar Date Order applies.

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remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, secured, or unsecured. 

Further, claims include unsecured claims, secured claims, and priority claims.

Pursuant to section 101(15) of the Bankruptcy Code and as used in this notice, the term “entity” has the 

meaning given to it in section 101(15) of the Bankruptcy Code, and includes all persons, estates, trusts, and 

governmental units. In addition, the terms “persons” and “governmental units” are defined in sections 101(41) and 

101(27) of the Bankruptcy Code, respectively.

2. WHO NEED NOT FILE A PROOF OF CLAIM

The following persons or entities whose claims would otherwise be subject to a Bar Date need not file any 

proofs of claim:

a. any person or entity whose claim is listed on the Schedules; provided that (i) the claim is not listed 

on the Schedules as “disputed,” “contingent,” or “unliquidated,” (ii) the person or entity does not 

dispute the amount, nature, and priority of the claim as set forth in the Schedules, and (iii) the person 

or entity does not dispute that the claim is an obligation of the specific Debtor against which the 

claim is listed in the Schedules; 

b. any person or entity who already has filed a signed proof of claim with Omni or the Clerk of the 

Bankruptcy Court for the Eastern District of Virginia against the respective Debtors with respect to 

the claim being asserted, utilizing a claim form that substantially conforms to the Proof of Claim 

Form; 

c. any person or entity who holds a claim that has been allowed by order of the Court entered on or 

before the applicable Bar Date; 

d. any person or entity whose claim has been paid in full in accordance with the Bankruptcy Code or 

an order of the Court;

e. any person or entity who holds a claim for which a separate deadline has been fixed by an order of 

the Court entered on or before the applicable Bar Date;

f. any person or entity who holds an equity interest in the Debtors, which interest exclusively is based 

upon the ownership of common or preferred stock, membership interests, partnership interests, or 

warrants, options, or rights to purchase, sell, or subscribe to such a security or interest; provided, 

that if any such holder asserts a claim (as opposed to an ownership interest) against the Debtors 

(including a claim relating to an equity interest or the purchase or sale of such equity interest), a 

Proof of Claim, as applicable, must be filed on or before the applicable Bar Date pursuant to the 

Procedures set for the herein;

g. any current officer, director, or employee for claims based on indemnification, contribution, or 

reimbursement;

h. any entity whose claim is solely against any of the Debtors’ non-Debtor affiliates;

i. any Debtor or non-debtor subsidiary or affiliate having a claim against another Debtor;

j. any counterparty to a lease of nonresidential real property that asserted a claim for a cure amount in 

connection with a timely filed objection to the assumption or assumption and assignment of such 

lease by the Debtors; 

k. any holder of a claim allowable under section 503(b) and 507(a)(2) of the Bankruptcy Code, other 

than a claim asserting priority pursuant to section 503 of the Bankruptcy Code; and

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l. (i) the prepetition lenders party to that certain Credit Agreement, dated March 7, 2011 (as amended, 

restated, supplemented, or otherwise modified from time to time, the “ABL Credit Agreement,” 

and such lenders, the “ABL Lenders”) on account of claims arising thereunder; (ii) the prepetition 

lenders party to that certain Amended and Restated Credit Agreement (as amended, restated, 

supplemented, or otherwise modified from time to time, the “Term Loan Agreement,” and such 

lenders, the “Term Lenders”) on account of claims arising thereunder; and (iii) the prepetition 

holders of notes issued pursuant to those certain Indentures, dated July 13, 2017 (as amended, 

restated, supplemented, waived or otherwise modified from time to time, the “IPCo Indentures,” 

and such holders, the “IPCo Noteholders”) on account of claims arising thereunder; provided that

the administrative agent under the ABL Credit Agreement and the Term Loan Agreement, 

respectively, and trustees under the IPCo Indentures may file a single consolidated Proof of Claim 

on behalf of the ABL Lenders, Term Lenders, and IPCo Noteholders, as applicable.

The fact that you have received this notice does not mean that you have claim or that the Debtors or 

the Court believe that you have a claim against the Debtors. You should not file a proof of claim if you do not 

have a claim against any of the Debtors. 

3. INSTRUCTIONS FOR FILING PROOFS OF CLAIM

Except as otherwise set forth herein, each entity that asserts a claim against the Debtors that arose before the 

Petition Date MUST file a proof of claim. 

The following procedures with respect to preparing and filing of proofs of claim will apply;

provided, however, the Debtors in their discretion may waive any defects in a proof of claim:

a. Proofs of claim must substantially conform to the attached Proof of Claim Form or Official 

Bankruptcy Form No. 410; 

b. Proofs of claim must (i) be written in the English language; (ii) be denominated in lawful currency 

of the United States as of the Petition Date (using the exchange rate, if applicable, as of the Petition 

Date); (iii) specify by name and case number the Debtor against which the claim is filed; (iv) set 

forth with specificity the legal and factual basis for the alleged claim; (v) include supporting 

documentation for the claim or an explanation as to why such documentation is not available; and 

(vi) be signed by the claimant or, if the claimant is not an individual, by an authorized agent of the 

claimant under penalty of perjury;

c. Except as otherwise set forth herein, if a claimant asserts a claim against more than one Debtor or 

has claims against different Debtors, the claimant must file a separate proof of claim, as applicable, 

against each Debtor;

d. Except as otherwise provided herein, each proof of claim must include supporting documentation 

or an explanation as to why such documentation is not available in accordance with Bankruptcy 

Rules 3001(c) and 3001(d). If such documentation is voluminous, such proof of claim may include 

a summary of such documentation, subject to receiving prior written consent from the Debtors’ 

counsel and submitting the documentation in connection with such request;

e. Proofs of claim must be filed (i) electronically through the website of the Debtors’ claims and 

noticing agent, Omni, using the interface available on such website located at 

https://www.omniagentsolutions.com/chinosclaims under the link entitled “Submit a Claim” (the 

“Electronic Filing System”) or (ii) by delivering the original proof of claim form by hand, or 

mailing the original proof of claim form on or before the applicable Bar Date as follows:

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If by overnight courier, hand delivery, or first class mail:

Chinos Holdings, Inc. Claims Processing

c/o Omni Agent Solutions

5955 De Soto Ave., Suite 100

Woodland Hills, CA 91367

f. A proof of claim shall be deemed timely filed only if it actually is received by Omni as set forth in 

subparagraph (e) above, in each case, on or before the applicable Bar Date; and

g. Proofs of claim sent by facsimile, telecopy, or electronic mail transmission (other than proofs of 

claim filed electronically through the Electronic Filing System) will not be accepted.

4. CONSEQUENCES OF FAILURE TO TIMELY FILE A PROOF OF CLAIM BY THE 

APPLICABLE BAR DATE

Pursuant to the Bar Date Order and Bankruptcy Rule 3003(c)(2), any holder of a claim who is 

required to timely file a Proof of Claim on or before the applicable Bar Date as provided herein, but fails to do 

so:

(a) shall not be treated as a creditor with respect to such claim for the purposes of voting and 

distribution in these chapter 11 cases on account of such claim; and 

(b) forever shall be barred, estopped, and enjoined from asserting such claim against each of 

the Debtors and their property (or filing a proof of claim with respect thereto), and each of the Debtors and 

their respective chapter 11 estates, successors, and property shall be forever discharged from any and all 

indebtedness or liability with respect to or arising from such claim. 

5. THE DEBTORS’ SCHEDULES, ACCESS THERETO, AND CONSEQUENCES OF AMENDMENT 

THEREOF

You may be listed as the holder of a claim against the Debtors in the Debtors’ Schedules of Assets 

and Liabilities or Schedules of Executory Contracts and Unexpired Leases (collectively, the “Schedules”). To 

determine if and how you are listed in the Schedules, please refer to the descriptions set forth on the enclosed Proof 

of Claim Form regarding the nature, amount, and status of your claims. If you received postpetition payments from 

the Debtors (as authorized by the Court) on account of your claim, the enclosed Proof of Claim Form will reflect the 

net amount of your claims. If the Debtors believe that you hold claims against more than one Debtor, you will receive 

multiple Proof of Claim Forms, each of which will reflect the nature and amount of your claim against each Debtor, 

as listed in the Schedules.

As set forth above, if you agree with the nature, amount, and status of your claim as listed in the 

Schedules and if your claim is not listed in the Schedules as “disputed,” “contingent,” or “unliquidated,” you need not 

file a proof of claim. Otherwise, or if you decide to file a proof of claim, you must do so before the Bar Date in 

accordance with the procedures set forth in this Notice.

Copies of the Schedules may be examined by interested parties on the Court’s electronic docket for 

the Debtors’ chapter 11 cases, which is posted (i) on the website established by Omni for the Debtors’ cases at 

https://www.omniagentsolutions.com/chinosclaims and (ii) on the Court’s website at https://www.vaeb.uscourts.gov/. 

A login and password to the Court’s Public Access to Electronic Court Records (“PACER”) are required to access 

the information on the Court’s website and can be obtained through the PACER Service Center at 

www.pacer.psc.uscourts.gov. Copies of the Schedules also may be examined between the hours of 8:00 a.m. and 5:00 

p.m. (Eastern Time) Monday through Friday at the U.S. Bankruptcy Court, 701 East Broad Street, Suite 4000, 

Richmond, VA 23219-1888. Copies of the Debtors’ Schedules also may be obtained by written request to the Debtors’ 

claims agent, Omni, at the address and telephone number set forth below:

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Chinos Holdings, Inc. Claims Processing

c/o Omni Agent Solutions

5955 De Soto Ave., Suite 100

Woodland Hills, CA 91367

Toll Free: (866) 991-8218

International: (818) 924-2298

If the Debtors amend or supplement their Schedules after the date of entry of the Bar Date Order,

the Debtors shall give notice of any amendment or supplement to the holders of claims affected by such amendment 

or supplement within 10 days after filing such amendment or supplement, and such holders must file a Proof of Claim 

by the later of (a) the General Bar Date or the Governmental Bar Date, as applicable, and (b) 5:00 p.m. (Eastern 

Time) on the date that is 30 days from the date on which the Debtors provide notice of an amendment or 

supplement to the Schedules, or be forever barred from so doing, and such deadline shall be contained in any notice 

of such amendment or supplement of the Schedules provided to the holders of claims affected thereby.

6. RESERVATION OF RIGHTS

Nothing contained in this Notice is intended to or should be construed as a waiver of the Debtors’ 

right to: (a) dispute, or assert offsets or defenses against, any filed claim or any claim listed or reflected in the 

Schedules as to the nature, amount, liability, or classification thereof; (b) subsequently designate any scheduled claim 

as disputed, contingent, or unliquidated; and (c) otherwise amend or supplement the Schedules.

If you require additional information regarding the filing of a proof of claim, you may contact the Debtors’ 

Claims and Noticing Agent directly at: Omni, 5955 De Soto Ave., Suite 100, Woodland Hills, CA 91367;

telephone: (866) 991-8218 (toll-free) or (818) 924-2298 (international); or by e-mail at

chinosinquiries@omniagnt.com.

A holder of a possible claim against the Debtors should consult an attorney if such holder has any questions 

regarding this notice, including whether the holder should file a proof of claim.

Dated: Richmond, Virginia BY ORDER OF THE COURT

June 15, 2020

WEIL, GOTSHAL & MANGES LLP 

Ray C. Schrock, P.C. 

Ryan Preston Dahl, Esq.

Candace M. Arthur, Esq.

Daniel Gwen, Esq.

767 Fifth Avenue

New York, New York 10153

Telephone: (212) 310-8000

Facsimile: (212) 310-8007

HUNTON ANDREWS KURTH LLP

Tyler P. Brown (VSB No. 28072)

Henry P. (Toby) Long, III (VSB No. 75134)

Nathan Kramer (VSB No. 87720)

Riverfront Plaza, East Tower 

951 East Byrd Street

Richmond, VA 23219

Tel: (804) 788-8200

Fax: (804) 788-8218

ATTORNEYS FOR DEBTORS AND DEBTORS IN POSSESSION

Case 20-32181-KLP Doc 530 Filed 06/23/20 Entered 06/23/20 16:26:35 Desc Main

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