38905/2

02/04/2021 208336862.6

Michael S. Etkin (admitted pro hac vice) Ronald A. Page, Jr. (VA 71343)

Andrew Behlmann (admitted pro hac vice) RONALD PAGE, PLC

John P. Schneider (admitted pro hac vice) P.O. Box 73087

LOWENSTEIN SANDLER LLP N. Chesterfield, Virginia 23235

One Lowenstein Drive Telephone: (804) 562-8704

Roseland, New Jersey 07068 Facsimile: (804) 482-2427

Telephone: (973) 597-2500

Facsimile: (973) 597-2333

Bankruptcy Counsel to the Lead Plaintiffs and the 

Proposed Class

UNITED STATES BANKRUPTCY COURT

EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

In re:

RETAIL GROUP, INC., et al.,

1

Debtors.

 Chapter 11

 Case No. 20-33113 (KRH)

 (Jointly Administered)

 

SECURITIES LEAD PLAINTIFFS’ SUPPLEMENTAL OBJECTION TO 

CONFIRMATION OF THE THIRD AMENDED JOINT CHAPTER 11 PLAN OF 

REORGANIZATION OF ASCENA RETAIL GROUP, INC. AND ITS DEBTOR 

AFFILIATES

Joel Patterson and Michaella Corporation (“Lead Plaintiffs”), the court-appointed lead 

plaintiffs in the securities fraud class action captioned as In re Ascena Retail Group, Inc. 

Securities Litigation, Case No. 2:19-cv-13529-KM-JBC (the “Securities Litigation”), pending in 

the United States District Court for the District of New Jersey (the “District Court”), for 

themselves and the putative class they seek to represent in the Securities Litigation (the 

“Proposed Class”), hereby submit this supplemental objection (the “Supplemental Objection”) to 

confirmation of the Third Amended Joint Chapter 11 Plan of Reorganization of Ascena Retail 

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 Ascena 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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Group, Inc. and its Debtor Affiliates (as amended, the “Plan”) [Docket No. 1403] proposed by 

the above-captioned debtors and debtors-in-possession (the “Debtors”). In support of their 

Supplemental Objection, Lead Plaintiffs respectfully state as follows:

PRELIMINARY STATEMENT2

1. As set forth in the initial Objection, the Third-Party Release is illegal and 

fundamentally unjust because it threatens to gratuitously and unjustifiably release the claims of 

Lead Plaintiffs and the Proposed Class against the Non-Debtor Defendants in the Securities 

Litigation. In fact, the Debtors are attempting to obtain relief for the Non-Debtor Defendants 

that, as a matter of law, the Non-Debtor Defendants could not obtain even if they filed 

bankruptcy themselves. See 11 U.S.C. § 523(a)(19) (liabilities of an individual debtor for 

violations of securities laws are categorically nondischargeable).

2. Members of the Proposed Class are receiving nothing under the Plan, are deemed 

to reject the Plan, and thus have no reason whatsoever to believe these Chapter 11 Cases will or 

should impact them. Under those circumstances, no informed member of the Proposed Class 

would ever voluntarily grant the Third-Party Release. Yet, the Debtors seek to foist upon them 

the obligation to affirmatively opt out of the Third-Party Release, on peril of being deemed to 

have “consented” to forfeit their claims against the Non-Debtor Defendants in exchange for 

absolutely nothing. That is not consent. It is nothing more than a legal fiction engineered to 

create the illusion of consent by default.

3. Stripping Lead Plaintiffs and the Proposed Class of their valuable claims against 

the Non-Debtor Defendants (and likely their only remaining source of recovery on their ill-fated 

investment) would be particularly inequitable where the Non-Debtor Defendants are covered by 

2 Capitalized terms used but not otherwise defined in the Preliminary Statement have the meanings ascribed to 

them either in the Plan or below. 

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substantial D&O liability insurance. The Third-Party Release would provide no benefit 

whatsoever to the Debtors, their estates, or any class of creditors. The only economic 

beneficiaries of the Third-Party Release in its current form are the Debtors’ D&O insurance 

carriers, who would effectively receive a free policy release, and the Non-Debtor Defendants, 

who are no longer employed by the Debtors, played no role whatsoever in the Debtors’ 

bankruptcy efforts, and, in fact, ceased to be employed by the Debtors before the Debtors ever 

filed for bankruptcy protection. 

4. The impropriety and injustice of the Third-Party Release is now magnified by the 

fact that the Debtors are no longer reorganizing but have sold all their brands and substantially 

all their assets and are liquidating. The Debtors nevertheless remain unfazed in their efforts to 

completely disenfranchise members of the Proposed Class. However, the Debtors have not 

pointed, and cannot point, to any potential impact that the continued prosecution of the Securities 

Litigation against the Non-Debtor Defendants might have on their estates or any class of 

creditors. In their Omnibus Response, the Debtors fail to even address, much less overcome, 

Lead Plaintiffs’ arguments against the Third-Party Release or otherwise articulate why this Court 

should approve the Third-Party Release, to the detriment of disenfranchised investors. 

5. The Debtors do not even attempt to offer a factual or legal justification for the 

proposed gratuitous release of the Non-Debtor Defendants – two of the Debtors’ former

executives, who oversaw the Debtors’ financial downfall – because there is none. This is clear 

where the Debtors seemingly acknowledge that such “far-removed parties” are merely related to 

other parties that “have made the most significant contributions” to the Debtors’ reorganization 

efforts (efforts that, in any event, have been abandoned in favor of liquidation).3

 However, the 

3 Omnibus Response, ¶ 23. 

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Non-Debtor Defendants have made no contribution whatsoever to the Debtors’ estates and are 

not providing any consideration or other value for the Third-Party Release. On that basis alone, 

under well-settled Fourth Circuit law, the Plan cannot be confirmed.

6. In addition, the Plan cannot be confirmed because it (a) contains no mechanism 

for preserving the Debtors’ books, records, and other evidence potentially relevant to the 

Securities Litigation after the effective date of the Plan and (b) does not preserve the claims of 

Lead Plaintiffs and the Proposed Class against the Debtors to the extent of any available 

insurance coverage for such claims. 

BACKGROUND4

A. The Securities Litigation

7. The Securities Litigation is a federal securities class action filed in June 2019. By 

order entered August 23, 2019, (the “Stipulated Order”) [Securities Litigation Docket No. 26], 

the District Court appointed Lead Plaintiffs as lead plaintiffs and Robbins Geller Rudman & 

Dowd LLP and Pomerantz LLP as lead counsel in the Securities Litigation.

8. Lead Plaintiffs filed their Consolidated Amended Complaint for Violations of the 

Federal Securities Laws (the “Amended Complaint”) on November 21, 2019, against Ascena 

Retail Group, Inc. (“Ascena”)5 and Messrs. David R. Jaffe and Robert Giammatteo (the “NonDebtor Defendants”), two former officers and directors of one of the Debtors, Ascena Retail 

Group, Inc. (“Ascena” and collectively with the Non-Debtor Defendants, the “Defendants”).6 

The Amended Complaint asserts claims on behalf of a proposed class comprised of all persons, 

4 Capitalized terms used but not otherwise defined herein shall have the meaning ascribed thereto in the Debtors’ 

Plan and the operative disclosure statement. 

5 Prior to its incorporation in 2011, Ascena was known as The Dress Barn, Inc. All references herein to Ascena 

include its predecessor, The Dress Barn, Inc.

6 Following the final sale of substantially all of its remaining assets, Ascena Retail Group, Inc. was renamed 

Retail Group, Inc. and the caption of the lead chapter 11 case changed accordingly. See Docket No. 1295, ⁋ 67.

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other than the Defendants, who purchased or otherwise acquired Ascena common stock between 

December 1, 2015 and May 17, 2017 (the “Proposed Class”).

9. The Amended Complaint generally alleges that the Defendants engaged in a 

deceptive scheme and made false and misleading statements and omissions of material fact, 

which artificially inflated and/or maintained artificial inflation in the price of Ascena’s common 

stock between December 1, 2015 and May 17, 2017 (the “Class Period”), in violation of Sections 

10(b) and/or 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), 15 U.S.C. 

§§ 78j(b) and 78t(a), and United States Securities and Exchange Commission Rule 10b-5 

promulgated thereunder, 17 C.F.R. § 240.10b-5.

B. Relevant Bankruptcy Proceedings

10. On July 23, 2020, the Debtors commenced these voluntary chapter 11 cases (the 

“Chapter 11 Cases”) in the United States Bankruptcy Court for the Eastern District of Virginia 

(the “Court”). No trustee or examiner has been appointed in these Chapter 11 Cases. The 

Debtors filed the original version of the Plan on July 31, 2020 [Docket No. 154].

11. On October 13, 2020, the Lead Plaintiffs filed their Objection to Confirmation of 

the Amended Joint Chapter 11 Plan of Reorganization of Ascena Retail Group, Inc. and its 

Debtor Affiliates (the “Objection”) [Docket No. 889].

12. On November 20, 2020, the Debtors filed an omnibus response to various 

objections to confirmation of the Plan (the “Omnibus Response”) [Docket No. 1163].

13. After adjourning the confirmation hearing several times, the Debtors ultimately 

announced in late November 2020 that they no longer intended to reorganize, but rather, planned 

to sell their remaining brands and related assets and liquidate. To that end, on December 30, 

2020, the Debtors filed the third amended (and current) version of the Plan [Docket No. 1403], 

providing for the liquidation of the Debtors’ remaining assets.

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C. The Plan and Third-Party Release

14. Article VIII.F of the Plan contains, as did prior versions of the Plan, a deemed 

release (the “Third-Party Release”) of claims by numerous non-Debtor “Releasing Parties” 

against the Debtors and myriad other non-Debtors. The “Releasing Parties” deemed to grant the 

Third-Party Release includes, among a vast array of others: 

. . . (o) all holders of Impaired Claims who abstained from voting on the 

Plan or voted to reject the Plan but did not timely opt out of or object to 

the applicable release . . . (q) all holders of Interests . . . provided that, 

in each case, an Entity shall not be a Releasing Party if it: (x) elects to 

opt out of the releases contained in the Plan; or (y) timely objects to the 

releases contained in the Plan and such objection is not resolved before 

Confirmation[.]

Plan, Art. I.A.131 (emphasis added).

15. The “Released Parties” benefitting from the Third-Party Release comprise a 

similarly sweeping universe including, among numerous others, the Debtors, their current and 

former Affiliates, and the Debtors and their Affiliates’ current and former directors, managers, 

officers, equity holders, and employees. See Plan, Art. I.A.130. Through a convoluted web of 

interconnected provisions that a creditor or interest holder is compelled to navigate and the lists 

of categories of parties, related parties, and related parties’ related parties that the Plan defines as 

a Released Party, it appears that each of the Non-Debtor Defendants may be a Released Party 

deemed to be released by the Releasing Parties from “any and all Causes of Action, whether 

known or unknown, including any derivative claims, asserted or assertable on behalf of any of 

the Debtors . . . based on or relating to, or in any manner arising from, in whole or in part, the 

Debtors (including the management, ownership or operation thereof), the purchase, sale, or 

rescission of any Security of the Debtors . . . or upon any other act, omission, transaction, 

agreement, event, or other occurrence (in each case, related to any of the foregoing) taking place 

on or before the Effective Date.” See Plan, Art. VIII.F. As Lead Plaintiffs pointed out in their 

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initial Objection, the Third-Party Release does not even include a customary exclusion of acts 

constituting fraud, willful misconduct, or gross negligence.

16. The Plan also contains an injunction barring, among other things, 

“(i) commencing or continuing in any manner any action or other proceeding of any kind on 

account of or in connection with or with respect to any such claims or interests or Causes of 

Action” against any Released Party by “all Entities that held, hold, or may hold claims or 

interests or Causes of Action” (the “Plan Injunction”). See Plan, Art. VIII.H.

D. Treatment of the Class Claims Under the Plan

17. On September 30, 2020, Lead Plaintiffs filed a proof of claim [Claim No. 3543] 

asserting claims against Ascena on behalf of themselves and the Proposed Class and its 

members, individually and/or as a group (the “Class Claims”). Because the Class Claims arise 

from the purchase and sale of securities of Ascena, they are subject to subordination pursuant to 

section 510(b) of the Bankruptcy Code. 

18. The Plan does not classify the Class Claims or any other claims subordinated 

pursuant to section 510(b). However, it does define “Interest” to include, in addition to equity 

securities, “any claim against . . . the Debtors subject to subordination pursuant to section 510(b) 

of the Bankruptcy Code” arising from the purchase of the Debtors’ equity securities. Plan, Art. 

I.A.101. Thus, the Class Claims fall within the definition of “Interests” under the Plan.

19. Interests are classified in Class 8 under the Plan, and will be “cancelled, released, 

and extinguished without any distribution.” See Plan, Art. III.B.8. Because Class 8 is receiving 

nothing under the Plan, holders of claims in Class 8, including Lead Plaintiffs and the Proposed 

Class, are deemed to reject the Plan and were not entitled to vote. Id. As discussed below, 

pursuant to Articles I.A.131 and VIII.F of the Plan, holders of claims in impaired, non-voting 

classes (such as Proposed Class members) would be deemed to grant the Third-Party Release 

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unless they take affirmative steps to opt out – even though they are receiving nothing under the 

Plan and are not entitled to vote.

E. The Opt-Out Election

20. On September 11, 2020, the Court entered an order approving the proposed 

disclosure statement and solicitation procedures for the Plan (the “Solicitation Procedures 

Order”) [Docket No. 592]. The Solicitation Procedures Order included as exhibits, among other 

things, a Notice of Non-Voting Status to Holders of Interests Deemed to Reject the Plan and of 

Third Party Release Under the Plan (the “Impaired Non-Voting Notice”) [Docket No. 592, 

Schedule 5] and an election form for such creditors to opt out of the Third-Party Release (the 

“Opt-Out Election Form”), annexed to the Impaired Non-Voting Notice.

21. On October 2, 2020, Lead Plaintiffs filed a motion (the “Opt-Out Motion”) 

[Docket No. 740] for an order authorizing Lead Plaintiffs (or confirming their inherent authority) 

to opt out of the Third-Party Release on behalf of all Proposed Class members. A hearing on the 

7023 Motion is scheduled for the same date and time as the Plan confirmation hearing. 

OBJECTION

I. THE PLAN CANNOT BE CONFIRMED BECAUSE THE THIRD-PARTY 

RELEASE IS ILLEGAL AND FUNDAMENTALLY UNJUST.

A. The Dow Corning factors overwhelmingly militate against approval of the 

Third-Party Release.

22. The Third-Party Release is improper to the extent it purports to release any direct 

claims belonging to Lead Plaintiffs and the Proposed Class against the Non-Debtor Defendants 

or any other Released Party. The inequity of the Third-Party Release is magnified by the fact 

that Lead Plaintiffs and members of the Proposed Class are not entitled to vote on the Plan, are 

deemed to reject the Plan, and are receiving nothing under the Plan. Most or all members of the 

Proposed Class likely are strangers to these Chapter 11 Cases and, because the Class Period 

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ended three and a half years ago, have no inkling that they may have any connection to the 

Chapter 11 Cases at all. Yet, the Third-Party Release would strip Lead Plaintiffs and the 

Proposed Class of their claims against the Non-Debtor Defendants, likely their only source of 

compensation for the losses they incurred as a result of their investment and the misconduct 

alleged in the Securities Litigation.

23. The Debtors readily acknowledge in their Omnibus Response that the only way 

creditors such as Lead Plaintiffs and members of the Proposed Class may salvage their claims 

against the Non-Debtor Defendants and each Released Party from the ramifications of the ThirdParty Release is by affirmatively opting out, regardless of whether they know that failing to do 

so would release claims they likely do not even know that they have. Therefore, this opt-out 

requirement improperly places the burden on defrauded investors – assuming they are even 

aware of these Chapter 11 Cases – to locate and review the Plan (now in its fourth iteration), 

study the complicated Third-Party Release, and ascertain that even though they are receiving 

nothing under the Plan and thus are not entitled to vote, they nevertheless must take affirmative 

steps to preserve their rights against the Released Parties. That exercise is unduly convoluted 

even for parties represented by counsel, much less absent members of the Proposed Class.

24. Particularly because the Class Period ended three and a half years ago, many 

members of the Proposed Class no longer hold the Debtors’ securities and thus are likely 

unaware of the Plan, the voting deadline, or even the Chapter 11 Cases generally. They certainly 

have no reason to expect that the Plan would threaten their rights against non-Debtor third 

parties. The Debtors gloss over this stark reality in their Omnibus Response, outlining their 

meager efforts to serve the Impaired Non-Voting Notice and Opt-Out Election Form on members 

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of the Proposed Class through nominee brokers.7

 The Debtors state that they served the 

Impaired Non-Voting Notice and Opt-Out Election Form on Prime Clerk’s “comprehensive 

proprietary list” of third-party nominees and mailing agents “with instructions to forward the 

materials” to Proposed Class members. In light of the Debtors’ lackluster noticing process and 

the burden the opt-out procedure would unjustifiably impose on members of the Proposed Class, 

the Debtors’ bare assertion that they provided Purported Class members with “a meaningful 

opportunity” to exercise their opt out rights is wholly unavailing.8

25. In any event, even if each and every member of the Proposed Class actually 

received the Impaired Non-Voting Notice and Opt-Out Election Form, placing the burden of 

locating and interpreting complex legal documents on individual members of the Proposed Class, 

who are receiving nothing under the Plan, whose claims arise from a Class Period that ended 

three and a half years ago, and many of whom likely are not even aware that they have claims 

against the Non-Debtor Defendants that could be impacted by the Third-Party Release, is 

fundamentally inequitable, unjustifiable, and legally impermissible.

26. As applied to holders of claims in impaired, non-voting classes, such as 

Lead Plaintiffs and the Proposed Class, the improper and defective opt-out provision in the Plan 

and solicitation procedures, and the illusory “consent” supposedly created thereby, transform the 

Third-Party Release into a de facto nonconsensual release. 

27. The Fourth Circuit established the standard for analyzing a non-debtor, third-party 

release in Behrman v. National Heritage Foundation, 663 F.3d 704 (4th Cir. 2011). The 

Behrman court considered the propriety of a third-party release included in the debtor's plan of 

reorganization. Id. at 706. The debtor, National Heritage Foundation (“NHF”), sought to release 

7 Omnibus Response, ¶ 16.

8 Id., ¶ 17.

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the official committee of unsecured creditors and other parties closely connected with NHF, 

including its officers and directors, from claims that accrued on or before the effective date of the 

plan. Id. at 707.

28. In analyzing the Bankruptcy Court's decision to confirm the plan with the release 

provision, the Fourth Circuit began its analysis from the well-settled principle that non-debtor 

releases in a plan of reorganization are a “unique” and “dramatic measure” that should be 

“granted cautiously and infrequently.” Id. at 711 (citations and quotations omitted) (emphasis 

added). The court adopted the analysis established by the Sixth Circuit in Class Five Nev. 

Claimants v. Dow Corning Corp., 280 F.3d 648 (6th Cir. 2002), which set forth a number of 

factors to evaluate in discerning whether a non-debtor release should be approved, as follows:

(i) there is an identity of interests between the debtor and the third 

party, usually an indemnity relationship, such that a suit against the 

non-debtor is, in essence, a suit against the debtor or will deplete 

the assets of the estate; (ii) the non-debtor has contributed 

substantial assets to the reorganization; (iii) the injunction is 

essential to reorganization, namely, the reorganization hinges on 

the debtor being free from indirect suits against parties who would 

have indemnity or contribution claims against the debtor; (iv) the 

impacted class, or classes, has overwhelmingly voted to accept the 

plan; (v) the plan provides a mechanism to pay for all, or 

substantially all, of the class or classes affected by the injunction; 

(vi) the plan provides an opportunity for those claimants who 

choose not to settle to recover in full and; (vii) The bankruptcy 

court made a record of specific factual findings that support its 

conclusions.

Behrmann, 663 F.3d at 711-12. The Third-Party Release does not satisfy any of the Dow 

Corning factors.

29. Despite the Debtors’ arguments in the Omnibus Response to the contrary, 

application of the six substantive Dow Corning factors overwhelmingly militate against approval 

of the Third-Party Release of Non-Debtor Defendants and therefore, confirmation of the Plan.

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30. Factor I – Under the first Dow Corning factor, the Court must consider “whether 

there is an identity of interests – usually an indemnity obligation – between the debtor and the 

released parties.” A non-debtor release “may be appropriate in such circumstances because a 

suit against the non-debtor may, in essence, be a suit against the debtor that risks depleting the 

assets of the estate.” National Heritage Foundation, Inc. v. Highbourne Foundation, 760 F.3d 

344, 348 (4th Cir. 2014) (citation omitted). The Debtors argue generally that there is an identity 

of interests between themselves and the Released Parties because the Debtors are required to 

indemnify certain Released Parties under various corporate organizational documents and other 

agreements.9

 Even if that generalized assertion applied to the Non-Debtor Defendants or the 

Securities Litigation, an identity of interests arising from the Debtors’ obligation to indemnify 

the Non-Debtor Defendants by itself would be insufficient to justify the Third-Party Release. 

See In re Quincy Medical Center, Inc., 2011 WL 5592907, at *3 (Bankr. D. Mass. Nov. 16, 

2011) (“While there appears to be an identity of interests between and among the debtors and 

their directors and officers arising from the debtors’ obligation to indemnify them . . . such an 

identity of interests by itself is insufficient to justify releases.”) (citing In re Washington Mutual, 

Inc., 442 B.R. 314, 349-50 (Bankr. D. Del. 2011)).

31. Notwithstanding the Debtors’ conclusory assertions about indemnification, this 

factor weighs against approving the Third-Party Release with respect to the Securities Litigation 

for three reasons. First, any indemnification claims by the Non-Debtor Defendants in connection 

with the Securities Litigation are, just as the Class Claims of Lead Plaintiffs and the Proposed 

Class, subordinated pursuant to section 510(b) and not entitled to any distribution under the Plan. 

Second, any such indemnification claims are also potentially subject to disallowance under 

9 Omnibus Response, ¶ 21.

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section 502(e)(1)(B) of the Bankruptcy Code. Third, the Debtors are assuming their D&O 

Liability Insurance Policies through the Plan. As a result, the claims asserted against the NonDebtor Defendants in the Securities Litigation will not – indeed, cannot – affect the Debtors’ 

estates at all.10 Thus, this factor clearly weighs against approving the Third-Party Release. 

32. Factor II – Under the second Dow Corning factor, the Court must consider 

whether the Non-Debtor Defendants made a substantial contribution of assets to the Debtors’ 

reorganization efforts. This factor weighs against approving the Third-Party Release of the 

Non-Debtor Defendants, who have contributed absolutely nothing to the estate or the Debtors’ 

reorganization (now orderly liquidation) efforts. The Debtors contend that the expenditure of 

significant time analyzing and negotiating issues presented by the Debtors’ capital structure, 

claims, the COVID-19 pandemic, material barriers to a global resolution, and negotiating the 

terms of the Plan qualifies as a substantial contribution warranting approval of the Third Party 

Release.11 However, the Non-Debtor Defendants were not involved in any of these efforts. 

33. While admitting that the Non-Debtor Defendants are “far-removed parties related 

to the Released Parties that have made the most significant contributions[,]” the Debtors 

nevertheless argue that the Third-Party Release of the Non-Debtor Defendants ensures that “they 

will not be indirectly attacked after the fact for the role they played in the Debtors’ Restructuring 

and by maximizing the Debtors’ fresh start[.]”12 However, the Debtors fail to mention that the 

Non-Debtor Defendants played no role in the Chapter 11 Cases because they were no longer 

employed by the Debtors on the Petition Date. In addition, there is no more “fresh start” for the 

10 As of the Plan Effective Date, the Debtors “shall be deemed to have assumed all of the D&O Liability Insurance 

Policies (including, if applicable, any ‘tail policy’” pursuant to section 365(a) of the Bankruptcy Code. See 

Plan, Art. IV.O.

11 Omnibus Response, ¶ 22.

12 Omnibus Response, ¶ 23.

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Debtors, as they have sold substantially all their assets and pivoted to a liquidation. Accordingly, 

this factor weighs heavily against approving the Third-Party Release with respect to the NonDebtor Defendants.

34. Even if the Non-Debtor Defendants were still employed by the Debtors or 

otherwise somehow played a role in the Debtors’ abandoned efforts to reorganize, the substantial 

contribution requirement necessitates that corporate directors and officers do more than just 

perform their job duties; they must actually provide a financial contribution to the Debtors’ 

reorganization. See, e.g., In re National Heritage Foundation, Inc., 478 B.R. 216, 229 (Bankr. 

E.D. Va. 2012) (finding that the performance by directors and officers of duties consistent with 

their preexisting fiduciary duties and job responsibilities, without having made any financial 

contribution, is insufficient to demonstrate a substantial contribution warranting approval of 

third-party release); In re SL Liquidating, Inc., 428 B.R. 799, 804 (Bankr. S.D. Ohio 2010) 

(concluding that directors and officers did not make a substantial contribution when their 

“described efforts . . . [were] consistent with their preexisting fiduciary duties and job 

responsibilities.”).

35. The Non-Debtor Defendants, as former directors and officers, could not possibly 

have aided in the Debtors’ prior reorganization efforts, the formulation of the Plan, or the 

liquidation process. Nor have the Debtors identified any financial contribution provided by the 

Non-Debtor Defendants in exchange for the Third-Party Release. Thus, this factor weighs 

against approving the Third-Party Release of the Non-Debtor Defendants.

36. Factor III – Under the third Dow Corning factor, the Court must consider 

whether the Debtors have demonstrated that the Third-Party Release of the Non-Debtor 

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Debtor Defendants being relieved of direct claims against them. The Third-Party Release is not 

part of any reorganization effort by the Debtors because the Plan is now a liquidating plan. See 

In re Railworks, 345 B.R. 529, 536 (Bankr. D. Md. 2006) (a bankruptcy court may release the 

liabilities of non-debtors only “in certain circumstances,” and where the injunction “is essential 

to a workable reorganization”) (citation omitted) (emphasis added). Therefore, because the Plan 

no longer involves any reorganization effort, the Third-Party Release cannot be essential, which 

it never was in the first place. In re Neogenix Oncology, 508 B.R. 345, 359 (Bankr. D. Md. 

2014) (“The Plan is a liquidating plan; the Debtor is not reorganizing. All of the Debtor’s 

assets have been sold (other than litigation claims) and the Plan will not affect the operation of 

those assets or any reorganization effort. Thus, the [third-party] Release Provision is not 

essential to the Debtor’s reorganization.”) (emphasis added). 

37. Furthermore, a suit against the Non-Debtor Defendants would have no effect on 

the Debtors given the Debtors’ assumption of the D&O Liability Insurance Policies and the fact 

that the Plan contains a severability clause. The Plan expressly provides that, should the court 

determine that “any term or provision of the Plan” is invalid, void, or unenforceable, the 

remainder of the Plan remains in effect. See Plan, Art. VII.J. (emphasis added). As the Fourth 

Circuit recognized in Highbourne, the presence of a severability clause “suggests that [a] plan 

would remain viable absent the release provision.” 760 F.3d at 349. 

38. In light of the fact that (a) the Plan is a liquidating plan, (b) the Debtors are 

assuming the D&O Liability Insurance Policies, (c) the Plan contains a severability clause, and 

(d) there is no indication that the Debtors could not confirm and consummate the Plan without 

gratuitously releasing the claims asserted against the Non-Debtor Defendants in the Securities 

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Litigation, this factor weighs against approving the Third-Party Release of the Non-Debtor 

Defendants.

39. Factor IV – Under the fourth Dow Corning factor, the Court must determine that 

each class affected by the Third-Party Release “overwhelmingly voted in favor of the Plan.” The 

Debtors cannot satisfy this factor with respect to Class 8, because Class 8 is deemed to reject the 

Plan. The Debtors nevertheless contend that the Third-Party Release is supported by the 

Debtors’ creditors, and that members of the Proposed Class were provided with an opportunity to 

exercise their opt out rights because the Debtors claim to have sent them a form that, under the 

circumstances, they had no reason to know they should read.13 This assertion is a red herring. 

Class 8 did not “overwhelmingly vote[] in favor of the Plan” because Class 8 did not vote at all. 

Class 8 was deemed, as a whole, to reject the Plan. Therefore, this factor weighs against 

approving the Third-Party Release of the Non-Debtor Defendants and confirmation of the Plan.

40. Factor V – Under the fifth Dow Corning factor, the Court must determine 

whether the Plan provides a mechanism to consider and pay all or substantially all of the class or 

classes affected by the non-debtor release. As the Fourth Circuit made clear in Highbourne, “the 

absence of such a mechanism can weigh against the validity of a non-debtor release, 

especially when the result is that the impacted class’s claims are extinguished entirely.” Id. at 

351 (emphasis added). That controlling precedent squarely applies here. Class 8 is receiving 

nothing under the Plan, potentially leaving Lead Plaintiffs and the Proposed Class with just one 

potential source of recovery in the Securities Litigation: their claims against the Non-Debtor 

Defendants.14 In its current form, the Third-Party Release threatens to strip Lead Plaintiffs and 

13 See Omnibus Response, ¶ 25.

14 As discussed below, Lead Plaintiffs also assert that the Class Claims against the Debtors should be preserved to 

the extent of available insurance coverage, if any.

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the Proposed Class of those claims for no cognizable reason and with no compensation. Clearly, 

this factor weighs against approving the Third-Party Release of the Non-Debtor Defendants.

41. Factor VI – Under the final applicable Dow Corning factor, the Court must 

determine whether the Plan provides an opportunity for those who chose not to settle to recover 

in full. Stated differently, the Plan must “provide an opportunity for non-consenting creditors 

to recover in full.” In re City of Detroit, 524 B.R. 147, 175 (Bankr. E.D. Mich. 2014). Through 

the Third-Party Release, the Plan does the exact opposite, depriving Lead Plaintiffs and the 

Proposed Class of any opportunity to recover at all. This factor weighs against approving the 

Third-Party Release of the Non-Debtor Defendants.

42. All the relevant Dow Corning factors weigh heavily against approval of the ThirdParty Release of the Non-Debtor Defendants. Given the Fourth Circuit’s directive that nondebtor releases should be “granted cautiously and infrequently,” see Behrmann, 663 F.3d at 711, 

the Third-Party Release of the Non-Debtor Defendants is inappropriate. As a result, the Plan 

cannot be confirmed unless the claims asserted against the Non-Debtor Defendants in the 

Securities Litigation are excluded from the effect of the Third-Party Release. The illusory and 

engineered consent that the Debtors claim is belied by the total absence of any of the Dow 

Corning factors to support such a gratuitous release. 

B. The “opt-out” mechanism in the Third-Party Release is inappropriate as 

applied to members of the Proposed Class. 

43. The Opt-Out Election Notice is nothing more than an artifice for the Debtors to 

pretend that members of the Proposed Class have consented to the Third-Party Release simply 

because they did not return a form that, even if they received it (which is questionable at best), 

they had no reason to know would affect them at all. Indeed, the mere existence of this artificial 

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and engineered “consent” mechanism demonstrates the Debtors’ acknowledgement of their 

failure to come anywhere close to satisfying the Dow Corning factors.

44. Inverting the means of manifesting consent demonstrates beyond any reasonable 

dispute that the opt-out mechanism is nothing more than a trap for the unwary: If the ThirdParty Release instead required affected creditors to opt in (i.e., to mail the Debtors a form 

affirmatively indicating their consent to the release), no reasonable, fully informed member of 

the Proposed Class would ever do so, because no reasonable, fully informed investor would ever 

deliberately forfeit valuable claims against the solvent, insured Non-Debtor Defendants in 

exchange for absolutely nothing. See In re Chassix Holdings, Inc., 533 B.R. 64, 78 (Bankr. 

S.D.N.Y. 2015). The Chassix court observed that: 

The purpose of the “opt-out” and “deemed consent” voting rules that the 

Debtors proposed was to aid the parties in compiling a broader set of third 

party releases than might be obtained if a different, “affirmative consent” 

approach were adopted. The proposed procedures would have done so by 

deeming “consent” to exist in situations where no affirmative consent 

had actually been manifested. Finding “consent” in these circumstances 

is to some extent a legal fiction. We know from experience that many 

creditors and interest holders who receive disclosure statements and 

solicitation materials simply will not respond to them, either because 

they elect not to read them at all or for other reasons. . . . The point is 

that inattentiveness, inaction and mistake are a known and expected part of 

the voting process.

Id. at 78 (emphasis added); see also In re SunEdison, Inc., 576 B.R. 453, 460 (Bankr. S.D.N.Y. 

2017); In re Aegean Marine Petroleum Network Inc., Case No. 18-13374-mew (Bankr. 

S.D.N.Y.), Transcript of Hearing Held Feb. 14, 2019 (the “Aegean Transcript”).15

45. The Aegean Marine court criticized the impropriety of a similar effort to use an 

opt-out mechanism to fabricate “judicial deemed consent” to a third-party release by, among 

others, holders of securities fraud claims:

15 The relevant pages of the Aegean Transcript are annexed hereto as Exhibit A.

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This is all about consent and what consent means, right? So you’re 

basically urging me to say that you need me to manufacture consent for 

you because we know, we know in every one of these cases, there are 

people who are going to get this big package and they’re not going to open 

it, or even if they open it, they’re not going to understand it, and they’re 

not going to respond. We know that. So all that this opt-out approach 

does is it seeks to manufacture judicial deemed consent without an 

actual thought process on behalf of the person whose consent is being 

sought.

As I said in Chassix, there are times in the law when policies put that 

burden on people. The law supports class actions. It supports it for the 

purpose of judicial efficiency. And so it puts on people the burden of 

opting out, otherwise, they’re included. There is no such policy in favor 

of releases. In fact, the policy is the opposite. What I’m told [in] 

Metromedia is that they ought to be rare. . . .

If we’re going to seek consent, it ought to be real consent, and it should 

be on an opt-in basis, not an opt-out basis.

Aegean Transcript at 28:1-29:6 (emphasis added). The SunEdison court similarly observed that

The Debtors’ argument that the Non-Voting Releasors’ silence should be 

deemed their consent to the Release is not persuasive because the Debtors 

have not identified the source of their duty to speak. The Debtors do not 

contend that an ongoing course of conduct with their creditors gave rise to 

a duty to speak. . . . 

Instead, the Debtors essentially contend that the warning in the Disclosure 

Statement and the ballots regarding the potential effect of silence gave rise 

to a duty to speak, and the Non-Voting Releasors’ failure to object to or 

reject the Plan should be treated as their deemed consent to the Release. 

Indeed, this appears to be the unspoken rationale of the authorities cited by 

the Debtors. The Debtors have failed, however, to show that the NonVoting Releasors’ silence was misleading or that it signified their 

consent to the Release. There are other plausible inferences that support 

the opposite inference. For example, the meager recoveries (here, less 

than 3% for the unsecured creditors) may explain their inaction without 

regard to the Release.

SunEdison, 576 B.R. at 460-61 (emphasis added).

46. The circumstances here are even more egregious. In SunEdison, unsecured 

creditors were at least receiving something under the plan, yet the court noted that their miniscule 

recovery (not their magnanimous desire to grant a gratuitous third-party release) was a plausible 

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explanation for the fact that they did not vote. In Chassix, unsecured creditors faced the 

possibility of losing their distributions if their class did not accept the plan – but if their class did 

accept the plan, they stood to receive meaningful distributions.

47. By contrast, Lead Plaintiffs and the Proposed Class are receiving nothing under 

the Plan, and thus are not even entitled to vote. The opt-out mechanism is designed solely to 

engineer deemed “consent” that no rational, fully informed Proposed Class member would ever 

voluntarily give. Members of the Proposed Class – to the extent they are even aware of the 

Chapter 11 Cases or the Plan at all – have little reason to do anything with respect to the Plan, 

much less find, review, and decipher a convoluted Third-Party Release, an exercise requiring 

sophisticated bankruptcy counsel to fully understand. The proposed opt-out mechanism is 

simply a means of manufacturing illusory “consent” to a release that would amount to the 

“Court-endorsed trap for the careless or inattentive creditor” the Chassix court decried. 533 B.R. 

at 79. “If . . . a Bankruptcy Court should be wary of imposing third party releases on creditors, 

then a Bankruptcy Court should be equally wary of approving voting procedures that effectively 

would impose those same releases on creditors who have not affirmatively manifested their 

consent to them.” Id.

C. The Debtors have not provided Proposed Class members with notice of the 

impact of the Third-Party Release and Opt-Out Election Form.

48. It is axiomatic that a court cannot alter the rights of parties who have not been 

given due process in the form of adequate notice and a fair opportunity to object. See Mullane v. 

Cent. Hanover Bank & Trust Co., 339 U.S. 306, 314-15 (1950). In Mullane, the Supreme Court 

held that:

An elementary and fundamental requirement of due process in any 

proceeding which is to be accorded finality is notice reasonably 

calculated, under all the circumstances, to apprise interested parties 

of the pendency of the action and afford them an opportunity to 

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present their objections . . . . The notice must be of such nature as 

reasonably to convey the required information . . . and it must 

afford a reasonable time for those interested to make their 

appearance . . . . 

339 U.S. at 314 (internal citations omitted).

49. Even if the opt-out mechanism in the Third-Party Release were appropriate, 

which it is not, the Third-Party Release nevertheless could not be approved because the Debtors 

failed to provide adequate notice of the Third-Party Release or the Opt-Out Election Form to all 

Proposed Class members. The Debtors sent the Impaired Non-Voting Notice and Opt-Out 

Election Form to a number of nominee brokers and mailing agents with a request to pass these 

documents along to Proposed Class members. See Docket No. 720. However, in the absence of 

a court order directing the nominees and mailing agents to forward the Impaired Non-Voting 

Notice and Opt-Out Election Form to members of the Proposed Class, the Debtors’ request had 

no more force than a mere suggestion. That obviously is not a sufficient means of effectuating 

notice on prior securities purchasers.

D. The Impaired Non-Voting Notice and Opt-Out Election Form contained 

insufficient information for any Proposed Class members who did receive 

them to understand the scope and consequences of the Third-Party Release.

50. Irrespective of the extent to which the Impaired Non-Voting Notice and Opt-Out 

Election Form may have been served, the documents themselves made no mention whatsoever of 

the Securities Litigation, the Proposed Class, the Class Period, or the fact that the Third-Party 

Release is intended to release Proposed Class members’ claims against the Non-Debtor 

Defendants in the Securities Litigation.

51. Instead, the Impaired Non-Voting Notice and Opt-Out Election Form completely 

obfuscate the nature and extent of the claims the Debtors seek to release through the Third-Party 

Release, requiring Proposed Class members – who are receiving nothing under the Plan and are 

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not entitled to vote – not only read a notice from the Debtors, but also locate and review the Plan 

and other complex documents that were not served on members of the Proposed Class. This 

convoluted procedure is the diametrical opposite of the means “such as one desirous of actually 

informing the [Class] might reasonably adopt to accomplish it.” See Mullane, 339 U.S. at 315. 

The notion that a Proposed Class member who has failed to undertake such a tortuous process 

has somehow “consented” to granting the draconian Third-Party Release is utterly absurd.

E. Proposed Class members are not knowingly or voluntarily granting the 

Third-Party Release.

52. As a general matter, releases of claims arising under federal laws must be granted 

knowingly and voluntarily. See, e.g., Citibank Global Markets, Inc. v. Rodriguez Santana, 573 

F.3d 17, 23 n.6 (1st Cir. 2009); cf. Romero v. Allstate Ins. Co., 52 F.Supp.3d 715, 726 (3d Cir. 

2014) (in the context of releases of claims arising under federal employment law, “[t]he essential 

question is ‘whether in the totality of the circumstances, the individual’s waiver of his right can 

be characterized as ‘knowing and voluntary’”) (citation omitted). Because the claims and causes 

of action in the Securities Litigation arise under federal statutory law, any release of those claims 

must be knowing and voluntary – circumstances that are impossible to infer from inaction and 

the artificial “consent” mechanism manufactured by the Debtors. Quite the opposite, it defies 

common sense to infer that Proposed Class members, who are receiving no recovery from the 

Debtors under the Plan, would ever knowingly and voluntarily “consent” to release their valuable 

claims against the Non-Debtor Defendants in exchange for absolutely nothing.

F. The Court does not have jurisdiction or constitutional adjudicatory authority 

to approve the Third-Party Release on a non-consensual basis. 

53. The Court “cannot simply presume it has jurisdiction in a bankruptcy case to 

permanently enjoin third-party . . . actions against non-debtors.” Gillman v. Continental Airlines 

(In re Continental Airlines), 203 F.3d 203, 214, n. 12 (3d Cir. 2000). Because the opt-out 

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mechanism in the Third-Party Release is merely a façade, the Third-Party Release is effectively 

nonconsensual. Lead Plaintiffs respectfully submit that the Court does not have jurisdiction or 

constitutional adjudicatory authority to release or enjoin claims of non-Debtors against other 

non-Debtors without voluntary and knowing consent, and thus should not confirm the Plan.

54. Bankruptcy courts have core jurisdiction over four specific types of matters: 

“(1) cases under [the Bankruptcy Code], (2) proceeding[s] arising under [the Bankruptcy Code], 

(3) proceedings arising in a case under [the Bankruptcy Code], and (4) proceedings related to a 

case under [the Bankruptcy Code].” Binder v. Price Waterhouse & Co., LLP (In re Resorts Int’l, 

Inc.), 372 F.3d 154, 162 (3d Cir. 2004) (citation and internal quotation marks omitted); see also

28 U.S.C. § 1334(a)-(b).

55. A proceeding solely between non-debtor parties based on non-bankruptcy law, 

such as the Securities Litigation, can never fall within a bankruptcy court’s “arising under” 

jurisdiction. Rather, such proceedings can only lie within a Bankruptcy Court’s “related to” 

jurisdiction, and then only “if the outcome could alter the debtor’s rights, liabilities, options, or 

freedom of action (either positively or negatively) and which in any way impacts upon the 

handling and administration of the bankrupt estate.” Pacor, Inc. v. Higgins, 743 F.2d 984, 994 

(3d Cir. 1984) (citations omitted); see also In re Combustion Eng’g, Inc., 391 F.3d 190, 226 (3d 

Cir. 2004). 

56. There are two situations in which Bankruptcy Courts can have “related to” 

jurisdiction to release claims of non-debtors against other non-debtors. Such jurisdiction can 

exist where either (a) the lawsuit between non-debtors would trigger an automatic 

indemnification obligation on the part of the debtor, see In re Federal-Mogul Global, Inc., 300 

F.3d 368, 382 (3d Cir. 2002), or (b) the released non-debtor is making an essential financial 

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contribution to facilitate the debtor’s reorganization (a very high bar, see Combustion Eng’g, 391 

F.3d at 228). 

57. Notwithstanding the generalized phrasing of the Pacor test, more than just a 

tenuous connection to a debtor’s estate is necessary for an action between non-debtor third 

parties to fall within the Court’s “related to” jurisdiction. See Combustion Eng’g, 391 F.3d at 

226. Rather, for “related to” jurisdiction to exist under the Pacor test, an action between third 

parties must automatically impact the estate without the need for a separate action (such as a 

lawsuit for indemnification or contribution) to impose liability on the debtor. See id.

58. Neither jurisdictional predicate exists here. The Debtors have no postconfirmation indemnification obligations that could impact their estates in any way because the 

Non-Debtor Defendants are former officers and directors, and the Debtors are liquidating. 

Moreover, neither of the Non-Debtor Defendants are making any financial contribution to 

facilitate the Debtors’ liquidation.

59. Bankruptcy Courts’ constitutional adjudicatory authority is specific and limited, 

and their subject-matter jurisdiction is statutorily defined and confined to the boundaries of that 

definition. Wellness Int’l Network, Ltd. v. Sharif, 135 S. Ct. 1932, 1945 (2015) (observing that 

“bankruptcy courts possess no free-floating authority to decide claims traditionally heard by 

Article III courts”); Stern v. Marshall, 564 U.S. 462 (2011); 28 U.S.C. § 157(a). Rather, 

bankruptcy courts may only enter final judgments on non-core matters with the consent of the 

affected parties. Wellness, 135 S. Ct. at 1949. Lead Plaintiffs and the Proposed Class have not 

consented to the summary adjudication by this Court of their direct claims against the NonDebtor Defendants in the Securities Litigation. Those claims do not arise under the Bankruptcy 

Code, arise in or in any way relate to the Chapter 11 Cases, or have any connection whatsoever 

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to the claims administration process. As a result, this Court lacks jurisdiction and constitutional 

adjudicatory authority to approve a Third-Party Release that would effectuate a de facto 

adjudication or dismissal with prejudice of the claims of Lead Plaintiffs and the Proposed Class 

against the Non-Debtor Defendants in the Securities Litigation. See Wellness, 135 S. Ct. at 

1945; Stern, 564 U.S. at 499 (“Congress may not bypass Article III simply because a proceeding 

may have some bearing on a bankruptcy case; the question is whether the action at issue stems 

from the bankruptcy itself or would necessarily be resolved in the claims reconciliation 

process.”). Thus, the Plan cannot be confirmed with the Third-Party Release in its current form.

II. THE PLAN DOES NOT PROVIDE FOR THE PRESERVATION OF EVIDENCE 

POTENTIALLY RELEVANT TO THE SECURITIES LITIGATION AFTER THE 

EFFECTIVE DATE OF THE PLAN.

60. The Plan contemplates the complete liquidation of the Debtors’ estates and the 

creation of a liquidating trust. The Bankruptcy Code provides that a debtor is required to 

maintain and preserve its assets (including its books and records), unless otherwise authorized by 

order of the Bankruptcy Court after notice and an opportunity to be heard. See 11 U.S.C. §§ 

363(b)(1) and 554(a); see also Fed. R. Bankr. P. 6004 and 6007(a). In addition, Ascena was (and 

remains, subject to the automatic stay) a defendant in the Securities Litigation prior to the 

Petition Date, and thus is subject to the evidence preservation requirements of the Private 

Securities Litigation Reform Act (the “PSLRA”) 15 U.S.C. § 77u-4(b)(3)(C).

61. The Plan, however, does not expressly provide for the preservation of any of the 

Debtors’ books, records, or other evidence potentially relevant to the Securities Litigation after 

confirmation and the effective date of the Plan. Failure to preserve evidence so that it is 

available for discovery after the expiration of the PSLRA discovery stay would be severely 

prejudicial to Lead Plaintiffs and the Proposed Class – the very reason the PSLRA discovery stay 

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and the document preservation requirement exists. Accordingly, the Plan cannot be confirmed 

unless the Plan or confirmation order expressly provides for the preservation of books, records, 

and other evidence potentially relevant to the Securities Litigation until the final resolution 

thereof.

III. THE PLAN DOES NOT PRESERVE THE CLAIMS OF LEAD PLAINTIFFS 

AND THE PROPOSED CLASS AGAINST THE DEBTORS TO THE EXTENT 

OF AVAILABLE INSURANCE.

62. As of the effective date of the Plan, the Debtors “shall be deemed to have 

assumed all of the D&O Liability Insurance Policies (including, if applicable, any ‘tail policy’)” 

pursuant to section 365(a) of the Bankruptcy Code. See Plan, Art. IV.O. However, despite the 

Debtors’ assumption of the D&O Liability Insurance Policies, the Plan does not preserve the 

claims of Lead Plaintiffs and the Proposed Class against the Debtors to the extent of available 

insurance, if any. Although Lead Plaintiffs and the Class are not entitled to any distribution from 

the Debtors’ estates under the Plan because their claims are statutorily subordinated to general 

unsecured claims, there is no principled reason not to preserve their claims to the extent of 

available insurance under the D&O Liability Insurance Policies. The failure to do so benefits 

only the Debtors’ insurers at the expense of Lead Plaintiffs and the Proposed Class, with no 

corresponding benefit to the estate or any class of creditors. The Plan should not be confirmed 

unless it is amended to preserve the claims of Lead Plaintiffs and the Proposed Class against the 

Debtors, solely to the extent of available insurance.

RESERVATION OF RIGHTS

63. This Supplemental Objection is based on the operative version of the Plan 

[Docket No. 1403] as of the date hereof. To the extent (a) the Plan is further amended between 

the filing of this Supplemental Objection and the confirmation hearing and/or (b) Lead Plaintiffs 

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learn additional relevant information through discovery or otherwise, Lead Plaintiffs reserve the 

right to augment their Supplemental Objection and/or raise additional objections to the Plan, as 

may be further amended, at or prior to the confirmation hearing.

64. Lead Plaintiffs reserve all rights, claims, causes of action, defenses, arguments, 

and counterarguments in connection with the Securities Litigation. Nothing herein is intended to 

or shall be deemed to waive, alter, release, or otherwise impact any such rights, claims, causes of 

action, defenses, arguments, or counterarguments.

CONCLUSION

65. For the reasons set forth above, the Court should not confirm the Plan unless the 

issues raised herein are appropriately addressed. 

[ signature page follows ]

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WHEREFORE, Lead Plaintiffs respectfully request that the Court decline to confirm the 

Plan unless the issues raised herein are adequately remedied. 

Dated: February 4, 2021 Respectfully submitted,

/s/ Ronald A. Page, Jr. 

Ronald A. Page, Jr. (VA 71343)

RONALD PAGE, PLC

P.O. Box 73087

N. Chesterfield, Virginia 23235

Telephone: (804) 562-8704

Facsimile: (804) 482-2427

Email: rpage@rpagelaw.com

- and -

Michael S. Etkin (admitted pro hac vice)

Andrew Behlmann (admitted pro hac vice)

John P. Schneider (admitted pro hac vice)

LOWENSTEIN SANDLER LLP

One Lowenstein Drive

Roseland, New Jersey 07068

Telephone: (973) 597-2500

Facsimile: (973) 597-2333

Email: metkin@lowenstein.com

Email: abehlmann@lowenstein.com

Email: jschneider@lowenstein.com

Bankruptcy Counsel to the Lead Plaintiffs and 

the Proposed Class

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CERTIFICATE OF SERVICE

The undersigned hereby certifies that on February 4, 2021, I caused a copy of the 

foregoing to be served through the Court’s EM/ECF system on all parties receiving notices in 

these cases. I shall also cause a copy of the foregoing to be served by email on the Core 2002 

List, in the form attached hereto as Exhibit B, where an email address is indicated, and to be 

mailed by U.S. First Class Mail to the recipients where only a mailing address is indicated.

By /s/ Ronald A. Page, Jr.

 Counsel

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EXHIBIT A 

Pages from Transcript of Hearing Held Feb. 14, 2019 

In re Aegean Marine Petroleum Network Inc. 

Case No. 18-13374-mew (Bankr. S.D.N.Y.) 

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1 UNITED STATES BANKRUPTCY COURT

2 SOUTHERN DISTRICT OF NEW YORK

3 Case No. 18-13374-mew

4 - - - - - - - - - - - - - - - - - - - - - - - - - - - - x

5 In the Matter of:

6

7 AEGEAN MARINE PETROLEUM NETWORK INC.,

8

9 Debtor.

10 - - - - - - - - - - - - - - - - - - - - - - - - - - - - x

11

12 United States Bankruptcy Court

13 One Bowling Green

14 New York, NY 10004

15

16 February 14, 2019

17 10:08 AM

18

19

20

21 B E F O R E :

22 HON MICHAEL E. WILES

23 U.S. BANKRUPTCY JUDGE

24

25 ECRO: MATTHEW

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1 HEARING RE: Approval of disclosure Statement

2 Objections Filed

3

4 Application authorizing the employment and retention of

5 Moelis & Company LLC as its investment banker and financial

6 advisor for the Debtor effective nunc pro tunc to the

7 petition date

8

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25 Transcribed by: Sonya Ledanski Hyde

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1 THE COURT: This is all about consent and what

2 consent means, right? So you're basically urging me to say

3 that you need me to manufacture consent for you because we

4 know, we know in every one of these cases, there are people

5 who are going to get this big package and they're not going

6 to open it, or even if they open it, they're not going to

7 understand it, and they're not going to respond. We know

8 that. So all that this opt-out approach does is it seeks to

9 manufacture judicial deemed consent without an actual

10 thought process on behalf of the person whose consent is

11 being sought.

12 As I said in Chassix, there are times in the law

13 when policies put that burden on people. The law supports

14 class actions. It supports it for the purpose of judicial

15 efficiency. And so it puts on people the burden of opting

16 out, otherwise, they're included. There is no such policy

17 in favor of releases. In fact, the policy is the opposite.

18 What I'm told me Metromedia is that they ought to be rare.

19 They are anything but rare. I have not had a single Chapter

20 11 case in which people have not sought third-party

21 releases. They're sought in every single case.

22 And to me, using an opt-out approach is not

23 consistent with what Metromedia tells me to do. I know what

24 I said in Chassix. I've been doing this job an extra almost

25 four years now, and I'm more firmly convinced. I have never

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1 allowed an opt-out form. I won't say that I can never be

2 convinced that there are circumstances that require it, but

3 nothing that you've said here convinces me that it's

4 appropriate. If we're going to seek consent, it ought to be

5 real consent, and it should be on an opt-in basis, not an

6 opt-out basis.

7 MR. WINGER: If I may respond to a few points,

8 Your Honor. The opt-out/opt-in issue applies to different

9 stakeholders who frankly have a different set of facts

10 depending on where they're sitting. So what Your Honor

11 described, I believe, was focused on folks that are entitled

12 to vote. They get a massive solicitation package, and they

13 just throw it away. That is one category of folks whose

14 consent would be deemed in the absence of taking an

15 affirmative step.

16 THE COURT: Let me just say in plenty of cases, I

17 have approved voting in favor of the plan as a consent to

18 the releases. I'm not taking that away from you.

19 MR. WINGER: Correct. So --

20 THE COURT: I'm talking about people who fail to

21 vote or who vote no.

22 MR. WINGER: So I believe we have what I'll call

23 four or five categories where consent is the opt-out versus

24 opt-in is relevant. Obviously, we have parties that vote to

25 accept that is consistent with Your Honor's rulings in other

Page 29

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Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO COLLIN COUNTY TAX ASSESSOR/COLLECTOR

ABERNATHY, ROEDER, BOYD & HULLETT, P.C.

ATTN: PAUL M. LOPEZ, LARRY R. BOYD, EMILY M. HAHN 1700 REDBUD BLVD, STE. 300 MCKINNEY TX 75069 214‐544‐4000 2

TOP 50 CREDITOR ACCENTURE LLP ATTN: WILLIAM A HUESKE 800 NORTH GLEBE ROAD SUITE 700 ARLINGTON VA 22203 703‐947‐1232

COUNSEL TO SP BOSSIER, L.L.C., AS SUCCESSOR‐IN‐INTEREST TO SP BOSSIER, L.L.C., EASTGATE ASSOCIATES, LLC, STIRLING LAFAYETTE, L.L.C., PREMIER CENTRE, L.L.C., RIVER CHASE SHOPPING CENTER, L.L.C., AS SUCCESSOR‐IN‐INTEREST TO S.M. SOUTH, L.L.C., TC CROSSING, L.L.C., AS SUCCESSOR‐IN‐INTEREST TO KIMCO HATTIESBURG L.P., MACARTHUR VILLAGE SPE, L.L.C., HAMMOND SQUARE, L.L.C., AS SUCCESSOR‐IN‐INTEREST TO PALACE PROPERTIES, L.L.C., AND FREMAUX TOWN CENTER SPE, L.L.C., AS SUCCESSOR‐IN‐INTEREST TO SLIDELL DEVELOPMENT COMPANY, L.L.C. ADAMS AND REESE LLP ATTN: JUSTIN R GLENN 701 POYDRAS STREET SUITE 4500 NEW ORLEANS LA 70139 504‐581‐3234 5

ADP ADP

ATTN: DAVID SMITH AND ANN HAMMENECKER

TOP 50 CREDITOR AJG INC ATTN: J. PATRICK GALLAGHER JR. 2850 GOLF ROAD

ROLLING MEADOWS IL 60008 630‐773‐3800 6

COUNSEL TO ALDINE INDEPENDENT SCHOOL DISTRICT

ALDINE INDEPENDENT SCHOOL DISTRICT ATTN: PAMELA H. WALTERS 2520 W.W. THORNE DRIVE HOUSTON TX 77073 281‐985‐6319 2

DIP TERM LOAN AGENT ALTER DOMUS ATTN: PRESIDENT OR GENERAL COUNSEL 225 W. WASHINGTON ST. 9TH FLOOR CHICAGO IL 60606 +352 48 18 28 1 +

OFFICIAL COMMITTEE OF UNSECURED CREDITORS AMANDA MEO ATTN: GREGG SCHAVITZ SHAVITZ LAW GROUP, P.A.

951 YAMATO ROAD, SUITE 285 BOCA RATON FL 33431

COUNSEL TO LRC MENTOR INVESTORS, LLC AMER CUNNINGHAM CO., L.P.A ATTN: RICHARD P. SCHROETER JR.

ONE CASCADE PLAZA, SUITE 1510 AKRON OH 44308 330‐762‐2411 3

TOP 50 CREDITOR ANANTA SPORTSWEAR LIMITED ATTN: AMIN KHAN 2071, N. COLLINS BLVD. STE 201 RICHARDSON TX 75080 972‐759 0732 9DEBTORS ASCENA RETAIL GROUP, INC. ATTN: PRESIDENT OR GENERAL COUNSEL

933 MACARTHUR BOULEVARD MAHWAH NJ 07430

COUNSEL TO RETAILMENOT, INC. ASHBY & GEDDES, P.A.

ATTN: GREGORY A. TAYLOR, ESQ., STACY L. NEWMAN, ESQ.

500 DELAWARE AVENUE, 8TH FLOOR P.O. BOX 1150 WILMINGTON DE 19899‐1150 302‐654‐1888 3

TOP 50 CREDITOR ASMARA INTERNATIONAL LIMITED ATTN: VENKY NAGAN

UNIT 8B, TONG YUEN FACTORY BUILDING 505 CASTLE PEAK ROAD

LAI CHI KOK, KOWLOON

HONG KONG +852‐27442255 +

COUNSEL TO BEAR VALLEY PARTNERS, LP

BAIRD MANDALAS BROCKSTEDT, LLC ATTN: STEPHEN W. SPENCE 1413 SAVANNAH ROAD SUITE 1 LEWES DE 19958 302‐645‐2262 3

COUNSEL TO JRA HHF VENTURE LLC AND HART TC I‐III LLC

BAKER DONELSON BEARMAN, CALDWELL & BERKOWITZ, PC ATTN: J. DAVID FOLDS 901 K STREET, NW SUITE 900 WASHINGTON DC 20001 202‐508‐3441 2

COUNSEL TO G&I IX CAMP CREEK PROPERTY LLC AND NP/I&G EAST CHASE PROPERTY OWNER LLC

BAKER DONELSON BEARMAN, CALDWELL & BERKOWITZ, PC ATTN: J. DAVID FOLDS 901 K STREET, NW SUITE 900 WASHINGTON DC 20001 202‐508‐3441 2

COUNSEL TO THE SCHEDULE A LANDLORDS BALLARD SPAHR LLP ATTN: DUSTIN P. BRANCH, ESQ. 2029 CENTURY PARK EAST SUITE 800 LOS ANGELES CA 90067‐2909 424‐204‐4354 4

COUNSEL TO THE SCHEDULE A LANDLORDS BALLARD SPAHR LLP

ATTN: LESLIE C. HEILMAN, ESQ., LAUREL D. ROGLEN, ESQ. 919 N. MARKET STREET 11TH FLOOR WILMINGTON DE 19801‐3034 302‐252‐4465 3

COUNSEL TO DLC MANAGEMENT CORP., HORIZON GROUP PROPERTIES, INC., INLAND COMMERCIAL REAL ESTATE SERVICES LLC, NATIONAL REALTY & DEVELOPMENT CORPORATION, PYRAMID MANAGEMENT GROUP, LLC, RIVERCREST REALTY ASSOCIATES, LLC, RPT REALTY, L.P. AND SITE CENTERS CORP BARCLAY DAMON LLP ATTN: KEVIN M. NEWMAN BARCLAY DAMON TOWER

125 EAST JEFFERSON STREET SYRACUSE NY 13202 315‐413‐7115 3

COUNSEL TO WESTFIELD, LLC AND BROOKS SHOPPING CENTERS, LLC BARCLAY DAMON LLP ATTN: NICLAS A. FERLAND, ILAN MARKUS 545 LONG WHARF DRIVE 9TH FLOOR NEW HAVEN CT 06511 203‐672‐2667 2

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Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO DLC MANAGEMENT CORP., HORIZON GROUP PROPERTIES, INC., INLAND COMMERCIAL REAL ESTATE SERVICES LLC, NATIONAL REALTY & DEVELOPMENT CORPORATION, PYRAMID MANAGEMENT GROUP, LLC, RIVERCREST REALTY ASSOCIATES, LLC, RPT REALTY, L.P., SITE CENTERS CORP, WESTFIELD, LLC AND BROOKS SHOPPING CENTERS, LLC BARCLAY DAMON LLP ATTN: SCOTT L. FLEISCHER

1270 AVENUE OF THE AMERICAS SUITE 501 NEW YORK NY 10020 212‐784‐5810 2

COUNSEL TO JOHN GALLIN & SON BARTON LLP ATTN: ERIC W. SLEEPER 711 THIRD AVENUE 14TH FLOOR NEW YORK NY 10017 212‐687‐6262 2COUNSEL TO PINE STREET FLATS, LLC BASS, BERRY & SIMS PLC ATTN: PAUL G. JENNINGS 150 THIRD AVENUE SOUTH SUITE 2800 NASHVILLE TN 37201 615‐742‐6267 6COUNSEL TO ASH TREE SQUARE, LLC BAYARD, PA ATTN: EVAN T MILLER, SCOTT D JONES 600 N KING STREET SUITE 400 WILMINGTON DE 19801 302‐655‐5000 3COUNSEL TO PPG SHADOW REAL ESTATE LLC AND PREP HILLSIDE REAL ESTATE LLC

BENESCH, FRIEDLANDER, COPLAN & ARONOFF LLP ATTN: KEVIN M. CAPUZZI JOHN C. GENTILE 1313 N. MARKET STREET SUITE 1201 WILMINGTON DE 19801 302‐442‐7010 3

TOP 50 CREDITOR

BOSTON PROPERTIES LIMITED PARTNERSHIP ATTN: DOUGLAS T. LINDE

800 BOYLSTON STREET AT THE PRUDENTIAL CENTER BOSTON MA 02199‐8103 617‐236‐3300 6

COUNSEL TO BROOKFIELD PROPERTIES RETAIL, INC. AND OFFICIAL COMMITTEE OF UNSECURED CREDITORS

BROOKFIELD PROPERTIES RETAIL, INC.

ATTN: KRISTEN N. PATE AND JULIE (MINNICK) BOWDEN 350 N. ORLEANS STREET SUITE 300 CHICAGO IL 60654‐1607

312‐960‐2940; 312‐213‐9545 3

COUNSEL FOR SAP INDUSTRIES, INC. BROWN & CONNERY, LLP ATTN: DONALD K. LUDMAN, ESQ. 6 NORTH BROAD STREET SUITE 100 WOODBURY NJ 08096 856‐812‐8900 8

COUNSEL TO ORACLE AMERICA, INC. BUCHALTER, PC ATTN: SHAWN M. CHRISTIANSON, ESQ. 55 SECOND STREET 17TH FLOOR

SAN FRANCISCO CA 94105‐3493 415‐227‐0900 4

COUNSEL TO KENDALL VILLAGE ASSOCIATES, LTD.

BUCHANAN INGERSOLL & ROONEY PC ATTN: MARY F. CALOWAY 919 N. MARKET STREET SUITE 990 WILMINGTON DE 19801 302‐552‐4209 3

COUNSEL TO COMENITY BANK BURR & FORMAN LLP ATTN: J. CORY FALGOWSKI

1201 N. MARKET STREET, SUITE 1407 WILMINGTON DE 19801 302‐830‐2312 3

COUNSEL TO COMENITY BANK BURR & FORMAN LLP ATTN: J. ELLSWORTH SUMMERS, JR.

50 NORTH LAURA STREET, SUITE 3000 JACKSONVILLE FL 32202 904‐724‐7203 9

COUNSEL TO COMENITY BANK BURR & FORMAN LLP ATTN: JAMES H. HAITHCOCK, III 420 N. 20TH STREET, 3400 BIRMINGHAM AL 35203 205‐458‐5277 2TOP 50 CREDITOR BUSANA APPAREL PTE LTD ATTN: MR. MANIWANEN 

AXA TOWER 41ST & 43RD FLOOR

JALAN PROF. DR. SATRIO KAV. 18 KUNINGAN CITY

KUNINGAN, SETIABUDI

JAKARTA 12940 INDONESIA

+6221‐522‐9344

+6

COUNSEL TO GREAT EAST MALL, INC. DBA GREAT EAST PLAZA, KENNEDY MALL, LTD. DBA KENNEDY MALL, THE MARION PLAZA, INC. DBA EASTWOOD MALL, GOVERNOR’S SQUARE COMPANY DBA GOVERNOR’S SQUARE MALL, HUNTINGTON MALL COMPANY DBA HUNTINGTON MALL, OHIO VALLEY MALL COMPANY DBA OHIO VALLEY MALL, THE CAFARO NORTHWEST PARTNERSHIP DBA SOUTH HILL MALL, CAFARO‐PEACHCREEK JOINT VENTURE PARTNERSHIP DBA MILLCREEK MALL, MEADOWBROOK MALL COMPANY DBA MEADOWBROOK MALL, KENTUCKY OAKS MALL COMPANY DBA KENTUCKY OAKS MALL, AND SPOTSYLVANIA MALL COMPANY DBA SPOTSYLVANIA TOWNE CENTRE CAFARO MANAGEMENT COMPANY

ATTN: LINDSEY M. HARRISON MADGAR, RICHARD T. DAVIS

5577 YOUNGSTOWN‐WARREN RD. NILES OH 44446 330‐747‐2661 3

COUNSEL TO JANE R. MOE CANFIELD WELLS, LLP ATTN: ROBERT A. CANFIELD, ESQ. 4124 E. PARHAM ROAD RICHMOND VA 23228 804‐673‐6600 8

TOP 50 CREDITOR CBL & ASSOCIATES, INC. ATTN: STEPHEN D. LEBOVITZ CBL CENTER, SUITE 500

2030 HAMILTON PLACE BLVD.

CHATTANOOGA TN 37421 432‐855‐0001

CHATHAM COUNTY TAX COMMISSIONER

CHATHAM COUNTY TAX COMMISSIONER ATTN: THERESA C. HARRELSON P.O. BOX 8324 SAVANNAH GA 31412‐8324 912‐652‐7109 9

TOP 50 CREDITOR CHOI & SHIN'S CO.,LTD ATTN: PRESIDENT OR GENERAL COUNSEL

61 BUKCHON‐RO, JONGNO‐GU SEOUL 110260

SOUTH KOREA  +82‐232947200

COUNSEL TO PSLP LLC, A NEW JERSEY LIMITED LIABILITY COMPANY, SUCCESSOR BY MERGER TO PALMER SQUARE CLARK HILL PLC ATTN: ALEXANDER R. GREEN

1001 PENNSYLVANIA AVENUE, NW SUITE 1300 SOUTH WASHINGTON DC 20004 202‐552‐2373 2

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Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO FAIRLANE 28, LLC, VORH ASSOCIATES, LLC, SOUTHLAND MALL ANNEX, LLC, VESTAR RW TEMPE MARKETPLACE, LLC, VESTAR DRM OPCO, LLC, VESTAR LPTC, LLC, VESTAR QCM, LLC, GREEN OAK OWNER 1, LLC, BALDWIN COMMONS, LLC, VESTAR ORCHARD TOWN CENTER, LLC, CPT CREEKSIDE TOWN CENTER, LLC, CPT SHOPS AT ROSSMOOR LLC, BRVC, LLC, AND CE BOULEVARD PHASE I, LLC CLARK HILL PLC ATTN: DAVID M. BLAU, ESQ. 151 S. OLD WOODWARD AVE. STE. 200 BIRMINGHAM MI 48009 248‐988‐1817 2

COUNSEL TO FULLBEAUTY BRANDS OPERATIONS, LLC

CLEARY GOTTLIEB STEEN & HAMILTON, LLP ATTN: LISA M. SCHWEITZER, ESQ.  ONE LIBERTY PLAZA NEW YORK NY 10006 212‐225‐2629 2

COUNSEL TO SIL‐WAY LLC COATS ROSE, P.C. ATTN: NANCY H. HAMREN

9 GREENWAY PLAZA, SUITE 1000 HOUSTON TX 77046 713‐653‐7362 7

COUNSEL TO AKAMAI TECHNOLOGIES, INC. COHNE KONGHORN, P.C. ATTN: GEORGE B. HOFMANN 111 EAST BROADWAY 11TH FLOOR

SALT LAKE CITY UT 84111 801‐363‐4300 8

COUNSEL TO COLONNADE II LP, DELCO PLAZA I, L.P. AND CFC PHASE II, LLC COLE SCHOTZ P.C. ATTN: ANDREW L. COLE 300 E. LOMBARD STREET SUITE 1450 BALTIMORE MD 21202 410‐528‐2980 4COUNSEL TO DEBTORS COOLEY LLP ATTN: CULLEN D. SPECKHART, OLYA ANTLE

1299 PENNSYLVANIA AVENUE, NW, SUITE 700 WASHINGTON DC 20004‐2400 202‐842‐7800 2

COUNSEL TO DEBTORS COOLEY LLP ATTN: JAY INDYKE 55 HUDSON YARDS NEW YORK NY 10001‐2157 212‐479‐6000 2COUNSEL TO THE COUNTY OF LOUDOUN, VIRGINIA COUNTY ATTORNEY ATTN: STEVEN F. JACKSON, LEO P. ROGERS

ONE HARRISON STREET, S.E., 5TH FLOOR P.O. BOX 7000 LEESBURG VA 20177‐7000 703‐777‐0549 7

TOP 50 CREDITOR

CRYSTAL ELEGANCE INDUSTRIAL LIMITED ATTN: LAM ANTHONY 71 HOW MING STREET

KWUN TONG, KOWLOON

HONG KONG 

COUNSEL TO FREEPORT PREMIUM LLC, SHULPORT LLC, FREEPORT RETAIL, LLC AND PENLAND FREEPORT LLC CULLEN AND DYKMAN, LLP ATTN: MICHELLE MCMAHON 44 WALL ST. NEW YORK NY 10282 215‐510‐2296 

COUNSEL TO HAGAN PROPERTIES, INC.

DENTONS BINGHAM GREENEBAUM LLP ATTN: JAMES IRVING, ESQ 3500 PNC TOWER 01 SOUTH FIFTH STREET LOUISVILLE KY 40202 502‐649‐3199 

COUNSEL TO CR MOUNT PLEASANT, LLC DLA PIPER LLP ATTN: JENNIFER M. KAPPEL ONE FOUNTAIN SQUARE

11911 FREEDOM DRIVE, SUITE 300 RESTON VA 20190 703‐773‐4266 7

COUNSEL TO CR MOUNT PLEASANT, LLC DLA PIPER LLP

ATTN: RICHARD M. KREMEN, VIRGINIA R. CALLAHAN 6225 SMITH AVENUE BALTIMORE MD 21209 410‐580‐3000 4

COUNSEL TO WESTFIELD, LLC AND BROOKS SHOPPING CENTERS, LLC

ECKERT SEAMANS CHERIN & MELLOTT, LLC ATTN: CHRISTOPHER L. PERKINS 919 EAST MAIN STREET SUITE 1300 RICHMOND VA 23219 804‐788‐9636 8

COUNSE TO ALSHAYA TRADING CO. W.L.L.

ECKERT SEAMANS CHERIN & MELLOTT, LLC ATTN: CHRISTOPHER L. PERKINS

919 EAST MAIN STREET, SUITE 1300 RICHMOND VA 23219 804‐788‐9636 8

COUNSEL TO PLD USLV ALESSANDRO DC, LP (F/K/A IPT ALESSANDRO DC, LP)

FAEGRE DRINKER BIDDLE & REATH LLP ATTN: KYLE R. HOSMER

1144 15TH STREET, SUITE 3400 DENVER CO 80202 303‐607‐3500 3

COUNSEL TO CORD MEYER DEVELOPMENT LLC FARRELL FRITZ, P.C.

ATTN: PATRICK COLLINS, VERONIQUE A. URBAN 400 RXR PLAZA UNIONDALE NY 11556 516‐227‐0700 5

COUNSEL TO KYUNG SEUNG CO., LTD. FOX ROTHSCHILD LLP ATTN: DIANA LYN CURTIS MCGRAW 1030 15TH STREET, N.W. SUITE 380 EAST WASHINGTON DC 20005 202‐461‐3100 COUNSEL TO KYUNG SEUNG CO., LTD. FOX ROTHSCHILD LLP

ATTN: ROBERT M. FISHMAN, ESQ, MARK L. RADTKE, ESQ, CHRISTINA M. SANFELIPPO, ESQ 321 N CLARK STREET STE. 1600 CHICAGO IL 60654 312‐517‐9200

COUNSEL TO EXPERIAN MARKETING SOLUTIONS, LLC FRANKGECKER LLP ATTN: JOSEPH D. FRANK, KAREN V. NEWBURY 1327 W. WASHINGTON BLVD SUITE 5G‐H CHICAGO IL 60607 312‐276‐1400 3

COUNSEL TO LRC MENTOR INVESTORS, LLC FRANKLIN & PROKOPIK, P.C.

ATTN: REBECCA DANNENBERG, AARON J. CHEATHAM

2325 DULLES CORNER BLVD., SUITE 1150 HERNDON VA 20171 703‐793‐1800 7

COUNSEL TO THE REALTY ASSOCIATES FUND X, L.P. FRIEDLANDER MISLER, PLLC ATTN: THOMAS F. MURPHY, ESQ.

5335 WISCONSIN AVENUE, N.W. SUITE 600 WASHINGTON DC 20015 202‐872‐0800 2

COUNSEL TO LAKEWOOD ASSOCIATES, LLC AND BELLA TERRA ASSOCIATES, LLC FRIEDMAN LAW GROUP, P.C. ATTN: J. BENNETT FRIEDMAN 1901 AVENUE OF THE STARS SUITE 1000 LOS ANGELES CA 90067 310‐552‐8210 3COUNSEL TO WASHINGTON PRIME GROUP INC. FROST BROWN TODD LLC

ATTN: RONALD E. GOLD, A.J. WEBB, ERIN SEVERINI AND KENDAL HARDISON

3300 GREAT AMERICAN TOWER 301 EAST FOURTH STREET CINCINNATI OH 45202 513‐651‐6800 5

TOP 50 CREDITOR GAURAV INTERNATIONAL ATTN: ANJU SACHDEVA 198, UDYOG VIHAR PHASE 1 UDYOG VIHAR, SECTOR 20

GURUGRAM, HARYANA 122001 INDIA

 +91 124 480 3900

 +2

COUNSEL TO MARPLE XYZ ASSOCIATES, L.P. GLASSER AND GLASSER, P.L.C. ATTN: ROBYN D. PEPIN CROWN CENTER, SUITE 600 580 EAST MAIN STREET NORFOLK VA 23510 757‐625‐6787 7

COUNSEL FOR UNION STATION VENTURE II LLC

GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP ATTN: J. TED DONOVAN, ESQ.

1501 BROADWAY, 22ND FLOOR NEW YORK NY 10036 212‐221‐5700 2

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Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

TERM AGENT GOLDMAN SACHS BANK USA ATTN: ANISHA MALHOTRA 200 WEST STREET NEW YORK NY 10282‐2198

TERM AGENT GOLDMAN SACHS BANK USA ATTN: SBD OPERATIONS C/O GOLDMAN, SACHS & CO.

30 HUDSON STREET, 36TH FLOOR JERSEY CITY NJ 07302

COUNSEL TO METLIFE LANDLORDS GOODWIN PROCTER LLP

ATTN: GREGORY W. FOX, ESQ, STACY DASARO, ESQ.

THE NEW YORK TIMES BUILDING  620 EIGHTH AVENUE NEW YORK NY 10018 212‐813‐8800 2

COUNSEL TO REEP‐RTL DTC VA LLC GOODWIN PROCTER LLP

ATTN: GREGORY W. FOX, ESQ, STACY DASARO, ESQ.

THE NEW YORK TIMES BUILDING  620 EIGHTH AVENUE NEW YORK NY 10018 212‐813‐8800 2

COUNSEL TO W/S/M HINGHAM PROPERTIES LLC, ET AL. GOULSTON & STORRS PC ATTN: VANESSA P. MOODY, ESQ. 400 ATLANTIC AVENUE BOSTON MA 02110‐3333 617‐482‐1776 COUNSEL TO SB360 CAPITAL PARTNERS, LLC, INVESCO ADVISORS, INC., RCPI LANDMARK PROPERTIES, L.L.C. GREENBERG TRAURIG, LLP ATTN: THOMAS J. MCKEE, JR. 1750 TYSONS BOULEVARD SUITE 1000 MCLEAN VA 22102 703‐749‐1300 7

COUNSEL TO ZLOTNICK & KRAFT‐D.C., LLC

GREENSTEIN DELORME & LUCHS, P.C. ATTN: GWYNNE L. BOOTH 801 17TH STREET, N.W. SUITE 1000 WASHINGTON DC 20006 202‐452‐1400 2

COUNSEL TO AMERICAN NATIONAL INSURANCE COMPANY GREER, HERZ & ADAMS, LLP

ATTN: FREDERICK BLACK, TARA B. ANNWEILER, MARC D. YOUNG ONE MOODY PLAZA 18TH FLOOR GALVESTON TX 77550 409‐797‐3200 4

TOP 50 CREDITOR

GUANGDONG SINGWEAR GARMENTS CO LTD ATTN: PRESIDENT OR GENERAL COUNSEL XIANGANG INDUSTRIAL PARK

SIMAPU TOWN, CHAONAN DISTRICT GUANGDONG PROVINCE SHANTOU CITY CHINA

+86‐0754‐82201270

+8

COUNSEL TO IRON MOUNTAIN INFORMATION MANAGEMENT, INC. HACKETT FEINBERG P.C. ATTN: FRANK F. MCGINN

155 FEDERAL STREET, 9TH FLOOR BOSTON MA 02110 617‐422‐0200 6

TOP 50 CREDITOR

HANGZHOU LINGXIU KNITTING CO LTD ATTN: JARED LU 418 HENGFU ROAD

HENGCUN TOWN TONGLU COUNTY ZHEJIANG CHINA

 +86‐571‐64673088  

COUNSEL TO GAZIT HORIZONS (MARKETPLACE) LLC HERRICK, FEINSTEIN LLP ATTN: STEPHEN B. SELBST TWO PARK AVENUE NEW YORK NY 10016 212‐592‐1400 2

COUNSEL TO NOD BROOK OWNER, LLC HINCKLEY, ALLEN & SNYDER LLP ATTN: JENNIFER V. DORAN, ESQ. 28 STATE STREET BOSTON MA 02109 617‐345‐9000 6TOP 50 CREDITOR

HIP SING CHINA INDUSTRIAL LINITED ATTN: ADA LAU

UNIT B5, 6/F BLK 2, CAMELPAINT BLDG 62 HOI YUEN ROAD

KWUN TONG, KOWLOON

HONG KONG +852‐23905128 +

COUNSEL TO OFFICIAL COMMITTEE OF UNSECURED CREDITORS HIRSCHLER FLEISCHER, P.C.

ATTN: ROBERT WESTERMANN, LAWRENCE KATZ, DAVID SWAN & BRITNEY B FALLABELLA THE EDGEWORTH BUILDING 2100 EAST CARRY STREET RICHMOND VA 23223 804‐771‐9500 8

COUNSEL TO DIP TERM LOAN AGENT HOLLAND & KNIGHT ATTN: JOSHUA SPENCER

150 NORTH RIVERSIDE PLAZA, SUITE 2700 CHICAGO IL 60606 312‐715‐5709 

COUNSEL TO PLAZA LAS AMERICAS, INC. HOLLAND & KNIGHT LLP

ATTN: JOAQUIN J. ALEMANY AND JOSE A. CASAL 701 BRICKELL AVENUE SUITE 3300 MIAMI FL 33131 305‐789‐7763 3

COUNSEL TO PLAZA LAS AMERICAS, INC. HOLLAND & KNIGHT LLP ATTN: RICHARD E. LEAR

800 17TH STREET N.W., SUITE 1100 WASHINGTON DC 20006 202‐457‐7049 2

COUNSEL TO JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT HUNTON ANDREWS KURTH LLP

ATTN: TYLER BROWN, JUSTIN PAGET, JENNIFER WUEBKER

RIVERFRONT PLAZA, EAST TOWER 951 EAST BYRD STREET RICHMOND VA 23219 804‐788‐8200 8

TOP 50 CREDITOR IBM CORPORATION ATTN: PRESIDENT OR GENERAL COUNSEL 1 NEW ORCHARD ROAD ARMONK NY 10504‐1722 914‐499‐1900 9COUNSEL TO FOUR STORIES, LLC ICE MILLER LLP ATTN: LOUIS T. DELUCIA, ALYSON M. FIEDLER 1500 BROADWAY SUITE 2900 NEW YORK NY 10036 212‐835‐6315

COUNSEL TO IMPERIAL COUNTY TREASURER‐TAX COLLECTOR

IMPERIAL COUNTY TREASURER‐TAX COLLECTOR ATTN: FLORA OROPEZA 940 WEST MAIN STREET SUITE 106 EL CENTRO CA 92243

IRS INSOLVENCY SECTION INTERNAL REVENUE SERVICE ATTN: CENTRALIZED INSOLVENCY OPERATION P.O. BOX 7346 PHILADELPHIA PA 19101‐7346 800‐973‐0424 8

INTERNAL REVENUE SERVICE INTERNAL REVENUE SERVICE ATTN: LINDA LORELLO 400 N. 8TH STREET P.O. BOX 76 RICHMOND VA 23219 804‐916‐8065 8

TOP 50 CREDITOR

INTERNATIONAL TRADING SERVICES LTD ATTN: PRESIDENT OR GENERAL COUNSEL

VICTORIA LANE INDUSTRIAL PARK 7620 VICTORIA CT BROWNSVILLE TX 78521 956‐831‐2740

COUNSEL TO C&B REALTY #3, LLC, COLUMBUS PARK CROSSING, LLC, S.A. DEVELOPMENT COMPANY, L.P., FORUM LONE STAR, L.P., AVR CPC Associates, LLC JASPAN SCHLESINGER LLP ATTN: STEVEN R SCHLESINGER, ESQ. 300 GARDEN CITY PLAZA 5TH FLOOR GARDEN CITY NY 11530 516‐746‐8000 5

COUNSEL TO FRONTIER DEVELOPMENT, LLC D/B/A FRONTIER LYNCHBURG, LLC JENSEN BAGNATO, P.C. ATTN: JEFFREY M. CARBINO, ESQ

1500 WALNUT STREET, SUITE 1510 PHILADELPHIA PA 19102 215‐546‐4700 2

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Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

TOP 50 CREDITOR

JIANGSU GUOTAI GUOSHENG CO LTD ATTN: PRESIDENT OR GENERAL COUNSEL

7‐22/F GUOTAI NEW CENTURY PLAZA NO.125 MIDDLE RENMIN RD

ZHANGJIAGANG JIANGSU 215600 CHINA

+0512‐58988898

+5

TOP 50 CREDITOR JOHN GALLIN & SON, INC. ATTN: CHRISTOPHER GALLIN 102 MADISON AVENUE 9TH FLOOR NEW YORK NY 10016 212‐252‐8900 2

TOP 50 CREDITOR

JONES LANG LASALLE AMERICAS, INC. ATTN: ALAN TSE 200 EAST RANDOLPH DRIVE CHICAGO IL 60601 312‐228‐2808 

ABL AGENT JPMORGAN CHASE BANK

ATTN: DONNA DIFORIO, ASCENA RETAIL GROUP, INC. CREDIT RISK MANAGER

4 NEW YORK PLAZA, 17TH FLOOR MAIL CODE: NY1‐E061 NEW YORK NY 10004 2

COUNSEL TO KAPLIN STEWART MELOFF REITER & STEIN, P.C.

KAPLIN STEWART MELOFF REITER & STEIN, P.C. ATTN: WILLIAM J LEVANT 910 HARVARD DRIVE PO BOX 3037 BLUE BELL PA 19422 610‐941‐2474 6

COUNSEL TO BENDERSON DEVELOPMENT COMPANY, LLC, BROOKFIELD PROPERTIES RETAIL, INC., CORO NORTH POINT, LLC, HINES REIT, JONES LANG LASALLE AMERICAS, INC., QIC PROPERTIES, INC., REGENCY CENTERS, L.P., SHOPCORE PROPERTIES, LP, TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA AND TURNBERRY ASSOCIATES KELLEY DRYE & WARREN LLP ATTN: CAMERON R. ARGETSINGER 3050 K STREET, N.W. SUITE 400 WASHINGTON DC 20007 202‐342‐8649 2

COUNSEL TO BENDERSON DEVELOPMENT COMPANY, LLC, BROOKFIELD PROPERTIES RETAIL, INC., CORO NORTH POINT, LLC, HINES REIT, JONES LANG LASALLE AMERICAS, INC., QIC PROPERTIES, INC., REGENCY CENTERS, L.P., SHOPCORE PROPERTIES, LP, TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA AND TURNBERRY ASSOCIATES KELLEY DRYE & WARREN LLP

ATTN: ROBERT L. LEHANE AND JENNIFER D. RAVIELE 101 PARK AVENUE NEW YORK NY 10178 212‐808‐7800 2

COUNSEL TO GOLDMAN SACHS BANK USA, AS TERM LOAN AGENT KEPLEY BROSCIOUS & BIGGS, PLC ATTN: WILLIAM A. BROSCIOUS, ESQUIRE 2211 PUMP ROAD RICHMOND VA 23233 804‐741‐0400 8COUNSEL TO THE NON‐RSA TERM LENDER GROUP KING & SPALDING LLP

ATTN: ARTHUR J. STEINBERG, MICHAEL COLLINS RUPE, PAUL A. STRAUS, MICHAEL R. HANDLER

1185 AVENUE OF THE AMERICAS 34TH FLOOR NEW YORK NY 10036 212‐556‐2100

COUNSEL TO THE NON‐RSA TERM LENDER GROUP KING & SPALDING LLP ATTN: ROBERT W. GRAY

1185 AVENUE OF THE AMERICAS 34TH FLOOR NEW YORK NY 10036 212‐556‐2100 

COUNSEL TO DEBTORS KIRKLAND & ELLIS LLP

ATTN: EDWARD O. SASSOWER, STEVEN N. SERAJEDDINI 601 LEXINGTON AVENUE NEW YORK NY 10022 212‐446‐4800 2

COUNSEL TO DEBTORS KIRKLAND & ELLIS LLP ATTN: JOHN R. LUZE 300 NORTH LASALLE CHICAGO IL 60654 312‐862‐2000 3

COUNSEL TO ADR 1713 WALNUT, LLC

KLEHR HARRISON HARVEY BRANZBURG LLP ATTN: CORINNE SAMLER BRENNAN, ESQ

1835 MARKET STREET, SUITE 1400 PHILADELPHIA PA 19103 215‐569‐3393 2

COUNSEL TO 850 THIRD AVENUE OWNER LLC AND AM 150 E 42 REALTY LLC AND 150 E 42 REALTY LLC

KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP

ATTN: TRACY L. KLESTADT, KATHLEEN M. AIELLO 200 WEST 41ST STREET NEW YORK NY 10036‐7203 212‐972‐3000

COUNSEL TO PREIT SERVICES, LLC, AS AGENT FOR PR PRINCE GEORGES PLAZA, LLC, PR SPRINGFIELD DELCO LIMITED PARTNERSHIP AND WG PARK, L.P. KURTZMAN STEADY, LLC ATTN: JEFFREY KURTZMAN 401 S. 2ND STREET, SUITE 200 PHILADELPHIA PA 19147 215‐839‐1222 COUNSEL TO BLUESTAR ALLIANCE LLC & JUSTICE BRAND HOLDINGS LLC KUTAK ROCK LLP ATTN: PETER J. BARRETT, LAURA L. KISTLER

901 EAST BYRD STREET, SUITE 1000 RICHMOND VA 23219‐4071 804‐644‐1700 8

TOP 50 CREDITOR KYUNG SEUNG  CO. LTD. ATTN: J. J. PARK 408 SAMSEOUNG‐RO

GYEONGSEUNG BUILDING GANGNAM‐GU SEOUL KOREA +82‐2‐550‐1414 +

TOP 50 CREDITOR AND OFFICIAL COMMITTEE OF UNSECURED CREDITORS

LAKONTRA INTERNATIONAL MERCHANDISING CORP ATTN: PRESIDENT OR GENERAL COUNSEL NO.186 SEC. 4 NANKINGE RD. TAIPEI TAIWAN

COUNSEL TO TERM AGENT, GOLDMAN SACHS BANK USA LATHAM & WATKINS

ATTN: GREG ROBINS, JUAN OLIVARES, JEFFREY SENAC

355 SOUTH GRAND AVENUE, SUITE 100 LOS ANGELES CA 90071‐1560 213‐485‐1234 2

COUNSEL TO TERM AGENT, GOLDMAN SACHS BANK USA LATHAM & WATKINS ATTN: PETER KNIGHT

330 NORTH WABASH AVENUE, SUITE 2800 CHICAGO IL 60611 312‐876‐7700 3

COUNSEL TO PHONG PHU INTERNATIONAL JSC

LAW OFFICE OF GILBERT A. LAZARUS, PLLC ATTN: GILBERT A. LAZARUS, ESQ. 92‐12 68TH AVENUE FOREST HILLS NY 11375 917‐417‐3795 

TOP 50 CREDITOR LEE & CO. ATTN: AYDEN LEE 1278 INDIANA ST SUITE 101

SAN FRANCISCO CA 94107 415‐475‐9029 

COUNSEL TO KARLE INTERNATIONAL PRIVATE LIMITED AND POONG IN TRADING CO., LTD.

LEECH TISHMAN FUSCALDO & LAMPL, LLC ATTN: PATRICK W. CAROTHERS, ESQ. 525 WILLIAM PENN PLACE 28TH FLOOR PITTSBURGH PA 15219 412‐304‐0155 4

OFFICIAL COMMITTEE OF UNSECURED CREDITORS LI & FUNG LIMITED ATTN: PRESIDENT OR GENERAL COUNSEL 888 CHEUNG SHA WAN ROAD KOWLOON

HONG KONG

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In re: Retail Group, Inc., et al.

Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO PAN PACIFIC CO., LTD., UBASE INTERNATIONAL, INC. AND SNOGEN GREEN CO. LTD LIMNEXUS LLP ATTN: JAMES K. DONALDSON, ESQ.

1050 CONNECTICUT AVE. NW, SUITE 500 WASHINGTON  DC 20036 213‐955‐9500 2

COUNSEL TO PAN PACIFIC CO., LTD., UBASE INTERNATIONAL, INC. AND SNOGEN GREEN CO. LTD LIMNEXUS LLP ATTN: SUNG JIN HWANG & JAMES E. TILL

707 WILSHIRE BOULEVARD, SUITE 4600 LOS ANGELES CA 90017 213‐955‐9500 2

COUNSEL TO DALLAS COUNTY

LINEBARGER GOGGAN BLAIR & SAMPSON, LLP ATTN: Elizabeth Weller

2777 N. STEMMONS FREEWAY SUITE 1000 DALLAS TX 75207 214‐880‐0089 4

COUNSEL TO CYPRESS‐FAIRBANKS ISD, JEFFERSON COUNTY, FORT BEND COUNTY, ANGELINA COUNTY, MONTGOMERY COUNTY, HARRIS COUNTY, GALVESTON COUNTY, FORT BEND CO WCID # 02

LINEBARGER GOGGAN BLAIR & SAMPSON, LLP ATTN: JOHN P. DILLMAN PO BOX 3064 HOUSTON TX 77253‐3064 713‐844‐3400 7

COUNSEL TO THE LEAD PLAINTIFFS AND THE PROPOSED CLASS LOWENSTEIN SANDLER LLP

ATTN: MICHAEL S. ETKIN, ANDREW BEHLMANN, JOHN P. SCHNEIDER ONE LOWENSTEIN DRIVE ROSELAND NJ 07068 973‐597‐2500 9

COUNSEL TO LANDLORD AND CREDITOR COMMONS AT ISSAQUAH, INC., A FLORIDA CORPORATION MADISON MARQUETTE ATTN: STEVE EMERY

1809 7TH AVENUE, SUITE 1409 SEATTLE WA 98101 206‐479‐8913 

COUNSEL TO BEY LEA JOINT VENTURE

MAGRUDER COOK KOUTSOUFTIKIS & PALANZI ATTN: LEON KOUTSOUFTIKIS

1889 PRESTON WHITE DRIVE, SUITE 200 RESTON VA 20191 571‐313‐1503 5

COUNSEL TO KEN BURTON, JR., MANATEE COUNTY TAX COLLECTOR MANATEE COUNTY TAX COLLECTOR ATTN: JENNIFER FRANCIS 1001 3RD AVE W SUITE 240 BRADENTON FL 34205‐7863 941‐741‐4832 9

COUNSEL TO THE MASSACHUSETTS DEPARTMENT OF REVENUE

MASSACHUSETTS DEPARTMENT OF REVENUE LITIGATION BUREAU ATTN: CELINE E. DE LA FOSCADE‐CONDON 100 CAMBRIDGE STREET P. O. BOX 9565 BOSTON MA 02114 617‐626‐3854 

COUNSEL TO CLAIMANTS, TAX APPRAISAL DISTRICT OF BELL COUNTY, BOWIE CENTRAL APPRAISAL DISTRICT, THE COUNTY OF BRAZOS, TEXAS, THE COUNTY OF DENTON, TEXAS, THE COUNTY OF GUADALUPE, TEXAS, THE COUNTY OF HAYS, TEXAS, CITY OF WACO AND/OR WACO INDEPENDENT SCHOOL DISTRICT, MIDLAND CENTRAL APPRAISAL DISTRICT, CENTRAL APPRAISAL DISTRICT OF TAYLOR COUNTY, AND THE COUNTY OF WILLIAMSON, TEXAS

MCCREARY, VESELKA, BRAGG & ALLEN, P.C. ATTN: TARA LEDAY P.O. BOX 1269 ROUND ROCK TX 78680 512‐323‐3200 5

COUNSEL TO THE LOCAL TEXAS TAXING AUTHORITIES MCDONALD, SUTTON & DUVAL, PLC ATTN: KEVIN A. LAKE 5516 FALMOUTH STREET SUITE 108 RICHMOND VA 23230 804‐643‐0302 8COUNSEL TO THE NON‐RSA TERM LENDER GROUP MCGUIREWOODS LLP ATTN: DOUGLAS M. FOLEY, SARAH B. BOEHM GATEWAY PLAZA 800 EAST CANAL STREET RICHMOND VA 23219 804‐775‐1000

TOP 50 CREDITOR MEENU CREATION LLP ATTN: PRESIDENT OR GENERAL COUNSEL

A‐33. SECTOR ‐ 64 NOIDA DISTT

GAUTAM BUDH NAGAR UP‐201301 INDIA

91‐120‐4080200

94

COUNSELTO PRINCE GEORGE'S COUNTY, MARYLAND, AND CHARLES COUNTY, MARYLAND

MEYERS, RODBELL & ROSENBAUM, P.A. ATTN: NICOLE C. KENWORHTY 6801 KENILWORTH AVENUE SUITE 400 RIVERDALE MD 20737‐1385 301‐699‐5800

TOP 50 CREDITOR MGF SOURCING ATTN: JAMES SCHWARTZ 4200 REGENT STREET SUITE 205 COLUMBUS OH 43219 614‐904‐3269 6COUNSEL TO 149 5TH AVE. CORP. MICHAEL WILSON PLC ATTN: MICHAEL G. WILSON 12733 STORROW RD. HENRICO VA 23233 804‐614‐8301 

COUNSEL TO THE AD HOC GROUP OF TERM LOAN LENDERS MILBANK LLP

ATTN: DENNIS F. DUNNE, EVAN R. FLECK AND ABIGAIL L. DEBOLD 55 HUDSON YARDS NEW YORK NY 10001 212‐530‐5000 2

COUNSEL TO PREMIER BRANDS JUSTICE LLC MINTZ & GOLD LLP

ATTN: ANDREW R. GOTTESMAN, ESQ., BARRY M. KAZAN, ESQ.

600 THIRD AVENUE, 25TH FLOOR NEW YORK NY 10016

212‐696‐4848; 917‐992‐5970 2

COUNSEL TO SUN LIFE ASSURANCE COMPANY OF CANADA

MIRICK, O’CONNELL, DEMALLIE & LOUGEE, LLP ATTN: PAUL W. CAREY 100 FRONT STREET WORCESTER MA 01608 508‐791‐8500 5

COUNSEL TO ACXIOM LLC

MITCHELL, WILLIAMS, SELIG, GATES & WOODYARD, P.L.L.C. ATTN: STAN D. SMITH 425 WEST CAPITOL AVENUE SUITE 1800 LITTLE ROCK AR 72201‐3525 501‐688‐8830 

TOP 50 CREDITOR MODINDIA EXIM PRIVATE LTD ATTN: GAGAN GULATI

B‐57 OKHLA INDUSTRIAL AREA, PHASE‐I  NEW DELHI 110020 INDIA 

TOP 50 CREDITOR MOLAX TRADING LIMITED ATTN: PRESIDENT OR GENERAL COUNSEL 75‐95, SEOSOMUN‐DONG

8RD FLOOR, YOUONE BUILDING CHUNG‐KU SEOUL 100‐110 KOREA 02‐773‐3601 0

COUNSEL TO ABL AGENT MORGAN LEWIS & BOCKIUS LLP

ATTN: MATTHEW F. FURLONG, JULIA FROST‐DAVIES, CHRISTOPHER L. CARTER ONE FEDERAL STREET BOSTON MA 02110‐1726 617‐341‐7700 6

COUNSEL TO JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT MORGAN, LEWIS & BOCKIUS LLP

ATTN: JULIA FROST‐DAVIES, CHRISTOPHER L. CARTER ONE FEDERAL STREET BOSTON MA 02110 617‐341‐7700 6

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In re: Retail Group, Inc., et al.

Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL FOR NORTH RIVERSIDE PLAZA LIMITED PARTNERSHIP

MORRIS, NICHOLS, ARSHT & TUNNELL LLP

ATTN: CURTIS S. MILLER, MATTHEW O. TALMO

1201 N. MARKET STREET, 16TH FLOOR P.O. Box 1347 WILMINGTON DE 19899 302‐658‐9200 3

TOP 50 CREDITOR MTL SOURCING DMCC ATTN: PRESIDENT OR GENERAL COUNSEL HDS BUSINESS CENTRE JUMAIRA LAKE TOWERS DUBAI

UNITED ARAB EMIRATES

NATIONAL ASSOCIATION OF ATTORNEYS GENERAL

NATIONAL ASSOCIATION OF ATTORNEYS GENERAL ATTN: KAREN CORDRY 1850 M ST., NW, 12TH FLOOR WASHINGTON DC 20036 202‐326‐6025 

COUNSEL TO M&J WILKOW PROPERTIES, LLC, CH SHOPPES, LLC, US MJW EAST GATE VI, LLC, PZ MIRACLE GL LLC, SOUTHLANDS TC LLC, AND M&J ‐ BIG WATERFRONT TOWN CENTER I, LLC NEAL, GERBER & EISENBERG LLP

ATTN: ROBERT RADASEVICH, THOMAS C. WOLFORD

TWO NORTH LASALLE STREET, SUITE 1700 CHICAGO IL 60602‐3801 312‐269‐8000

COUNSEL TO BELLEVUE SQUARE, LLC AND BELLEVUE SQUARE MERCHANTS' ASSOCIATION NOLD MUCHINSKY PLLC

ATTN: BRIAN M. MUCHINKSY, ESQ. AND BRENT J. HARDY, ESQ. 10500 NE 8TH STREET SUITE 930 BELLEVUE WA 98004 425‐289‐5555 8

COUNSEL TO BK EASTON OFFICE, LLC ODIN, FELDMAN&PITTLEMAN, PC ATTN: BRADLEY D. JONES, ESQ. 1775 WIEHLE AVENUE SUITE 400 RESTON VA 20190 703‐218‐2176 7

OFFICE OF THE ATTORNEY GENERAL OF VIRGINIA

OFFICE OF THE ATTORNEY GENERAL OF VIRGINIA ATTN: MARK R. HERRING ATTORNEY GENERAL'S OFFICE 202 NORTH NINTH STREET RICHMOND VA 23219 804‐786‐2071 8

OFFICE OF THE UNITED STATES ATTORNEY FOR THE EASTERN DISTRICT OF VIRGINIA

OFFICE OF THE UNITED STATES ATTORNEY FOR THE EASTERN DISTRICT OF VIRGINIA ATTN: JUDY A. ROBBINS

701 E. BROAD STREET, STE. 4304  RICHMOND VA 23219 804‐771‐2310

UNITED STATES TRUSTEE EASTERN DISTRICT OF VIRGINIA

OFFICE OF THE UNITED STATES TRUSTEE

ATTN: KATHRYN MONTGOMERY AND JOHN P. FITZGERALD III

701 E. BROAD STREET, STE. 4304  RICHMOND VA 23219  804‐771‐2310 8

COUNSEL TO SAUL HOLDINGS LIMITED PARTNERSHIP AND THRUWAY SHOPPING CENTER LLC OFFIT KURMAN, P.A. ATTN: STEPHEN A. METZ, ESQ. 4800 MONTGOMERY LANE 9TH FLOOR BETHESDA MD 20814 240‐507‐1723 2

COUNSEL TO OKLAHOMA COUNTY TREASURER OKLAHOMA COUNTY TREASURER ATTN: TAMMY JONES 320 ROBERT S. KERR ROOM 307

OKLAHOMA CITY OK 73102 405‐713‐1324 

TOP 50 CREDITOR ORACLE AMERICA INC ATTN: DORIAN DALEY

REDWOOD SHORES ORACLE CORPORATION 500 ORACLE PARKWAY

REDWOOD SHORES CA 94065 650‐506‐7000 6

TOP 50 CREDITOR ORIENT CRAFT ATTN: SUDHIR DHINGRA PLOT NO. 80P SECTOR‐34 NEAR HERO HONDA CHOWK GURGAON 122001 INDIA +0124‐4511300 +

COUNSEL TO NORTHWAY OUTLETS, LLC & LAKE GEORGE NORTHWAY, LLC OTTERBOURG P.C.

ATTN: ANDREW M. KRAMER, ESQUIRE, JOSHUA T. KLEIN, ESQUIRE 230 PARK AVENUE NEW YORK NY 10169 212‐905‐3630 2

COUNSEL TO OFFICIAL COMMITTEE OF UNSECURED CREDITORS

PACHULSKI STANG ZIEHL & JONES LLP

ATTN: ROBERT FEINSTEIN, BRADFORD SANDLER, SHIRLEY CHO, CIA MACKLE, S GOLDEN 780 THIRD AVE 34TH FLOOR NEW YORK NY 10017‐2024 212‐561‐7700 2

COUNSEL TO BOHANNON DEVELOPMENT COMPANY PAHL & MCCAY ATTN: CATHERINE SCHLOMANN ROBERTSON

225 WEST SANTA CLARA STREET SUITE 1500 SAN JOSE CA 95113 408‐286‐5100 4

TOP 50 CREDITOR PAN PACIFIC CO LTD ATTN: SUK‐WON LIM (08380) 12

DIGITAL‐RO 31‐GIL GURO‐GU

SEOUL, GURO‐DONG 197‐21 KOREA

+82‐2‐3494‐9000 +

PENSION BENEFIT GUARANTY CORPORATION

PENSION BENEFIT GUARANTY CORPORATION OFFICE OF THE CHIEF COUNSEL 1200 K STREET, NW WASHINGTON DC 20005‐4026 2

COUNSEL TO MERCEDES INDEPENDENT SCHOOL DISTRICTCITY OF MERCEDES

PERDUE, BRANDON, FIELDER, COLLINS & MOTT, LLP ATTN: HIRAM GUTIERREZ 2805 FOUNTAIN PLAZA BLVD. SUITE B EDINBURG TX 78539 956‐631‐4026 9

COUNSEL TO BRAZORIA COUNTY TAX OFFICE, ET AL

PERDUE, BRANDON, FIELDER, COLLINS & MOTT, LLP ATTN: OWEN M. SONIK, MELISSA E. VALDEZ

1235 NORTH LOOP WEST, SUITE 600 HOUSTON TX 77008 713‐862‐1860 7

COUNSEL TO LUBBOCK CENTRAL APPRAISAL DISTRICT MIDLAND COUNTY

PERDUE, BRANDON, FILDER, COLLINS & MOTT, L.L.P. ATTN: LAURA J. MONROE P.O. BOX 817 LUBBOCK TX 79408 806‐744‐5091 8

TOP 50 CREDITOR POONGIN TRADING CO.LTD ATTN: PAUL PARK 18F~20F ACE HIGH TECH CITY

 B/D 2 DONG, GYEONGLN‐RO YEONGDEUNGPO‐GU SEOUL 755 KOREA +82‐2‐549‐8313 +

CLAIMS AGENT PRIME CLERK, LLC ATTN: DAVID MALO 60 EAST 42ND STREET SUITE 1400 NEW YORK NY 10165 212‐257‐5450 6

COUNSEL TO GAURAV INTERNATIONAL PRYOR CASHMAN LLP ATTN: CONRAD CHIU 7 TIMES SQUARE NEW YORK NY 10036‐6569 212‐421‐4100 

TOP 50 CREDITOR PT. ERATEX HONG KONG LTD ATTN: MR. MANIWANEN 

SPAZIO BUILDING 3RD FLOOR UNIT.319‐321

GRAHA FESTIVAL KAV.3 – GRAHA FAMILY JL. MAYJEND YONO SOEWOYO SURABAYA 60226 INDONESIA

+62‐31‐99001101

+9

COUNSEL TO FULLBEAUTY BRANDS OPERATIONS, LLC

REDMON, PEYTON & BRASWELL, LLP ATTN: ROBERT M. MARINO, ESQ. 510 KING STREET SUITE 301 ALEXANDRIA VA 22314‐3143 703‐879‐2676 7

COUNSEL TO SUNDANCE SQUARE PARTNERS, L.P. REED SMITH LLP ATTN: JUSTIN SIZEMORE

RIVERFRONT PLAZA – WEST TOWER

901 EAST BYRD STREET, SUITE 1700 RICHMOND VA 23219 804‐344‐3493 

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Document Page 41 of 46
In re: Retail Group, Inc., et al.

Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO SUNDANCE SQUARE PARTNERS, L.P. REED SMITH LLP

ATTN: OMAR J. ALANIZ, MICHAEL P. COOLEY AND DEVAN J. DAL COL

2850 N. HARWOOD, SUITE 1500 DALLAS TX 75201 469‐680‐4200 4

TOP 50 CREDITOR RICHA GLOBAL EXPORTS PVT LTD ATTN: VIRENDER UPPAL

219, UDYOG VIHAR PHASE‐I GURGAON HARYANA 122001 INDIA

+91‐124‐4314000 

COUNSEL TO THE LEAD PLAINTIFFS AND THE PROPOSED CLASS, NORTH RIVERSIDE PLAZA LIMITED PARTNERSHIP, SP BOSSIER, LLC RONALD PAGE, PLC ATTN: RONALD A. PAGE, JR. P.O. BOX 73087

NORTH CHESTERFIELD VA 23235 804‐562‐8704 8

COUNSEL TO CPBP‐VII ASSOCIATES, L.P. S&D LAW ATTN: STEVEN W. KELLY, ESQ. 1290 BROADWAY SUITE 1650 DENVER CO 80203COUNSEL TO WILSON GARDENS HAVANA, LLC S&D LAW ATTN: STEVEN W. KELLY, ESQ.

1290 BROADWAY, SUITE 1650 DENVER CO 80203

TOP 50 CREDITOR SAE A TRADING CO. LTD ATTN: WOONG‐KI KIM SAE‐A BLDG.

429 YEONGDONG‐DAERO GANGNAM‐GU SEOUL KOREA

 +82 2 6252 7000

+7

COUNSEL TO SAS INSITIUTE INC. SAS INSITIUTE INC. ATTN: H HOWARD BROWNE, KAREN DAY 100 SAS CAMPUS DRIVE CARY NC 27513 919‐531‐7748 9

COUNSEL TO RIVERDALE CENTER OWNER, IV, L.C.

SCALLEY READING BATES HANSEN & RASMUSSEN, P.C. ATTN: DARWIN H. BINGHAM

15 WEST SOUTH TEMPLE, SUITE 600

SALT LAKE CITY UT 84101 801‐531‐7870 8

COUNSEL TO A. BONADUCE INC., D/B/A EBS BUILDERS SCARINCI & HOLLENBECK, LLC ATTN: JOEL R. GLUCKSMAN, ESQ. 1100 VALLEY BROOK AVENUE P.O. BOX 790 LYNDHURST NJ 07071‐0790 201‐896‐4100 COUNSEL TO BLUESTAR ALLIANCE LLC & JUSTICE BRAND HOLDINGS LLC SCHULTE ROTH & ZABEL LLP

ATTN: KRISTINE MANOUKIAN, DANIEL ESINER, KELLY KNIGHT 919 THIRD AVENUE NEW YORK NY 10022 212‐756‐2000 2

US SECRETARY OF TREASURY SECRETARY OF TREASURY ATTN: LEGAL DEPARTMENT

1500 PENNSYLVANIA AVE, NW WASHINGTON DC 20220 202‐622‐2000

266

SECURITIES AND EXCHANGE COMMISSION HEADQUARTERS

SECURITIES AND EXCHANGE COMMISSION ATTN: GENERAL COUNSEL 100 F ST., NE WASHINGTON DC 20549 202‐551‐6061 2

SECURITIES AND EXCHANGE COMMISSION PHILADELPHIA DIVISION

SECURITIES AND EXCHANGE COMMISSION ATTN: SHARON BINGER REGIONAL DIRECTOR ONE PENN CENTER 1617 JFK BLVD., SUITE 520 PHILADELPHIA PA 19103 215‐597‐3100 

COUNSEL TO ARBORETUM MARKET INVESTMENT GROUP, INC. AND THE COMMONS AT WILLOWBROOK, INC. SETTLEPOU ATTN: WILL G. BASSHAM, ESQ. 3333 LEE PARKWAY 8TH FLOOR DALLAS TX 75219 214‐560‐1705 2COUNSEL TO 171 EAST 84TH OWNERS LLC SHAPIRO SHER GUINOT & SANDLER

ATTN:  SCOTT W. FOLEY, ESQUIRE, JOEL I. SHER, ESQUIRE

250 W. PRATT STREET, SUITE 2000 BALTIMORE MD 21201

410‐385‐4234; 410‐385‐4277 4

TOP 50 CREDITOR AND COUNSEL SIMON PROPERTY GROUP, INC.

ATTN: DAVID SIMON AND RONALD M. TUCKER

225 WEST WASHINGTON STREET INDIANAPOLIS IN 46204 317‐263‐2346

33

COUNSEL TO RED DEVELOPMENT, LLC SINGER & LEVICK, P.C. ATTN: MICHELLE E. SHRIRO 16200 ADDISON ROAD SUITE 140 ADDISON TX 75001 972‐380‐5533 9COUNSEL TO PAOLI SHOPPING CENTER LIMITED PARTNERSHIP SIRLIN LESSER & BENSON, P.C. ATTN: DANA S. PLON

123 SOUTH BROAD STREET, SUITE 2100 PHILADELPHIA PA 19109 215‐864‐9700 

COUNSEL TO BERKLEY INSURANCE COMPANY AND BERKLEY REGIONAL INSURANCE COMPANY SMITH, CURRIE & HANCOCK LLP ATTN: SHANNON J. BRIGLIA

1950 OLD GALLOWS ROAD, SUITE 750 TYSONS VA 22182 703‐506‐1990 7

TOP 50 CREDITOR, OFFICIAL COMMITTEE OF UNSECURED CREDITORS SNOGEN GREEN CO.,LTD ATTN: JUNGKU HONG

13F GANGNAM BUILDING; 396, SEOCHO‐DAERO, SEOCHO‐GU SEOUL 06619 KOREA +02‐6496‐6400 +

COUNSEL TO SODEXO OPERATIONS, LLC SODEXO, INC. ATTN: ANTOINETTE YOUNG, ESQ.

9801 WASHINGTONIAN BLVD, 12TH FLOOR

GAITHERSBURG MD 20878 301‐987‐4521 3

TOP 50 CREDITOR SOLVE IT CO., LTD ATTN: PRESIDENT OR GENERAL COUNSEL 3/F 556 CHEONHO‐DAERO

GWANGJIN‐GU SEOUL 143847

SOUTH KOREA +82‐24536868

TOP 50 CREDITOR

SOUTH ASIA KNITTING FTY LTD (NEW) ATTN: PRESIDENT OR GENERAL COUNSEL 17/F, SOUTH ASIA BUILDING

108 HOW MING STREET KWUN TONG KOWLOON

HONG KONG 852‐2345‐0261 8

COUNSEL TO RIVERWALK MARKETPLACE (NEW ORLEANS), LLC AND THE SHOPS AT SUMMERLIN NORTH, LP SPECTOR & COX, PLLC

ATTN: HOWARD MARC SPECTOR, SARAH M. COX 12770 COIT ROAD SUITE 1100 DALLAS TX 75251

214‐365‐5377; 214‐310‐1321 2

COUNSEL TO 156 FIFTH AVENUE CORP SPOTTS FAIN PC

ATTN: ROBERT H. CHAPPELL III, NEIL E. MCCULLAGH AND KARL A. MOSES, JR

411 EAST FRANKLIN STREET, SUITE 600 RICHMOND VA 23219 804‐697‐2000 8

COUNSEL TO LCFRE SUGAR LAND TOWN SQUARE, LLC SPROUSE LAW FIRM ATTN: MARVIN E. SPROUSE III

901 MOPAC EXPRESSWAY SOUTH BUILDING 1, SUITE 300 AUSTIN TX 78746 512‐658‐1915 

COUNSEL TO TAINAN ENTERPRISES CO., LTD. SQUIRE PATTON BOGGS (US) LLP ATTN: NORMAN N. KINEL

1211 AVENUE OF THE AMERICAS 26TH FLOOR NEW YORK NY 10136 212‐872‐9800 2

COUNSEL TO GATEWAY AFTON RIDGE, INC. AND TMT BEAR CREEK SHOPPING CENTER, INC. SSL LAW FIRM LLP

ATTN: IVO KELLER, ESQ., BRENT D. MEYER, ESQ. 505 MONTGOMERY STREET SUITE 620

SAN FRANCISCO CA 94111 415‐814‐6400 4

COUNSEL TO LEVIN MANAGEMENT CORPORATION STARK & STARK, P.C.

ATTN: THOMAS S. ONDER & JOSEPH H. LEMKIN P.O. BOX 5315 PRINCETON NJ 08543

609‐219‐7458; 609‐896‐0629

66

STATE OF ALABAMA ATTORNEY GENERAL

STATE OF ALABAMA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT P.O. BOX 300152

MONTGOMERY AL 36130‐0152 334‐242‐7300 3

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Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

STATE OF ALBERTA ATTORNEY GENERAL

STATE OF ALBERTA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

BOWKER BUILDING 2ND FLOOR ‐ 9833 109 STREET NW EDMONTON AB T5K 2E8 CANADA

STATE OF ARIZONA ATTORNEY GENERAL

STATE OF ARIZONA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 2005 N CENTRAL AVE PHOENIX AZ 85004‐2926 602‐542‐5025  6

STATE OF ARKANSAS ATTORNEY GENERAL

STATE OF ARKANSAS ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 323 CENTER ST. SUITE 200 LITTLE ROCK AR 72201‐2610 501‐682‐2007 5

STATE OF CALIFORNIA ATTORNEY GENERAL

STATE OF CALIFORNIA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT P.O. BOX 944255 SACRAMENTO CA 94244‐2550 916‐445‐9555 9

STATE OF COLORADO ATTORNEY GENERAL

STATE OF COLORADO ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

RALPH L. CARR COLORADO JUDICIAL CENTER

1300 BROADWAY, 10TH FLOOR DENVER CO 80203 720‐508‐6000 7

STATE OF CONNECTICUT ATTORNEY GENERAL

STATE OF CONNECTICUT ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 55 ELM ST. HARTFORD CT 06106 860‐808‐5318 8

STATE OF DELAWARE ATTORNEY GENERAL

STATE OF DELAWARE ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT CARVEL STATE OFFICE BLDG. 820 N. FRENCH ST. WILMINGTON DE 19801 302‐577‐8338 3

STATE OF FLORIDA ATTORNEY GENERAL

STATE OF FLORIDA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT THE CAPITOL, PL 01 TALLAHASSEE FL 32399‐1050 850‐414‐3300 8

STATE OF GEORGIA ATTORNEY GENERAL

STATE OF GEORGIA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 40 CAPITAL SQUARE, SW ATLANTA GA 30334‐1300 404‐656‐3300 4

STATE OF HAWAII ATTORNEY GENERAL

STATE OF HAWAII ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 425 QUEEN ST. HONOLULU HI 96813 808‐586‐1500 8

STATE OF IDAHO ATTORNEY GENERAL

STATE OF IDAHO ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 700 W. JEFFERSON STREET P.O. BOX 83720 BOISE ID 83720‐1000 208‐334‐2400 2

STATE OF ILLINOIS ATTORNEY GENERAL

STATE OF ILLINOIS ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 100 WEST RANDOLPH STREET CHICAGO IL 60601 312‐814‐3000 

STATE OF INDIANA ATTORNEY GENERAL

STATE OF INDIANA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

INDIANA GOVERNMENT CENTER SOUTH

302 W. WASHINGTON ST., 5TH FLOOR INDIANAPOLIS IN 46204 317‐232‐6201 3

STATE OF IOWA ATTORNEY GENERAL

STATE OF IOWA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1305 E. WALNUT STREET DES MOINES IA 50319 515‐281‐5164 5

STATE OF KANSAS ATTORNEY GENERAL

STATE OF KANSAS ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

120 SW 10TH AVE., 2ND FLOOR TOPEKA KS 66612‐1597 785‐296‐2215 7

STATE OF KENTUCKY ATTORNEY GENERAL

STATE OF KENTUCKY ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

700 CAPITOL AVENUE, SUITE 118 FRANKFORT KY 40601 502‐696‐5300 5

STATE OF LOUISIANA ATTORNEY GENERAL

STATE OF LOUISIANA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT P.O. BOX 94095 BATON ROUGE LA 70804‐4095 225‐326‐6000 2

STATE OF MAINE ATTORNEY GENERAL

STATE OF MAINE ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 6 STATE HOUSE STATION AUGUSTA ME 04333‐0000 207‐626‐8800 

STATE OF MANITOBA MINISTER OF JUSTICE

STATE OF MANITOBA MINISTER OF JUSTICE ATTN: SEAN BOYD, CROWN COUNSEL LEGAL SERVICES BRANCH 730‐405 BROADWAY WINNIPEG MB R3C 3L6 CANADA

STATE OF MARYLAND ATTORNEY GENERAL

STATE OF MARYLAND ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 200 ST. PAUL PLACE BALTIMORE MD 21202‐2202 410‐576‐6300 

STATE OF MASSACHUSETTS ATTORNEY GENERAL

STATE OF MASSACHUSETTS ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT ONE ASHBURTON PLACE BOSTON MA 02108‐1698 617‐727‐2200 

STATE OF MICHIGAN ATTORNEY GENERAL

STATE OF MICHIGAN ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

G. MENNEN WILLIAMS BUILDING, 7TH FLOOR

525 W. OTTAWA ST. P.O. BOX 30212 LANSING MI 48909‐0212 517‐373‐1110 5

STATE OF MINNESOTA ATTORNEY GENERAL

STATE OF MINNESOTA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1400 BREMER TOWER 445 MINNESOTA STREET ST. PAUL MN 55101‐2131 651‐296‐3353

STATE OF MISSISSIPPI ATTORNEY GENERAL

STATE OF MISSISSIPPI ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT WALTER SILLERS BUILDING

550 HIGH STREET, SUITE 1200 P.O. BOX 220 JACKSON MS 39201 601‐359‐3680

STATE OF MISSOURI ATTORNEY GENERAL

STATE OF MISSOURI ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT SUPREME COURT BUILDING 207 W. HIGH ST.

JEFFERSON CITY MO 65102 573‐751‐3321 5

STATE OF MONTANA ATTORNEY GENERAL

STATE OF MONTANA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

215 N SANDERS, THIRD FLOOR PO BOX 201401 HELENA MT 59620‐1401 406‐444‐2026 4

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In re: Retail Group, Inc., et al.

Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

STATE OF NEBRASKA ATTORNEY GENERAL

STATE OF NEBRASKA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 2115 STATE CAPITOL 2ND FL, RM 2115 LINCOLN NE 68509‐8920 402‐471‐2683 4

STATE OF NEVADA ATTORNEY GENERAL

STATE OF NEVADA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 100 NORTH CARSON STREET CARSON CITY NV 89701 775‐684‐1100 7

STATE OF NEW BRUNSWICK ATTORNEY GENERAL

STATE OF NEW BRUNSWICK ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT CHANCERY PLACE FLR 2 P. O. BOX 6000 FREDERICTON NB E3B 5H1 CANADA

STATE OF NEW HAMPSHIRE ATTORNEY GENERAL

STATE OF NEW HAMPSHIRE ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 33 CAPITOL ST. CONCORD NH 03301‐0000 603‐271‐3658 6

STATE OF NEW JERSEY ATTORNEY GENERAL

STATE OF NEW JERSEY ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT RJ HUGHES JUSTICE COMPLEX

25 MARKET STREET P.O. BOX 080 TRENTON NJ 08625‐0080 609‐292‐4925 6

STATE OF NEW MEXICO ATTORNEY GENERAL

STATE OF NEW MEXICO ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT P.O. DRAWER 1508 SANTA FE NM 87504‐1508 505‐827‐6000 5

STATE OF NEW YORK ATTORNEY GENERAL

STATE OF NEW YORK ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT THE CAPITOL ALBANY NY 12224‐0341 518‐776‐2000 8

STATE OF NORTH CAROLINA ATTORNEY GENERAL

STATE OF NORTH CAROLINA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 9001 MAIL SERVICE CENTER RALEIGH NC 27699‐9001 919‐716‐6400 9

STATE OF NORTH DAKOTA ATTORNEY GENERAL

STATE OF NORTH DAKOTA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT STATE CAPITOL

600 E BOULEVARD AVE DEPT 125 BISMARCK ND 58505‐0040 701‐328‐2210 7

STATE OF NOVA SCOTIA ATTORNEY GENERAL

STATE OF NOVA SCOTIA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1690 HOLLIS ST HALIFAX NS B3J 2L6 CANADA

STATE OF OHIO ATTORNEY GENERAL

STATE OF OHIO ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 30 E. BROAD ST., 14TH FLOOR COLUMBUS OH 43215 800‐282‐0515

STATE OF OKLAHOMA ATTORNEY GENERAL

STATE OF OKLAHOMA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 313 NE 21ST STREET

OKLAHOMA CITY OK 73105 405‐521‐3921 4

STATE OF ONTARIO ATTORNEY GENERAL

STATE OF ONTARIO ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT MCMURTRY‐SCOTT BUILDING 720 BAY ST TORONTO ON M7A 2S9 CANADA

STATE OF OREGON ATTORNEY GENERAL

STATE OF OREGON ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1162 COURT STREET NE SALEM OR 97301 503‐378‐4400 5

STATE OF PENNSYLVANIA ATTORNEY GENERAL

STATE OF PENNSYLVANIA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT STRAWBERRY SQUARE 16TH FLOOR HARRISBURG PA 17120 717‐787‐3391 7

STATE OF PUERTO RICO ATTORNEY GENERAL

STATE OF PUERTO RICO ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT APARTADO 9020192 SAN JUAN PR 00902‐0192 787‐721‐2900 7

STATE OF RHODE ISLAND ATTORNEY GENERAL

STATE OF RHODE ISLAND ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 150 SOUTH MAIN STREET PROVIDENCE RI 02903‐0000 401‐274‐4400

STATE OF SASKATCHEWAN ATTORNEY GENERAL

STATE OF SASKATCHEWAN ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1874 SCARTH STREET 9TH FLOOR REGINA SK S4P 4B3 CANADA 306‐798‐4163 

STATE OF SOUTH CAROLINA ATTORNEY GENERAL

STATE OF SOUTH CAROLINA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT P.O. BOX 11549 COLUMBIA SC 29211‐1549 803‐734‐3970

STATE OF SOUTH DAKOTA ATTORNEY GENERAL

STATE OF SOUTH DAKOTA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1302 EAST HIGHWAY 14 SUITE 1 PIERRE SD 57501‐8501 605‐773‐3215 6

STATE OF TENNESSEE ATTORNEY GENERAL

STATE OF TENNESSEE ATTORNEY GENERAL

ATTN: BANKRUPTCY DEPT, LAURA L. MCCLOUD P.O. BOX 20207 NASHVILLE TN 37202‐0207

615‐741‐3491; 615‐532‐8933 6

STATE OF TEXAS ATTORNEY GENERAL, COUNSEL TO THE TEXAS COMPTROLLER OF PUBLIC ACCOUNTS, REVENUE ACCOUNTING DIVISION

STATE OF TEXAS ATTORNEY GENERAL, BANKRUPTCY & COLLECTIONS DIVISION MC 008

ATTN: BANKRUPTCY DEPT, COURTNEY J. HULL, ASSISTANT ATTORNEY GENERAL, JASON B. BINFORD, ABIGAIL RYAN CAPITOL STATION P.O. BOX 12548 AUSTIN TX 78711‐2548

512‐475‐4868, 512‐475‐4862, 512‐463‐2173

55

STATE OF UTAH ATTORNEY GENERAL

STATE OF UTAH ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT PO BOX 142320

SALT LAKE CITY UT 84114‐2320 801‐538‐9600  8

STATE OF VERMONT ATTORNEY GENERAL

STATE OF VERMONT ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 109 STATE ST. MONTPELIER VT 05609‐1001 802‐828‐3171 8

STATE OF VIRGINIA ATTORNEY GENERAL

STATE OF VIRGINIA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 900 EAST MAIN STREET  RICHMOND VA 23219 804‐786‐2071 8

STATE OF WASHINGTON ATTORNEY GENERAL

STATE OF WASHINGTON ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 1125 WASHINGTON ST. SE P.O. BOX 40100 OLYMPIA WA 98504‐0100 360‐753‐6200

STATE OF WEST VIRGINIA ATTORNEY GENERAL

STATE OF WEST VIRGINIA ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

STATE CAPITOL BLDG 1 ROOM E 26 CHARLESTON WV 25305 304‐558‐2021 3

STATE OF WISCONSIN ATTORNEY GENERAL

STATE OF WISCONSIN ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT

WISCONSIN DEPARTMENT OF JUSTICE

STATE CAPITOL, ROOM 114 EAST P. O. BOX 7857 MADISON WI 53707‐7857 608‐266‐1221 6

STATE OF WYOMING ATTORNEY GENERAL

STATE OF WYOMING ATTORNEY GENERAL ATTN: BANKRUPTCY DEPT 123 CAPITOL BUILDING 200 W. 24TH STREET  CHEYENNE WY 82002 307‐777‐7841 3

COUNSEL TO 850 THIRD AVENUE OWNER LLC AND AM 150 E 42 REALTY LLC AND 150 E 42 REALTY LLC AND VULCAN PROPERTIES, INC. STINSON LLP

ATTN: DARRELL CLARK, MICHAEL E. TUCCI, TRACEY M. OHM

1775 PENNSYLVANIA AVENUE, NW  SUITE 800 WASHINGTON DC 20006‐4605

202‐785‐9100; 202‐728‐3008 2

COUNSEL TO BBK EASTON OFFICE, LLC

STUTZMAN, BROMBERG, ESSERMAN & PLIFKA

ATTN: PETER C. D’APICE, CLIFF I. TAYLOR, KAITLYN FLETCHER 2323 BRYAN STREET SUITE 2200 DALLAS TX 75201 214‐969‐4900 2

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In re: Retail Group, Inc., et al.

Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO CHRISTINE CLARK AND OTHER SIMILARLY SITUATED INDIVIDUALS SULLIVAN LAW GROUP, APC

ATTN: WILLIAM B. SULLIVAN, ERIC K. YAECKEL, RYAN T. KUHN AND ANDREA TORRES‐FIGUEROA 2330 THIRD AVENUE SAN DIEGO CA 92101 619‐702‐6760 6

COUNSEL TO DENIMATRIX LLC AND AXIS NA LLC SULMEYERKUPETZ, PC ATTN: VICTOR A. SAHN 333 SOUTH GRAND AVENUE SUITE 3400 LOS ANGELES CA 90071 213‐626‐2311 2COUNSEL TO SYWEST DEVELOPMENT LLC, AUTHORIZED AGENT FOR SY HOWE ARDEN LLC SYWEST DEVELOPMENT LLC ATTN: RUSS YOUNG, ESQUIRE 150 PELICAN WAY SAN RAFAEL CA 94901 415‐448‐8551 

TOP 50 CREDITOR TAINAN ENTERPRISES CO. LTD ATTN: CHING‐HON YANG

5‐1, SECTION 1 HANGZHOU SOUTH ROAD ZHONGZHENG DISTRICT TAIPEI CITY 100 TAIWAN

 +886 2 2391 6421

 +1

TOP 50 CREDITOR TANGER PROPERTIES, LP ATTN: SHELLY ATKINSON

3200 NORTHLINE AVENUE SUITE 360 GREENSBORO NC 27408 336‐292‐3010 3

COUNSEL TO WASHINGTON PRIME GROUP INC. TAVENNER & BERAN, PLC

ATTN: LYNN L. TAVENNER, PAULA S. BERAN, DAVID N. TABAKIN 20 NORTH EIGHTH STREET 2ND FLOOR RICHMOND VA 23219 804‐783‐8300 8

COUNSEL TO JBG/WOODBRIDGE RETAIL, LLC, AND HIGH POINTE COMMONS HOLDING, LP TENENBAUM & SAAS, P.C. ATTN: BRADSHAW ROST, ESQ. 4504 WALSH STREET SUITE 200 CHEVY CHASE MD 20815 301‐961‐5300 TOP 50 CREDITOR TEX WORLD PTE LTD ATTN: PRESIDENT OR GENERAL COUNSEL 610, ATL CORPORATE PARK SAKI VIHAR ROAD, POWAI MUMBAI

MAHARASHTRA 400072  INDIA

+91‐22‐42293542 

TOP 50 CREDITOR THE FORBES COMPANY ATTN: PRESIDENT OR GENERAL COUNSEL

100 GALLERIA OFFICENTRE, SUITE 427 SOUTHFIELD MI 48034 248‐827‐4600 

TOP 50 CREDITOR THE MACERICH COMPANY ATTN: ANN C. MENARD

401 WILSHIRE BOULEVARD, SUITE 700

SANTA MONICA CA 90401

310‐394‐6000; 424‐229‐3575 3

TOP 50 CREDITOR AND COUNSEL, OFFICIAL COMMITTEE OF UNSECURED CREDITORS THE TAUBMAN COMPANY

ATTN: CHRIS HEAPHY AND ANDREW S. CONWAY 200 EAST LONG LAKE ROAD SUITE 300

BLOOMFIELD HILLS MI 48304‐2324

248‐258‐6800; 248‐258‐7427

COUNSEL TO LIONEL SAVADOVE THE TERRY LAW FIRM, PLLC ATTN: ROY M. TERRY, JR., ESQ.

2711 BUFORD ROAD, STE. 170

NORTH CHESTERFIELD VA 23235 804‐370‐2866 

COUNSEL TO CORPUS CHRISTI RETAIL VENTURE LP, OKC OUTLETS I LLC, IMI HUNTSVILLE LLC, PEORIA NEW MALL LLC, IMI MSW LLC, SRE BOARDWALK LLC, IMI MIRACLE MILE LLC, SRE MUSTANG LLC, RIVER RIDGE MALL JV LLC, SRE ONTARIO LLC, TMP SRE I LLC THOMPSON HINE LLP ATTN: LOUIS F. SOLIMINE, ESQ. 312 WALNUT STREET SUITE 1400 CINCINNATI OH 45202‐4029 513‐352‐6700 5

COUNSEL TO OVATIVE GROUP, LLC THOMPSON MCMULLAN, P.C. ATTN: DAVID R. RUBY, ESQUIRE

100 SHOCKOE SLIP, THIRD FLOOR RICHMOND VA 23219 804‐698‐6220 8

TOP 50 CREDITOR TISHMAN SPEYER PROPERTIES ATTN: MICHAEL B. BENNER

ROCKEFELLER CENTER, 45 ROCKEFELLER PLAZA NEW YORK NY 10111 212‐715‐0300 2

COUNSEL TO DONAHUE SCHRIBER REALTY GROUP AND RSS CENTER, LLC TRAINOR FAIRBROOK ATTN: JENNIFER L. PRUSKI POST OFFICE BOX 255824 SACRAMENTO CA 95865 916‐929‐7000 9TOP 50 CREDITOR UBASE INTERNATIONAL INC ATTN: YONG HOE KIM 345, TTUKSEOM‐RO SEONGDONG‐GU

SEOUL (SEONGSU‐DONG) 04780 KOREA  +82 2‐420‐0001  +

COUNSEL TO LANDLORD AND CREDITOR COMMONS AT ISSAQUAH, INC., A FLORIDA CORPORATION VALINOTI, SPECTER & DITO, LLP ATTN: JEFFREY A. DITO, ESQ.

555 MONTGOMERY STREET, SUITE 605

SAN FRANCISCO CA 94111 415‐986‐1338 6

VIRGINIA DEPARTMENT OF TAXATION

VIRGINIA DEPARTMENT OF TAXATION ATTN: OFFICE OF CUSTOMER SERVICES P.O. BOX 1115 RICHMOND VA 23218‐1115

COUNSEL TO ORACLE AMERICA, INC. VOGEL & CROMWELL, LLC ATTN: CHRISTIAN K. VOGEL 513 FOREST AVE SUITE 205 RICHMOND VA 23229 804‐728‐1574 8

TOP 50 CREDITOR, OFFICIAL COMMITTEE OF UNSECURED CREDITORS WASHINGTON PRIME GROUP, INC. ATTN: ROBERT P. DEMCHAK, ESQ. 180 EAST BROAD STREET COLUMBUS OH 43215 614‐621‐9000 

COUNSEL TO GOOGLE LLC

WATT, TIEDER, HOFFAR & FITZGERALD, LLP

ATTN: MARGUERITE LEE DEVOLL, Jennifer L. Kneeland

1765 GREENSBORO STATION PLACE, SUITE 1000 MCLEAN VA 22102

703‐749‐1026 ; 703‐749‐1046 7

WELLS FARGO VENDOR FINANCIAL SERVICES LLC FKA GE CAPITAL INFORMATION TECHNOLOGY SOLUTIONS C/O A RICOH USA PROGRAM F/D/B/A IKON FINANCIAL SERVICES

WELLS FARGO VENDOR FINANCIAL SERVICES, LLC ATTN: BANKRUPTCY ADMINISTRATION P.O. BOX 13708 MACON GA 31208‐3708 800‐480‐6513

COUNSEL TO AUSTIN CORNER ASSOCIATES INC.

WESTERMAN BALL EDERER MILLER ZUCKER & SHARFSTEIN, LLP

ATTN: THOMAS A DRAGHI, ESQ., MICKEE M. HENNESSY, ESQ. 1201 RXR PLAZA UNIONDALE NY 11556 516‐622‐9200 5

TOP 50 CREDITOR WESTFIELD CORPORATION, INC. ATTN: PETER SCHWARTZ

2049 CENTURY PARK EAST, 40TH FLOOR CENTURY CITY CA 90067 310‐478‐4456 3

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In re: Retail Group, Inc., et al.

Core/2002 Service List

Case No. 20‐33113 (KRH)

DESCRIPTION NAME NOTICE NAME ADDRESS 1 ADDRESS 2 CITY STATE

POSTAL 

CODE COUNTRY PHONE 

COUNSEL TO THE AD HOC GROUP OF TERM LOAN LENDERS

WHITEFORD, TAYLOR & PRESTON, L.L.P.

ATTN: COREY S. BOOKER, VERNON E. INGE, JR. AND CHRISTOPHER A. JONES TWO JAMES CENTER

1021 E. CARY STREET, SUITE 1700 RICHMOND VA 23219 804‐977‐3300 8

COUNSEL TO WEKIVA SQUARE, LLC WILES & WILES, LLP ATTN: JOHN J. WILES, ESQ.

800 KENNESAW AVENUE, SUITE 400 MARIETTA GA 30060‐7946 770‐426‐4619 7

COUNSEL TO CROSS COUNTRY PLAZA, LLC, PR AVALON PHASE I OWNER, LLC AND CORO NORTH POINT, LLC WILES & WILES, LLP ATTN: VICTOR W. NEWMARK 800 KENNESAW AVENUE SUITE 400 MARIETTA GA 30060‐7946 770‐426‐4619 7COUNSEL TO KIMCO REALTY CORPORATION, HAGAN PROPERTIES, INC., WENDY L. HUFFORD, THE TAUBMAN COMPANY, LLC, VARIOUS LANDLORDS, ARBORETUM MARKET INVESTMENT GROUP, INC., THE COMMONS AT WILLOWBROOK, INC., NORTHWAY OUTLETS, LLC, LAKE GEORGE NORTHWAY, LLC AND SYWEST DEVELOPMENT LLC, AUTHORIZED AGENT FOR SY HOWE ARDEN LLC WILLIAMS MULLEN

ATTN: AUGUSTUS C. EPPS, JR., MICHAEL D. MUELLER, JENNIFER M. MCLEMORE, BENNETT T. W. EASTHAM 200 SOUTH 10TH STREET SUITE 1600 RICHMOND VA 23219‐3095 804‐420‐6000 8

COUNSEL TO EASTVIEW MALL, LLC, GREECE RIDGE, LLC, THE MARKETPLACE

WILMORITE MANAGEMENT GROUP LLC ATTN: JUDITH LABOMBARDA 1265 SCOTTSVILLE ROAD ROCHESTER NY 14624 585‐464‐9400 5

COUNSEL TO LAKEWOOD ASSOCIATES, LLC AND BELLA TERRA ASSOCIATES, LLC WOODS ROGERS PLC ATTN: MICHAEL E. HASTINGS, JON HOLLIS 901 EAST BYRD STREET SUITE 1550 RICHMOND VA 23219 804‐956‐2049 5

COUNSEL TO PREMIER BRANDS JUSTICE LLC WOODS ROGERS PLC ATTN: MICHAEL E. HASTINGS, JON HOLLIS

901 EAST BYRD STREET, SUITE 1550 RICHMOND VA 23219 804‐956‐2049 5

COUNSEL TO CHAMPION RETAIL SERVICES, INC. WOODS ROGERS PLC

ATTN: MICHAEL E. HASTINGS, JON HOLLIS, JUSTIN E. SIMMONS

901 EAST BYRD STREET, SUITE 1550 RICHMOND VA 23219

COUNSEL TO METLIFE LANDLORDS WRIGHT, CONSTABLE & SKEEN, LLP ATTN: THOMAS J. MORAN, ESQ. WEST SHORE III CENTER

301 CONCOURSE BOULEVARD, SUITE 120 GLEN ALLEN VA 23059 804‐362‐9434 8

COUNSEL TO REEP‐RTL DTC VA LLC WRIGHT, CONSTABLE & SKEEN, LLP ATTN: THOMAS J. MORAN, ESQ. WEST SHORE III CENTER

301 CONCOURSE BOULEVARD, SUITE 120 GLEN ALLEN VA 23059 804‐362‐9434 8

TOP 50 CREDITOR WS TRADING LIMITED ATTN: PRESIDENT OR GENERAL COUNSEL 50 TRADESTON STREET

GLASGOW, SCOTLAND G5 8BH

UNITED KINGDOM

COUNSEL TO NARE BUTTERFIELD, LLC ZABEL LAW, LLC ATTN: NICOLE J. FERDOWS, ESQ. 55 WEST MONROE STREET SUITE 3330 CHICAGO IL 60603 312‐201‐9800 3

COUNSEL TO LEVIN MANAGEMENT CORPORATION, BRAZORIA COUNTY TAX OFFICE AND CERTAIN OTHER TEXAS TAXING AUTHORITIES, UNION STATION VENTURE II LLC ZEMANIAN LAW GROUP ATTN: PAUL A. DRISCOLL 223 EAST CITY HALL AVENUE SUITE 201 NORFOLK VA 23510 757‐622‐0090 7

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