Case 16-10971-LSS Doc 876 Filed 09/09/16 Page 1 of 3 UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE ) In re: ) Chapter 11 ) VRG Liquidating, LLC, 1 et al., ) Case No. 16-10971 (LSS) ) Debtors. ) Related Docket Nos: 835 & 875 ) DECLARATION OF GERALDINE O DONNELL IN SUPPORT OF CLARKS COMPANIES NORTH AMERICA S RESPONSE TO VESTIS BSI FUNDING, II, LLC S SECOND OMNIBUS OBJECTION (NON-SUBSTANTIVE) PURSUANT TO 11 U.S.C. 501(A) AND 502(B), FED. R. BANKR. P. 3003(C)(2) AND 3007 TO CERTAIN NO AMENDED/SUPERSEDED CLAIMS AND LATE CLAIMS I, Geraldine O Donnell, having been duly sworn, do hereby swear under penalty of perjury that the following assertions are true to the best of my knowledge and belief: 1. I am over 18 years of age, and I am a Senior Credit Controller at Clarks Companies North America ( Clarks ). 2. I make this declaration in support of Clarks Companies North America s Response To Vestis BSI Funding, II, LLC s Second Omnibus Objection (Non-Substantive) Pursuant to 11 U.S.C. 501(a) and 502(b), Fed. R. Bankr. P. 3003(c)(2) and 3007 to Certain No Amended/Superseded Claims and Late Claims [Docket No. 875] (the Clarks Response ). 2 1 The Debtors and the last four digits of their respective federal taxpayer identification numbers are as follows: VRG Liquidating, LLC (f/k/a Vestis Retail Group, LLC) (1295); VRF Liquidating, LLC (f/k/a Vestis Retail Financing, LLC) (9362); EMSOC Liquidating, LLC (f/k/a EMS Operating Company, LLC) (2061); VIH Liquidating, LLC (f/k/a Vestis IP Holdings, LLC) (2459); BS Liquidating, LLC (f/k/a Bob s Stores, LLC) (3675); EMSA Liquidating, LLC (f/k/a EMS Acquisition LLC) (0322); SC Liquidating 2, LLC (f/k/a Sport Chalet, LLC) (0071); SCVS Liquidating, LLC (f/k/a Sport Chalet Value Services, LLC) (7320); and SCTS Liquidating, LLC (f/k/a Sport Chalet Team Sales, LLC) (8015). The Debtors executive headquarters are located at 160 Corporate Court, Meriden, CT 06450. 2 Capitalized terms used not otherwise defined herein have the meanings set forth in the Clarks Response. DM_US 76029789-1.095277.0012-1 -
Case 16-10971-LSS Doc 876 Filed 09/09/16 Page 2 of 3 3. Clarks is a manufacturer of consumer goods that is in the regular business of selling wholesale consumer goods, including footwear, to a number of public retailers for resale to the general public. 4. Prior to the Petition Date, Clarks regularly provided goods to Bob s Stores, LLC. 5. As of the Petition Date, Clarks was a creditor of Bob s Stores, LLC, which owed Clarks $182,493.18 for goods provided between January 30, 2016, and April 1, 2016. 6. Clarks did not receive notice of the commencement of the Debtors chapter 11 cases, the Bar Date Motion, the Bar Date Order, or the Bar Date Notice, until after the Claims Bar Date. 7. Bank of America, N.A. maintains a post office box on behalf of Clarks to collect payments made by Clarks customers. The address of the post office box is: C&J Clark America, Inc., PO Box 415388, Boston, MA 02241-5388. Clarks never received notice of any document relating to these chapter 11 cases sent to this address. 8. Clarks regularly receives bankruptcy notices concerning customers to which goods were provided by Clarks. 9. Clarks regularly files proofs of claims in circumstances where a customer that filed for bankruptcy failed to pay for all goods provided to the customer. 10. Clarks would have timely filed a proof of claim for the amounts owed by Bob s Stores, LLC if Clarks had received proper and timely notice of these chapter 11 cases, and in particular the Claims Bar Date, prior to the Claims Bar Date. 11. On or about July 19, 2016, Clarks became aware of the bankruptcy filing of Bob s Stores, LLC n/k/a BS Liquidating, LLC. DM_US 76029789-1.095277.0012-2 -
Case 16-10971-LSS Doc 876 Filed 09/09/16 Page 3 of 3 12. On July 19, 2016, I reviewed the Court s docket and called Cooley LLP, counsel to the Committee, to discuss these chapter 11 cases in further detail. 13. After my conversation with counsel to the Committee, I filed a proof of claim on behalf of Clarks in the total amount of $182,493.18 (the Clarks Proof of Claim ). A copy of the Clarks Proof of Claim is attached hereto as Exhibit A. 14. On August 16, 2016, I received a letter from the Debtors, entitled 503(b)(9) Claimants Information Request (the Information Request ). The Information Request requested Clarks to provide documentation in support of its administrative expense claim in the amount of $5,254.80. A copy of the Information Request is attached hereto as Exhibit B. 15. On August 16, 2016, I responded to the Information Request by sending a chart the Debtors detailing the amounts owed (including the Clarks Invoices) to the email address listed on the Information Request. Copies of the Clarks Invoices are attached hereto as Exhibit C. Dated: September 9, 2016 Newton Upper Falls, MA CLARKS COMPANIES NORTH AMERICA /s/ Geraldine O Donnell Geraldine O Donnell Senior Credit Controller DM_US 76029789-1.095277.0012-3 -
Case 16-10971-LSS Doc 876-1 Filed 09/09/16 Page 1 of 5 EXHIBIT A
Case 16-10971-LSS Doc 876-1 Filed 09/09/16 Page 2 of 5 Fill in this information to identify the case: Debtor BS Liquidating, LLC (f/k/a Bob s Stores, LLC) United States Bankruptcy Court for the: Case number 16-10972 District of Delaware (State) Official Form 410 Proof of Claim 04/16 Read the instructions before filling out this form. This form is for making a claim for payment in a bankruptcy case. Do not use this form to make a request for payment of an administrative expense. Make such a request according to 11 U.S.C. 503. Filers must leave out or redact information that is entitled to privacy on this form or on any attached documents. Attach redacted copies or any documents that support the claim, such as promissory notes, purchase orders, invoices, itemized statements of running accounts, contracts, judgments, mortgages, and security agreements. Do not send original documents; they may be destroyed after scanning. If the documents are not available, explain in an attachment. A person who files a fraudulent claim could be fined up to $500,000, imprisoned for up to 5 years, or both. 18 U.S.C. 152, 157, and 3571. Fill in all the information about the claim as of the date the case was filed. That date is on the notice of bankruptcy (Form 309) that you received. Part 1: Identify the Claim 1. Who is the current creditor? Clarks Companies North America Name of the current creditor (the person or entity to be paid for this claim) Other names the creditor used with the debtor Bostonian and Clarks 2. Has this claim been acquired from someone else? No Yes. From whom? 3. Where should notices and payments to the creditor be sent? Federal Rule of Bankruptcy Procedure (FRBP) 2002(g) Where should notices to the creditor be sent? Clarks Companies North America Gerri ODonnell Name 156 Oak Street Newton, MA 02464, USA Number Street City State ZIP Code Where should payments to the creditor be sent? (if different) Name Number Street City State ZIP Code Contact phone Contact email 617-243-4281 gerrio@clarksna.com Contact phone Contact email Uniform claim identifier for electronic payments in chapter 13 (if you use one): 4. Does this claim amend one already filed? No Yes. Claim number on court claims registry (if known) Filed on MM / DD / YYYY 5. Do you know if anyone else has filed a proof of claim for this claim? No Yes. Who made the earlier filing? Official Form 410 Proof of Claim page 1
Case 16-10971-LSS Doc 876-1 Filed 09/09/16 Page 3 of 5 Part 2: Give Information About the Claim as of the Date the Case Was Filed 6. Do you have any number you use to identify the debtor? No Yes. Last 4 digits of the debtor s account or any number you use to identify the debtor: 150659 7. How much is the claim? $ 182,493.18. Does this amount include interest or other charges? No Yes. Attach statement itemizing interest, fees, expenses, or other charges required by Bankruptcy Rule 3001(c)(2)(A). 8. What is the basis of the claim? Examples: Goods sold, money loaned, lease, services performed, personal injury or wrongful death, or credit card. Attach redacted copies of any documents supporting the claim required by Bankruptcy Rule 3001(c). Limit disclosing information that is entitled to privacy, such as health care information. Goods/Footwear 9. Is all or part of the claim secured? No Yes. The claim is secured by a lien on property. Nature or property: Real estate: If the claim is secured by the debtor s principle residence, file a Mortgage Proof of Claim Attachment (Official Form 410-A) with this Proof of Claim. Motor vehicle Other. Describe: Basis for perfection: Attach redacted copies of documents, if any, that show evidence of perfection of a security interest (for example, a mortgage, lien, certificate of title, financing statement, or other document that shows the lien has been filed or recorded.) Value of property: $ Amount of the claim that is secured: $ Amount of the claim that is unsecured: $ (The sum of the secured and unsecured amount should match the amount in line 7.) Amount necessary to cure any default as of the date of the petition: $ Annual Interest Rate (when case was filed) % Fixed Variable 10. Is this claim based on a lease? No Yes. Amount necessary to cure any default as of the date of the petition. $ 11. Is this claim subject to a right of setoff? No Yes. Identify the property: Official Form 410 Proof of Claim page 2
Case 16-10971-LSS Doc 876-1 Filed 09/09/16 Page 4 of 5 12. Is all or part of the claim entitled to priority under 11 U.S.C. 507(a)? No Yes. Check all that apply: Amount entitled to priority A claim may be partly priority and partly nonpriority. For example, in some categories, the law limits the amount entitled to priority. Domestic support obligations (including alimony and child support) under 11 U.S.C. 507(a)(1)(A) or (a)(1)(b). Up to $2,850* of deposits toward purchase, lease, or rental of property or services for personal, family, or household use. 11 U.S.C. 507(a)(7). Wages, salaries, or commissions (up to $12,850*) earned within 180 days before the bankruptcy petition is filed or the debtor s business ends, whichever is earlier. 11 U.S.C. 507(a)(4). $ $ $ Taxes or penalties owed to governmental units. 11 U.S.C. 507(a)(8). $ Contributions to an employee benefit plan. 11 U.S.C. 507(a)(5). $ Other. Specify subsection of 11 U.S.C. 507(a)( ) that applies. $ 13. Is all or part of the claim pursuant to 11 U.S.C. 503(b)(9)? * Amounts are subject to adjustment on 4/01/19 and every 3 years after that for cases begun on or after the date of adjustment. No Yes. Indicate the amount of your claim arising from the value of any goods received by the debtor within 20 days before the date of commencement of the above case, in which the goods have been sold to the Debtor in the ordinary course of such Debtor s business. Attach documentation supporting such claim. $ 5254.80 Part 3: Sign Below The person completing this proof of claim must sign and date it. FRBP 9011(b). If you file this claim electronically, FRBP 5005(a)(2) authorizes courts to establish local rules specifying what a signature is. A person who files a fraudulent claim could be fined up to $500,000, imprisoned for up to 5 years, or both. 18 U.S.C. 152, 157, and 3571. Check the appropriate box: I am the creditor. I am the creditor s attorney or authorized agent. I am the trustee, or the debtor, or their authorized agent. Bankruptcy Rule 3004. I am a guarantor, surety, endorser, or other codebtor. Bankruptcy Rule 3005. I understand that an authorized signature on this Proof of Claim serves as an acknowledgement that when calculating the amount of the claim, the creditor gave the debtor credit for any payments received toward the debt. I have examined the information in this Proof of Claim and have reasonable belief that the information is true and correct. I declare under penalty of perjury that the foregoing is true and correct. Executed on date 07/19/2016 MM / DD / YYYY /s/geraldine ODonnell Signature Print the name of the person who is completing and signing this claim: Name Geraldine ODonnell First name Middle name Last name Title Company Senior Credit Controller C J Clarks Companies, North America Identify the corporate servicer as the company if the authorized agent is a servicer. Address Number Street City State ZIP Code Contact phone Email Official Form 410 Proof of Claim page 3
Case 16-10971-LSS Doc 876-1 Filed 09/09/16 Page 5 of 5 Debtor: 16-10972 - BS Liquidating, LLC (f/k/a Bob s Stores, LLC) District: District of Delaware Creditor: Clarks Companies North America Gerri ODonnell Has Supporting Documentation: Yes, please mail physical supporting documentation Related Document Statement: 156 Oak Street Has Related Claim: Newton, MA, 02464 USA No Related Claim Filed By: Phone: 617-243-4281 Phone 2: Filing Party: Creditor 800-842-9305 ext 4281 Fax: 866-547-1585 Email: gerrio@clarksna.com Other Names Used with Debtor: Bostonian and Clarks Amends Claim: No Acquired Claim: No Basis of Claim: Goods/Footwear Last 4 Digits: Yes - 150659 Uniform Claim Identifier: Total Amount of Claim: 182,493.18 Includes Interest or Charges: No Has Priority Claim: Priority Under: No Has Secured Claim: No Amount of 503(b)(9): Nature of Secured Amount: Value of Property: Annual Interest Rate: Yes: 5254.80 Based on Lease: No Subject to Right of Setoff: Arrearage Amount: Basis for Perfection: Amount Unsecured: No Submitted By: Geraldine ODonnell on 19-Jul-2016 1:51:24 p.m. Pacific Time Title: Senior Credit Controller Company: C J Clarks Companies, North America
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