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KELLEY DRYE & WARREN LLP ECKERT SEAMANS CHERIN & Robert L. LeHane, Esq. (admitted pro hac vice) MELLOTT, LLC Jennifer D. Raviele, Esq. (admitted pro hac vice) Christopher L. Perkins, Member Sean T. Wilson, Esq. (admitted pro hac vice) 919 East Main Street, Suite 1300 101 Park Avenue Richmond, VA 23219 New York, New York 10178 Tel: 804-788-9636 Tel: (212) 808-7800 Fax: 804-698-2950 Fax: (212) 808-7897 Email: [email protected] Email: [email protected]
Counsel to the Landlords
IN THE UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF VIRGINIA RICHMOND DIVISION
Chapter 11 In re: Case No. 20-32181 CHINOS HOLDINGS, INC., et al.,1 (Jointly Administered) Debtors. Re: Docket No. 667
LIMITED OBJECTION OF BROOKFIELD PROPERTIES RETAIL, INC., HINES GLOBAL REIT, JONES LANG LASALLE AMERICAS, INC., KRISTA FREITAG AS RECEIVER FOR CHARLOTTESVILLE FASHION SQUARE, LLC, TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, AND TURNBERRY ASSOCIATES TO ASSUMPTION AND ASSIGNMENT OF LEASES
Brookfield Properties Retail, Inc., Hines Global REIT, Jones Lang LaSalle
Americas, Inc., Krista Freitag as receiver for Charlottesville Fashion Square, LLC, Teachers
1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, as applicable, are Chinos Holdings, Inc. (3834); Chinos Intermediate Holdings A, Inc. (3301); Chinos Intermediate, Inc. (3871); Chinos Intermediate Holdings B, Inc. (3244); J. Crew Group, Inc. (4486); J. Crew Operating Corp. (0930); Grace Holmes, Inc. (1409); H.F.D. No. 55, Inc. (9438); J. Crew Inc. (6360); J. Crew International, Inc. (2712); J. Crew Virginia, Inc. (5626); Madewell Inc. (8609); J. Crew Brand Holdings, LLC (7625); J. Crew Brand Intermediate, LLC (3860); J. Crew Brand, LLC (1647); J. Crew Brand Corp. (1616); J. Crew Domestic Brand, LLC (8962); and J. Crew International Brand, LLC (7471). The Debtors’ corporate headquarters and service address is 225 Liberty St., New York, NY 10281.
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Insurance and Annuity Association of America, and Turnberry Associates (collectively, the
“Landlords”) submit this objection (the “Objection”) to the potential assumption and assignment
of the Leases (as defined below) by the above-captioned debtors (the “Debtors”). In support of
this Objection, the Landlords respectfully state as follows:
PRELIMINARY STATEMENT
1. The Landlords2 do not object to the assumption and assignment of the
Leases to a qualified operator per se; however, the cure amounts must include all amounts due
and owing under the Leases, and the Debtors must satisfy their burden to provide the Landlords
with sufficient adequate assurance of future performance.
2. In connection with the potential assumption and assignment of the
Leases, the Debtors or the proposed assignee must be required to (i) pay the cure amounts set
forth in the column “Total Cure Amounts” on Exhibit A,3 attached hereto, plus any additional
pecuniary losses suffered by the Landlords, including reasonable attorneys’ fees, and (ii) cure all
defaults under the Leases, including Adjustment Amounts (as defined below) which have not yet
been billed or become due under the Leases.
3. The Debtors or the proposed assignee must also (i) be required to
comply with all contractual obligations to indemnify and hold the Landlords harmless with
regard to events which occurred before assumption and assignment, but which were not known
to the Landlords as of the date of the assumption and assignment, and (ii) continue to timely pay
2 Certain Landlords have agreed to lease modifications with the Debtors that become effective upon plan confirmation, which may modify the amounts due as cure under the Leases if the conditions therein are satisfied. Counsel to the Landlords and the Debtors have discussed such issues.
3 The supporting documents have been sent to Debtors’ counsel.
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all rent and additional rent due under the Leases until the Leases are assumed, assumed and
assigned, or rejected, pursuant to section 365(d)(3) of the Bankruptcy Code.
4. The Debtors must also furnish the Landlords with sufficient adequate
assurance information that will (a) enable the Landlords to determine if the proposed assignee
would be a viable operator of the business, and (b) satisfy the Debtors’ burdens under sections
363 and 365 of the Bankruptcy Code.
5. The Landlords hope to resolve some, if not all, of the issues raised herein
with the Debtors consensually, but reserve their rights to argue these issues at the hearing.
BACKGROUND
6. The Landlords are the owners, affiliates, or managing agents for the
owners of properties located throughout the United States where the Debtors lease non-
residential real estate pursuant to written leases (each, a “Lease,” and, collectively, the “Leases”)
for the locations listed on the attached Exhibit A (collectively, the “Leased Premises”). Most or
all of the Leased Premises are located in shopping centers as that term is used in section
365(b)(3) of the Bankruptcy Code. See In re Joshua Slocum, Ltd., 922 F.2d 1081 (3d Cir. 1990).
7. On May 4, 2020 (the “Petition Date”), each of the Debtors filed a
voluntary petition for relief under chapter 11 of title 11 of the United States Code (the
“Bankruptcy Code”) with this Court. To date, the Debtors continue to manage their businesses
as debtors and debtors in possession pursuant to sections 1107 and 1108 of the Bankruptcy Code.
8. On June 24, 2020, the Debtors filed the Joint Prearranged Chapter 11
Plan of Reorganization of Chinos Holdings, Inc. and Its Affiliated Debtors (with Technical
Changes) (the “Plan”),4 and the Disclosure Statement for Joint Prearranged Chapter 11 Plan of
4 Docket No. 540.
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Reorganization of Chinos Holdings, Inc. and Its Affiliated Debtors (with Technical Changes),
which seek among other things, approval of the process for the assumption, assignment, and sale
of the Debtors’ non-residential leases, including the Leases.
9. On July 31, 2020, the Debtors filed the Notice of Assumption or
Assignment and Cure Costs Relating to Executory Contracts and Unexpired Leases of the
Debtors (the “Cure Notice”).5 The Cure Notice listed the proposed cure amounts for unexpired
leases of non-residential real property, including the Leases. The cure amounts listed in the Cure
Notice for the Leases are included on Exhibit A, attached hereto, in the column titled “Debtors’
Cure Amount.”
10. On August 10, 2020, the Debtors filed their Notice of Filing of Plan
Supplement [Docket No. 705] (the “Plan Supplement”) and their Amended Plan [Docket No.
706] (“Amended Plan”).
11. The Plan Supplement and Amended Plan state that many of the
Landlords’ leases will be assigned from Chinos Holding, Inc. or J Crew Group, Inc. to J Crew
Operating Corp.
OBJECTION
I. THE DEBTORS HAVE FAILED TO PROVIDE EVIDENCE OF ADEQUATE ASSURANCE OF FUTURE PERFORMANCE UNDER THE LEASES
(A) Adequate Assurance of Future Performance for Shopping Center Leases
12. In connection with the assumption and assignment of leases, shopping
center landlords are afforded special statutory protections under the Bankruptcy Code in the
form of adequate assurance of future performance. In re Joshua Slocum, 922 F.2d 1086; In re
Trak Auto Corp., 277 B.R. 655 (Bankr. E.D. Va. 2002). Section 365(f)(2) provides:
5 Docket No. 667.
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The trustee may assign an executory contract or unexpired lease of the debtor only if−
(A) the trustee assumes such contract or lease in accordance with the provisions of this section; and
(B) adequate assurance of future performance by the assignee of such contract or lease is provided, whether or not there has been a default under such contract or lease.
11 U.S.C. § 365(f)(2).
13. Section 365(b)(1) of the Bankruptcy Code further provides:
If there has been a default in an executory contract or unexpired lease of the debtor, the trustee may not assume such contract or lease unless, at the time of the assumption of such contract or lease, the trustee−
(A) cures, or provides adequate assurance that the trustee will promptly cure, such default…;
(B) compensates, or provides adequate assurance that the trustee will promptly compensate, a party other than the debtor to such contract or lease for any actual pecuniary loss to such party resulting from such default; and
(C) provides adequate assurance of future performance under such contract or lease.
11 U.S.C. § 365(b)(1).
14. In connection with a shopping center lease, adequate assurance of future
performance includes adequate assurance:
(A) of the source of rent… due under such lease, and in the case of an assignment, that the financial condition and operating performance of the proposed assignee… shall be similar to the financial condition and operating performance of the debtor…;
(B) that any percentage rent due under such lease will not decline substantially;
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(C) that assumption or assignment of such lease is subject to all the provisions thereof, including (but not limited to) provisions such as radius, location, use, or exclusivity, … and
(D) that assumption or assignment of such lease will not disrupt any tenant mix or balance in such shopping center.
11 U.S.C. § 365(b)(3).
15. The Debtors bear the burden of proving adequate assurance of future
performance in connection with the potential assumption and assignment of the Leases. In re
F.W. Restaurant Assoc., Inc., 190 B.R. 143 (Bankr. D. Conn. 1995); In re Rachels Indus. Inc.,
109 B.R. 797, 802 (Bankr. W.D. Tenn. 1990); In re Lafayette Radio Electronics Corp., 12 B.R.
302, 312 (Bankr. E.D.N.Y. 1981).
16. To determine whether the requirements of adequate assurance of future
performance will be satisfied, at a minimum, the Landlords and its attorneys must receive the
following information from the exact proposed assignee of the Lease:
(i) The exact name of the entity which is going to be designated as the proposed assignee;
(ii) The proposed assignee’s and any guarantor’s tax returns and audited financial statements (or un-audited, if audited financials are not available) and any supplemental schedules for the calendar or fiscal years ending 2017, 2018, and 2019;
(iii) The number of clothing and/or other retail stores the proposed assignee operates and all trade names that the proposed assignee uses;
(iv) A statement setting forth the proposed assignee’s intended use of the premises;
(v) The proposed assignee’s experience operating clothing and/or other retail stores in shopping centers;
(vi) The proposed assignee’s 2020 and 2021 business plans, including sales and cash flow projections; and
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(vii) Any financial projections, calculations, and/or financial pro-formas prepared in contemplation of purchasing the Lease.
17. Unless and until the Landlords receive all of this information, the Debtors
have not satisfied their burden pursuant to 11 U.S.C. § 365(b)(3).
(B) The Leases Must Be Assumed and Assigned Cum Onere
18. Section 365(b)(3)(C) of the Bankruptcy Code provides that the
assumption or assumption and assignment of a shopping center lease “is subject to all the
provisions thereof . . .”. 11 U.S.C. § 365(b)(3)(C). Bankruptcy courts have described the
assumption of an unexpired lease (a prerequisite to assignment under § 365(f)(2)(A)) as “an all-
or-nothing proposition – either the whole contract [or lease] is assumed or the entire contract [or
lease] is rejected.” See, e.g., In re CellNet Data Systems, Inc., 327 F.3d 242, 249 (3d Cir. 2003).
19. As the court noted in In re Washington Capital Aviation & Leasing, 156
B.R. at 167, 175 n. 3 (Bankr. E.D. Va. 1993):
Adequate assurance of future performance by the assignee is important because 11 U.S.C. § 365(k) “relieves the ... estate from any liability for any breach of such ... lease occurring after such assignment.” A party subject to a contractually created obligation ordinarily cannot divest itself of liability by substituting another in its place without the consent of the party owed the duty. See Douglas G. Baird and Thomas H. Jackson, Bankruptcy 285 (2d ed. 1990) (citing Restatement (Second) of Contracts § 318(3) (1981) (“delegation of performance ... does not discharge any duty or liability of the delegating obligor”)). While the assignee may be entitled to perform for the original obligor, the original obligor remains ultimately liable until discharged by performance or otherwise. Section 365(k) changes this common law rule and relieves the estate from all liability under the lease following assignment.
See also In re Rickel Home Centers, Inc., 209 F.3d 291, 299 (3d Cir. 2000) (Adequate assurance
is “necessary to protect the rights of the non-debtor party to the contract or lease, because
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assignment relieves the trustee and the estate from liability arising from a post-assignment
breach.”). The Debtors are not entitled to the benefits and protections of section 365(k) if they
do not assume and assign a lease cum onere – with all benefits and burdens. See, e.g., American
Flint Glass Workers Union v. Anchor Resolution Corp., 197 F.3d 76 (3d Cir. 1999).
20. The Debtors or the proposed assignee must be required to comply with
all contractual obligations to indemnify and hold the Landlords harmless with regard to events
which occurred before assumption and assignment, but which were not known to the Landlords
as of the date of the assumption and assignment. This includes, but is not limited to, (i) claims
for personal injury that occurred at the Leased Premises, (ii) damage and destruction to the
Leased Premises or property by the Debtors or their agents, and (iii) environmental damage or
clean-up. To cure possible pre-assignment, non-monetary defaults and provide adequate
assurance of future performance with respect to the indemnification obligations under the
Leases, either (a) the Debtors or the proposed assignee must be required to satisfy any and all
such claims, notwithstanding anything to the contrary contained in a plan or any court order, or
(b) the Debtors must be required to demonstrate or obtain adequate insurance (by purchase of
“tail” coverage or otherwise) in order to satisfy potential indemnification obligations based on
events or occurrences that occurred prior to the effective date of an assignment. Such claims for
indemnity could include claims for personal injury occurring at the Leased Premises where the
Landlords are joined as a party to a lawsuit or for damage and destruction of property by the
Debtors or their agents or employees.
21. Finally, the Landlords assert that if the Debtors seek to assume and
assign the Leases, the proposed assignee should be required to execute short-form assumption
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and assignment agreements with the Landlords in connection with the proposed assignment of
the Leases so that the Landlords will be in privity with their new tenants.
II. THE PROPOSED CURE AMOUNTS ARE INCORRECT
22. The Landlords dispute the cure amounts proposed by the Debtors in the
Cure Notice. The correct cure amounts for the Leases are set forth on Exhibit A, attached hereto,
in the column “Total Cure Amounts,” which includes an estimate of attorneys’ fees incurred to
date. The Landlords reserve the right to amend the cure amounts to include additional amounts
which continue to accrue and any other obligations that arise and/or become known to the
Landlords prior to assumption and assignment of the Leases.
23. Pursuant to the Leases, the Debtors are obligated to pay regular
installments of fixed monthly rent, percentage rent, and/or gross rent, as well as a share of
common area maintenance costs, real estate taxes, and insurance. In addition, prior to pro rata
assumption and assignment of the Leases, the Debtors are required by section 365(b)(1) of the
Bankruptcy Code to cure all outstanding defaults under the Leases and compensate the
Landlords for any actual pecuniary loss, including the payment of related attorneys’ fees. See 11
U.S.C. §365(b)(1)(B). Attorneys’ fees due under the Leases are compensable. See LJC Corp. v.
Boyle, 768 F.2d 1489, 1494-96 (D.C. Cir. 1985); In re Bullock, 17 B.R. 438, 439 (B.A.P. 9th Cir.
1982); In re Crown Books Corp., 269 B.R. 12, 14-15 (Bankr. D. Del. 2001); In re BAB
Enterprises, Inc., 100 B.R. 982, 984 (Bankr. W.D. Tenn. 1989); In re Westview 74th St. Drug
Corp., 59 B.R. 747, 757 (Bankr. S.D.N.Y. 1986); In re Ribs of Greenwich Vill., Inc., 57 B.R.
319, 322 (Bankr. S.D.N.Y. 1986). Accordingly, as part of its pecuniary losses, the Landlords are
entitled to attorneys’ fees in connection with the Debtors’ obligation to cure all monetary
defaults under the Leases.
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24. To the extent that rent, attorneys’ fees, interest, and/or other charges
continue to accrue, and/or the Landlords suffer other pecuniary losses with respect to the Leases,
the Landlords hereby reserve the right to amend the Total Cure Amounts to reflect such
additional amounts or to account for year-end adjustments, including, without limitation,
adjustments for 2019 and 2020, which have not yet been billed or have not yet become due under
the terms of the Leases (the “Adjustment Amounts”). The Debtors and/ or the proposed assignee
must be responsible to satisfy the Adjustment Amounts, if any, when due in accordance with the
terms of the Leases, regardless of when such Adjustment Amounts were incurred.
III. DEMAND FOR SECURITY
25. Section 365(l) of the Bankruptcy provides, in the pertinent part:
If an unexpired lease under which the debtor is lessee is assigned pursuant to this section, the lessor of the property may require a deposit or other security for the performance of the debtor’s obligations under the lease substantially the same as would have been required by the landlord upon the initial leasing to a similar tenant.
11 U.S.C. § 365(l).
26. In the ordinary course of its business, the Landlords require security
deposits, letters of credit, or guaranties when leasing (or assessing an assignment of a lease) to
certain companies based on their financial information and history. In connection with the
proposed assumption and assignment of the Leases, the Landlords hereby demand such security
in one of those forms as required by section 365(l) of the Bankruptcy Code. Until the exact
financials of the proposed assignee are known to the Landlords, the Landlords reserve their right
to specify the exact form and amount of such security; however, the Landlords would typically
require a parent or personal guaranty in connection with leasing to a new tenant.
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IV. THE DEBTORS MUST BE RESPONSIBLE FOR TIMELY PAYMENT OF ALL POST-PETITION RENT AND ADDITIONAL RENT DUE UNDER THE LEASES UNTIL THEY ARE ASSUMED, ASSUMED AND ASSIGNED, OR REJECTED
27. Section 365(d)(3) of the Bankruptcy provides, in pertinent part:
The [debtor] shall timely perform all of the obligations of the debtor, except those…arising from and after the order for relief under any unexpired lease of nonresidential real property, until such lease is assumed or rejected, notwithstanding section 503(b)(1) of [the Bankruptcy Code].
11 U.S.C. § 365(d)(3).
28. The Landlords request that the assumption and assignment of the Leases
be conditioned upon the Debtors’ timely performance of all obligations arising under the Leases
before the Leases are assumed, assumed and assigned, or rejected pursuant to section 365(d)(3)
of the Bankruptcy Code, including, without limitation, the full payment of rent on the first day of
each month.
RESERVATION OF RIGHTS
29. The Landlords reserve the right to amend and/or supplement this
Objection, including, without limitation, by adding and supplementing objections to the Debtors’
proposed cure amounts.
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CONCLUSION
WHEREFORE, the Landlords request that the Court enter an order:
(i) conditioning the assumption and assignment of the Leases on (a) the Debtors and the
proposed assignee providing adequate assurance of future performance in accordance with
section 365(b) of the Bankruptcy Code; and (b) the Debtors and/or the proposed assignee
promptly paying the cure amounts set forth in the column titled “Total Cure Amounts” on
Exhibit A attached hereto, plus any additional pecuniary losses suffered by the Landlords,
including reasonable attorneys’ fees; (ii) requiring the Debtors and/or the proposed assignee to
continue to comply with all obligations under the Leases, including payment of the Adjustment
Amounts and satisfaction of any indemnification obligations in the regular course of business;
(iii) requiring the proposed assignee to enter into short-form assumption and assignment
agreements with the Landlords; (iv) requiring the proposed assignee to provide security to the
Landlords pursuant to section 365(l) of the Bankruptcy Code; (v) granting such other and further
relief as the Court deems just and proper.
Dated: August 14, 2020 /s/ Christopher L. Perkins Christopher L. Perkins ECKERT SEAMANS CHERIN & MELLOTT, LLC 919 East Main Street, Suite 1300 Richmond, VA 23219 Tel: 804-788-9636 Fax: 804-698-2950 Email: [email protected]
and
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KELLEY DRYE & WARREN LLP Robert L. LeHane, Esq. (admitted pro hac vice) Jennifer D. Raviele, Esq. (admitted pro hac vice) Sean T. Wilson, Esq. (admitted pro hac vice) 101 Park Avenue New York, New York 10178 Tel: (212) 808-7800 Fax: (212) 808-7897
Counsel for Brookfield Properties Retail, Inc., Hines Global REIT, Jones Lang LaSalle Americas, Inc., Krista Freitag as receiver for Charlottesville Fashion Square, LLC, Teachers Insurance and Annuity Association of America, and Turnberry Associates
13
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I hereby certify that on this August 14, 2020, a copy of the foregoing Objection was served via CM/ECF on all parties registered to receive such notice in the above-captioned cases, and by email to the Parties identified on the most recent Master Service (Core Parties and 2002) List.
/s/ Christopher L. Perkins
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EXHIBIT A
Jones Lang LaSalle Americas, Inc. Debtors' Cure Total Landlor d Store No. Mall Name Location Landlord Amounts Cure 685 Galleria at Fort Lauderdale Fort Lauderdale, FL Keystone-Florida Property Holding Corp. $4,676.67 $8,793.55
Krista Freitag , As Receiver Debtors' Cure Landlord Cure Store No. Mall Name Location Landlord Amounts Amount Charlottesville Fashion 1038 Square Charlottesville, VA Charlottesville Fashion Square, LLC $2,780.55 $4,730.36
Turnberry Associates, Inc. Debtors' Cure Total Landlord Store No. Mall Name Location Landlord Amounts Cure 268/550 Aventura Mall Aventura, FL Aventura Mall Venture $0.00 $339,854.51 269/1275 Aventura Mall Aventura, FL Aventura Mall Venture $55,758.72 $268,476.67
Teachers Insurance and Annuity Association of America Debtors' Cure Total Landlord Store No. Mall Name Location Landlord Amounts Cure 295 Forum Carlsbad Carlsbad, CA T.C. Forum at Carlsbad LLC $0.00 $36,147.87
Hines Global REIT Debtors' Cure Total Landlord Store No. Mall Name Location Landlord Amounts Cure Hines Global REIT II Edmondson Road 177 Rookwood Commons Cincinnati, OH LLC $0.00 $91,660.40
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Brookfield Properties Retail, Inc. Debtors' Cure Landlord Cure Store No. Mall Name Location Landlord Amounts Amount 724 Ala Moana Center Honolulu, Hawaii GGP Ala Moana L.L.C $0.00 $0.00 1277 Ala Moana Center Honolulu, Hawaii GGP Ala Moana L.L.C $0.00 $62,657.73 265 Beachwood Place Beachwood, OH Beachwood Place Mall LLC $0.00 $21,488.38 2319/1037 Boise Towne Square Boise, ID Boise Mall LLC $0.00 $13,522.86 1020 Clackamas Town Center Happy Valley, OR Clackamas Mall LLC $0.00 $40,566.11 625 Fashion Place Murray, UT Fashion Place, LLC $0.00 $64,294.80 234 Fashion Place Murray, UT Fashion Place, LLC $0.00 $168,183.48 1243 Fig Garden Village Fresno, CA $0.00 $42,412.86 673 Jordan Creek Town Center Des Moines, IA GGP-Jordan Creek LLC $0.00 $53,270.12 573 Kenwood Towne Centre OH Cincinnati, OH Kenwood Mall L.L.C. $0.00 $74,701.06 247 Kenwood Towne Centre OH Cincinnati, OH Kenwood Mall L.L.C. $0.00 $31,964.90 600 Mayfair Wauwatosa, WI Mayfair Mall, LLC $0.00 $62,094.27 Madewell Mayfair Wauwatosa, WI Mayfair Mall, LLC $0.00 $16,016.38 830 Natick West Natick, MA Natick Mall, LLC $0.00 $58,739.87 217 Natick West Natick, MA Natick Mall, LLC $0.00 $90,037.03 512 Northbrook Court Northbrook, IL PF/WCE Northbrook Trust $0.00 $21,733.25 269 Oakbrook Center Oak Brook, IL Oakbrook Shopping Center, LLC $0.00 $39,470.82 511 Oakbrook Center Oak Brook, IL Oakbrook Shopping Center, LLC $0.00 $104,687.31 1202 Oxmoor Center Louisville, KY Hocker Oxmoor, LLC $0.00 $171,503.70 267 Park Meadows Lone Tree, CO Park Meadows Mall, LLC $0.00 $55,802.74 251 Perimeter Mall Atlanta, GA Perimeter Mall, LLC $0.00 $42,642.54 554 Perimeter Mall Atlanta, GA Perimeter Mall, LLC $0.00 $18,947.95 506 Pioneer Place Portland, OR Pioneer Place LP $0.00 $81,248.57 524 Plaza Frontenac Frontenac, Missouri Plaza Frontenac Acquisition LLC $0.00 $164,118.57
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Debtors’ Cure Landlords’ Cure Store No. Mall Name Location Landlord Amount Amount 290 Plaza Frontenac Series A Frontenac, Missouri Plaza Frontenac Acquisition LLC $0.00 $29,737.32 278 Providence Place Providence, RI Rouse Providence LLC $0.00 $32,839.43 576 Providence Place Providence, RI Rouse Providence LLC $0.00 $1,398.23 818 Shops at Merrick Park Coral Gables, FL Merrick Park LLC $0.00 $75,997.19 781 Shops at Merrick Park Coral Gables, FL Merrick Park LLC $0.00 $87,970.12 1203 Shops at Merrick Park Coral Gables, FL Merrick Park LLC $0.00 $51,363.72 289 Short Pump Town Center Short Pump Town Center, LLC $0.00 $31,762.78 630 Short Pump Town Center Short Pump Town Center, LLC $0.00 $47,585.70 786 The Maine Mall South Portland, ME GGP-Maine Mall L.L.C. $0.00 $20,408.98 623 The Mall in Columbia Columbia, MD The Mall in Columbia Business Trust $0.00 $55,738.05 747 The Shops at La Cantera San Antonio, TX La Cantera Retail, LP $0.00 $45,723.51 1204 The Shops at La Cantera San Antonio, TX La Cantera Retail, LP $0.00 $28,454.99 262 The Streets at Southpoint Durham, NC Southpoint Mall, LLC $0.00 $36,259.00 646 The Streets at Southpoint Durham, NC Southpoint Mall, LLC $0.00 $63,909.91 246 Towson Town Center Towson, MD Towson TC, LLC $0.00 $39,620.75 702 Towson Town Center Towson, MD Towson TC, LLC $0.00 $8,405.24 532 Tysons Galleria Tysons Corners, VA Tysons Galleria L.L.C. $0.00 $234,425.95 793 Tysons Galleria Tysons Corners, VA Tysons Galleria L.L.C. $0.00 $18,255.50