Committee Counsel Employment Application

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ------x : In re : Chapter 11 : TAILORED BRANDS, INC., et al.,1 : Case No. 20-33900 (MI) : : Jointly Administered Debtors. : ------x

APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS PURSUANT TO SECTIONS 327, 330, AND 1103 OF THE BANKRUPTCY CODE, FEDERAL RULES OF BANKRUPTCY PROCEDURE 2014(a) AND 2016, AND LOCAL RULES 2014-1 AND 2016-1 FOR AUTHORIZATION TO RETAIN AND EMPLOY PACHULSKI STANG ZIEHL & JONES LLP AS LEAD COUNSEL EFFECTIVE AS OF AUGUST 12, 2020

THIS APPLICATION SEEKS AN ORDER THAT MAY ADVERSELY AFFECT YOU. IF YOU OPPOSE THE APPLICATION, YOU SHOULD IMMEDIATELY CONTACT THE MOVING PARTY TO RESOLVE THE DISPUTE. IF YOU AND THE MOVING PARTY CANNOT AGREE, YOU MUST FILE A RESPONSE AND SEND A COPY TO THE MOVING PARTY. YOU MUST FILE AND SERVE YOUR RESPONSE WITHIN 21 DAYS OF THE DATE THIS WAS SERVED ON YOU. YOUR RESPONSE MUST STATE WHY THE APPLICATION SHOULD NOT BE GRANTED. IF YOU DO NOT FILE A TIMELY RESPONSE, THE RELIEF MAY BE GRANTED WITHOUT FURTHER NOTICE TO YOU. IF YOU OPPOSE THE APPLICATION AND HAVE NOT REACHED AN AGREEMENT, YOU MUST ATTEND THE HEARING. UNLESS THE PARTIES AGREE OTHERWISE, THE COURT MAY CONSIDER EVIDENCE AT THE HEARING AND MAY DECIDE THE MOTION AT THE HEARING.

REPRESENTED PARTIES SHOULD ACT THROUGH THEIR ATTORNEY.

The Official Committee of Unsecured Creditors (the “Committee”) of Tailored Brands,

Inc. and its affiliated debtors (collectively, the “Debtors”) hereby submits its application (the

“Application”) for the entry of an order, pursuant to sections 328(a) and 1103(a) of Title 11 of

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/TailoredBrands. The location of the Debtors’ service address in these chapter 11 cases is: 6100 Stevenson Boulevard, Fremont, California 94538.

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the United States Code (the “Bankruptcy Code”), Rule 2014 of the Federal Rules of Bankruptcy

Procedure (the “Bankruptcy Rules”), and Rule 2014-1 of the Local Rules of the United States

Bankruptcy Court for the Southern District of Texas (the “Local Rules”), authorizing and approving the employment of Pachulski Stang Ziehl & Jones LLP (“PSZJ” or the “Firm”) as lead counsel to the Committee in connection with the Debtors’ jointly-administered chapter 11 cases, effective as of August 12, 2020. In support of the Application, the Committee submits the declaration of Jeffrey N. Pomerantz (the “Pomerantz Declaration”), a partner of the Firm, attached hereto as Exhibit A and incorporated herein by reference and the declaration of the

Committee Chair attached hereto as Exhibit B and incorporated herein by reference. In further support of the Application, the Committee respectfully represents as follows:

JURISDICTION AND VENUE

1. This Court has jurisdiction over this Motion pursuant to 28 U.S.C. §§ 157 and

1334. This matter is a core proceeding within the meaning of 28 U.S.C. § 157(b)(2).

2. Venue of this proceeding and this Motion is proper in this District pursuant to 28

U.S.C. §§ 1408 and 1409.

3. The statutory predicates for the relief requested herein are sections 328(a) and

1103(a) of the Bankruptcy Code, Bankruptcy Rule 2014, and Local Rules 2014-1 and 2016-1.

BACKGROUND

4. On August 2, 2020 (the “Petition Date”), each of the Debtors filed a voluntary petition with this Court under chapter 11 of the Bankruptcy Code. The Debtors are operating their businesses and managing their properties as debtors in possession pursuant to sections

1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in these cases.

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5. On August 11, 2020, the Office of the United States Trustee appointed the

Committee pursuant to section 1102 of the Bankruptcy Code. The Committee consists of the following seven (7) members: (i) Bank of New York Mellon Trust Company, N.A.; (ii) Cristian

Zuniga; (iii) AT&T Services, Inc.; (iv) Brookfield Properties Retail, Inc.; (v) Icon International,

Inc.; (vi) Productos Textiles, S.A.; and (vii) Peerless Clothing International.

6. On August 12, 2020, the Committee held a meeting and, among other things, voted to retain the Firm as its lead counsel, subject to Court approval.

7. The Firm’s retention is requested as of August 12, 2020 insofar as that is the date the Committee first requested PSZJ to render legal services on behalf of the Committee, and the

Firm has been actively advising the Committee since that date.

8. The Firm has approximately 65 attorneys with a practice concentrated on corporate reorganizations, bankruptcy, litigation, and commercial matters. The Firm’s attorneys have comprehensive experience representing creditors’ committees, debtors, creditors, trustees, and others in a wide variety of bankruptcy cases. Attorneys of the Firm have extensive experience representing creditors’ committees in complex chapter 11 cases in Texas and throughout the country, including in Neiman Marcus Group, Whiting Petroleum, Cobalt Energy,

Erin Energy, Ignite Restaurants, Rita Restaurants, Reddy Ice, Ditech, Hollander, Barneys,

BCBG Max Azria, Aéropostale, The Great Atlantic & Pacific Tea Company, Inc., Payless

ShoeSource, ShopKo, The Sports Authority, Inc., Circuit City Stores, Inc., The Wet Seal, Ashley

Stewart, Neff Corp, Salander O’Reilly Galleries, AMF Bowling Worldwide, Fresh & Easy

Neighborhood Market, Inc., and Fairway Group Holdings Corp. Based on these facts, the

Committee believes that the Firm is well-qualified to render the services described below.

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RELIEF REQUESTED

9. By this Application, the Committee respectfully requests that the Court enter an

order, substantially in the form annexed hereto, pursuant to sections 328(a) and 1103(a) of the

Bankruptcy Code, Bankruptcy Rule 2014, and Local Rule 2014-1, authorizing the Committee to

employ and retain the Firm as its bankruptcy counsel in these chapter 11 cases.

10. The Committee has selected PSZJ as its counsel in furtherance of the efficient administration of the estates on behalf of the Committee. The Committee seeks to retain the

Firm effective as of August 12, 2020 because the Firm began providing services to the

Committee as of such date. The Committee believes that such retention is appropriate in these chapter 11 cases because the Committee required effective representation prior to such time as a retention application could be submitted to the Court due to the exigencies of these chapter 11 cases, and the Firm has been providing services to the Committee since August 12, 2020.

SERVICES TO BE RENDERED

11. Subject to further order of this Court, the Firm is expected to render, among other

services, the following services to the Committee:

a. Assisting, advising, and representing the Committee in its consultations with the Debtors regarding the administration of these cases;

b. Assisting, advising, and representing the Committee in analyzing the Debtors’ assets and liabilities, investigating the extent and validity of liens and participating in and reviewing any proposed asset sales, any asset dispositions, financing arrangements and cash collateral stipulations or proceedings;

c. Assisting, advising, and representing the Committee in any manner relevant to reviewing and determining the Debtors’ rights and obligations under leases and other executory contracts;

d. Assisting, advising, and representing the Committee in investigating the acts, conduct, assets, liabilities, and financial condition of the Debtors, the Debtors’ operations and the desirability of the continuance of any portion

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of those operations, and any other matters relevant to these cases or to the formulation of a plan;

e. Assisting, advising, and representing the Committee in its participation in the negotiation, formulation, and drafting of a plan of liquidation or reorganization;

f. Advising the Committee on the issues concerning the appointment of a trustee or examiner under section 1104 of the Bankruptcy Code;

g. Assisting, advising, and representing the Committee in understanding its powers and its duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the Committee;

h. Assisting, advising, and representing the Committee in the evaluation of claims and on any litigation matters, including avoidance actions and claims against directors and officers and any other party; and

i. Providing such other services to the Committee as may be necessary or appropriate in these cases.

NO ADVERSE INTEREST OF PROFESSIONALS

12. To the best of the Committee’s knowledge, and based upon the Pomerantz

Declaration attached hereto, neither the Firm nor any of its attorneys have any connection with any party in interest, their attorneys or accountants, other than as set forth in the Pomerantz

Declaration.

13. To the best of the Committee’s knowledge, except as provided in the Pomerantz

Declaration, neither the Firm, nor any of its attorneys represent any interest adverse to that of the

Committee in the matters on which they are to be retained.

14. While the Firm has undertaken, and continues to undertake, efforts to identify connections with the Debtors and other parties in interest, it is possible that connections with some parties in interest have not yet been identified. Should the Firm, through its continuing efforts or as these cases progress, learn of any new connections of the nature described above, the Firm will promptly file supplemental declarations, as required by Bankruptcy Rule 2014(a).

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15. The Firm represents many debtors and committees in other bankruptcy cases, and those debtors, the members of those committees, or those estates may be creditors of the Debtors.

However, the Firm will not represent any those debtors, committees, or their members with respect to any claims that they may have collectively or individually against the Debtors.

PROFESSIONAL COMPENSATION

16. Subject to Court approval and in accordance with section 330(a) of the

Bankruptcy Code and any applicable orders of this Court, compensation will be payable to PSZJ on an hourly basis, plus reimbursement of actual, necessary expenses and other charges incurred by PSZJ. The Firm’s current standard hourly rates are:

Partners $750.00 - $1,495.00 per hour Of Counsel $675.00 - $1,125.00 per hour Associates $625.00 - $725.00 per hour Paraprofessionals $395.00 - $425.00 per hour

17. The hourly rates set forth above are subject to periodic adjustments to reflect economic and other conditions.

18. The hourly rates set forth above are PSZJ’s standard hourly rates for work of this nature. These rates are set at a level designed to fairly compensate PSZJ for the work of its attorneys and paralegals and to cover fixed and routine overhead expenses. It is the Firm’s policy to charge its clients in all areas of practice for all other expenses incurred in connection with the client’s case. The expenses charged to clients include, among other things, telephone and telecopier toll and other charges, mail and express mail charges, special or hand delivery charges, document retrieval, photocopying charges, charges for mailing supplies (including, without limitation, envelopes and labels) provided by the Firm to outside copying services for use in mass mailings, expenses for “working meals,” computerized research, transcription costs, as well as non-ordinary overhead expenses such as secretarial and other overtime. The Firm will

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charge the Committee for these expenses in a manner and at rates consistent with charges made

generally to the Firm’s other clients and within the guidelines set forth in Local Rule 2014-1 and

2016-1, and all amendments and supplemental standing orders of the Court. PSZJ believes that

it is more appropriate to charge these expenses to the clients incurring them than to increase the

hourly rates and spread the expenses among all clients.

NOTICE

19. Notice of this Application has been provided to (a) the Office of the United States

Trustee for the Southern District of Texas; (b) entities listed as holding the 30 largest unsecured

claims against the Debtors (on a consolidated basis); (c) the Prepetition ABL Agent and the DIP

Agent, and counsel thereto; (d) the agent under the Debtors’ prepetition term loan facility and

counsel thereto; (e) counsel to term lenders under the Debtors’ prepetition term loan facility; (f)

the indenture trustee for The Men’s Wearhouse, Inc. 7.00% Senior Notes due 2022, and counsel thereto; (g) the Office of the United States Attorney for the Southern District of Texas; (h) the

state attorneys general for states in which the Debtors conduct business; (i) the Internal Revenue

Service; (j) the Securities and Exchange Commission; (k) the Environmental Protection Agency; and (l) any party that has requested notice pursuant to Bankruptcy Rule 2002. In light of the nature of the relief requested, no other or further notice need be given.

NO PRIOR REQUEST

20. No previous request for the relief sought herein has been made to this or any other

Court.

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EXHIBIT A

Declaration of Jeffrey N. Pomerantz

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DECLARATION OF JEFFREY N. POMERANTZ IN SUPPORT OF THE APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS PURSUANT TO SECTIONS 327, 330, AND 1103 OF THE BANKRUPTCY CODE, FEDERAL RULES OF BANKRUPTCY PROCEDURE 2014(a) AND 2016, AND LOCAL RULES 2014-1 AND 2016-1 FOR AUTHORIZATION TO RETAIN AND EMPLOY PACHULSKI STANG ZIEHL & JONES LLP AS LEAD COUNSEL EFFECTIVE AS OF AUGUST 12, 2020

I, Jeffrey N. Pomerantz, declare under penalty of perjury pursuant to 28 U.S.C.

§ 1746, and pursuant to Rules 2014(a) and 2016(b) of the Federal Rules of Bankruptcy

Procedure (the “Bankruptcy Rules”) and Rule 2014-1 of the Local Rules of the United States

Bankruptcy Court for the Southern District of Texas, that the following is true and correct:

1. I am a partner with the law firm of Pachulski Stang Ziehl & Jones LLP (“PSZJ”

or the “Firm”), with offices located at 10100 Santa Monica Blvd., 13th Floor, Los Angeles, CA

90067. I am duly admitted to practice law in the State of California and various federal courts

including the Southern and Central Districts of California.

2. I am authorized to submit this declaration (the “Declaration”) in support of the

Application of the Official Committee of Unsecured Creditors Pursuant to Sections 327, 330,

and 1103 of the Bankruptcy Code, Federal Rules of Bankruptcy Procedure 2014(a) and 2016,

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and Local Rules 2014-1 and 2016-1 For Authorization to Retain and Employ Pachulski Stang

Ziehl & Jones LLP as Lead Counsel Effective as of August 12, 2020 (the “Application”).

3. The Firm has approximately 65 attorneys with a practice concentrated on

corporate reorganizations, bankruptcy, litigation, and commercial matters. The Firm’s attorneys

have comprehensive experience representing creditors’ committees, debtors, creditors, trustees,

and others in a wide variety of bankruptcy cases. Attorneys of the Firm have extensive

experience representing creditors’ committees in complex chapter 11 cases in Texas and

throughout the country, including in Neiman Marcus Group, Whiting Petroleum, Cobalt Energy,

Erin Energy, Ignite Restaurants, Rita Restaurants, Reddy Ice, Ditech, Hollander, Barneys,

BCBG Max Azria, Aéropostale, The Great Atlantic & Pacific Tea Company, Inc., Payless

ShoeSource, ShopKo, The Sports Authority, Inc., Circuit City Stores, Inc., The Wet Seal, Ashley

Stewart, Neff Corp, Salander O’Reilly Galleries, AMF Bowling Worldwide, Fresh & Easy

Neighborhood Market, Inc., and Fairway Group Holdings Corp. Accordingly, the Firm is well-

qualified to render the services described below.

4. Neither I, the Firm, nor any partner, of counsel or associate thereof, insofar as I

have been able to ascertain, has any connection with the Debtors, their creditors, or any other parties in interest herein, or their respective attorneys and accountants, the U.S. Trustee, or any

person employed in the Office of the United States Trustee (the “U.S. Trustee”) or any

Bankruptcy Judge currently serving on the United States Bankruptcy Court for the Southern

District of Texas, except as set forth herein.

5. The Debtors have retained various professionals, including Kirkland & Ellis LLP,

Jackson Walker LLP, and AlixPartners. The Firm has previously worked with and will continue

to work with these referenced professionals on various representations, at times representing the

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same parties and at other times representing parties with similar interests or parties with adverse interests.

6. Section 1103(b) of the Bankruptcy Code does not impose the general

“disinterestedness” standard of section 327(a) on proposed counsel to an official committee of unsecured creditors. However, Bankruptcy Rule 2014 requires that an application for employment under section 1103 disclose all connections with the Debtors, their estates, professionals, and the U.S. Trustee.

7. The Firm has made the following investigation of its connections prior to submitting this Declaration. The Firm has undertaken a full and thorough review of its computer database, which contains the names of clients and other parties in interest in particular matters.

The Firm requires all of its professionals, before accepting the representation of a new client, or the representation of an existing client in a new matter, to perform a conflicts check through the

Firm’s database and to enter conflict information regarding new clients or new matters into that database. Thus, a review of said computerized database should reveal any and all actual or potential conflicts of interest with respect to any given representation. In particular, an employee of the Firm, under my supervision, entered the names of parties provided by the Debtors through the Firm’s database. The parties entered in the Firm’s database with respect to the Firm’s conflicts check in these cases are set forth on Schedule 1 annexed hereto.

8. Based on the Firm’s conflict check within its database, the Firm has not encountered any creditors of the Debtors in which an actual conflict exists between the Firm and such creditors.

a. The Firm represents the official committee of unsecured creditors of Lucky Brand Dungarees, LLC (“Lucky”), one of the Debtors’ vendors. The Firm will not represent the Committee with respect to any issues regarding Lucky.

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b. The Firm represents Highland Capital Management, L.P. (“HCMLP”) in its bankruptcy proceeding. HCMLP’s bankruptcy is currently pending in the Northern District of Texas, Dallas Divisions. In re Highland Capital Management, L.P., Case No. 19-34054-sgj11 (Bankr. N.D. Tex. 2019). To PSZJ’s knowledge, HCMLP has no direct or indirect property interests in Tailored Brands, Inc. (“TBI”) or any of TBI’s subsidiaries.

HCMLP is a registered investment adviser under the Investment Advisers Act of 1940 and manages various investment vehicles, including collateralized loan obligations. Two of these investment vehicles hold de minimis amounts of debt (collectively less than 2%) in one of TBI’s subsidiaries. One of these entities is managed by HCMLP on a non- discretionary basis, and HCMLP only recommends investments. The other entity is a collateralized loan obligation managed by an indirect subsidiary of HCMLP. HCMLP is not authorized to disclose the investments or the entities holding such investments because of certain confidentiality restrictions.

PSZJ advises and represents only HCMLP. PSZJ does not advise HCMLP’s managed investment vehicles or collateralized loan obligations, nor does PSZJ represent HCMLP with respect to its management of those two investment vehicles. Such entities are represented, to the extent necessary, by separate counsel.

c. Carlyle Investment Management LLC (“Carlyle Investment”) is listed as one of the Debtors’ First Lien Term Loan Lenders. The Firm represents PES Holdings LLC and its affiliated debtors (“PES”) in their chapter 11 proceedings pending in the United States Bankruptcy Court for the District of Delaware. PES’ plan was confirmed on February 13, 2020 and went effective on June 26, 2020. Certain affiliates of The Carlyle Group (collectively, “Carlyle”) directly and indirectly own non-controlling equity interests in Debtor PES Energy Inc. and non-controlling equity interests Debtor PES Ultimate Holdings, LLC (on account of direct ownership and on account of its indirect ownership of PES Energy Inc.). Carlyle PES, L.L.C. is a 15% shareholder of Debtor PES Energy, Inc. and Debtor PES Ultimate Holdings, LLC. The Debtors in PES’ bankruptcy cases are the following: PES Holdings, LLC, North Yard GP, LLC, North Yard Logistics, L.P., PES Administrative Services, LLC, PES Energy Inc. The Firm’s representation of PES is wholly unrelated to the Debtors and the Firm does not represent Carlyle in its individual capacity.

d. The Firm represents ad hoc holders of the First Lien Loans and providers of debtor-in-possession financing (the “Ad Hoc DIP and First Lien Lender Group”) in the chapter 11 cases of Global Eagle Entertainment et al., filed in the United States Bankruptcy Court for the District of Delaware. Certain affiliates of Arbour Lane Capital Management L.P. (“Arbour Lane”), Carlyle Investment, and BlackRock Fund Advisors (“BlackRock”)

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are members of the Ad Hoc DIP and First Lien Lender Group. Arbour Lane and Carlyle Investment are listed as two of the Debtors’ First Lien Term Loan Lenders and BlackRock is listed as one of the Debtors’ Noteholders. The Firm’s representation of the Ad Hoc DIP and First Lien Lender Group is wholly unrelated to the Debtors and the Firm does not represent Arbour Lane, BlackRock, or Carlyle Investment in their individual capacities.

If, at any time during the course of this proceeding, the Firm learns of any representation which may give rise to a conflict, the Firm will promptly file with the Court an amended declaration identifying and specifying such involvement.

9. PSZJ and certain of its attorneys have represented and in the future will likely

represent creditors of the Debtors in connection with matters unrelated to the Debtors and these

cases.

10. PSZJ represented, represents, and in the future will likely represent committees in

matters unrelated to the Debtors and these cases, whose members may be creditors and/or committee members in these cases. For the avoidance of doubt, the Firm has not represented any members of the Committee in the twelve (12) months preceding the Petition Date.

11. The Firm has not received any retainer or payment from the Debtors or the

Committee. Nor has the Firm received any promise of payment in connection with these cases during the one-year period prior to the filing of the Debtors’ petitions. No compensation has been paid or promised to be paid from a source other than the Debtors’ estates in these cases. No promises have been received by the Firm nor by any attorneys thereof as to compensation in connection with these chapter 11 cases, other than in accordance with the provisions of the

Bankruptcy Code. The Firm has no agreement with any other entity to share with such entity any compensation received by the Firm in connection with these cases, except among the partners, of counsel, and associates of the Firm. Neither the Committee nor its members (or any

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of their representatives) are or will be liable for fees or costs incurred by the Firm in its representation of the Committee.

12. The Firm intends to apply for compensation for professional services rendered in connection with these cases subject to approval of this Court as stated in the Application, and in compliance with applicable provisions of the Bankruptcy Code, on an hourly basis, plus reimbursement of actual, necessary expenses and other charges incurred by the Firm. No compensation will be paid to the Firm except upon compliance with the Bankruptcy Code,

Bankruptcy Rules, Local Rules, and any other applicable procedures and orders of this Court.

The Firm’s current standard hourly rates are:

Partners $750.00 - $1,495.00 per hour Of Counsel $675.00 - $1,125.00 per hour Associates $625.00 - $725.00 per hour Paraprofessionals $395.00 - $425.00 per hour

13. The hourly rates set forth above are subject to periodic adjustments to reflect economic and other conditions.

14. It is the Firm’s policy to charge its clients in all areas of practice for all other expenses incurred in connection with the client’s case. The expenses charged to clients include, among other things, telephone and telecopier toll and other charges, mail and express mail charges, special or hand delivery charges, document retrieval, photocopying charges, charges for mailing supplies (including, without limitation, envelopes and labels) provided by the Firm to outside copying services for use in mass mailings, expenses for “working meals,” computerized research, transcription costs, as well as non-ordinary overhead expenses such as secretarial and other overtime. The Firm will charge the Committee for these expenses in a manner and at rates consistent with charges made generally to the Firm’s other clients. The Firm believes that it is

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fairer to charge these expenses to the clients incurring them than to increase the hourly rates and spread the expenses among all clients.

15. Subject to Court approval, the Committee may seek to retain various professionals during the pendency of these cases, including Norton Rose Fulbright US LLP (“NRF”) as co- counsel and M-III Advisory Partners L.P. (“M-III”) as financial advisor. PSZJ intends to work closely with any such professionals retained by the Committee, including NRF and M-III, to ensure that there is no unnecessary duplication of services performed on behalf of the Committee or charged to the Debtors’ estates.

16. The Firm provides the following responses to the questions set forth in Part D of the Appendix B Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under United States Code by Attorneys in Larger Chapter 11 Cases (the

“Revised UST Guidelines”):

Questions Required by Part Answer: Further explanation: D1 of Revised UST Guidelines: Did you agree to any No. N/A variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Do any of the professionals No. N/A included in this engagement vary their rate based on the geographic location of the bankruptcy case? If you represented the client in N/A N/A the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial

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Questions Required by Part Answer: Further explanation: D1 of Revised UST Guidelines: terms have changed postpetition, explain the difference and reasons for the difference. Has your client approved your N/A As Committee counsel, PSZJ respective budget and staffing anticipates that the budget for plan, and, if so, for what Committee professionals will budget period? be governed by the Debtors' Emergency Motion for Entry of Interim and Final Orders (I) Authorizing the Debtors to Obtain Postpetition Financing, (II) Authorizing the Debtors to Use Cash Collateral, (III) Authorizing the Debtors to Obtain Exit Financing, (IV) Granting Liens and Providing Superpriority Administrative Expense Status, (V) Granting Adequate Protection to the Prepetition Secured Parties, (VI) Modifying the Automatic Stay, (VII) Scheduling a Final Hearing, and (VIII) Granting Related Relief [ECF No. 25], subject to any rights that the Committee may have to object if an agreement cannot be reached between the Debtors and the Committee. The Committee and its professionals reserve all rights to seek approval of Committee professional fees.

17. PSZJ intends to make a reasonable effort to comply with the UST’s requests for information and additional disclosures as set forth in the Revised UST Guidelines, both in connection with the Application and the interim and final fee applications to be filed by PSZJ in these chapter 11 cases.

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Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true and correct.

Dated: September 2, 2020 /s/ Jeffrey N. Pomerantz Jeffrey N. Pomerantz

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Schedule 1

(Potential Parties in Interest)

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Equity Owners Current Officers and Directors Advisory Research, Inc. Arney, Aidan Eminence Capital Ask, Carrie Ann Scion Asset Management, LLC Bragg II, James R. The Vanguard Group, Inc. Britt, Irene Chang IPG Investment Advisors LLC Fuentes, Francisco State Street Global Advisors, Inc. Gove, Sue Ellen Dimensional Fund Advisors L.P. Hansen, Richard Invesco Capital Management LLC Killion, Theophlius Lathi, Dinesh S. Debtor entities Neutze, Mark JA Apparel Corp. Rhodes, A. Alexander Jos. A Bank Clothiers, Inc. Ricci, Steve Joseph Abboud Manufacturing Corp. Sherman, Boris P. K&G Men's Company Inc. Smith, Laura Ann Moores Retail Group Corp. Smith, Michael Shane Moores The Suit People Corp. Vazquez, John Moores The Suit People Corp. Vollero, Andrew Nashawena Mills Corp. Renwick Technologies, Inc. Former Officers and Directors (Last 1 Tailored Brands Gift Card Co LLC year) Tailored Brands Purchasing LLC Calandra, Jack P. Tailored Brands, Inc. Edwab, David Tailored Shared Services, LLC Nichols, Grace TB UK Holding Limited Stein, Sheldon I. The Joseph A. Bank Mfg. Co., Inc. Vaclavik, Brian T. The Men's Wearhouse, Inc. TMW Merchants LLC Largest Trade Vendors 18 International Ltd Affiliated Non-debtor entities A W Chang Corporation ENSCO 645 Limited AD ART ENSCO 648 Limited Adobe Systems Inc Golden Brand Clothing [Canada] Corp. ADP LLC MWUK Holding Company Limited Advanced Facility Solutions, LLC Tailored Brands Atlantic Company Limited Advantage Leasing Assoc Tailored Brands Central BV Aetna Inc. Tailored Brands Eastern Sourcing Limited Agilone, Inc Tailored Brands Noborue Limited Alliance Printing LP Tailored Brands Pacific Company Limited Allied Universal Security Services Tailored Brands Sourcing Group Amalgamated Nat'l Health Fund Tailored Brands Sourcing Holding Company AMC Networks Inc. Limited American Express Tailored Brands Worldwide Purchasing Co. Anybill Financial Services Inc Anybill Financial Services Inc Applied Predictive Technologies, Inc

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Aquarius Ltd. DHL Express (USA), Inc. Armstrong Teasdale LLP Disenos Avante S.A. DE C.V. Artwell Knitting and Garment Factory Ltd Diversitex Inc Astound Commerce Corporation Dorfman Pacific Co AT&T Drago SPA Bagir International, Inc. E. Thomas SPA VND Bamboo Rose LLC Eastman Footwear Group Bandolino Shoes Egypt Clothing Co. Banks Brothers Construction, Inc. ELO/Larry Levine Barcoding Inc. Empower Software Solutions BBC America Erwin Penland LLC Belvedere Inc. ESPN, Inc. - Advertising Sales Bespoke Fashion LLC Esquel Enterprises Limited Beximco Fashions Limited Evan-Picone Suits Biella Manifatture Tessili SRL Tallia DI Evergreen Shipping Agency (America) Corp Blue Cross Blue Shield / Texas Experian Blue Yonder Fabian Couture Group Boolim Kwangduk Inc Fabian Couture Group Canada Building Installation Group I, Inc Facebook Inc Burma Bibas/CIT Facilities Service Center Business Efficiency Svcs. Today, Inc Federal Express Corporation Caleres Inc Flexo Craft Prints Calvin Klein Suits/G-III Floreal International Ltd Carreman (Shanghai) Co Ltd Florsheim Canada Cass Information Systems Inc. Florsheim Shoe Co. Caulfeild Apparel Group Ltd Flow Formal Alliance, LLC CGS Apparel VND Frch Nelson Cheetahmail Futuristic Store Fixtures Pte Ltd Cigna Healthcare Gentry (1978) Inc. Cobb Salad Design G-III Cocona Inc Giorgio Cosani Cole Haan Global Canada Confecciones Monzini GMI Les Limited Conway Construction, LLC Google, Inc. Cosimo Fates SRL Great China Empire Coyote Logistics Greenberg Farrow Architecture, Inc Creative Apparel Solutions, Inc Gruner & Co., Inc. Criteo Corp GSD&M CS Hudson Inc H & V Bravo Inc CTV Television Inc. Haggar Clothing Co CVS Pharmacy, Inc Hangerlogic Daiko Exports Hannam Inc Dalian Moda Fashion Co., Ltd Hero Towers Ltd Dell Financial Services LLC High Fashion Silk (Zhejiang) Co Ltd Delta Dental Horizon Retail Construction Designer Group Houston Foam Plastics

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Hualu Woolen Limited LU AN Garment Co Ltd Hulu, LLC LU Thai Textile Co., Ltd Hyundai Merchant Marine Co. Ltd Lucky Brand Jeans Icon International Inc Maersk Inc IDX Corporation Magnum Staffing Services Indium Software, Inc Management Resource Systems, Inc. Inside Edge Commercial Interior Svcs LLC Manhattan Associates Integrity Communications & Solutions, Inc Mantero SETA SPA Isaco International Corp Marcraft Clothes Itochu Prominent USA LLC Marzotto Wool Manufacturing SRL Jack Victor Matrix Clothing Pvt Ltd Jack Victor Limited McAllister Retail Services Inc Jag Building Group Inc. McKinsey & Company, Inc. Jan Leslie Corporation Medallia Inc Jemma Apparel Menasha Packaging Co, LLC Jiangsu Hongdou Imp. & Exp. Co LTD Microsoft Corporation Jiangsu Sunshine Co. LTD. / Fabric Wire Microsoft Online, Inc. Jiangsu Sunshine Garment Co. Ltd Midwest Garment Inc. Jiaxing Burlington Textile Company Ltd MLE Merchandising Sign Solutions, Inc Jimlar Corporation MM Fashion and Design Inc Johnston & Murphy Shoe Co. Monobaik Inc. Jones Apparel Group Moredirect, Inc Joymark National Plus Plan Judy's Group/CA Whse NFL Properties, LLC Kangol Hat Inc. Nice Earn Limited Kasper ASL Ltd Nina Leonard/Lanco App. Kelly Grace Corporation Novalan S.A. De C.V. Kenneth Cole Footwear Nunn Bush Canada Kenneth Cole Pants Oakhurst Partners LLC JBC Finished Goods Kenneth Cole Production/Royalties/Advert Oracle America Inc Kenneth Cole Tailored Oxford Shirtmakers Kenneth Cole/PVH P.T. Daese Garmin Kids World of USA Pacesetter Personnel Services Kim Toan Jeans Co. Ltd Pacific Alliance USA Inc. Kouper-FKS Industries, Inc Pacwav, LLC Laguna Clothing (Mauritius) Ltd Pan Pacific Plastics MGF., Inc. Lanier Clothes/Oxford Industries Peerless Clothing Inc. Lanificio Ermenegildo Zegna & Figli SPA Perry Ellis Accessories Lanificio Nova Fides SPA Perry Ellis Menswear LLC Lanificio T.G. Di Fabio SPA Phillips Van Heusen Corp Lennox Industries, Inc Pinnacle Brand Group Lenovo (United States) Inc. Pivot Technology Services Corp Levi Strauss & Co (Canada) Inc Planes Moving & Storage Inc Li & Fung Platinum Designs Corporation Logicsource Inc Po Fung Knitting FTY Lois Jeans & Jackets Productos Textiles

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 15 of 24

Protection One Swiss Garments Company Protiviti, Inc. Tag Manufacturing Co Provectus IT Inc Tarrant Lighting PT Ungaran Sari Garments Tata Consulatancy Services Limited PVH Dress Shirt Group Texas Air Mechanical QST Industries Inc. Textile Import LLC / GMAC Rakuten Marketing LLC The Knot Worldwide, Inc Randa Canada LTD The Levy Group Raybeam, Inc Threekit, Inc Reflexis Systems, Inc Tommy John Regal USA / ASL Textile Group, LLC Top Genuine, LLC Respektwear Apparel Group R&R Trajes Internacionales, SA DE C.V. Revel Brand and Marketing Strategy Transco Plastic Industries Ltd Roadone Intermodalogistics Transpacific Inc. Rogers Sports Network Tredence Inc ROI Solutions LLC Trend Marketing Wholesale Inc Roth Brothers Inc Unified Accessories RR Donnelley Unified Inc Ryder Integrated Logistics, Inc. Universal Custom Display, Inc. Ryder Transportation SVS / Chicago Upland Software, Inc S M Signature Inc. UPS SCS Dallas Sales Force UPS SCS Inc. Satphire Sportswear Ltd Van Heusen Scents of Worth Vaswani Inc Segerdahl Graphics Vera Wang SG Corporation Vetements Peerless Clothing Shanghai Shenda America, LLC Vitale Barberis Canonico SPA Shengzhou Yuelong Tie & Apparel Co, Ltd Volunteer Logistics Inc. Silver Crest Clothing PVT, Ltd Vorys, Sater, Seymour and Pease LLP Silver Silk of Safire Inc W&H Systems Inc Silver Spark Apparel M2M Ltd/ Wire Wage Works Skillnet Solutions Inc. Wawak Smart Shirts Knits Limited WCH Group, Inc Smart Shirts Limited Western Glove Works Smythe Trading Company Ltd WH Buyer, LLC dba WHP Global So Delicious Management Group Willis Towers Watson US LLC Solutions Management Inc Willkie Farr & Gallagher LLP South Asia Knitting Factory Ltd/ Wire Wolfgang, LLC Spenser Jeremy Woo Yang Vina Co., Ltd Stacy Adams World Wide Technology Stacy Adams Shoe Co. Wuxi Xiexin Worsted Spinning/ Wire Staples Xtivia Inc Starcom Worldwide, Inc Zhejiang Springair Group Co (Fact.) VND Successori Reda SPA Zhejiang Vision Textile Co Ltd Sun Life Financial Superba, Inc. Benefit Providers

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 16 of 24

Farmington Administrative Services Inc Five Arrows Managers NA LLC Lincoln National Life (LNL) Guardian Inv Serv LLC (as Agt) Manulife Bank of Canada Highland Capital Management New England Joint Board Intermediate Cap Gr PLC (AGY) Quest Diagnostics Invesco SR Secured Mgmt Inc Virgin Pulse, Inc Investcorp Credit Mgmt US LLC Willie Lopez Fund King Street Capital Management Liberty Bank Trustees & Agents Loomis Sayles and Co LP (as Agt) Bank of New York Mellon Lord, Abbett & Co. LLC (Agt) JPMorgan Chase Bank, N.A. Marathon Asset Management LP WSFS Financial Corporation Marble Point Credit Mgmt LLC Medalist Partners Corporate Trustee & Agent Counsel MJX Asset Mgmt LLC Emmet, Marvin & Martin, LLP Nexbank SSB Morgan Lewis Palmer Square Capital Mgt Clifford Chance Par-Four Inv Mgt, LLC PGIM Inc ABL Revolver Holders Smith Management LLC JPMorgan Chase Bank, N.A. Steele Creek TD Asset Mgmt Inc. (as Agt) Hedging Counterparties Thrivent Inv Mgmt Inc (as Agent) US Bank National Association TIAA-CREF Inv Mgmt (as Agt) Wells Fargo Bank N.A. Trimaran Advisors LLC VOYA Inv Mgmt Co LLC First Lien Term Loan Lenders Wells Fargo Bank, National Ass Aegon USA Invest Mgt (as Agt) Western Asset Mgmt Company, LL Alden Global Cap Ltd Whitehorse Capital Partners LP Allianz Global Investors US L Whitestar Asset Management LLC Amundi Pioneer AM Inc (as Agt) ZAIS Gr LLC Arbour Lane Capital Mgmt LP Ares Management LLC (as Agt) Noteholders Assurant Inc Altrius Capital Management, Inc. Barclays BK PLC Anaxis Asset Management Barings LLC (as Agent) AQR Capital Management, LLC Barrow, Hanley, Mewhinney & St CNH Partners, LLC Benefit Street Partners LLC Ares Management, LLC Canaras Cap Mgmt LLC Benefit Street Partners, LLC Canyon Cap Advisors LLC Brigade Capital Management, L.P. Carlson Capital, L.P. Blackrock Fund Advisors Carlyle Inv Mgmt L.L.C. Camelot Portfolios, LLC CIFC Asset Management LLC DDJ Capital Management, LLC CRESCENT CAPITAL GROUP LP (Agt) Mellon Investments Corporation CVC CR Parts LLC Post Advisory Group, LLC DK Management Partners LP Durig Capital, LLC First Eagle Alt Credit Employees Retirement System of Texas

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 17 of 24

First Eagle Investment Management, LLC Venable LLP GLG Partners, L.P. Vorys, Sater, Seymour and Pease LLP L & S Advisors, Inc. LA Francaise Asset Management S.A.S. Accountants & Auditors Legal & General Investment Management Deloitte LLP America, Inc. KPMG LLP Legal & General Investment Management, Ltd Loomis Sayles & Company, L.P. Lord, Abbett & Co., LLC (Asset Restructuring Professional Service Management) Providers to Creditors Mackay Shields, LLC Berkeley Research Group Mellon Investments Corporation Gibson Dunn Mont Blanc Capital Management AG Houlihan Lokey New Jersey Division of Investment M-III Partners PIMCO - Pacific Investment Management Morgan Lewis Company Pachulski Stang Ziehl & Jones LLP Schroder Investment Management North America, Inc. Landlords & Sub-Tenants Schroder Investment Management, Ltd 1663321 Ontario Inc. SEB Investment Management AB 1st Commercial Realty Group Inc T. Rowe Price Associates, Inc. 705 Five Development Group TD Asset Management, Inc. A&C Associates Victory Capital Management, Inc. A.I.Z. Realties Voya Investment Management Company, ABG5 LLC LLC ACF Property Management, Inc ZEO Capital Advisors, LLC Adam Street Partners Zürcher Kantonalbank Advanced Realty Investors Adventure Land Restructuring Professional Service AJC Garfunkel Providers to Debtors Alliance Real Estate Services A&G Realty Partners, LLC Allie Mallad AlixPartners Allied Development FTI Consulting, Inc. Almaden Plaza Shopping Center, Inc. Kirkland & Ellis LLP Amcap Northport LLC PJT Partners Inc. American Asset Corporation Prime Clerk LLC ANB Property Corporation AR GLOBAL Ordinary Course Professionals ARA/American Realty Advisors Armstrong Teasdale LLP Arciterra Companies, LLC Baker & McKenzie Argus Mgmt LLC Centralis Cayman Limited Armada Hoffler Properties Fragomen, Del Rey, Bernsen & Loewy LLP Aronov Realty Management Freeths LLP Artis REIT Greenberg Traurig LLP Ashkenazy Acquisitions Corp Stewart McKelvey Stirling Scales Athena Property Management

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 18 of 24

Atomic Investments Inc. Clarion Partners AVR Realty Cleveland Lexington Investors, L.L.C. Azad Commercial Realty Services, LLC CLPF-Tukwila, L.P. Azarian Group COGIR AZT Corporation Colliers BA Greensboro, LLC Colliers International Management Banta Management Commonweal Development Corp. Barbara S. Canning Family Trust Continental Realty Corporation Basser Kaufman Cooper Point Associates Bayer Properties Courtelis Bennett Williams CPD Developments Bentallgreenoak Crawford Berberian Compaines Crombie Bianco Properties Crossman & Company Bierbrie Development CRS Realty Black Creek Group CSM Corporation Bldg Management Co., Inc. CTC Beaverton LLC Management Blue Sky Plaza, LLC Cushman & Wakefield Bookazine CVK Corp. BP Real Estate Inc. CVSC, LLC BPG Group Dakota REIT Brang Company Dany Lavy and Stephen J. Shiller Brindle Drive Owner LLC Davis Furniture Industries, Inc Brixmor Property Group DCG Development Broad Reach Retail DCM Group Brookfield Lakes Wisconsin Realty LP Denny Elwell Company Burnham USA Equities, Inc. Donahue Schriber Realty Group Cadillac Fairview Douglad Development Camden Village, LLC Drury Development Corporation Capital Laval Partnership Ltd. Dunhill Partners Carroll S. Dawson (Spelling Update) DWS Carrollton Enterprises Earl W. Kazis Associates, Inc. Casto Echo Realty CBL & Assoc Management Inc Edwards Realty CBRE EK Mt. Kisco LLC Centennial Lakes Plaza LLC Ellsworth Realty, L.L.C. Center at Elida, LLC Entrada Partners Center Corp Retail E-Plan, LLC Centercal Properties Equity Investment Group Centre Corp Equity Management / Caller Properties, Centrum Station, LLC LLC Cermack Plaza Associates Ethan Conrad Properties CIM GROUP Fairbourne Circle Plaza Associates Fairbourne Properties Citation Management Farley Whittier Partners City View Commercial Fedder

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 19 of 24

Ferris Development Jama Capital Partners Finard Properties LLC Jason Robinson Finmarc Management, Inc. JBGSMITH First Beacon Investments JBL Management First Capital Bridgeport Corporation Jeffrey Anderson Real Estate First Gulf Jewell Capital First Interstate Properties, Ltd JHM Properties Flad Development Jim and Sandra Beardmore Flately Co JKE Property Foundry Commerical JMK Boca Pad, LLC Fryd Properties John McGarry G3 Real Estate Services LLC Jones & Weikel Partnership Gary Solomon Company Jones Lang LaSalle GCE Outparcels, LLC JRC Investment Gershman Partners K & J Partnership GK Development KAMG Management Corporation Glenwood Development Company Kay Management Goldmark Kaylan Properties Grant & Lewis Kenwood Center LLC Grier Metcalf, LLC Keypoint Partners Group Immobilier Bel-Rive Inc. Kimco Gumberg Asset Management Corp / JJ Kingston Real Estate LLC Gumberg .Co Kirco Hamilton Properties, Inc. Kitchell Development Company Harris Realty Company, Inc. Kitschon Partners Harry Mazgedian KLK Properties Havdeco Partners Krueger Development Helmerich & Payne Properties, Inc. Legacy Asset Management, LLC HGA Woodland Hills LLC Levin Management Corporation Hill Partners Inc. Lexington Realty Hillel J. Auerbach Livingston Properties Hines Global REIT 2615 Med Center Lloyd Companies Parkway LLC Luxor Management Howard Allen M & J Big Waterfront Amity Sq, LLC HPC Robinhood Investors, LP Mach Groupe Hurber Manaagement Madison International Realty Hutensky Capital Partners / Hutensky Group Madison Marquette Hutton PASCO G5, LLC Maepo, Inc Inland Commercial Real Estate Services, Maple Leaf Investments LLC Marple Xyz Associates, L.P. Invesco Ltd Mason Creek LLC/ Garland Group IPA Commerical Real Estate Maus, Warwick, Matthews & Co. Ivanhoe Cambridge May-Gold Properties Ltd. J&B Properties Melcor J. Walters Construction Co. Merritt Properties J.E. Perron MFI Realty

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 20 of 24

Mid-America Group POP Realty Corp. Mid-Pike LLC Preferred Office Properties Midtown Realty Preferred Property Development Millcraft Ideas Primaris Minuk Corp. Promenade at Haywood, LLC Mission Properties Pyramid Walden Company LP MK Property Services LLC Qualico Morguard R&J Grosse Pointe, LLC MRV Companies Rainbow Arroyo Commons, LLC Muir Investment Holdings Rainbow Investment Co. Murber Development Co., Ltd Rainbow Property Management Inc. Namdar Rainier Companies Nassimi Realty Rajesh Dheri National Real Estate Management Corp. RBL Real Estate Neil Walter Company Red Development New Market Properties Regency Centers Newmark I, LLC Reznick Law Norblom Company Richard Bombardieri Northland Management Corp. Richton Tie and Timber, LLC Northrup Group Rioco Nuveen Riverstone Capital Group Nuveen Riverwood Properties Olshan Properties RJR ML, LLC On Site Retail Group Robert's Construction Orlando Corp. Roberts Equities Orr Development (1980) Corp. Rockrose Osborne Capital Ross Real Estate Ventures, LLC Pace - 64 Associates, L.L.C. RPT Realty Pacific Development Group Rural Stores Ltd. Palms Associates Salgreen Realty Paolino Properties Sandor Development Paynter Realty & Investments, Inc. Schlosser Development Pearson Properties SCI Verdae Fund, LLC & SCI Entitiies Penn Group SDD, INC. Penn Real Estate Group Seattle Retail Pergament Sedel & Associates Realty, Inc. Petrie Richardson Selig Enterprises Pier 1 Seligman Western Enterprises, Ltd. Pine Tree, LLC Shape Property Management Plastic Molding Mfg Sher Partners Plaza Corp. Shindico Plum Market Shindico Poag Shopcore Poe & Cronk Shoreline Real Estate Polimeni Silveira Building Ponte Gadea Madison LLC Silverview Partners

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 21 of 24

Simon Capital GP Trimarco Facility Management Services, Simon Property Group LP LLC Singerman Real Estate Trinity Centre LLC Soltron Tripower Properties Southeast Property Management Trusts Under the Will of Mildred Brown Spiegel Associates Turnberry Spinoso Real Estate Group Unico Properties LLC Springwood United Development Services, LLC Starwood Retail United Trust Corporation State Street Retail, LLC Upton Properties Steiner Valley Asset Management Steiner Equites Valley River South, LLC Stejer Development Verity Credit Union Stockbridge Vestar Stonemar Properties Villarboit Development Corporation Stonewood Real Estate Vornado Realty Trust Stormont Properties Wanamaker 19, LLC Stratallen Ward Investments Stuyvesant Plaza Inc. Ward Melville Heritage Organization, Eagle Sun Ei Wong Trust Realty Holdings, Inc. Sunbelt Investment Holdings Inc. Warren David Properties T.J. Lo & Co. Washington Prime Group Tanasbourne Retail Center LLC Watergate Management Tanbay Holdings Inc. Waterstone Tanurb Developments Westcliff Management Terracap Westdell Corp. Terraco Real Estate Wheeler Real Estate Company Terranova Corp Whitestone REIT The Bedrin Organization Widewaters The Big TV Wolford Development The Broadbent Company WRDC The Chambers Group Zamias The George Sorich Company Zaremba Group The Hoffman Companies Zelman Development Group The Kroenke Group The PM Company Utility Providers The Widewaters Group Alabama Power The Windsor Co Alectra Utilities Corporation Tiarna Real Estate Services Ameren Missouri Tim Muldowney/Bharat Puri AT&T TPF Equity REIT Baltimore Gas & Electric (BGE) Transwestern Carroll County Government Tri County Mall Centerpoint Energy Services/301149 Triangle Equities Central Maine Power (CMP) Tricommercial City of Austin, TX Tri-Kell Investments, Inc. City of Houston, TX - Water/Wastewater

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 22 of 24

City of Kamloops Toronto Hydro Electric System City of Lethbridge UGI Energy Services LLC City of New Westminster UGI Utilities Inc City of Norcross, GA United Illuminating Company Com Ed Verizon Con Edison Walton EMC Constellation Newenergy Waste Management Cox WCA Waste Corporation CPS Energy WE Energies/Wisconsin Electric/Gas Direct Energy Windstream Communications Dominion VA/NC Power XCEL Energy Duke Energy Enbridge Gas (Union Gas) Partnerships Energir WH Buyer, LLC dba WHP Global Energy+ Inc Entergy Louisiana, Inc. /8108 Evergy KS MO Metro MO West Eversource Energy Insurance Providers Florida Power & Light Company (FPL) ACE American Ins. Co. (Chubb) Frontier Communications AIG Georgia Power Allianz Granite Telecommunications Allianz Global Risks US Insurance Hawaiian Electric Company (HECO) Company Hydro Quebec AON Risk Services Inc. of Florida Indianapolis Power & Light (IPL) Beazley Infinite Energy Inc-Gas Beazley Insurance Company Jackson Electric Membership Corp, GA C.N.A. JEA Chubb Jersey Central Power & Light Continental Casualty Company Los Angeles Dept of Water & Power Corvel Corporation LRM-COM, Inc dba Mallcom - 6140 Endurance American Insurance Co. Marietta Power (SOMPO) National Grid - Rhode Island/11739 Federal Insurance Company Pacific Gas & Electric Freedom Specialty Insurance Company PECO Gallagher Bassett Pennsylvania-American Water Company Hiscox PPL ELECTRIC Illinois National Insurance Company (AIG) UTILITIES/ALLENTOWN Ironshore Indemnity Inc. PSEGLI Ironshore Specialty Insurance Co. RCI Environnement Inc. Liberty Mutual Reading Municipal Light Department Marsh USA Inc Reliant Energy Solutions Navigators Republic Services #916 Safety National River Parish Disposal, LLC Safety National Casualty Corp Rubicon Global, LLC Sedgwick Claims Management Services Inc San Diego Gas & Electric Special Contingency Risks Inc

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 23 of 24

The Hartford J.A.B. - West Knoxville v. JAB Travelers Casualty and Surety Company of JAB V. J.A.B. Franchisees (3 Columbia America Stores) United States Fire (Crum & Forster) Jamco v. National Retirement Fund XL Jenkins v. MW Johnson v. Twin Hill Banks Joy et al v. Twin Hill Bank of America Joyce Delarosa v. MW Bank of Hawaii Larkin v. MW Bank of Montreal Lexos Media IP LLC v. JAB BB&T Mackonochie v. Twin Hill BBVA Compass Martin v. MW CIBC Mendez v. JAA Fifth Third Mendez v. JAB HSBC Mendez v. MW JPMorgan Chase Bank, N.A. Morgan v. JA Apparel Key Bank Onody v. Twin Hill M&T Bank Owens v. JAB PNC Bank Poole v. Twin Hill RBC Sefton, Sharon v. MW Regions Bank Wagoner v. Twin Hill Scotia Bank WJCA v. TB TD Bank Zakaryan v. MW TD Canada Trust Zuniga v. MW US Bank Zurbriggen v. Twin Hill Wells Fargo Bank Taxing Authorities Significant Litigation Claimants (Case AON Reed Stenhouse Inc Name) Arthur E. Ferdinan /10 Agnello v. Twin Hill City of Calgary - License Ahumada v. TSS Department of Labor & Industries Alonzo v. MW Director of Employment Security American Airlines v. Kaufman Franco v. Employment Security Department Twin Hill HAB-EIT Association of Flight Attendants- Healthy San Francisco Communication Workers of America v. Illinois Secretary of State Twin Hill Mass. Dept. of Employment & Training Chow v. Moores Massachusetts Div of Unemployment Asst CXT, Inc. v. TB Michigan Employment Security David Grubb v. JAB Commission DeSalvo v. MW Mid-Atlantic Regional Joint Board, Eceipt LLC v. JAB Worker's United Gomez v. TSS National Retirement Fund Hajjar v. MW New Jersey Division of Taxation Hoffman v. MW New York City Dept of Finance Hughes v. Twin Hill New York State Comptroller

Case 20-33900 Document 533-1 Filed in TXSB on 09/04/20 Page 24 of 24

North Carolina Dept of Revenue C T Corporation System, as Representative NYS Employment Taxes CIT Bank, N.A. Office of Unclaimed Property (Delaware) Colonnade at Polo Park LP d/b/a Colonnade Ohio Bureau of Worker's Compensation at Polo Park Shopping Center Revenu Quebec Huntington Technology Finance, Inc. Rita (Regional Income Tax Agency) JPMorgan Chase Bank, N.A., as State Board of Equalization Administrative Agent State of Washington KMBS Business Solutions U.S.A., Inc State Tax Commission (Mississippi) Konica Minolta Business Solutions USA, Treasurer of State of Ohio Inc Treasurer, City of Toronto PHSI and/or Its Assigns United States Customs Services Raymond Leasing Corporation Virginia Employment Commission Workplace Safety Insurance Board

Unions Local 340, New York New Jersey Regional Joint Board, Workers United. Mid-Atlantic Joint Board Unite Here

Letters of Credit (Beneficiary) American Casualty Company Hartz Mountain Associates Liberty Mutual Insurance Company National Union Fire Ins. Co. Safety National Casualty Corporation State of Rhode Island and Providence Plantations The Hanover Insurance Company Zurich American Insurance Co.

Surety Bonds (Beneficiary) Arizona Public Service Company Bureau of Customs and Border Protection Canada Border Services Agency Duke Energy Indiana, LLC Duke Energy Kentucky, Inc. Florida Power & Light Company Georgia Power Company Pacific Gas and Electric Company PECO Energy Company Salt River Project Agricultural Improvement & Power District

UCC Lien Filer

Case 20-33900 Document 533-2 Filed in TXSB on 09/04/20 Page 1 of 5

EXHIBIT B

Declaration of Committee Co-Chair

DOCS_DE:230261.1 Case 20-33900 Document 533-2 Filed in TXSB on 09/04/20 Page 2 of 5

DECLARATION OF COMMITTEE CO-CHAIR IN SUPPORT OF APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS PURSUANT TO SECTIONS 327, 330, AND 1103 OF THE BANKRUPTCY CODE, FEDERAL RULES OF BANKRUPTCY PROCEDURE 2014(a) AND 2016, AND LOCAL RULES 2014-1 AND 2016-1 FOR AUTHORIZATION TO RETAIN AND EMPLOY PACHULSKI STANG ZIEHL & JONES LLP AS LEAD COUNSEL EFFECTIVE AS OF AUGUST 12, 2020

James Grudus, as authorized representative of the Committee, declare under penalty of perjury as follows:

1. I, James Grudus, am Chief Creditors’ Rights Counsel at AT&T Services, Inc.

(“AT&T”). AT&T was elected one of the Co-Chairs of the Official Committee of Unsecured

Creditors (the “Committee”) appointed in the bankruptcy cases (the “Cases”) of the above-

captioned debtors (collectively the “Debtors”). I am authorized to submit this declaration (the

“Declaration”) in support of the Application of the Official Committee of Unsecured Creditors

Pursuant to Sections 327, 330, and 1103 of the Bankruptcy Code, Federal Rules of Bankruptcy

Procedure 2014(a) and 2016, and Local Rules 2014-1 and 2016-1 For Authorization to Retain

2 DOCS_DE:230261.1 Case 20-33900 Document 533-2 Filed in TXSB on 09/04/20 Page 3 of 5

and Employ Pachulski Stang Ziehl & Jones LLP as Lead Counsel Effective as of August 12, 2020

(the “Application”) on behalf of the Committee.2

The Committee’s Selection of PSZJ as Counsel

2. Pachulski Stang Ziehl & Jones LLP (“PSZJ” or the “Firm”) is proposed to serve as counsel to the Committee. The Committee recognizes that a review process is necessary in managing counsel to ensure that bankruptcy professionals are subject to the same scrutiny and accountability as professionals in non-bankruptcy engagements. The review process utilized by the Committee here assessed potential committee counsel based on their expertise in the relevant legal issues and in similar proceedings.

3. On August 11, 2020, the Office of the United States Trustee appointed the

Committee pursuant to section 1102 of the Bankruptcy Code. The Committee consists of the following seven (7) members: (i) Bank of New York Mellon Trust Company, N.A.; (ii) Cristian

Zuniga; (iii) AT&T Services, Inc.; (iv) Brookfield Properties Retail, Inc.; (v) Icon International,

Inc.; (vi) Productos Textiles, S.A.; and (vii) Peerless Clothing International.

4. On August 12, 2020, the Committee held a meeting and, among other things, voted to retain the Firm as its lead counsel, subject to Court approval. The Committee believes that PSZJ’s extensive experience in corporate reorganizations, both out of court and under chapter 11 of the Bankruptcy Code, makes it well qualified to represent the Committee in these

Cases in an efficient and timely manner. Thus, the Committee decided to retain PSZJ as the

Committee’s counsel during these Cases.

Rate Structure

5. In my capacity as a Co-Chair of the Committee, I am responsible for supervising counsel. PSZJ has informed the Committee that its rates are consistent between bankruptcy

2 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Application.

3 DOCS_DE:230261.1 Case 20-33900 Document 533-2 Filed in TXSB on 09/04/20 Page 4 of 5

representations, including related transactional and litigation services. PSZJ has informed the

Committee that its current hourly rates apply to non-bankruptcy services, if any, provided by the

Firm, unless a contingent fee, mixed contingent fee, flat fee, or blended rate arrangement is agreed upon. The Firm does not maintain separate departments devoted to other legal practices different from the bankruptcy and insolvency areas. The Firm therefore does not have different billing rates and terms for non-bankruptcy engagements that can be compared to the billing rates and terms for the Committee’s engagement of PSZJ.

Cost Supervision

6. The Committee will approve any prospective budget and staffing plan that may be

filed by PSZJ prior to it being filed, recognizing that, in the course of large chapter 11 cases like

these Cases, it is possible that there may be a number of unforeseen fees and expenses that will need to be addressed by the Committee and PSZJ. I further recognize that it is the Committee’s responsibility to closely monitor the billing practices of their professionals to ensure the fees and expenses paid by the estates remain consistent with the Committee’s expectations and the exigencies of the Cases. The Committee will continue to review the invoices that PSZJ regularly

submits, and, together with PSZJ, periodically amend any budget and staffing plans, as the case

develops.

[Remainder of page intentionally left blank]

4 DOCS_DE:230261.1 Case 20-33900 Document 533-2 Filed in TXSB on 09/04/20 Page 5 of 5 Case 20-33900 Document 533-3 Filed in TXSB on 09/04/20 Page 1 of 4

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ------x : In re : Chapter 11 : TAILORED BRANDS, INC., et al.,3 : Case No. 20-33900 (MI) : : Jointly Administered Debtors. : ------x

ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT OF PACHULSKI STANG ZIEHL & JONES LLP AS LEAD COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS OF THE DEBTORS EFFECTIVE AS OF AUGUST 12, 2020 [Relates to Dkt. No. ___]

Upon consideration of the Application of the Official Committee of Unsecured

Creditors Pursuant to Sections 327, 330, and 1103 of the Bankruptcy Code, Federal Rules of

Bankruptcy Procedure 2014(a) and 2016, and Local Rules 2014-1 and 2016-1 For Authorization

to Retain and Employ Pachulski Stang Ziehl & Jones LLP as Lead Counsel Effective as of

August 12, 2020 (the “Application”),4 pursuant to sections 328(a) and 1103(a) of Title 11 of the

United States Code (the “Bankruptcy Code”), Rule 2014 of the Federal Rules of Bankruptcy

Procedure (the “Bankruptcy Rules”), and Rule 2014-1 of the Local Bankruptcy Rules for the

United States Bankruptcy Court for the Southern District of Texas (the “Local Rules”), for an

order authorizing and approving the retention and employment of Pachulski Stang Ziehl & Jones

LLP (“PSZJ”) as counsel for the Official Committee of Unsecured Creditors (the “Committee”)

of the above-captioned debtors (collectively, the “Debtors”) in these chapter 11 cases; and upon

3 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/TailoredBrands. The location of the Debtors’ service address in these chapter 11 cases is: 6100 Stevenson Boulevard, Fremont, California 94538. 4 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Application.

6 DOCS_DE:230261.1 Case 20-33900 Document 533-3 Filed in TXSB on 09/04/20 Page 2 of 4

consideration of the declarations of Jeffrey N. Pomerantz and the Committee Co-Chair in support

of the Application filed by the Committee; and the Court having jurisdiction to consider the

Application and the relief requested therein in accordance with 28 U.S.C. § 1334; and

consideration of the Application and the relief requested therein being a core proceeding

pursuant to 28 U.S.C. § 157(b); and venue being proper before this Court pursuant to 28 U.S.C.

§§ 1408 and 1409; and it appearing that the relief requested in the Application is in the best interests of the Debtors’ estates, their creditors and other parties in interest; and the Committee having provided adequate and appropriate notice of the Application under the circumstances; and after due deliberation and good and sufficient cause appearing therefor;

IT IS HEREBY ORDERED THAT:

1. The Application is GRANTED as set forth herein.

2. The Committee is authorized to retain and employ PSZJ as counsel to the

Committee effective August 12, 2020. In the alternative, to the extent retention of PSZJ as of

August 12, 2020 is not permitted under applicable law, PSZJ shall be retained as of the earliest date permitted under law; provided, however, that PSZJ may seek compensation for work

performed and expenses incurred as of and after August 12, 2020 even where the effective date

of its retention occurs thereafter. Subject to Court approval, PSZJ may be compensated for

services rendered and reimbursed for expenses incurred beginning on August 12, 2020.

3. PSZJ shall apply for compensation for professional services rendered and

reimbursement of expenses incurred in connection with the Debtors’ cases as set forth in the

Application and in compliance with the applicable provisions of the Bankruptcy Code, the

Bankruptcy Rules, the Local Rules, and any other applicable procedures and orders of this Court.

PSZJ also intends to make a reasonable effort to comply with the requests from the United States

7 DOCS_DE:230261.1 Case 20-33900 Document 533-3 Filed in TXSB on 09/04/20 Page 3 of 4

Trustee for the Southern District of Texas (the “U.S. Trustee”) for information and additional disclosures as set forth in the Guidelines for Reviewing Applications for Compensation and

Reimbursement of Expenses Filed under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11

Cases Effective as of November 1, 2013 (the “Revised UST Guidelines”), both in connection with the Application and the interim and final fee applications to be filed by PSZJ in these chapter 11 cases.

4. Notwithstanding anything to the contrary in the Application or the

Declarations attached to the Application, PSZJ shall not be entitled to reimbursement for fees and expenses in connection with any objection to its fees, without further order of the Court.

5. PSZJ shall provide ten-business-days’ notice to the Committee, the

Debtors, and the U.S. Trustee before any increases in the rates set forth in the Application are implemented and shall file such notice with the Court. The U.S. Trustee retains all rights to object to any rate increase on all grounds, including the reasonableness standard set forth in section 330 of the Bankruptcy Code, and the Court retains the right to review any rate increase pursuant to section 330 of the Bankruptcy Code.

6. The Committee and PSZJ are authorized and empowered to take all actions necessary to implement the relief granted in this Order. PSZJ shall use its reasonable efforts to avoid any duplication of services provided by any of the Committee’s other retained professionals in these chapter 11 cases.

7. PSZJ is authorized to sign and file electronically all notices, orders, motions, applications and other requests for relief, all briefs, memoranda, affidavits, declarations, replies and other documents filed in support of such documents and all objections and responses related to any such documents filed by any party in these chapter 11 cases.

8 DOCS_DE:230261.1 Case 20-33900 Document 533-3 Filed in TXSB on 09/04/20 Page 4 of 4

8. To the extent the Application, the Pomerantz Declaration, or the Committee

Co-Chair Declaration, is inconsistent with this Order, the terms of this Order shall govern.

9. The terms and conditions of this Order shall be immediately effective and enforceable upon its entry.

10. The Court shall retain jurisdiction to hear and determine all matters arising from the implementation of this Order.

9 DOCS_DE:230261.1