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TROUTMAN PEPPER HAMILTON SANDERS LLP Brett D. Goodman 875 Third Avenue , NY 1002 Telephone: (212) 704.6170 Fax: (212) 704.6288 Email:[email protected] -and- Douglas D. Herrmann Marcy J. McLaughlin Smith (admitted pro hac vice) Hercules Plaza, Suite 5100 1313 N. Market Street Wilmington, 19801 Telephone: (302) 777.6500 Fax: (866) 422.3027 Email: [email protected] [email protected]

– and –

RIEMER & BRAUNSTEIN LLP Steven E. Fox, Esq. (admitted pro hac vice) Times Square Tower Seven Times Square, Suite 2506 New York, NY 10036 Telephone: (212) 789.3100 Email: [email protected]

Counsel for Agent

UNITED STATES BANKRUPTCY COURT DISTRICT OF

) In re: ) Chapter 11 ) CHRISTOPHER & BANKS CORPORATION, et al., ) Case No. 21-10269 (ABA) ) ) (Jointly Administered) Debtors. 1 ) ______

1 The Debtors in these chapter 11 cases and the last four digits of each Debtor’s federal tax identification number, as applicable, are as follows: Christopher & Banks Corporation (5422), Christopher & Banks, Inc. (1237), and Christopher & Banks Company (2506). The Debtors’ corporate headquarters is located at 2400 Xenium Lane North, Plymouth, 55441. Case 21-10269-ABA Doc 125 Filed 01/27/21 Entered 01/27/21 15:45:17 Desc Main Document Page 2 of 22

DECLARATION OF CINDI GIGLIO IN SUPPORT OF DEBTORS’ MOTION FOR INTERIM AND FINAL ORDERS (A)(1) CONFIRMING, ON AN INTERIM BASIS, THAT THE STORE CLOSING AGREEMENT IS OPERATIVE AND EFFECTIVE AND (2) AUTHORIZING, ON A FINAL BASIS, THE DEBTORS TO ASSUME THE STORE CLOSING AGREEMENT, (B) AUTHORIZING AND APPROVING STORE CLOSING SALES FREE AND CLEAR OF ALL LIENS, CLAIMS, AND ENCUMBRANCES, (C) APPROVING DISPUTE RESOLUTION PROCEDURES, AND (D) AUTHORIZING CUSTOMARY BONUSES TO EMPLOYEES OF STORES

I, Cindi Giglio, make this declaration pursuant to 28 U.S.C. § 1746:

I am Associate General Counsel of Gordon Brothers Group, LLC (“Gordon

Brothers”),2 parent company of Gordon Brothers Retail Partners, LLC (“GBRP”) located at 800

Boylston Street, Boston, MA 02199.

GBRP is a retail consulting firm that, together with its syndication partner, Hilco

Merchant Resources, LLC (“HMR” and together with GBRP, “Agent”), is acting as debtors’ and

debtors’ in possession (collectively, the “Debtors”) exclusive agent to assist with ongoing “store

closing” or similar themed sales at certain of the Debtors’ retail locations that have been designated

by Debtors’ management for closing (the “Closing Sales”).

I submit this declaration (the “Declaration”) in support of the following motion:

Debtors’ Motion for Interim and Final Orders (A)(1) Confirming, on an Interim Basis, that the

Store Closing Agreement is Operative and Effective and (2) Authorizing, on a Final Basis, the

Debtors to Assume the Store Closing Agreement, (B) Authorizing and Approving Store Closing

Sales Free and Clear of All Liens, Claims, and Encumbrances, (C) Approving Dispute

Resolution Procedures, (D) Authorizing Customary Bonuses to Employees of Stores (Docket No.

16) (the “Motion”). Although not required for purposes of approval of the Motion pursuant to

sections 363 or 365 of the Bankruptcy Code, I submit this Declaration and disclose GBRP’s

2 Capitalized terms used but not defined herein have the meaning given to them in the Motion.

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connections to the Debtors and Parties-In-Interest (as defined below) in support thereof. I have

reviewed and am familiar with the Motion and the relief sought therein.

The facts set forth in my Declaration are based upon my personal knowledge,

information, and belief, and upon records kept in the ordinary course of business that were

reviewed by me or other employees of Gordon Brothers, under my supervision and direction. If

called as a witness, I would testify to the facts set forth in this Declaration.

In the ordinary course of its business, GBRP, through its parent company, Gordon

Brothers, maintains a database for purposes of performing “conflicts checks.” The database

contains information regarding the present and past representations and transactions of Gordon

Brothers and all other companies presently controlled by Gordon Brothers (including GBRP). I

obtained a list of each of the Debtors, certain of the Debtors’ creditors, and other parties in interest

(collectively, the “Parties-In-Interest”) from counsel to the Debtors. The Parties-In-Interest

identified on Schedule 1 hereto were searched in the aforementioned database for purposes of

determining the connection(s) or potential connection(s) which Gordon Brothers and other

companies presently controlled by Gordon Brothers (including GBRP) have with such entities,

and this Declaration will be supplemented to the extent necessary to make any further disclosures.

To the best of my knowledge and belief, after conducting the inquiry outlined above, during the

last two (2) years, Gordon Brothers and GBRP has no connection with the Debtors or with Parties-

In-Interest, in matters related to the Debtors, except as set forth below:

a) At present, GBRP is acting as agent to the Debtors pursuant to the following executory contract, which the Debtors seek to assume pursuant to the Motion: (i) Letter Agreement Governing Inventory Disposition dated as of January 7, 2021, by and among Hilco Merchant Resources, LLC and Debtors. b) In addition Gordon Brothers and certain of its affiliates have executed confidentiality agreements with the Debtors and their affiliates and have in the past explored certain transactions with the Debtors. No such

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transactions have been entered into nor does one remain under active consideration as of the date hereof; and, c) GBRP’s affiliate, Gordon Brothers Asset Advisors, LLC (“GBAA”), on or about July 10, 2020, was engaged to perform an appraisal on behalf of Wells Fargo Capital Finance, Retail Finance Department, an affiliate of Wells Fargo Bank, N.A. Except as otherwise may be disclosed herein or set forth on Schedule 2 (which sets

forth the connections and potential connections of Gordon Brothers and its affiliates to Parties-in-

Interest in matters unrelated to the Debtors or the Chapter 11 Cases), to the best of my knowledge

and belief, after reasonable inquiry, neither I, GBRP, nor any principal, consultant or employee

thereof:

a) are creditors, equity security holders, or insiders of the Debtors; and/or

b) are (or within two (2) years before the Petition Date were) a director, officer or employee of the Debtors.

To the best of my knowledge, neither I, GBRP, nor any principal, partner, director,

officer, or employee thereof, nor any professional retained by GBRP, insofar as I have been able

to ascertain, holds or represents any interest adverse to the Debtors or their estates with respect to

the matter(s) upon which GBRP is engaged, by reason of any direct or indirect relationship to, or

connection with, or interest in, the Debtors or for any other reason.

As a part of a large and diverse business operation, Gordon Brothers (including its

affiliates including GBRP) has previously, is currently, and may in the future appear or participate

(as agent, consultant, appraiser, professional, advisor, investor, principal or otherwise) in

numerous cases, proceedings, transactions and engagements, with, among other market

participants, professionals, advisors, banks and other lenders, landlords, restructuring firms,

liquidation firms, vendors, insurance carriers and brokers, operating companies, and equity and/or

debt holders, each of whom may be involved in these proceedings, may represent Parties-in-

Interest in these cases, and/or may be Parties-in-Interest in these cases (“Ordinary Course

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Interactions”). Except as disclosed in Paragraph 5 above, none of the Ordinary Course Interactions

are believed to be matters directly connected or relating to the Debtors or these Chapter 11 cases,

nor does GBRP believe that any of the Ordinary Course Interactions will interfere with or impair

GBRP’s activities, actions, responsibilities or objectives in these cases. Without limiting the

generality of the foregoing disclosure, and by way of example only for purposes of erring on the

side of adequate disclosure:

a) Gordon Brothers has a corporate banking relationship with a syndicate of lenders including Bank of America N.A., Citizens Bank N.A., Santander Bank N.A., KeyBank National Association, and Eastern Bank; b) Gordon Brothers has close relationships with several law firms based upon such firms’ extensive representation of it and its affiliates, including, without limitation: Choate Hall & Stewart LLP; DLA Piper LLP; Goulston & Storrs; Katten Muchin Rosenman LLP (“Katten”); Kirkland & Ellis LLP; Riemer & Braunstein LLP; Ropes & Gray LLP; Troutman Pepper Hamilton Sanders LLP and Young Conaway Stargatt & Taylor, LLP. One or more of these law firms may represent other Parties-In-Interest in these Chapter 11 Cases; c) Gordon Brothers’ affiliate, Gordon Brothers Asset Advisors, LLC, provides various appraisal services in the ordinary course of business to many lenders, investors, and other market participants; d) Gordon Brothers’ affiliate, DJM Realty Services, LLC d/b/a Gordon Brothers Real Estate, LLC, provides various real estate advisory and consulting services (including without limitation lease and fee-owned acquisition, disposition, and restructuring services) in the ordinary course of business to many tenants, landlords, guarantors, lessors, lessees, and managers. Additionally, Gordon Brothers and Jones Lang LaSalle have a strategic alliance together in which they support retailers with real estate, inventory, brand, and customer migration solutions; e) Gordon Brothers’ affiliate, Gordon Brothers Commercial and Industrial, LLC, provides various commercial and industrial disposition services in the ordinary course of business to many business operators, lenders and other debt holders, and equity holders; f) Gordon Brothers’ affiliate, Gordon Brothers Brands, LLC, values, acquires, restructures and invests in intellectual property; g) Gordon Brothers’ affiliate, Gordon Brothers International, LLC, provides many of the same appraisal, disposition, and other services provided by

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other Gordon Brothers affiliates, primarily in jurisdictions outside North America; h) Gordon Brothers, from time to time, engages in business on a joint venture basis with other nationally recognized retail liquidation firms, including without limitation, Hilco Merchant Resources, LLC, B. Riley Retail Solutions, LLC, SB360 Capital Partners, LLC and Tiger Capital Group, LLC; and, i) Gordon Brothers’ affiliate, Gordon Brothers Commercial & Industrial, LLC’s Managing Director, Dennis Bolton, was previously the Head of Wells Fargo Equipment Finance’s Equipment Management Group. Matt Murray, a current employee of Gordon Brothers, is the son of Donald “Michael” Murray, who is currently employed at Wells Fargo as a Managing Director, Retail. Sheila Smith, who currently serves as an advisor to Gordon Brothers, was previously a partner at Deloitte. Mackenzie Shea, former Lead Transaction Counsel to Gordon Brothers, joined Berkeley Research Group as of June 15, 2020. Until June 2020, I was a Partner at Katten. Except with respect to HMR, neither I, Gordon Brothers, nor any principal, partner,

director, officer, or employee thereof, nor any professional retained by Gordon Brothers has agreed

to share or will share any portion of the compensation to be received from the Debtors by Gordon

Brothers with any other person other than the principals and regular employees of Gordon

Brothers.

Gordon Brothers is conducting further inquiries regarding Gordon Brothers’

engagement by any creditors of the Debtors, and upon conclusion of that inquiry, or at any time

during the period of Gordon Brothers’ engagement if Gordon Brothers should discover any facts

bearing on the matters described herein, Gordon Brothers will supplement the information

contained in this Declaration.

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Schedule 1

Parties in Interest List Christopher & Banks Corporation

(some parties may appear in multiple categories)

Debtors Christopher & Banks Corporation Christopher & Banks, Inc. Christopher & Banks Company

Equity Holders of 5% or More Jonathan Duskin Macellum Retail Opportunity Fund, L.P. Cleveland Capital, L.P.

Current and Former (Last Three Years) Officers and Directors Jonathan Duskin Seth Johnson Kent Kleeberger (Chair) William F. Sharpe, III Allison M. Wing Keri Jones Richard Bundy Rachel Endrizzi Andrea Kellick Carmen Wamre

Debtors’ Proposed Professionals B. Riley Securities, Inc. f/k/a B. Riley FBR, Inc. Berkeley Research Group LLC Cole Schotz P.C. Dorsey & Whitney LLP Omni Agent Solutions

Secured Creditors Wells Fargo Bank, N.A. ALCC, LLC ReStore Capital, LLC

20 Largest Unsecured Creditors Cache Valley Bank Kostroma/Jiaxing Mengdi I.E Co. Presslink Limited Bluprint Clothing Corp. LP

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Salesforce.Com Inc Kostroma/Hangzhou Jiayi Garment Co. Ltd. GGP Limited Partnership Letys Fashion Design Inc. Kostroma/Jiangsu Guotai Huasheng Industrial Co. Ltd. King Ah Knitting Factory Tanger Properties Limited Partnership Fed Ex Premium Outlet Partners LP Kostroma/Guotai Huasheng HK Kostroma/High Hope International Group Newest Appl Corp. Ltd. C O International Inc. BPR-FF LLC CBL & Associates Limited Partnership Pm&J Llc/Wuxi Jinmao Co.

United States Bankruptcy Court Judges for the District of New Jersey Judge Kathryn C. Ferguson, Chief Judge Judge Rosemary Gambardella Judge Michael B. Kaplan Judge Christine M. Gravelle Judge Andrew B. Altenburg, Jr. Judge Vincent F. Papalia Judge John K. Sherwood Judge Jerrold N. Poslusny, Jr. Judge Stacey L. Meisel

US Trustee’s Office – Region 3 – District of New Jersey Andrew Vara Martha Hildebrandt Adela Alfaro Michael W. Aponte Kirsten K. Ardelean Francyne D. Arendas Michael Artis Lauren Bielskie Peter J. D’Auria David Gerardi Ivette Gerhard Rosemarie Giles Tia Green Mitchell B. Hausman Joseph C. Kern Daniel C. Kropiewnicki Maggie McGee Tina L. Oppelt 9

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Robert J. Schneider, Jr. Jeffrey Sponder Fran B. Steele James Stives Benjamin Teich William J. Ziemer

Landlords CBL & Associates Mgmt., Inc. (LNA) (ND) Simon Property Group, Inc. (LNA) (LNA) Fox River Mall Watson Development LLC Glimcher Property LP (LNA) Montclair Center, LLC (LNA) Urban Retail Properties, LLC (LNA) Central Mall (KS) Animas (LNA) ACF Property Management, Inc. West Park Mall (MO) LNR Partners, LLC (LNA) Layton Ills Mall CMBS, LLC Greystone Servicing Company LLC CBRE, Inc., (WV) The Woodmont Company The CAFARO Company (LNA) (LNA) Lansing Mall, LLC (MI) Hill Partners, Inc. Otshan Properties Judd Road Group, LLC (LNA) MFC Beavercreek, LLC G&I VI Promenade, LLC PPG Shadow Lake Real Estate LLC PREP Property Group Aspen GRF2, LLC West Acres Development LLP Fox River Mall (LNA Fox River Mall Montclair Center, LLC (LNA) RPAI Holdco Management LLC CBRE, Inc. (CO) CBRE Denver Retail DDR Aspen Grove Lifestyle Center Properties, LLC 10

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Developers Diversified (LNA1) Simon Property Group, Inc. – Premium Outlets (LNA) Legacy Asset Management, LLC The Legends Outlet Tanger Properties LP (LNA) Tanger Management, LLC Tanger Branson LLC Craig Realty Group (LNA) Fortress Investment Group LLC (LNA) Retail Realestate Consultants NorthMarq Real Estate Services Singerman Real Estate, LLC Avison Young – Atlanta, LLC COROC/Myrtle Beach LLC AYA Management Services, LLC R.K. Getty Corporation Horizon Group Properties, L.P. Rockvale Vehicles, LLC Ed & Ed T. Enterprises, LLC (LNA) The John P,. Hicks Law Firm Northwest Asset Management Hartman Simon & Wood LLP Pigeon River Crossing, LLC Essex Outlets Fashion Outlets of Niagara (NY) Macerich Property Management Company (LNA) BTCI Limited Partnership ADCO Outlets LLC Avison Young – Atlanta, LLC Lawrence S. Rigie OVP Management, Inc. OVP Manaegment, Inc. David G. McDonough, Esq. NED New England Development Goulston & Storrs, PC Levin Management Corporation Chiesa Shahinian & Giantomasi PC The Lightstone Group (LNA) St. Augustine Outlets (FL) Natixis Real Estate Capital LLC Seaside Factory Outlet Center (OR) Pyramid Management LLC (LNA) Wind Creek Bethlehem Retail, LLC Singerman Real Estate LLC M.S. Management Associates, Inc. U.S. Properties Group, Inc.

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Socora Village Company MD Management, Inc. Cole Real Estate Investments Lakeport Road Investors LLC RH Johnson Company Chillicothe Mall, Inc. Eden Prairie Center (MN) RockStep Capital S VAPII Stones River (LNA) RockStep Janesville, LLC Greece Ridge, LLC (LNA) Village Mall (IL) Tabani Group , LLC CoolSprings Mall *(TN) Namco Realty LLC Stonemar Management LLC Northpark Mall (IA) Holdings, LLC Richland Mall (OH) Kana Realty Corporation (LL) General Growth Properties (LNA2) Mall NADG/SG Riverdale Village LP NADG/SG Riverdale Village LP (LNA-1) Northtown Mall (WA) Gart Companies, Inc. Berenbaum Weinshienk PC Zamias Services Jemal’s Boulevard LLC Tanurb Developments, Inc. Transwestern (MN) Fabyanske, Westra, Hart & Thomson PA (OR) Bellis Fair (WA) (WA) (MO) Pine Tree Commercial Realty LLC (LNA) Birchwood Mall LLC (MI) SouthPark Mall (IL) Westwood Mall (LNA) Westwood Mall LLC (MI) Daspin & Aument LLP

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Logan Valley Mall (PA) Commercial Ventures Inc. GK Development, Inc. (LMA2) Mall St. Matthews Mall of St. Matthews Sales Prescott Gateway Mall Realty Holding, LLC Prescott Gateway Mall Mt. Shasta Mall (LNA) Mt. Shasta Mall (CA) Brixmor Property Group, Inc. (Corp.) Birxmor Property group (LNA) (CA) Charter Realty Management Corp. The Prudential Insurance Company of America Port Charlotte Town Center Lexington Realty International (LNA) (KY) Cranberry Mall Properties LLC (LNA) Tumbridge Equities RSS WFRB 2011C3-NY OM LLC Spinoso Real Estate Group LLC (NY) Mountain Development Corp. (NY) Adar Johnstown LLC Key Bank Real Estate Capital (MN) Village at Jordan Creek (IA) Woodbury Corporation Goodale & Barbieri Company Wadsworth Development Group Skyway Regional Shopping Center, LLC (LNA) Kohan Retail Investment Group Nittany Nassim LLC Rivertown Crossing RiverTown Crossings (MI) ERSHIG Properties Mercer Mall (WV) LaRayne Morvig Watertown Mall (SD) Broad Reach Retail Partners LLC Lloyd Companies Centennial real Estate Management LLC (WA) Bayer Properties LLC

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The Pinnacle at Turkey Creek (TN) (WA) (MO) Bay City Mall (MI) University Mall (IL) (PA) (LNA) The Crossroads (MI) (LNA) Greenwood Mall (KY) Obsidian XV, LLC NAI Optimum Clearview Mall Capital Holding LLC Security National Master Manager LLC Lamotta Properties AZZ Real Estate Inc. BI Jamestown LLC Radiant Partners LLC Mall of Abilene (TX) WS Asset Management Inc. (LNA) Pinnacle Hills Promenade (AR) Tarragon Property Services LLC Investco Financial Corporation Brixton Capital (LNA) Satterfield Helm Management, Inc. Stiles Property Management Time Equities, Inc. College Square TEI Equities, LLC (TN) Valley Mall (VA) NAMCO Realty LLC (WY) L.L>C. (LNA) (LNA) (R) LLC ShopCore Properties Excel Trust LP (LNA-1) Liberty University (VA) Magic Valley Mall (ID) Park Mall Hamilton TC, LLC (LNA) (MI) Midland Mall Realty Holding LLC The Arboretum (IL)

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Core Commercial, Inc. Carson Development, Inc. Elkhart Holdings, LLC Superstition Springs Center (AZ) Durango Mall (CO) Rathbun Properties Arrowhead Towne Center (AZ) Capital Real Estate Services LLC Poag Shopping Centers LLC The Shops at Perry Crossing (IN) Rockstep Christiansburg LLC New River Valley Mall (VA) Rialto Capital Advisors LLC Marquis Aurbach Coffing Pinnacle North IV, LLC Aldenwood Mall (WA) Wldenwood Mall Real Estate Development and Investment Company (REDICO) Property Managers, LLC Washington Prime Management Associates LLC Eastland Mall (IL) Southgate Mall (MT) KRE Colonie Owner LLC Garden City Plaza LLC (NY) Sayles & Evans Chase Properties Ltd. GJ Realty BEK Developers LLC Chase Properties Ltd. Washington Square LP Washington Square Limited Partnership (LNA) CBRE, Inc. (MN) Beaver Valley Mall (PA) DP Management LLC Monument Mall (NE) Midwest Holdings LLC Winona Mall LLC Dial Escanaba Mall 1, LP Pueblo Mall (CO) Renaissance Partners I, LLC (LNA) Midland Management LLC Rotterdam Square (NY) U.S. Retail Partners LLC (LNA)

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The Hutensky Group LLC (LNA) USPG Portfolio Two, LLC Sooner Fashion Mall (LNA) Pine Ridge Mall JC, LLC (LNA) Towne Mall Center KeyPoint Partners Rural King Realty LLC Sawnee Mall (OK) StreetMac LLC Timm & Garfinkel LLC Trigild IVL, LLC (Receiver) M&J Wilkow The Davis Companies Streets of Cranberry Dubois Mall (FL) (LNA) Colonial Properties Trust (LNA) (UT) West Lakes P&S LLC (LNA) Belden Village Mall (OH) PREIT Services, LLC (LNA-2) Valley Mall (MD) Valley Mall (WI) (IL) YTC Mall Owners, LLC (LNA) (ID) Northfield Square Mall (IL) St. Clair Square McKinley Mall (NY) Branson Landing HCW Private Development, LLC (PA) Gateway Mall (NE) Meyers, Roman, Friedberg & Lewis Crossroads Center (MN) Quincy-Cullinan, LLC (LNA) SM Eastland Mall, LLC Honey Creek Investment, LLC (LNA) Honey Creek Investments, LLC W-PT Metro Center Owner VIII, LLC South Towne Management, LLC (UT)

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Great Northern Mall (NY) Kandi Mall (MN) Foothills Mall Equities LLC Jeffrey R. Anderson Real Estate, Inc. Dinsmore & Shohi LLP Mall Denny Elwell Company LC Ramco Gershenson Inc. Cushman & Wakefield U.S. Inc. (LNA) RC Muir Management LLC Marketplace Associates, LLC PR Capital City LP (LNA) 1125 East Johnson LLC Conway MacKenzie Dykema Gosset PLLC DLC Mgmt Corporation RPT Realty L.P. Old Vine Management Group, Inc. Streets of Tanasbourne, LLC RREEF Management Company (LNA) Westland Mall Realty LLC (WI) Rockstep Hutchinson, LLC Crain. Caton & James Chase Enterprises

Cash Management Banks: Wells Fargo JPMorgan Chase Sunflower Bank US Bank KeyBank Fifth Third Bank United Bank Regions Bank PNC Bank Branson Bank First Financial Bank Bank of Dells Neighborhood National Bank All America Bank (Formerly with Arvest) TNB Bank Wilson Bank & Trust The Huntington National Bank Badger Bank First State Bank of Red Wing

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Northway Bank Five Star Bank Commonwealth Bank & Trust Company Glens Falls National Bank and Trust Company Flagstar Bank NBT Bank Citizens Bank Arvest BBT Bank South State Bank Pinnacle Bank Commerce Bank Bank of America City National Bank BMO Harris Bank First National Bank & Trust CIBM Bank Hometown National Bank M&T Bank Orrstown Bank (formerly First Community Bank) Webster Bank Commercial Savings Bank F&M Bank & Trust First National Bank Wes Banco Inc. Midland States Bank Bank of the West Hawthorn Bank Chemung Canal Trust Company Equity Bank Trustco Bank People's United Bank Citizens National Bank First Bankers Trust Company Park National Bank CenterState Bank Coreplus Credit Union First Horizon Bank

Employee Benefit Providers ADP, LLC Wells Fargo Mercer Health & Benefits LLC BenefitFocus.com, Inc. Blue Cross Blue Shield of Minnesota MDX Medical, Inc. (d.b.a. Sapphire Digital)

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Delta Dental of Minnesota Vision Service Plan (VSP) DRT Benefits Corp. dba 121 Benefits Standard Insurance Company Metropolitan Life Insurance Company Crum & Forster – The North River Insurance Company (United States Fire Insurance Company) Liberty Mutual Insurance Company Sentry Insurance Company Chubb Insurance Travelers Insurance Company Bureau of Workers’ Compensation Workforce Safety & Insurance State of Department of Workforce Services, Division of Workers’ Compensation Washington State Department of Labor and Industries MetLife Group Legal Plan Fidelity Management Trust Company Mercer Investment Consulting, Inc. Meyer Hoffman McCann CBIZ

Customer Programs/Payment Processors Comenity Bank f/k/a World Financial Network Bank Paypal, Inc. WorldPay, LLC f/k/a Vantiv, LLC Fifth Third Bank

Other General Unsecured Creditors and Parties-in-Interest Automotive Rentals, Inc. ARI Fleet LT Avalera, Inc. Enterprise FM Trust Enterprise Fleet Management, Inc. ExxonMobil Nissan North America, Inc. WEX BANK Company Comenity Bank f/k/a World Financial Network Bank Comenity LLC Paypal, Inc. WorldPay, LLC f/k/a Vantive, LLC Fifth Third Bank

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Insurance Carriers Affiliated FM Insurance Company Endurance Risk Solutions Assurance Co. CNA / Continental Casualty Company XL Specialty Insurance Company Beazley Group / Syndicate 2623/623 at Lloyd’s AIG Specialty Insurance Company Liberty Mutual Insurance/Ohio Casualty Insurance Company CNA Commercial Insurance a/k/a The Continental Insurance Company North River Insurance Company United States Fire Insurance Company AXIS Insurance Company U.S. Specialty Insurance Company (Tobio Marine HCC) Travelers Property Casualty Co. / The Travelers Indemnity Company Willis Towners Watson Midwest, Inc. AFCO Credit Corporation International Fidelity Insurance Company a/k/a IFIC Harco National Insurance Company Allegheny Casualty Company CNA Paramount

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Schedule 2

1. Arvest

2. Bank of America

3. Bank of the West

4. BBT Bank

5. Berkeley Research Group LLC

6. BMO Harris Bank

7. CBIZ

8. Citizens Bank

9. City National Bank

10. Equity Bank

11. Fifth Third Bank

12. First Financial Bank

13. First Horizon Bank

14. First National Bank

15. Flagstar Bank

16. Fortress Investment Group LLC

17. JPMorgan Chase

18. KeyBank

19. M&T Bank

20. Orrstown Bank (formerly First Community Bank)

21. People's United Bank

22. PNC Bank

23. Regions Bank

24. Sunflower Bank

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25. The Huntington National Bank

26. US Bank

27. Wells Fargo Bank, N.A.

2