BOY SCOUTS of AMERICA and Case No
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Case 20-10343-LSS Doc 5422 Filed 06/25/21 Page 1 of 3 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 BOY SCOUTS OF AMERICA AND Case No. 20-10343 (LSS) DELAWARE BSA, LLC,1 (Jointly Administered) Debtors. Re: D.I. 796, 889 & 1562 SECOND SUPPLEMENTAL DECLARATION OF FRANCIS DESOUZA, JR. IN SUPPORT OF THE DEBTORS’ APPLICATION FOR ENTRY OF AN ORDER AUTHORIZING THE RETENTION AND EMPLOYMENT OF PRICEWATERHOUSECOOPERS LLP, AS INDEPENDENT AUDITOR AND TAX COMPLIANCE SERVICES PROVIDER FOR THE DEBTORS AND DEBTORS IN POSSESSION, EFFECTIVE AS OF FEBRUARY 18, 2020 Pursuant to Rule 2014(a) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), I, Francis DeSouza, Jr., under penalty of perjury, declare as follows, to the best of my knowledge, information, and belief: 1. I am a partner of PricewaterhouseCoopers (“PwC”). I am authorized to make this second supplemental declaration (“Second Supplemental Declaration”) on behalf of PwC in further support of the application of the above-captioned debtors and debtors in possession (the “Debtors”) to retain PwC as their independent auditor and tax compliance services provider, filed with the Court on June 5, 2020 [Docket No. 796] (the “Application”).2 2. Unless otherwise stated, all facts set forth in this Second Supplemental Declaration are based upon my personal knowledge, upon documents or information maintained by PwC in 1 The Debtors in these chapter 11 cases, together with the last four digits of each Debtor’s federal tax identification number, are as follows: Boy Scouts of America (“BSA”) (6300) and Delaware BSA, LLC (4311). The Debtors’ mailing address is 1325 West Walnut Hill Lane, Irving, Texas 75038. 2 Capitalized terms used in this Second Supplemental Declaration but not otherwise defined herein shall have the meanings ascribed to such terms in the Application, the Initial Declaration (submitted with the Application) [Docket No. 796], the First Supplemental Declaration [Docket No. 1562] or the Order. Case 20-10343-LSS Doc 5422 Filed 06/25/21 Page 2 of 3 the ordinary course of its business which have been reviewed by me and/or by other employees of PwC under my supervision and direction. To the extent any information disclosed herein requires amendment, modification or supplementation, a further supplemental declaration will be submitted to this Court reflecting such amended, modified supplemental information. 3. My prior declarations, including the Initial Declaration, submitted as Exhibit F in support of the Application, and the Supplemental Declaration of Romaldo Francis DeSouza, Jr. in Support of the Debtors’ Application for Entry of an Order Authorizing the Retention and Employment of PricewaterhouseCoopers LLP as Independent Auditor and Tax Compliance Services Provider for the Debtors and Debtors in Possession, Effective as of February 18, 2020 [Docket No. 1562] (the “First Supplemental Declaration”) are incorporated herein by reference. 4. As stated in my Initial Declaration and First Supplemental Declaration, to the extent any information disclosed therein required amendment, modification or supplementation as additional information became available, a supplemental declaration was to be filed with the Court. 5. Since filing the Application, PwC received updated “Parties in Interest” lists from the Debtors (including confidential and non-confidential names). The cumulative current Parties in Interest are set forth on Schedule 1 hereto.3 6. Schedule 2 that was previously attached to my Initial Declaration is amended and replaced by Schedule 2 attached hereto.4 3 The term “Parties in Interest” refers to the updated Parties in Interest list attached hereto as Schedule 1, with the newly added names since filing my Supplemental Declaration noted in bold. PwC understands that the confidential Parties in Interest will be separately filed under seal with the Court. 4 Newly added names since the filing of my Initial Declaration are noted in bold. PwC understands that the confidential Parties in Interest identified in Schedule 2 will be separately filed under seal with the Court. 2 Case 20-10343-LSS Doc 5422 Filed 06/25/21 Page 3 of 3 7. To the best of my knowledge and information, all such relationships identified on Schedule 2, including those previously disclosed and newly disclosed, are all in matters unrelated to the Debtors and these chapter 11 cases. Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge, information and belief. Dated: June 25, 2021 /s/ Francis DeSouza, Jr. Dallas, Texas Francis DeSouza, Jr., Partner PricewaterhouseCoopers LLP 3 Case 20-10343-LSS Doc 5422-1 Filed 06/25/21 Page 1 of 27 Updated Schedule 1 Case 20-10343-LSS Doc 5422-1 Filed 06/25/21 Page 2 of 27 Schedule 1 Debtors J. Brett Harvey Boy Scouts of America Jack Furst Delaware BSA, LLC Jack Otto Current and Former Directors and Officers of the James D. Rogers Debtors James S. Turley Al Lambert James S. Wilson Alison K. Schuler Janice Bryant Howroyd Arthur F. “Skip” Oppenheimer Jeanette Prenger Aubrey Harwell Jeanne Arnold Brad Haddock Jeffrey R. Holland Bradley D. Tilden Jennifer Hancock Bray B. Barnes Jim Ryffel C. David Moody Joe Crafton Charles H. Smith John C. Cushman Charles W. Dahlquist John Gottschalk Craig Fenneman John Mosby D. Kent Clayburn John R. Donnell Jr. Dan Ownby Jose Nino Daniel Cabela Joseph P Landy David Biegler Joy Jones David L. Steward Keith A. Clark David M. Clark L.B. Eckelkamp Jr. David Rumbarger Lisa Argyros David S. Alexander Lyle Knight Dennis H. Chookaszian Mark Logemann Devang Desai Matthew K. Rose Dominic Wolters Matthew Parsons Doug Mitchell Michael Ashline Douglas H. Dittrick Michael E. Sears Doyle Parrish Michael G. Hoffman Drayton McLane Jr. Michael Surbaugh E. Gordon Gee Nathan O. Rosenberg Ellie Morrison Nevada “Al” Kent Eric Schultz Pamela Petterchak Erin Eisner Patrick Sterrett Forrest Gertin Paul Raines Francis McAllister Philip M. Condit Frank D. Tsuru Pratik Vaidya Frank Ramirez Ralph de la Vega Fred Markham Randall Stephenson Gary Crum Ray Capp Gary E. Wendlandt Raymond Johns Glenn Adams Rex W. Tillerson Hannah Carter Rick Cronk Hector A. “Tico” Perez Robert H. Reynolds Howard Bulloch Case 20-10343-LSS Doc 5422-1 Filed 06/25/21 Page 3 of 27 Schedule 1 Robert M. Gates City of Bloomingdale Roger C. Mosby Corporation of the President of the Church of Jesus Christ Ron Kirk of Latter-Day Saints Ronald O. Coleman Country Farm Supply Roy S. Roberts Diocese of Brooklyn Scott Christensen Diocese of Buffalo Scott Sorrels Diocese of Rockville Centre Scott W. Beckett Discalced Carmelite Nuns (O.C.D.) A.K.A. Order of Discalced Carmelites Stephen Owen First Baptist Church of Athens Steven E. Weekes First Baptist Church of Danville D/B/A Boy Scout Troop Steven Rendle 354 Tanya Acker First Baptist Church of Gainesville Thear Suzuki Glens Falls City School District Thomas C. Edwards Greek Orthodox Archdiocese of America Thomas S. Monson Green Acres Baptist Church Thomas Yarboro Holy Family Church Wayne Perry Holy Family R.C. Church Wesley Coleman House of Hope Presbyterian Church Wesley J. Smith Immaculate Conception R.C. Church William Rosner Louisville Metro Police Department, City of Louisville, William W. Stark Jr. Jefferson County / Louisville Consolidated Government Non-Debtor Affiliates Mohawk District of The Northern New York Annual Conference of The Methodist Episcopal Church of New Arrow WV, Inc. York Atikaki Youth Ventures Inc. Monastery of Christ In The Desert Atikokan Youth Ventures Inc. Our Lady of Lourdes Catholic School BSA Asset Management, LLC Our Savior Lutheran Church BSA Commingled Endowment Fund, LP Queen of Peace R.C. Church BSA Endowment Master Trust Reformation Lutheran Church Learning for Life Regis High School National Boy Scouts of America Foundation Roman Catholic Archbishop of Agana Selected Chartered Organizations Roman Catholic Archdiocese of New York, Archdiocese All Saints R.C. Church of New York Archdiocese of New York Roman Catholic Parish of St. Frances Xavier Cabrini, Audubon Baptist Church Rochester NY (Formerly “Church of The Annunciation Of Rochester, New York”), a Religious Corporation Beech Haven Baptist Church Sacred Heart - Espanola Big Cross Elementary School Saint John The Baptist Church Bishop Turner High School School Sisters of Notre Dame Central Pacific Province, Calasanctius School of Buffalo Inc. Canisius High School of Buffalo School Sisters of Notre Dame, Region of Guam Capuchin Franciscans Silver Springs Shores Presbyterian Church, Inc. Capuchin Franciscans Custody of Star of The Sea Society of Jesus, USA-Northeast Province A/K/A The Capuchin Franciscans Province of St. Mary Jesuits Carmel of The Immaculate Concepcion St. Ambrose Church Cascade Charter Township St. Benedict Joseph Labre Church Church of The Holy Innocents St. Benedict Joseph Labre School Case 20-10343-LSS Doc 5422-1 Filed 06/25/21 Page 4 of 27 Schedule 1 St. Brigid’s R.C. Church Boy Scouts of America Bay-Lakes Council St. Catherine’s Roman Catholic Church Boy Scouts of America Black Hills Area Council St. Catherine’s Roman Catholic Church School Boy Scouts of America Black Swamp Area Council St. Demetrios Greek Orthodox Church Boy Scouts of America Black Warrior Council St. Francis of Assisi Roman Catholic Church Boy Scouts of America Blackhawk Area Council St. Francis Xavier Church Boy Scouts of America Blue Grass Council St. Helena Parish Boy Scouts of America Blue Mountain Council St. John Gualbert R.C. Church Boy Scouts of America Blue Ridge Council St. John Vianney R.C. Church Boy Scouts of America Blue Ridge Mountains Council St. Josephats R.C. Church Boy Scouts of America Buckeye Council St. Nicholas of Tolentine Boy Scouts of America Buckskin Council St. Paul’s R.C. Church Boy Scouts of America Bucktail Council St. Pius V Boy Scouts of America Buffalo Trace Council St.