20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 1 of 15 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ) In re: ) Chapter 11 ) OLD OB, LLC1 ) Case No. 20-11684 (SMB) ) Debtor. ) ) SUPPLEMENTAL DECLARATION OF PAUL H. DEUTCH IN SUPPORT OF DEBTOR’S APPLICATION FOR AN ORDER AUTHORIZING EMPLOYMENT AND RETENTION OF OMNI AGENT SOLUTIONS AS ADMINISTRATIVE AGENT EFFECTIVE AS OF AUGUST 24, 2020 I, Paul H. Deutch, under penalty of perjury, declare as follows: 1. I am the Executive Vice President of Omni Agent Solutions, Inc. (“Omni”). Except as otherwise noted, I have personal knowledge of the matters set forth herein and, if called and sworn as a witness, I could and would testify competently thereto. I submit this supplemental declaration (the “Supplemental Declaration”) on behalf of Omni in support of the application 2 [Docket No. 204] (the “Section 327 Application”), of the Debtor for an order appointing Omni as administrative agent for the Debtor effective as of August 24, 2020 filed in the above-captioned bankruptcy case (the “Bankruptcy Case”). Except as otherwise indicated herein, I have personal knowledge of the matters set forth herein and, if called as a witness, would testify competently thereto. 2. The facts set forth below are based either upon my personal knowledge, discussions with other employees of Omni, or review of the client/matter records of Omni by me or by other employees of Omni. 1 The last four digits of the Debtor’s federal tax identification number is 3434. The location of the Debtor’s service address is: 105 Sleepy Hollow Drive, Middletown, Delaware 19709 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Section 327 Application. 8017494 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 2 of 15 OMNI’S DISCLOSURE PROCEDURES 3. As more fully described in my initial declaration attached to the Section 327 Application (the “Initial Declaration”), I caused to be submitted for review by our conflicts system the names of all known potential parties-in-interest (the “Potential Parties in Interest”) in this case, which names are attached to the Initial Declaration as Schedule 1. The list of Potential Parties in Interest was provided by the Debtor and included the Debtor, the Debtor’s employees, secured creditors, unsecured creditors, litigation parties, and other parties. The results of the conflict check were compiled and reviewed by Omni personnel. At this time, Omni is not aware of any relationship that would present a disqualifying conflict of interest. 4. As set forth in my Initial Declaration, to the best of my knowledge and except as set forth herein, neither Omni nor its professional personnel hold or represent any interest materially adverse to the Debtor’s estate in connection with any matter on which it would be employed and that it is a “disinterested person” within the meaning of section 101(14) of the Bankruptcy Code, as referred to in section 327(a) of the Bankruptcy Code. To the best of my knowledge, neither Omni nor any of its personnel have any relationship with the Debtor that would impair Omni’s ability to serve as Administrative Agent in this case. Omni may have relationships with certain of the Debtor’s creditors as vendors or in connection with cases in which Omni serves or has served in a neutral capacity as administrative or claims and noticing agent for another chapter 11 debtor. To the best of my knowledge, such relationships are unrelated to this Bankruptcy Case. 5. To the best of my knowledge, Omni has a connection to the bankruptcy judges of the Bankruptcy Court of the Southern District of New York to the extent that the very nature of Omni’s core business, i.e., serving as a claims and noticing agent and/or administrative agent, requires Omni to appear in this Court on a frequent basis. For the same reasons, Omni has a 8017494 - 2 - 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 3 of 15 connection to many, if not all, of the UST personnel listed on Schedule 1. 6. To the best of my knowledge, Omni has connections to most, if not all, of the Government/Taxing Authorities and Financial Institutions listed on Schedule 1 to the extent that, in the ordinary course of its business, Omni, as Claims and Noticing Agent and/or Administrative Agent, is frequently required to interact with such entities on behalf of its clients. 7. To the best of my knowledge, Omni has a connection to the professional firms listed on Schedule 1 to the extent that such professional firms and individuals have appeared/participated in a professional capacity in cases in which Omni has been retained as the Claims and Noticing Agent and/or Administrative Agent. 8. To the best of my knowledge, and except to the extent that one or more of remaining parties listed on Schedule 1 may have appeared as an interested party in a case in which Omni was retained as the Claims and Noticing Agent and/or Administrative Agent, I am not aware of any connection, substantive or otherwise, between Omni and any such parties. I declare under penalty of perjury, pursuant to 28 U.S.C. § 1746, that the foregoing is true and correct to the best of my knowledge, information and belief. Executed on April 21, 2021 OMNI AGENT SOLUTIONS, INC. /s/ Paul H. Deutch Paul H. Deutch Executive Vice President 8017494 - 3 - 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 4 of 15 SCHEDULE 1 8017494 - 4 - 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 5 of 15 Exhibit 1 1. DEBTOR OCCASION BRANDS, LLC OLD OB, LLC 2. EMPLOYEES ABIGAIL FOX ABIGAIL NIERMAN ADRIENE ADAMS AHKHIRA ROGERS AIMEE MASONE ALEXA ANGELINI ALEXIA MILONE AMANDA ROMERO AMY MCDOWELL ANNE CAVALLO ASHLEY BINDA BARBARA COLLINS BERKLEY BLANC BERNADETTE NARDO BRANDY HUDSON BRENDA LENT BRENDATH KOTOK BRIANA NELSON BRITTANY BANKS BRITTANY BROWN BRITTANY WOODIS CAITLYN BROOKS CARLOS VAZQUEZ CARYN JOCHEN CATHERINE BOUCHER CHELSEA BURKHOLZ CHELSIE-JEAN FERNANDEZ CHRISTIN BINGNEAR CHRISTINA GALLO CHRISTOPHER SANTANA CYNTHIA MESSINA DALIBETH RIVERA DANA CARL DANA RICHMOND DARLENE BERMAN DAVID COLLINS DAVID LASKER DAVID WILKENFELD DEBBIE D'AMATO 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 6 of 15 DEBORAH HOPKINS DENNIS LUO DEVEN LUM DONNA STEPP DONNY CHIN EMILY COLLINS ERIN ROBSON FAHTIMAH KNOX GINA CIPRIANI GOVANKA ALLEN GREGORY HALL HANNAH RANKIN ISAIAH MITCHELL JAMES ORTH JASMINE YOHANNAN JENNIFER PUN JENNIFER SZPER JENNIFER THOMAS JENNIFER ZAHNIJNYJ JILL ABRUZZO JILL FELDMAN JOANA MARIE AVILA JOHANNA MENJIVAR JOHN LUONG JONATHAN MEJIA JOO CHAE JOSEPH MCLAUGHLIN JOSEPH RUDLER JULIA ROARK JUSTIN NOLTE JUSTINA TENAGLIA JUSTINE FRANCY KAITLYN O'DONNELL KAREN SANCHEZ KATE THURESSON KATHRYN ASCENZI KATHY LLOYD KELLY AUSTIN KELLY HAY KELLY LAWRENCE KELLY REPKA KEVIN MULLINS KIMBERLEY OBERHOLTZER KIMBERLY COLLINS KRISTIN LLOYD KRISTIN TERRANA - 2 - 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 7 of 15 KRYSTAL MAE DECENA LA ROSA RAMONA DE LAUREN REYNOLDS LAUREN RIDDLE LAURENT YVES-EDOUARD JEAN LENFORD WICKHAM LINDSAY BARTON LUISA LOWRIE LYNDA HRYCAK LYNN DUGAN MARIA ORTIZ MARINA REZK MARISSA CRAMPTON MARISSA FLETCHER MARLENA MARSHALL MARSDEN STURTZ MARVIN MEYERS MATTHEW GREEK MATTHEW PROCTOR MAXWELL BARLOW MEGAN DARLING MELANIE SEDDON MELISSA VANDERSLICE MICHAEL MARRONE MICHAEL SIMPSON MICHAEL UHLMAN MICHELLE CZERWINSKI NATALIA PEREIRA NICHOLE ESKRIDGE NICOLE BEERS NICOLE COAN NICOLE DUGAN NICOLE GUISE OLIVIA DENNIS PABLO ORTIZ PETER ABRUZZO PETER ELKES PETERSON DOR PINAL LILIAN DEL QUAN TRAN RACHEL QUERREVELD RENÉE STRAUP ROBIN FAULK ROSLYN HUNTER-HARRIS SAHAR SHAFIQUE SAMANTHA FIORINO - 3 - 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 8 of 15 SAMANTHA JONES SANDRA DURHAM SANDRA WEYANT SETH THOMAS SHANTEL WILLIAMS SHELEN HUGHES STACIA THOMPSON STEPHANIE MAHONEY STEPHANIE ORTH STEVEN FARRELL SUSAN JESTER TANISHA MILLER TANJA PLECAS TIFFANY FRANCIS TOWHID KASHEM TRACI MILLER TRISHA KILROY URSULA PRINZ VANESSA VANACORE VANESSA WHEELER VINCENT BITETTO VINSTON JEANSIMON YUJI HORIBE ZACHARY DORSETT 3. SECURED CREDITORS DAVID WILKENFELD MILESTONE PARTNERS MILESTONE PARTNERS IV AIV, L.P. MILESTONE PARTNERS IV AIV, L.P. 3 MILESTONE PARTNERS IV, L.P. 2 AMERICAN CLOTHING EXPRESS, INC. 4. UNSECURED CREDITORS / OTHER 1 MODEL MANAGEMENT LLC 250OK INC ADRIANNA PAPELL ADVENTAIRE ACHV INC AFS AKAMAI TECHNOLOGIES INC ALEX EVENINGS C/O STERLING NATIONAL BANK ALLURE BRIDAL ALYCE AMP3 PR LLC ANDREW NASH ANJA BULLINGTON - 4 - 20-11684-dsj Doc 220 Filed 04/22/21 Entered 04/22/21 09:55:32 Main Document Pg 9 of 15 APP PARTNER LLC APPAREL SOCIETY CHICAGO LLC ATRIUM STAFFING LLC AUCTANE, LLC DBA SHIPSTATION BAMBOO HR LLC BARI JAY BENJAMIN WALK CORP. BETTER BUSINESS BUREAU SERVING DELAWARE BERGEN SHIPPERS CORP. BILL LEVKOFF BOUCHE PRODUCTIONS BRIDES CLUB WEDDING EXPO CANO GROUP, INC / DBA EUROSKINS CAROLINA CHESAPEAKE UTILITIES CISCO SYSTEMS CAPITAL CRP. CISION CITY SQ CONSULTING CLARISSE CLICK MODEL MANAGEMENT COACH SERVICES CRAZY PRETTY CREATIVE IMPORTS MAC DUGGAL CRISTAL D'OR INC CRITEO CORP. CURALATE INC DASH HUDSON DAYLIGHT DEAR MOON/RARE EDITIONS DILLON TAX CONSULTING EILIDH SCOTT CONSULTING, INC ELEGANT BRIDAL ELITE MODEL MANAGEMENT LLC EMERALD SUNDAE EMILY FRONTINO EPSILON DATA MANAGEMENT FACEBOOK FANCO FASHION INC FAVIANA FEDEX CORPORATION FEDEX FREIGHT FEDEX TRADE NETWORKS FILCO CARTING CORP. FISHTOWN ANALYTICS,