Official Form 201 !/oluntary Petition for Non ... · Official Form 201!/oluntary Petition for Non-Incl6victuals filing for bankruptcy 4/16 ... The debtor is required to file periodic

United States Bankruptcy Court for the:

DISTRICT OF DELAWARE

Case number ~irknown~ Chapter 11

❑ Check if this anamended filing

Official Form 201!/oluntary Petition for Non-Incl6victuals filing for bankruptcy 4/16

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and case number (if known).For more information, a separate document, /nstructions for Bankruptcy Forms for Non-Individuals, is available.

1. Debtor's name True Religion Sales, LLC

2. All other names debtor DBA True Religionused in the Iast 8 years DBA True Religion Brand JeansInclude any assumed DBA True Religion Kidsnames, trade names and DBA Last Stitchdoing business as names

3. Debtor's federalEmployer Iden4ification 26-3903441Number (EIN)

4. Debtor's address Principal place of business Mailing address, if different from principal place ofbusiness

1888 Rosecrans Ave.Manhattan Beach, CA 90266Number, Street, City, State &ZIP Code P.O. Box, Number, Street, City, State &ZIP Code

Los Angeles Location of principal assets, if different from principal

County place of business

Number, Street, City, State &ZIP Code

5. Debtor's website (URL) www,truereligion.cam

6. Type of debtor ■Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))

❑ Partnership (excluding LLP)

❑ Other. Specify:

O~cial Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1

Case 17-11463-CSS Doc 1 Filed 07/05/17 Page 1 of 20

Debtor True Religion Sales, LLC Case number (irknown)Name

7. Describe debtor's business A. Check one:

❑ Health Care Business (as defined in 11 U.S.C. § 109 (27A))

❑ Single Asset Real Estate (as defined in 11 U.S.C. § 101(51 B))

❑ Railroad (as defined in 11 U.S.C. § 101(44))

❑ Stockbroker (as defined in 11 U.S.C. § 101(53A))

❑ Commodity Broker (as defined in 11 U.S.C. § 101(6))

❑ Clearing Bank (as defined in 11 U.S.C. § 781(3))

■ None of the above

B. Check all that apply

❑ Tax-exempt entity (as described in 26 U.S.C. §501)

❑ Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. §80a-3)

❑ Investment advisor (as defined in 15 U.S.C. §80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor.See http://www.uscourts.gov/four-digit-national-association-Hales-codes.

4481

8. Under which chapter of the Check one:Bankruptcy Code is the p Chapter 7debtor filing?

❑ Chapter 9

■ Chapter 11. Check all that apply:

❑ Debtor's aggregate noncontingent liquidated debts (excluding debts owed to insiders or a~liates)are less than $2,566,050 (amount subject to adjustment on 4/01/19 and every 3 years after that).

❑ The debtor is a small business debtor as defined in 11 U.S.C. § 101(51 D). If the debtor is a smallbusiness debtor, attach the most recent balance sheet, statement of operations, cash-flowstatement, and federal income tax return or if all of these documents do not exist, follow theprocedure in 11 U.S.C. § 1116(1)(8).

■ A plan is being filed with #his petition.

❑ Acceptances of the plan were solicited prepetition from one or more classes of creditors, inaccordance with 11 U.S.C. § 1126(b).

❑ The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities andExchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File theattachment to Voluntary Petition for Non-lndividuais Filing for Bankruptcy under Chapter 71(O~cial Forrn 201A) with this form.

❑ The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2.

❑ Chapter 12

9. Were prior bankruptcy No.cases filed by or againstthe debtor within the last 8 ❑Yes.years?

If more than 2 cases, attach aseparate list. District When Case number

District When Case number

10. Are any bankruptcy cases ❑ Nopending or being filed by abusiness partner or an ■Yes.affiliate of the debtor?

List all cases. If more than 1,attach a separate list Debtor See Rider 1

District When

Relationship

Case number, if known

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2


Debtor True Religion Sales, LLC Case number (if known)Name

11. Why is the case filed in Check all that apply:this district?

■ Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediatelypreceding the date of this petition or for a longer part of such 180 days than in any other district.

■ A bankruptcy case concerning debtor's a~liate, general partner, or partnership is pending in this district.

12. Does the debtor own or ~ Nohave possession of anyreal property or personal ❑Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.

property that needsimmediate attention? Why does the property need immediate attention? (Check all that apply.)

❑ It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety.

What is the hazard?

❑ It needs to be physically secured or protected from the weather.

D It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example,livestock, seasonal goods, meat, dairy, produce, orsecurities-related assets or other options).

❑ Other

Where is the property?

Number, Street, City, State &ZIP Code

Is the property insured?

D No

D Yes. Insurance agency

Contact name

Phone

Statistical and administrative information

13. debtor's estimation of Check one:available funds

■ Funds will be available for distribution to unsecured creditors.

❑ After any administrative expenses are paid, no funds will be available to unsecured creditors.

14. Estimated number of ❑ q_qg ❑ 1,000-5,000 ❑ 25,001-50,000creditors ~ 50_g~ ■ 5001-10,000 ❑ 50,001-100,00

❑ 100-199 O 10,001-25,000 ❑More than100,000❑ 200-999

15. Estimated Assets

16. Estimated liabilities

$0 - $50,000❑ $50,001 - $100,000

❑ $100,001 - $500,000

❑ $500,001 - $1 million

❑ $1,000,001 - $10 million

❑ $10,000,001 - $50 million

❑ $50,000,001 - $100 million

■ $100,000,001 - $500 mi►lion

❑ $500,000,001 - $1 billion

❑ $1,000,000,001 - $10 billion

❑ $10,000,000,001 - $50 billion

❑ More than $50 billion

❑ $0 - $50,000

❑ $50,001 - $100,000

❑ $100,001 - $500,000

❑ $500,001 - $1 million

❑ $1,000,001 - $10 million

❑ $10,000,001 - $50 million

❑ $50,000,001 - $100 million

■ $100,000,001 - $500 million

❑ $500,000,001 - $1 billion

❑ $1,000,000,001 - $10 billion

❑ $10,000,000,001 - $50 billion

❑ More than $50 billion



Debtor True Religion Sales, LLC Case number (ifknown)Name

Request for Relief, Declaration, and Signatures

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to $500,000 orimprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

17. Declaration and signatureof authorized The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this petition.representative of debtor

have been authorized to file this petition on behalf of the debtor.

have examined the information in this petition and have a reasonable belief that the information is trued and correct.

declare under penalty of per'ury that the foregoing is true and correct.

Executed on ~ { 7 ~~MM/DD/YYYY

~° ;~, ~ .~ .~~s Dalibor Snyder

Si re of author' ed representative of debtor Printed name

Title Chief Financial Officer

18. Signature of attorney

Laura Davis Jonesname

Date ~ /~~~~, ~'

MM / DD / YYY

Pachulski Stang Ziehl &Jones LLPFirm name

919 North Market Street17th FloorWilmington, DE 19801Number, Street, City, State &ZIP Code

Contact phone 302-652-410Q Email address ~,o„N,,~"C5 ~ ~,,~ ~ ~ ~ ` ~~~

DE 2436Bar number and State



RIDER 1

Pending Bankruptcy Cases Concurrently Filed by this Debtor and Affiliated Debtors:

TRLG Intermediate Holdings, LLC

True Religion Apparel, Inc.

Guru Denim Inc.

True Religion Sales, LLC

TRLGGC Services, LLC

vocs nr:2~3~r6.~


WRITTEN CONSENT QFMANAGER

OFTRUE RELIGION SALES, LLC

(~ Delaware Limited Liability Company)

The undersigned, being the manager of True Religion Sales, LLC, a Delaware limited

liability company, does hereby consent to the adoption of the following resolutions:

WHEREAS, the manager (the "Manager") of True Religion Sales, LLC,

a Delaware limited liability company (the "Company"), acting pursuant to the

laws of the State of Delaware, has considered the financial and operational

aspects of the Company's business;

WHEREAS, the Manager has reviewed the historical performance of the

Company, the market for the Company's products, and the current and long-term

liabilities of the Company;

WHEREAS, the Board has, over the last several months, reviewed the

materials presented to it by the management of and the advisors to the Company

regarding the possible need to undertake a financial and operational restructuring

of the Company; and

WHEREAS, the Board has analyzed each of the financial and strategic

alternatives available to it, including those available on a consensual basis with

the principal stakeholders of the Company, and the impact of the foregoing on the

Company's business and its stakeholders.

NOW, THEREFORE, BE IT RESOLVED, that in the judgment of the

Manager, it is desirable and in the best interests of the Company, its creditors,

employees, stockholders and other interested parties that a petition be filed by the

Company seeking relief under the provisions of chapter 11 of title 11 of the

United States Code (the "Bankruptcy Code") in the United States Bankruptcy

Court for the District of Delaware;

RESOLVED, that the officers of the Company (each, an "Authorized

Officer") be, and each of them hereby is, authorized on behalf of the Company to

execute, verify and file all petitions, schedules, lists, and other papers or

documents, and to take and perform any and all further actions and steps that any

such Authorized Officer deems necessary, desirable and proper in connection

with the Company's chapter 11 case, with a view to the successful prosecution of

such case;

DOGS DE:213719,4 85199/001


RESOLVED, that the Authorized Officers, on behalf of the Company, areauthorized, empowered and directed to retain the law firm of Pachulski StangZiehl 8i Jones LLP ("PSZ&J") as bankruptcy counsel to represent and assist theCompany in carrying aut its duties under chapter 11 of the Bankruptcy Code, andto take any and all actions to advance the Company's rights in connectiontherewith, and the Authorized Officers are hereby authorized and directed toexecute appropriate retention agreements, pay appropriate retainers prior to andimmediately upon the filing of the bankruptcy, and to cause to be filed anappropriate application for authority to retain the services of PSZ&J;

RESOLVED, that the Authorized Officers, on behalf of the Company, areauthorized, empowered and directed to retain the services of Maeva Group, LLCas the Company's financial advisor, effective as of the date the petition is filed,and in connection therewith, the Authorized Officers are hereby authorized anddirected to execute appropriate retention agreements, pay appropriate retainersprior to and immediately upon the filing of the bankruptcy, and to cause to befiled an appropriate application for authority to retain the services of MaevaGroup, LLC;

RESOLVED, that the Authorized Officers, on behalf of the Company, areauthorized, empowered and directed to retain the services of Prime Clerk LLC asthe Company's claims, noticing, solicitation agent and administrative advisor,effective as of the date the petition is filed, and in connection therewith, theAuthorized Officers are hereby authorized and directed to execute appropriateretention agreements, pay appropriate retainers prior to and immediately upon thefiling of the bankruptcy, and to cause to be filed an appropriate application forauthority to retain the services of Prime Clerk LLC;

RESOLVED, that the Authorized Officers of the Company be, and herebyare, authorized and directed to employ any other professionals necessary to assistthe Company in carrying out its duties under the Bankruptcy Code; and inconnection therewith, the officers of the Company are hereby authorized anddirected to execute appropriate retention agreements, pay appropriate retainersprior to or immediately upon the filing of the chapter 11 case and cause to be filedappropriate applications with the bankruptcy court for authority to retain theservices of any other professionals, as necessary, and on such terms as are deemednecessary, desirable and proper;

DOCS DE;213719.4 85199/001


RESOLVED, that the Authorized Officers of the Company be, and each ofthem hereby is, authorized and empowered to obtain post-petition financing andobtain permission to use existing cash collateral according to terms which may benegotiated by the management of the Company, including under a $60 milliondebtor-in-possession credit facility with Citizens Bank N.A. on substantially theterms set forth in the draft credit agreement and related documentation heretoforepresented to the Board; and to enter into any guaranties and to pledge and grantliens on its assets as may be contemplated by or required under the terms of suchpost-petition financing or cash collateral agreement; and in connection therewith,the Authorized Officers of the Company are hereby authorized and directed toexecute appropriate loan agreements, cash collateral agreements and relatedancillary documents;

RESOLVED, that the Authorized Officers be, and each of them hereby is,authorized on behalf of the Company to take any and all actions, to execute,deliver, certify, ale and/or record and perform any and all documents, agreements,instruments, motions, affidavits, applications for approvals or rulings ofgovernmental or regulatory authorities or certificates and to take any and allactions and steps deemed by any such Authorized Officer to be necessary ordesirable to carry out the purpose and intent of each of the foregoing resolutionsand to effectuate a successful chapter 11 case;

RESOLVED, that the Authorized Officers be, and each of them hereby is,authorized on behalf of the Company to take any and all actions and steps deemedby any such Authorized Officer to be necessary or desirable to the develop, fileand prosecute to confirmation of a chapter 11 plan and related disclosurestatement;

RESOLVED, that the Amendment to the Operating Agreement of TRLGGServices, LLC, attached hereto as Exhibit A (the "Amendment"), is approved inall respects and the Authorized Officers be, and each of them is, herebyauthorized to execute the Amendment on behalf of the Company as the solemember of TRLGG Services, LLC; and

RESOLVED, that any and all actions heretofore taken by any AuthorizedOfficer or the directors of the Company in the name and on behalf of theCompany in furtherance of the purpose and intent of any or all of the foregoingresolutions be, and hereby are, ratified, confirmed, and approved in all respects.

[Signature page follows)

3DOCS DE213719.4 85199/001


IN WI'IfiIESS WHE~EC~F, the undersigned has duly executed this Consent as of 3uly2017.

MA.T^~A~CE~

GURU TIENIM, INC.,t~ California co Qratia

~y.

,S`I(illTATZTRE ~'~4 G.~ T'(,~ ~'~ttVSEN~'' ~~'1t~A1V~~E.1~ 01~ T'R~TE LIGdON ~'~ES, LLC

4L10CS D~:213719.4 85199/001

4

~utive Officer


EXHIBIT A

DOGS DE:213719.4 85199/001


AMENDMENT TOOPERATING AGREEMENT

OFTRLGGC SERVICES, LLC

This Amendment to Operating Agreement (this "Amendment") of TRLGGC Services,

LLC, a Virginia limited liability company (the "Company"), is entered into effective°'~~ ,

2017 by True Religion Sales, LLC, a Delaware limited liability company ("TRS"), to amend the

Operating Agreement of the Company dated November 13, 2015 (the "Operating Agreement").

RECITALS

A. TRS is the sole Member of the Company under the Operating Agreement;

B. Section 17 of the Operating Agreement authorizes the amendment of the

Operating Agreement by a written instrument executed by the Member; and

C. TRS now desires to amend certain provisions of the Operating Agreement as set

forth herein.

AGREEMENT

NO~'V, THEI2~FORE, TRS hereby agrees and consents to the following:

1. Amendment. The Operating Agreement shall be amended and restated to add a

new Section 20, which shall read in its entirety as follows:

20. Bankruptcy or Dissolution of a Member. Neither becoming a debtor in

bankruptcy nor the happening of any other event specified in Section 13.1-

1040.1(6) of the Act with respect to a Member shall cause such person to

cease to be a Member of the Company and, notwithstanding becoming a

debtor in bankruptcy or the happening of any such event, such person shall

continue to have all of the rights and powers of a Member of the Company

under applicable law. Neither becoming a debtor in bankruptcy nor the

dissolution of a Member shall cause a dissolution of the Company. If any

Member ceases to be a Member for any reason, the business of the

Company shall be continued by the remaining Members, provided,

however, if there are no remaining Members, the successor in interest to

the last remaining Member may elect to continue the business.

2. Full Force and Effect. The Operating Agreement shall remain in full force and

effect as amended above. Unless the context otherwise requires, any other document or

agreement that refers to the Operating Agreement shall be deemed to refer to the Operating

Agreement, giving effect to this Amendment (and any other amendments to the Operating

Agreement made from time to time pursuant to its terms).

DOGS DE:213719.4 85199/001


3. Successors and Assigns. This Amendment shall inure to the benefit of and be

binding upon the successors) and assigns) of the party hereto.

4. Governing Law. This Amendment shall be governed by and construed in

accordance with the internal laws of the State of Virginia, without regard to the principles of

conflicts of laws.

(Signature page follows)

DOGS D~213719.4 85199/001


The undersigned hereby agrees, acknow~edg~s and cea°tifi~ that the foregoingconstitutes an amendgnent to the Operating .~gre~ment of TRLGGC Services, LLC adopted bythe sole Membex of the company as of the date first set forth above.

1 i 1` I t

'I'IdIT~+ I2~LIGIC~~I ~AALL~S, LIr~,a D~law~re limi d liability company

~ ~~

T tie:

[~.~c~~~~rpA~~ ~~d d6.L 170.91. a]d d~ Y l6.iiiJy li~~~

ROCS DE:213719.4 85199/Odi


Debtor True Religion Apparel, Inc., et al.

ebtor name: True Religion Apparel, Inc., et al.

nited States Bankruptcy Court for the: District of Delaware Case

umber (if known):

Official Form 204

Case number (if known)

o Check If this Is an amended filing

Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders iz/~s

A Iist of creditors holding the 301argest unsecured claims must be filed In a Chapter 11 or Chapter 9 case. include cta(ms which the debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11 U.S.C. 4

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LYAGROUP LYAGROUP

1 ATTN: ClAUD1AelANCO ATTN: CIAUDIA BLANCO Trade $826,520.90

1317SGRAND AVE PHONE: 213-6831123 EMAIL:

LOS ANGLES, CA 9p015 [email protected]

OA S.A: OE C.V.

ATTN:lOSE MARTINEZ OA S.A. DE C.V.

ZONAPRANCAINTERNACIONAL ATTN:lOSE MARTINEZ

2 EDIF, 2 KM 28.5 CARRETERA A PHONE: 5032304-9988 Trade 5766,762.82

COMAIAPA OLOCUILTA FAX; 503-2309-9933

IA PAZ EMAIL: [email protected]

EtSALVADOR

EXCEL KINDINDUSTR~AL, LTD EXCELKINDINDUSTRIAL, L7DATTN: ZAMA PANG g1TN: ZAMA PANG

3

FLAT 8, 4/F, NO. 2-0. PHONE: 8675526973530 FAX: Trade $394,383.15

LUK HOP STSFNPOKONG ~b75S23505683 EMAIL:KOWLOON ~~~PANG@EXCELKW~.COMHONG KONG

573 BROADWAY REALTY, LLC 5138ROADWAY REALTY, LLCATTN:AIEXANDRA BARNES g77N:ALE%ANDRA &4RNE5

4

PREMIEREQUITIES PHONE: 212421-3634 Landlord $376,315.00

i50 EA5758TH 5T FA%:212421365923RD FLOOR EMAIU [email protected] YORK, NY 10155

NORTH AMERICAN TRADING, LLC

ATTN: LOU RDES PAMIREZ

NATCOPO BOX 894878 NORTH AMERICAN TRADING, LLC

LOS ANGELES, CA 90189-4878 A1TN: LOURDES RgMIREZ

5 PHONE: 21}5968916 Trade$277,035.76

NORTH AMERICANTRADING, LLC ~ Fd%;40 7-2 9 0 16 13

ATTN:LOURDES RAMIREZ EPAAIL [email protected]

827 UNION PACIFIC STREET

PM883 256

IAREDO, T%78045

KENNEDYINTERNATIONALCORPKENNEPYINTERNATIONAICORP ATTN:TIM I(ENNEpY

6ATTN: TIM KENNEDY PHONE: 8062259401 Trade

$269,327.80

20934 S SANTA FE AVE FAX:323-269-7969CARSON, CA 90810 EMAIL: [email protected]

GUARDIAN LIFE INSUMNCE COOT GUARDIAN LIFE INSURANCE COOFAMEftICA

AMERICA ATTN: DAVIDSMITH

7 ATTN: DAVIDSMITH PHONE:213362-9324 Landlord$197,246.28

7 HANOVERSgUARE fA%:213-403-5535

NEW YORK, NY 10004-2616 EMAIL [email protected]

MEDALLIA, INC.MEDAlL1A, INC. ATTN:SHAUNA HENDERSON

8

ATTN;SHAUNAHENDERSON PHONE: 65P422-7533 Trade$193,711.00

395 PAGE MILL, SUITE 100 FAX:654321-3156PALO ALTO, CA 94306 EMAIL: SHENDEIi50N@MEDAWACOM

LONTINENTALROSECRANSAVIATION, LP

ATNN: LE6NARD 6LgKE5LEY

PO BOX 916 CONTINENTAL ROSECRANS AVIATION, LPELSEGUNDO, CA 90245-0916 ATNN: LEONARD BLAKESLEY Landlord

$192,557.77

9 FAX:310.414-9279CONTINENTALROSECRANSAVIATION, LP PHONE: 31664U1520ATNN: LEONARD BLAKESLEY

2047 FOSECRANSAVENUE 200

ELSEGUNDO, CA 90245

NORTHBRIDGECHICAGO, LLC NORTHBRIDGE CHICAGO, LICATTN:ADRIANALOPEZ q~7N:ADRIANALOPEZ

10RN 540 HOTELCOMPANY, L. L.C. PHONE: 86G811-1095 Landlord

$128,680,68

401 WILSHIRE BLVD FAX:314395-2791SUITE 700 EMAIL: [email protected] MONICA, CA 90401

863 BROADWAY, LLC b638ROADWAV, LIC

A1TN: KATHLEEN RiVERN A1TN:KATHLEEN RNERA

11 441lEXINGTONAVENUE PHONE: 212-5030905 Landlord5115,464.94

10TH fIOOR FAX:

NEW YORK, NY 10017 EMAIL: [email protected]

1AMESTOWNPREMIER MALIBU VILLAGE, LP IAMESTOWNPREMIER MALIBU VItLAGE,LP

AT7N:JOSH CALLAHAN AITN:JOSH CALLAHAN

12 ONE OVER70N PARK I2TH FLOOR PHONE: 77P80S1000 Landlord$106,977.68

3E25 CU MBERIAND BLVD FA%: 7 76 80 5-1001

ATLANTA,GA 30339 EMAIL: [email protected]

FORMUTATHREEGftOUP, LLC FORMUTATHfifE GROUP, LLCATTN: RUSS RONCHI p77N: RU55 RONCHI Trade

$93,714.0013 7071 WARNER AVE PHONE: 8774344346

NF,SUITE 459 EMAIL: [email protected] BEACH, CA 92641

DVI.JI ~P3~:~Y4122.1 85199/001 Chepter 11 or Chapter 9 Cazes; Ust of Creditors Who Hava the 301a>66st Une<urad Claims

Page 2


Debtor True Religion Apparel, Inc., et al.

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SIMONCHEISEA

PRESIDENTORGENENALCOUNSEL

LASVEGAS DEVELOPMENT, LLC

PO BOx 827724

PHItADELPHIN,PA 19 182-7 7 24SIMONCHELSEA

l4PRESIDENTOR GENERAL COU NSEL

PHONE: 3 17-636 1600Landlord 592,671.01

SIMONCHEtSEqFAX:317-685-7270

PRESIDENTORGENERALCOUNSEL

LAS VEGAS DEVELOPMENT, LLC

225 W EST WASHINGTON STREET

INDIANAPOLIS, IN46204

ROZA 14 W, LLC ROZA 14W, LLC

ATTN: MHYBEILE MYA - AiTN: MAYBELLE MYA15

1q WALL STREET PHONE: 646-35&3508Landlord $90,491.41

NEW YORK, NY 10005 EMAIL [email protected]

U.S. CUSTOMS

ATTN: IMPORT &EXPORT QUESTIONS

PO BOX 70946

CHARLOTTE,NR8272-09A6 U,S. CUSTOMS

16 A1TN:IMPORT&E%PORT QUESTIONS Trade $90,150.28

U,S.CUSTOMS PHONE:877227-5511

ATTN: IMPORT &EXPORT QUESTIONS

1300 PE N NSYLVANIA AVE. N W

WASHINGTON, DC20229

TOWN CEtJTERAT &DCA RATONTRUSTTOWN CENTERAT BOLA RATONTRUST A1TN: BRENTTOMB

17

ATTN: BRENTTOMB PHONE: 317-26b7114 Landlord $84,928.59

225 WEST WASHINGTON STREET FAX:302-655-5049INDIANAPOLIS,IN46204 EMAIL: [email protected]

REXFORD INDUSTRIAL-IURUPA, LLC REXFORp INDUSTRIAL-IURUPA, IIC

ATTN: MARKZEHNER ATlN: MAftKZEHNER PHONE:

18 C/O AE%FORD INDUSTRIAL, LIC 3169663818 FAX;310- Landlord$84,137.94

11620 WILSHIftE BLVD, STE 1000 966-1690 EMAIL:

LOS ANGELES,CA 90025 [email protected]

CNG PARTNERS, LP

PRESIDENTOft GENERAL COUNSEL

PO BO%822E~R4 WG PARTNERS, LPPHILADE4PHIA,PA19182-2884 pRE51DENTORGENERALC0UN5EL

19 PHONE: 317-6361600landlord

$83,304.56

CPG PARTNERS, lP FAX:317-685-1270PRESIDENTORGENERALCOUNSEI

225 WEST WASHINGTONSTREE7

INDIANAPOLIS, IN 46204

EPLUSGROUP,INC.EPLUSGROUP, INC. A1TN: SUSAN iEDOR

20

ATTN: SUSAN FEDOft PHONE: 703984-8189 Trade$71,873.60

13595 DULlES TECHNOLOGY Dft FA%:703-984-8600HERN~UN,VA 20171 EMAIL [email protected]

BALLETVAtET,CORP. BALIETVALET, CORP,

ZlAITNJORGE TORRES ATTN:JORGE TORRES Landlord

$70,232.14

2214NW i5T PLACE PHONE; 305531-4411 EMAIL

MIAMI, F133127 [email protected]

SHORT HILLS ASSOCIATES, LLC SHOftTHILl5A550CIATES, LLCATTN:NANNETTE PARTEE q~7N:NANNETTE PARTEE

22 DEPARTMEM 53501 landlord$64,387.40

PO BO%67000PHONE: 24625&7387

EMAIL: [email protected], M148267-0535

1122 THIRDAVENUE ASSOCATES, LLC 1122THIRDAVENUE ASSOCIATES, LLC

ATTN:JAIMEEPSTEIN ATfN:IAIMEEPSTEIN

23 JAMIE EPSTEIN/RELATEDCAS PHONE: 212-SOb3967 Landlord$63,351.42

60 COW MBUS QRCLE FL IB FAX:212-801-1003

NEW YORK, NY 16023 EMAIL: [email protected]

CPG PARTNERS, LP

PRESIpENTORGENERAt COUNSEL

PO 80%822873 ~pG PARTNERS, LPPHILQDELPHIA,PA19182-2884 pRE51DENTORGENEPAL000NSEL landlord

$60,657.26Z4 PHONE: 317-63F1600

CPG PARTNERS, IP FAX:31)-6857270PRESIDENTOR GENERAL COU NSEL

225 W EST WASHINGTON STFEET

INDIANAP045, IN 46204

IAMESTOWN 119 NEWBURY STREET, IP IAMESTOWN179 NEWBURYSTREET, LP

ZSA7TN:TERRI MIRASSOU ATTN:TERRI MIRASSOU Landlord

559,888.34

SS NEW6URY STREET, APTg103 PHONE: 949-72P3311

BOSTON, MA02116 EMAIL; [email protected]

FORGES/CONEN FLOftIDAPftOPERTIES, LP FORGES/COHEN FLOR~DAPROPERTIES, LP

AT1N:A000UNTS RECEIVABLES ATTN:A000UNTS RECEIVABLES Landbrd558,176.64

Z6100GALLEftigOFFICECENTREN427 PHONE: 248-A27-0600

SOUTHFIELD, MI48034 EMAIL: [email protected]

OS 4lAeOR, LlC 0541A90R, LLC

A1TN:ANAMENOOZA ATTN:ANNMENDOZA Trade$58,173.21

Z~5312NINWINDALE AVE, SUITE IH PHONE: 9044768326

IRWINDALE, CA 91724 EMAIL; AMENDOZAQOSAIABORCOM

D~"~~ ~F;:~P4I22. I SS 199IOO J chapter ~i or tha~ter s tasQs: ust of creditors Who Have the 30 ~ar~ast unemred claims

Page 3


Debtor True Religion Apparel, Inc., et al.Case number (if known)

N'amaQfrrR*MnTn~ecrnl,:.,Fe rti~::r~.a~Es~, M1zmn, to eyh~.~n!-a~r, ~+vJcs~z.=:~ac,abf ^.m.ure ¢f tha r.~ d(cr ri x.,-~*da, I rcat.; fu;~n~> P~',._rtn.., ~i__i~id~'m

.c „a_na xip cL-~ cr~d:tcr c-crta<t t.~.s<,~t,.,,bz,.x to _"et, u,eLa,-m-~t, tlYh_d,:misft~fu ,e<vr<d,f (~c ,~~w _ureddc:ma~.t_tif,Nr<vu

'1F L ES S T3~ «,~,. 3A~ .-~:F~Cd. Gz. I:. , F r ~"~v r~~ E.3 k l4': ;} r, 3 ,~ ~ :`? ~ '~.-j~.3-,~+ C , k~ u 4( Cc :l'f31

a ~,.-+,< , , zas~ ,_ ~a c s.f.,'£ta c~`<.u:A,M ~-~~*c~rrci.ta~maTotal daim,iF Deduction farvalue of caz~ateraf or

p rt~.a:~y secured setoff~~~~red claEm

PARK MEADOWS MALLATTN: FEUCIA OJOPO BO%l.~M1105 PARK MEADOWS MALLBAL7IMORE,MD21264-4105 ATI~N: FELICIAOIO

28 PHONE: 312-96P2656 Landlord 557,944.64

PARKMENDOWS MALL FdX:312-9605475

ATTN: FELICIA OlO EMAIL: [email protected]~H.COM

110 N. WALKER DRIVE

CHICAGO, IL 60606

PURPOSE DRIVEN PERSONNEL,INL.PURPOSE DRIVEN PERSONNEL,INC. ATTN: TROVOS60URNE

29A7TN:TROYOSBOURNE PHONE: 562-9444737 Trade $54,206.46

9826 PAINTERAVE, SUITEM FA%:562-3161950WHITTIER, CA 90605 EMAIL TOSOOUpNE@PDPTEAMCOM

FASHION SHOW MAIL, LLC

PRESIDEN70RGENERAICOUNSEL FASHION SHOW MAtL, LLC

30 SDS~12-2773 PRESIDENTORGENERALCOUNSEL landlord $53,919.35

PO B0X 86 EMAIL: [email protected]

MINNEAVOLIS, MN 55486-2773

D~`~,`~~ ~S~:~P4I ZZ. I SS 19~JIOO J «%+ater a or tnapter s cases: ust of creditors who Have the ao tartest unecured c~a~ms

Page 4


IN THE UNITED STATES BANKRUPTCY COURT

FOR THE DISTRICT OF DELAWARE

In re: Chapter 11

TRUE RELIGION SALES, LLC, Case No. 17- O

Debtor.

CORPORATE O~VNERSHIP STATEMENT (RULE 7007.1)

Pursuant to Federal Rule of Bankruptcy Procedure 7007.1 and to enable the

Judges to evaluate possible disqualification or recusal, the undersigned authorized officer of

the above-captioned Debtor, certifies that the following is a corporation other than the

Debtor, or a governmental unit, that directly or indirectly owns 10% or more of any class of

the corporation's equity interests, or states that there are no entities to report under FRBP

7007.1.

❑None [check if applicable]

Name: Guru Denim Inc.Address: 1888 Rosecrans Ave.

Manhattan Beach, CA 90266

DOGS DE:213716.1



FOR THE DISTRICT OF DELAWARE

In re: ~ Chapter 11

TRUE RELIGION SALES, LLC, Case No. 17- ~)

Debtor.

LIST OF EQUITY SECURITY HOLDERS

Following is the list of the Debtor's equity security holders which is prepared in accordancewith rule 1007(a)(3) for filing in this Chapter 11 Case:

Narr~e and Last Known Address or I Security Class PercentagePlace of Business of Holder

Guru Denim Inc.1888 Rosecrans Ave.Manhattan Beach, CA 90266

Units 100%

DOCS DE2137161



FQR THE DISTRICT OF DELAWARE

In re: ~ Chapter 11

TRUE RELIGION SALES, LLC, Case No. 17- ~)

Debtor.

CERTIFICATION OF CREDITOR MATRIX

Pursuant to Rule 1007-2 of the Local Rules of Bankruptcy Practice and Procedure

for the United States Bankruptcy Court for the District of Delaware, the above captioned debtor

and its affiliated debtors in possession (collectively, the "Debtors")' hereby certify that the

Creditor Matrix submitted herewith contains the names and addresses of the Debtors' creditors.

To the best of the Debtors' knowledge, the CNeditor Matrzx is complete, correct, and consistent

with the Debtors' books and records.

The information contained herein is based upon a review of the Debtors' books

and records as of the petition date. However, no comprehensive legal and/or factual

investigations with regard to possible defenses to any claims set forth in the C~edito~ Matrix

have been completed. Therefore, the listing does not, and should not, be deemed to constitute:

(1) a waiver of any defense to any listed claims; (2) an acknowledgement of the allowability of

any listed claims; and/or (3) a waiver of any other right or legal position of the Debtors.

ROCS DE213716.1


Debtor name True Religion Sales, LLC

United States Bankruptcy Court for the: DISTRICT OF DELAWARE

Case number (if known)

Official Form 202

❑ Check if this is an

amended filing

Declaration Under Penalty of Perjury for iVon-Individual Debtors 12115

An individual who is authorized to act on behalf of anon-individual debtor, such as a corporation or partnership, must sign and submit this

form for the schedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any

amendments of those documents. This form must state the individual's position or relationship to the debtor, the identity of the document,

and the date. Bankruptcy Rules 1008 and 9011.

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud inconnection with a bankruptcy case can result in fines up to $500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341,

1519, and 3571.

Declaration and signature

am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or anotherindividual serving as a representative of the debtor in this case.

have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct:

❑ Schedule A/8: Assets—Real and Personal Property (Official Form 206A/B)

❑ Schedule D: Creditors Who Have Gtaims Secured by Property (O~ciai Form 206D)

❑ Schedule E/F: Creditors Who Have Unsecured Claims (Official Form 206E/F)

❑ Schedule G: Executory Contracts and Unexpired Leases (Official Form 206G)

❑ Schedule H: Codebtors (O~cial Form 206H)

❑ Summary ofAssets and Liabilities for Non-Individuals (O~cial Form 206Sum)

❑ Amended Schedule

■ Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 20 Largest Unsecured Claims and Are Not Insiders (Official Form 204)

~ Other document that requires a declaration Corporate Ownership Statement, List of Equity Security Holders and

Certification of Creditor Matrix

declare under penalty of per ury that the foregoing is true and correct.

Executed on ~ X ~~~~ "~~`tature of ind~ dual signing on behalf of debtor

Dalibor SnyderPrinted name

CFOPosition or relationship to debtor

Official Form 202 Declaration Under Penalty of Perjury for Non-individual Debtors

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Official Form 201 !/oluntary Petition for Non ... · Official Form 201!/oluntary Petition for Non-Incl6victuals filing for bankruptcy 4/16 ... The debtor is required to file periodic