Docket #4412 Date Filed: 12/29/2009

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In re:
MERVYN'S HOLDINGS, LLC,et
Debtors.

) al.,t )
)

Chapter

ll
(KG)

Case No. 08-11586

Jointly Administered

,b )* * /4t?

ORDER APPROVING STIPULATION FOR AI,LOWANCE ANI) P.LYMENT OF CLAIMS OF WABNACO

AND NOW, upon consideration of the foregoing Stipulation2 attached hereto

Exhibit A, and good cause appearing for the approval thereof, it is hereby:
ORDERED, that the Stipulation is APPROVED; and it is further

as

ORDERED, the Court shall retain jurisdiction over the implementation and
enforcement of the Stipulation and this Order.

ou,"o,W,2oos
Wilmington, Delaware THE HOI{IQRABI,E

VIN GROSS
UPTCY JUDGE

' The Debtors in these cases, along with the la.st four digits of their federal tax identification numbers, are Mervyn's Holdings, LLC (3405), Mervyn's Ll.C (4456) and Mervyn's Brands, LL,C (8850). 2 Terms not clefined herein shall have thc meanings attributcd to thern in tlre Stipulation.
DBI/&079686.2 RLFI 3520510v.1

0q/v),= 1* 0811586091229000000000017

EXHIBIT A

D8v64079686.2

RLFI 3520510v.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

In

re:
Debtors.

)
al.,r )
)

Chapter

ll
(KG)

MERVYN'S HOLDINGS, LLC,et

Case No. 08-11586

)
)

Jointly Administered

STIPULATION FOR.TLLOWANCE AND PA.Y.MENI OT'CLAIMS OF WARNACO

Warnaco and the above-captioned debtors and debtors
"Debtolg") hereby stipulate as follows:

in

possession (the

RECITALS

A' B. C. D.

Prior to July 9, 2008, Warnaco provided the Debtors with goods in the aggregate

net .rmount of $I,23 |,032.15 (the "Unsg_gured Claim").

Within the twenty days prior to the Petition Date, Warnaco provided the Debtors

with goods in the aggregate amount of $27,651 .08 (the "Prepetition Administrative Claim"). On or after July 29,2008 (the "Petition DaE"), Warnaco provided the Debtors

with goods in the aggregate amount of $276,276.96 (the "Pgstpetition Administrative Claim,'),
Warnaco timely filed proofs of claim (Claim Nos. 3619,6307,6977 and 697g)

seeking, among other things, payment on account

of the Unsecured Claim, the prepetition

Administrative Claim and the Postpetition Administrative Claim (the "Filed Clai{n$").

E. l.

The Debtors and Warnaco HEREBY STIPULATE AND AGREE as follows:

AGREEMENT
The Recitals are true and correct and are incorporated herein by reference.

' The Debtors in these cases, along with thc tast four digits of their federal tax idenrification numbers, are Mervyn's Holdings, LLC (3405), Mervyn's LLc (4456) and Mervyn's Brands, LLc (gg50).
D8u64079686.2

RLFI 3520510v.1

2. 3.

This Stipulation is subject to Bankruptcy Court approval and shall be of no force

and effect unless and

until approved by the Bankruptcy Court'

On account of the Filed Claims, Warnaco shall be allowed (i) a general unsecured

claim against Mervyn's LLC in the amount of $l ,231,032.15 (the "Allowed Unqgcured Claim"),

(ii) an administrative

expense claim against Mervyn's

LLC pursuant to

I U.S.C. $ 503(b)(9) in
an

the amount of $27,651.08 (the "Allowed Prepetition Administrative Claim") and (iii)
administrative expense claim against Mervyn's LLC pursuant to

1l U.S.C,

$$ 503(bxl) and

507(a)(2) in the amount of $276,276.96 (the "Allowed Postpetition Administrative Claim" and together with the Allowed Unsecured Claim and the Allowed Prepetition Administrative Claim,
the "Allowed Claims").

5.
chapter

Payment of the Allowed Claims shall be made in accordance with the terms of the
cases,

1l plan ultimately confirmed in these chapter I I

or

if no plan is confirmed,

the

Allowed Claims shall be paid in accordance with the priorities set forth in the Bankruptcy Code.

6.
chapter
and/or

This Stipulation shall be binding upon

(i) any liquidating

trustee; plan

administrator; distribution agent and/or any other responsible person appointed pursuant to any

1l plan confirmed in these cases; (ii) any chapter I 1 trustee appointed in these cases

(iii) any chapter 7 trustee appointed or elected in these cases.

D8u64079586.2 RLFI 352051ov.I

yf,*j .iry t ":':I t -.---. -.t'...-. .t Mark D. Collins OIg. 29BI)' ' Daniel J. DeFrapdschi (No' 273Tj Christopher M.'Samis (No. 4909) L. Katherine Good (No. 510l) RICHARDS, LAYTON & }'INGER, P.A. .
One Rodney Square 920 North King Street

a j'1 ,..!'r // ,,

Rutkowski
lYheelers Farms Rd. MWrrl, CT 06461 203-301-7260

Chief Financial Ofricer of llarnacrt

Wilminglon, Delaware I 9801 Telephone: (302) 651-7700 Facsimile: (302) 651-7701 Email: collins@lf.com defranceschi@rlf.com samis@rlf.com good@rlf.com
and

Howa::d S. Beltzer Wendy S. Walker

MORCAN, LEWIS & BOCKIUS LLP

101 Park Avenue

New York, New York 10178-0060 T'elephone : Qlz) 309-6000 Facsimile: Qlz) 309-6001 Ernail : hbeltzer@morganlewis, com wwalker@morganlewis. com
Attorneys for the Debtors and Debtors in Fosse,Ysion

DBu640'19686.2