Case 21-10269-ABA Doc 369 Filed 04/09/21 Entered 04/09/21 ...k q 6+)3 ;3-9r...

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COLE SCHOTZ P.C.Court Plaza North

25 Main Street

P.O. Box 800

Hackensack, New Jersey 07602-0800

(201) 489-3000

(201) 489-1536 Facsimile

Michael D. Sirota ([email protected])

Felice R. Yudkin ([email protected])

Jacob S. Frumkin ([email protected])

Matteo Percontino ([email protected])

Rebecca W. Hollander ([email protected])

Attorneys for Debtorsand Debtors in Possession

UNITED STATES BANKRUPTCY COURTDISTRICT OF NEW JERSEY

In re:

CHRISTOPHER & BANKS CORPORATION,

et al.,

Debtors.1

Chapter 11

Case No. 21-10269 (ABA)

Jointly Administered

HEARING DATE AND TIME:May 4, 2021, at 10:00 a.m. (EST)

NOTICE OF DEBTORS’ MOTIONTO AUTHORIZE CHANGE OF CASE CAPTION

PLEASE TAKE NOTICE that on May 4, 2021 at 10:00 a.m. (EST), or as soon

thereafter as counsel may be heard, Christopher & Banks Corporation and its subsidiaries, as

debtors and debtors in possession in the above-captioned chapter 11 cases (collectively, the

“Debtors”), by and through their undersigned counsel, shall move (the “Motion”) before the

Honorable Andrew B. Altenburg, Jr., United States Bankruptcy Judge, in Courtroom 4B of the

United States Bankruptcy Court for the District of New Jersey, Mitchell H. Cohen Courthouse,

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, Minnesota 55441.

Case 21-10269-ABA Doc 369 Filed 04/09/21 Entered 04/09/21 09:37:15 Desc MainDocument of 3

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400 Cooper Street, Fourth Floor, Camden, New Jersey 08101, for the entry of an order,

substantially in the form submitted with the Motion, (i) authorizing a change of the case caption

and (ii) granting related relief, all as more fully set forth in the Motion.

PLEASE TAKE FURTHER NOTICE that the Motion sets forth the relevant factual

bases upon which the relief requested should be granted. A proposed Order granting the relief

requested in the Motion is also submitted herewith.

PLEASE TAKE FURTHER NOTICE that objections, if any, to the relief requested in

the Motion shall: (i) be in writing, (ii) state with particularity the basis of the objection, and

(iii) be filed with the Clerk of the United States Bankruptcy Court electronically by attorneys

who regularly practice before the Bankruptcy Court in accordance with the General Order

Regarding Electronic Means for Filing, Signing, and Verification of Documents dated March 27,

2002 (the “General Order”) and the Commentary Supplementing Administrative Procedures

dated as of March 2004 (the “Supplemental Commentary”) (the General Order, the

Supplemental Commentary and the User’s Manual for the Electronic Case Filing System can be

found at www.njb.uscourts.gov, the official website for the Bankruptcy Court) and, by all other

parties-in-interest, on CD-ROM in Portable Document Format (PDF), and shall be served in

accordance with the General Order and the Supplemental Commentary, so as to be received no

later than seven (7) days before the hearing date set forth above.

PLEASE TAKE FURTHER NOTICE that unless objections are timely filed, the

Motion shall be decided on the papers in accordance with D.N.J. LBR 9013-3(d), and the relief

requested may be granted without further notice or hearing.


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PLEASE TAKE FURTHER NOTICE that pursuant to D.N.J. LBR 9013-3(a), in the

event the Motion is contested, there is a duty to confer to determine whether a consent order may

be entered disposing of the Motion or to stipulate to the resolution of as many issues as possible.

PLEASE TAKE FURTHER NOTICE that in accordance with D.N.J. LBR 9013-3(e),

unless the Court authorizes otherwise prior to the hearing date hereof, no testimony shall be

taken at the hearing except by certification or affidavit.

DATED: April 9, 2021 COLE SCHOTZ P.C.Attorneys for Debtorsand Debtors in Possession

/s/ Michael D. SirotaMichael D. Sirota ([email protected])





Court Plaza North

25 Main Street

P.O. Box 800


Telephone: (201) 489-3000

Facsimile: (201) 489-1536


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25 Main Street

P.O. Box 800


(201) 489-3000

(201) 489-1536 Facsimile








In re:


et al.,

Debtors.1

Chapter 11

Case No. 21-10269 (ABA)


DEBTORS’ MOTION TO AUTHORIZE CHANGE OF CASE CAPTION

Christopher & Banks Corporation and its above-captioned affiliated debtors and debtors

in possession (collectively, the “Debtors”) hereby submit this motion (the “Motion”) for entry

of an order, substantially in the form attached hereto as Exhibit A (the “Proposed Order”),

pursuant to section 105(a) of title 11 of the United States Code, 11 U.S.C. §§ 101 et seq. (the

“Bankruptcy Code”); Rules 1005, 2002(m), and 2002(n) of the Federal Rules of Bankruptcy

Procedure (the “Bankruptcy Rules”); and Rule 9004-1(a) of the Local Rules of Bankruptcy

Practice and Procedure of the United States Bankruptcy Court for the District of New Jersey (the





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“Local Rules”), authorizing the Debtors to amend the case captions used in these chapter 11

cases (collectively, the “Chapter 11 Cases”). In support of this Motion, the Debtors respectfully

represent as follows.

I. JURISDICTION AND VENUE

1. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157

and 1334 the Standing Order of Reference to the Bankruptcy Court Under Title 11 of the United

States District Court for the District of New Jersey, entered on July 23, 1984, and amended on

September 18, 2012 (Simandle, C.J.). This is a “core” proceeding within the meaning of 28

U.S.C. § 157(b)(2).

2. Venue is proper in this Court pursuant to 28 U.S.C. §§ 1408 and 1409.

3. The statutory and legal bases for the relief requested herein are sections 105(a) of

the Bankruptcy Code, Bankruptcy Rules 1005, 2002, and 9004, and Local Rule 9004-1.

II. BACKGROUND

A. General Background

4. On January 13, 2021 (the “Petition Date”), each of the Debtors commenced with

this Court a voluntary case under chapter 11 of the Bankruptcy Code. The Debtors continue to

operate their businesses and manage their properties as debtors in possession pursuant to sections

1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in these

chapter 11 cases.

5. On January 26, 2021, the Office of the United States Trustee for the District of

New Jersey appointed an Official Committee of Unsecured Creditors (the “Committee”)

[Docket No. 118].

6. The Debtors’ cases are being jointly administered under lead Case No. 21-10269

pursuant to Bankruptcy Rule 1015 [Docket No. 45].


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7. Information regarding the Debtors’ business, capital structure, and the

circumstances leading to the commencement of these chapter 11 cases is set forth in the

Declaration of Keri L. Jones in Support of Debtors’ Chapter 11 Petitions and First Day Motions

(the “First Day Declaration”) [Docket No. 18].

8. The Debtors commenced these chapter 11 cases to facilitate a timely and efficient

process to maximize the value of their estates for the benefit of all stakeholders. The Debtors

immediately began to liquidate the inventory in their 449 retail stores (the “Store Closing

Sales”) and continued their pre-petition efforts to market and sell their remaining assets with the

assistance of their investment banker and other advisors.

9. On February 23, 2021, the Court entered an order approving the sale (the “Sale”)

of substantially all of the Debtors’ business assets to ALCC, LLC and/or one or more authorized

designees thereof (collectively, the “Purchaser”) [Docket No. 266] (the “Sale Order”). On

March 2, 2021, the Debtors closed on the Sale, with the Sale effective as of March 1, 2021.

10. Given the closing of the sale of their assets, the Debtors are currently in the

process of winding down their business operations and, on April 7, 2021, the Debtors filed a

motion to convert their chapter 11 cases to cases under chapter 7 [Docket No. 363].

B. Post-Closing Change of the Debtors’ Names

11. Paragraph 61 of the Sale Order requires the Debtors use commercially reasonable

efforts to change their corporate and company names as soon as reasonably practicable following

the Sale, providing as follows:

Change of Name. After the Closing, Sellers (and any of theirAffiliates) shall use reasonably commercial efforts to, as soon as

reasonably practicable (and in any event no later than 45 days after

the Closing Date), cease using any name, slogan, logo or

trademark which is similar or deceptively similar to any of the

names, trademarks or service marks included in the Intellectual

Property included in the Acquired Assets. In furtherance of the


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forgoing, Sellers shall use reasonably commercial efforts to, as

soon as reasonably practicable (and in any event no later than 45

days after the Closing Date), cease using the name “Christopher &

Banks” or any derivative thereof, either as a formal legal name,

assumed name, fictitious name, tradename, “doing business as” or

any other use, and following the closing Sellers shall take such

steps as are reasonable and appropriate to change the name and

caption of the Chapter 11 cases, upon application to the Court, in

connection with winding-up their estates or businesses to

discontinue use of such name or derivations thereof; provided,

however, the Sellers shall be permitted to use the “Christopher &

Banks” name as required to comply with any reporting or other

requirements with the Securities and Exchange Commission.

Without limiting the foregoing, effective as of the Closing, Sellers

hereby appoint Buyer as their attorney-in-fact for the limited

purpose of executing any documentation necessary to modify,

cancel, or terminate any “fictitious,” “doing business as,” trade

name, qualification to do business or foreign qualification filings

or registrations in any jurisdiction following the Closing. The

dissolution, liquidation, or winding-up of Sellers shall not

terminate such appointment or the authority and agency of the

Buyer provided pursuant to this Paragraph. The power-of-attorney

granted in this Paragraph is coupled with an interest and is

12. Pursuant to this authority granted in the Sale Order, the Debtors have filed, or will

soon file, the necessary paperwork with the secretaries of state (and any other relevant agencies)

in the Debtors’ respective states of incorporation to accomplish the required name changes from

a corporate perspective. The changes to each of the Debtors’ respective corporate names are as

follows:

Old Company Name New Company Name

Christopher & Banks Corporation CB Wind-Down Corporation

Christopher & Banks, Inc. CB Wind-Down, Inc.

Christopher & Banks Company CB Wind-Down Company, Inc.

III. RELIEF REQUESTED

13. By this Motion, the Debtors seek entry of an order pursuant to section 105(a) of

the Bankruptcy Code; Bankruptcy Rules 1005, 2002(m), and 2002(n); and Local Rule 9004-1(a)


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authorizing the Debtors to change their case captions to reflect the aforementioned changes to

their corporate names.

14. The Debtors request that, as set forth in the Proposed Order, (i) the case caption

used in each of these Chapter 11 Cases be amended to reflect the change of the Debtors’

corporate names, and (ii) the Court authorize and direct the Clerk of the United States

Bankruptcy Court for the District of New Jersey (the “Clerk of the Court”) and other parties in

interest to take any actions that are necessary to update the ECF filing system and their

respective records to reflect the proposed name changes, including the insertion of a docket entry

in each of the relevant Chapter 11 Cases announcing the change of the Debtors’ corporate names.

IV. BASIS FOR RELIEF REQUESTED

15. The Debtors respectfully submit that the relief requested herein is necessary and

appropriate as the Debtors have sold their intellectual property, including trademarks, to the

Purchaser and are required to change their corporate names pursuant to the Sale Order. Further,

the Debtors submit that the relief requested herein is routine in chapter 11 cases in situations

similar to those present here. See, e.g., In re Aceto Corporation, Case No. 19-13448 (VFP), Doc.

No. 607 (order approving motion to change debtors’ names and case captions); In re Quality

Conservation Services, Inc., Case No. 17-19603 (VFP), Doc. No. 136 (order approving motion to

change case caption in light of Debtor’s name change); In re Gaspari Nutrition, Inc., Case No.

14-30963 (CMG), Doc. No. 241 (order approving motion to change debtors’ names and case

captions); in re RCLC, Inc., f/k/a Ronson Corporation, Case No. 10-35313 (MBK), Doc. No. 194

(order approving motion to change case caption). Indeed, in some instances, debtors simply file

notices informing the court of their name change and the new caption applicable to their cases in

light of same. See, e.g., In re Congoleum Corporation, Case No. 20-18488 (MBK) (notice of


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name change and case caption); In re Adamar of New Jersey, Inc. and Manchester Mall, Inc.,

Case No. 09-20711 (JHW), Doc. No. 954 (notice of name change and case caption).

V. NOTICE

16. The Debtors have provided notice of this Motion to: (i) the Office of the United

States Trustee; (ii) counsel for the Committee; (iii) counsel for the Debtors’ prepetition secured

lender; (iv) the Internal Revenue Service; (v) the United States Attorney’s Office for the District

of New Jersey; (vi) the Securities and Exchange Commission; and (vii) any party requesting

notice pursuant to Bankruptcy Rule 2002. The Debtors submit that, in light of the nature of the

relief requested, no other or further notice need be given.

WHEREFORE, the Debtors respectfully request that the Court grant the relief requested

herein, and such other and further relief as it deems just and proper.

DATED: April 9, 2021 Respectfully submitted,

COLE SCHOTZ P.C.Attorneys for Debtorsand Debtors in Possession

/s/ Michael D. SirotaMichael D. Sirota ([email protected])





Court Plaza North

25 Main Street

P.O. Box 800


Telephone: (201) 489-3000

Facsimile: (201) 489-1536


61893/0001-40341478v1

EXHIBIT A

Proposed Order

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61893/0001-40341478v1

UNITED STATES BANKRUPTCY COURT

DISTRICT OF NEW JERSEY

Caption in Compliance with D.N.J. LBR 9004-1(b)

COLE SCHOTZ P.C.

Court Plaza North

25 Main Street

P.O. Box 800







(201) 489-3000

(201) 489-1536 Facsimile

Attorneys for Debtors

and Debtors in PossessionChapter 11

Case No. 21-10269 (ABA)


Hearing Date and Time:May 4, 2021 at 10:00 a.m. (EST)

In re:


et al.,

Debtors.1

ORDER GRANTING DEBTORS’ MOTIONTO AUTHORIZE CHANGE OF CASE CAPTION

The relief set forth on the following pages, numbered two (2) through five (5), is hereby

ORDERED.






Page (3)

Debtors: CHRISTOPHER & BANKS CORPORATION, et al.Case No. 21-10269 (ABA)

Caption of Order: ORDER GRANTING DEBTORS’ MOTION TO AUTHORIZE

CHANGE OF CASE CAPTION

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Upon the motion (the “Motion”)2 of the above-captioned debtors and debtors in

possession (collectively, the “Debtors”) for entry of an order pursuant to section 105(a) of the

Bankruptcy Code; Bankruptcy Rules 1005, 2002(m), and 2002(n); and Local Rule 9004-1(a),

authorizing the Debtors to change the case captions used in the Chapter 11 Cases; and due and

proper notice of the Motion having been given; and it appearing that no other or further notice of

the Motion is required; and the Court having jurisdiction to decide the Motion and grant the

relief requested therein in accordance with 28 U.S.C. §§ 157(a)-(b) and 1334(b) and the Standing

Order of Reference to the Bankruptcy Court Under Title 11 of the United States District Court

for the District of New Jersey, entered on July 23, 1984, and amended on September 18, 2012

(Simandle, C.J.); and it appearing that this is a core proceeding pursuant to 28 U.S.C. §

157(b)(2); and it appearing that venue of this proceeding and the Motion is proper pursuant to 28

U.S.C. §§ 1408 and 1409; and after due deliberation and sufficient cause appearing therefor,

IT IS HEREBY ORDERED THAT:

1. The Clerk of the Court is authorized and directed to make a docket entry in case

number 21-10269 (ABA) as soon as possible that states substantially as follows: “An order has

been entered in this case directing that the caption of this case be changed, in accordance with

the corporate name change of Christopher & Banks Corporation to CB Wind-Down

2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the

Motion.


Page (4)




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Corporation.” In addition, the Clerk of the Court is authorized and directed to modify the docket

of case number 21-10269 (ABA) with the Debtor’s new name as soon as possible.

2. Effective as of the date hereof, the new caption of the jointly administered

Chapter 11 Cases shall read as follows:


In re:

CB WIND-DOWN CORPORATION, et al.,

Debtors.1

Chapter 11

Case No. 21-10269 (ABA)


FN1: 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: CB Wind-Down

Corporation (f/k/a Christopher & Banks Corporation) (5422), CB Wind-Down, Inc. (f/k/aChristopher & Banks, Inc.) (1237), and CB Wind-Down Company, Inc. (f/k/aChristopher & Banks Company) (2506).




the corporate name change of “Christopher & Banks Inc. to CB Wind-Down, Inc.” In addition,

the Clerk of the Court is authorized and directed to modify the docket of case number 21-10268

(ABA) with the Debtor’s new name as soon as possible.


Page (5)




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the corporate name change of Christopher & Banks Company to CB Wind-Down Company,

Inc.” In addition, the Clerk of the Court is authorized and directed to modify the docket of case

number 21-10270 (ABA) with the Debtor’s new name as soon as possible.

5. The Debtors are authorized and empowered to take all actions necessary to

implement the relief granted in this Order.

6. The Court shall retain jurisdiction with respect to all matters arising from or

related to the implementation of this Order.


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25 Main Street

P.O. Box 800


(201) 489-3000

(201) 489-1536 Facsimile








In re:


et al.,

Debtors.1

Chapter 11

Case No. 21-10269 (ABA)


DECLARATION OF KARA JOHNSON IN SUPPORT OFDEBTORS’ MOTION TO AUTHORIZE CHANGE OF CASE CAPTION

I, Kara Johnson, make this declaration under 28 U.S.C. § 1746:

1. I am Chief Financial Officer of Christopher & Banks Corporation and its

subsidiaries, the debtors and debtors in possession in the above-referenced chapter 11 cases (the

“Debtors”). I have served in that capacity since January of 2021. Prior to that, I served as the

Debtors' Vice President of Financial Planning & Analysis beginning in July of 2020 and their

Director of Financial Planning & Analysis beginning in September of 2016. Before joining the





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Debtors, I held roles as Business Intelligence Manager for LEGO Group (from 2015 to 2016),

Finance Manager and Financial Analyst for PetSmart, Inc. (from 2013 to 2015 and 2010 to 2013,

respectively), and Assistant Project Manager and Project Engineer for The Weitz Company

(from 2006 to 2009 and 2003 to 2006, respectively).

2. This Declaration is submitted in support of the Debtors’ Motion to Authorize

Change of Case Caption (the “Motion”).2 Except as otherwise indicated herein, the facts set

forth in this declaration are based upon my personal knowledge, my review of relevant

documents, information provided to me by the Debtors’ employees, or my opinion based upon

my experience, knowledge, and information concerning the Debtors’ operations and the retail

industry. I am authorized to submit this declaration on the Debtors’ behalf. If called upon to

testify, I would testify competently to the facts set forth in this declaration.

A. The Chapter 11 Cases

3. On January 13, 2021 (the “Petition Date”), each of the Debtors commenced with

this Court a voluntary case under chapter 11 of the Bankruptcy Code. The Debtors continue to

operate their businesses and manage their properties as debtors in possession pursuant to

sections 1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed

in these chapter 11 cases.

4. On January 26, 2021, the Office of the United States Trustee for the District of

New Jersey appointed an Official Committee of Unsecured Creditors (the “Committee”)

[Docket No. 118].

5. The Debtors’ cases are being jointly administered under lead Case No. 21-10269

pursuant to Bankruptcy Rule 1015 [Docket No. 45].

2 Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Motion.


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6. Information regarding the Debtors’ business, capital structure, and the

circumstances leading to the commencement of these chapter 11 cases is set forth in the

Declaration of Keri L. Jones in Support of Debtors’ Chapter 11 Petitions and First Day Motions

(the “First Day Declaration”) [Docket No. 18].

7. The Debtors commenced these chapter 11 cases to facilitate a timely and efficient

process to maximize the value of their estates for the benefit of all stakeholders. The Debtors

immediately began to liquidate the inventory in their 449 retail stores (the “Store Closing

Sales”) and continued their pre-petition efforts to market and sell their remaining assets with the

assistance of their investment banker and other advisors.

8. On February 23, 2021, the Court entered an order approving the sale (the “Sale”)

of substantially all of the Debtors’ business assets to ALCC, LLC (the “Purchaser”) [Docket

No. 266] (the “Sale Order”). On March 2, 2021, the Debtors closed on the Sale, with the Sale

effective as of March 1, 2021.

9. Given the closing of the sale of their assets, the Debtors are currently in the

process of winding down their business operations and, on April 7, 2021, the Debtors filed a

motion to convert their chapter 11 cases to cases under chapter 7 [Docket No. 363]. In

connection with their efforts to wind down their affairs, in accordance with the Sale Order, the

Debtors are required to cease using the name “Christopher & Banks.” Therefore, the Debtors

have changed their names or are in the process of changing their names as follows:

Old Company Name New Company Name

Christopher & Banks Corporation CB Wind-Down Corporation

Christopher & Banks, Inc. CB Wind-Down, Inc.

Christopher & Banks Company CB Wind-Down Company, Inc.


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10. As set forth in the Motion, the Debtors seek to change the caption of their Chapter

11 Cases to be consistent with their new corporate names.

11. The relief requested in the Motion is consistent with the terms of the Sale Order

and the agreement reached between the Debtors and the Purchaser. Accordingly, I submit that

cause exists to grant the relief requested in the Motion.

I declare under penalty of perjury that, to the best of my knowledge and after reasonable

inquiry, the foregoing is true and correct.

Executed this 9th day of April, 2021

/s/ Kara JohnsonKARA JOHNSON

CHIEF FINANCIAL OFFICER


Case 21-10269-ABA Doc 369 Filed 04/09/21 Entered 04/09/21 ...k q 6+)3 ;3-9r...

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