rdd Doc 95 Filed 01/28/16 Entered 01/28/16 13:01:43 Main Document Pg 1 of 22

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2 nt Pg 2 of 22 EXHIBIT A

3 nt Pg 3 of 22 Joyce Leslie, Inc. - Overnight Mail ALLEN ALEXANDER 5225 POOKS HILL ROAD APT.1422 BETHESDA, MD BERNICE JAMPOL WHITE ASPEN LANE BOCA RATON, FL Served 1/27/2016 CALDWELL TRUST CO & HARVEY SCHWAID CO TRUSTEES OF HARVEY SCHWAID TRUST 1561 MAIN ST, SARASOTA, FL CASSIDY TURLEY, JP MORGAN CHASE BANK & LILLIAN SCHWAID AS COTRUSTEES OF LILLIAN SCHWAID TRUST 721 EMERSON, STE 333, ST LOUIS, MO ESTATE OF LEE BRENNER C/O FRANCESCA BRENNER 5029 WESTWOOD BLVD CULVER CITY, CA JOAN KENNEDY 4224 E. TANO STREET AHWATUKEE PHOENIX, AZ L. BALIS TRUSTEES OF SB HURWITZ 4510 W. CULBREATH AVE TAMPA, FL LEDA BLUMENTHAL 1608 SUMMER CHASE DRIVE DULUTH, GA Parties Served: 8 Page 1 of 1

4 nt Pg 4 of 22 EXHIBIT B

5 nt Pg 5 of 22 IN THE LTNITED STATES BANKRUPTCY COURT FOR THE DISTRICT SOUTHERN DISTRICT OF NEW YORK In e: ) Chapter 11 JOYCE LESLIE, INC., ) ) Case No (RDD) ) Debtor. ) AUCTIONNOTICE PLEASE TAKE NOTICE that Joyce Leslie, Inc., as Debtor and Debtor in possession in the above-captioned case (the "Debtor"), on January 14,2016, filed a motion (the "Motion")l, subsequently bifrrcated, for among other things, entry ofan order (the "Bidding Procedures Order'), (i) authorizing entry into Agency Agreement, (ii) authorizing Bid Protections and Signage Costs Reimbursement (iii) authorizing proposed auction procedures (the "Bidding Procedures") relating to a sale of Merchandise and Owned FF&E in connection with Store Closing Sales or a Global Transaction involving a sale of all assets as a going concem, and setting the time, date and place of the auction (the "Auction") and (iv) approving the form of notice ofthe Auction and notice of the Store Closing Sales (the "Auction Notice") and (v) setting a hearing (the "Sale Hearing"), to be held on February 3,2016, at 2:00 p.m., to consider the entry of the Approval Order. PLEASE TAKE FURTHER NOTICE that, on January 27,2076 the CowT entered an Order (the "Bidding Procedures Order") approving, among other things, the Bidding Procedures, attached to the Bidding Procedures Order as Exhibit l, which Bidding Procedures Order governs selection ofone or more Successfi l Bidders at the Auction to be held as described below. PLEASE TAKE FURTHER NOTICE that the Motion includes a sale of all inventory, fumiture, fixtures and equipment, and intellectual property in the stores or other closing locations, real property leases and customer lists in corurection with what is described as a "Global Transaction" free and clear of all Liens, claims, interests and Liens pursuant to section 363 ofthe Bankruptcy Code. PLEASE TAKE FURTHER NOTICE that any bidder that desires to make a bid in the Auction must deliver written copies of its bid to the Bid and Objection Notice Parties (defined below) so as to be received not later than 5:00 p.m. prevailins Eastern time on l'ebruary (the "Bid Deadline"). PLEASE TAKE X'URTIIER NOTICE that the Auction will be held at 11:00 a.m. prevailinq Eastern Time on February at the offices oflhe Debtor's proposed counsel, Goldberg \Meprin Finkel Goldstein LLP, 1501 Broadway, 22nd Floor, New York, New York 10036, or such other location as the parties may agree upon, pursuant to additional notice to be provided. t Capitalized terms used but not defmed herein shall have the meanings ascribed to them in the Motion.

6 nt Pg 6 of 22 PLEASE TAKE FURTHER NOTICE that a hearing to consider, among other things, approval of the Auction results including approval of the Agency Agreement or an Altemative Transaction Agreement with the party or parties submitting the highest or o rerwise best bid at the Auction, will be held at 2:00 p.m. prevailins Eastern Time on Februarv before The Honorable Robert D. Drain, United States Bankruptcy Judge, in Courtroom 118, 300 Quarropas Street, White Plains, New York 10601, or as soon thereafter as the Debtor may be heard (the "Sale Hearing"). The Sale Hearing may be adjoumed or rescheduled by the Debtor, with the consent of tle Stalking Horse, without further notice by an announcement of the adjoumed date at the Sale Hearing or by the filing ofa hearing agenda. PLEASE TAKE X'URTHER NOTICE that objections to the proposed approval of the sale must be in writing, conform to the Bankruptcy Rules and the Local Rules of the Bankruptcy Court, and be filed with the Bankruptcy Court and served upon the "Bid and Objection Notice Parties": (a) the proposed counsel to the Debtor, Goldberg Weprin, Finkel Goldstein LLP, 1501 Broadway,22nd Floor, New York, New York 10036, Attn: Kevin J' Nash; (b) counsel for the Officiat Committee of Unsecured Creditors, Cooley LLP, 1lI4 Avenue of the Americas, New York, New York 10036, Attr: Jay R. Indyke and Seth Van Aalten; (c) the U.S' Trustee, U.S. Federal Office Building, 201 Va ick Street, Suite 1006, New York, New York 10014, Attn: Susan Golden; and (d) counsel to SB Capital, DiConza Traurig Kadish LLP, 630 Third Avenue, 7th Floor, New York, New York 10017, Attn: Maura Russell. PLEASE TAKE FURTHER NOTICE THAT THE FAILURE TO ABIDE BY THE PROCEDURES AND DEADLINES SET F'ORTH IN THE BIDDING PROCEDURES ORDERAND BIDDING PROCEDURES MAYREST]LT IN THE FAILURE OF THE COURT TO CONSIDER A COMPETING BID OR AN OBJECTION TO THE PROPOSED SALE TRANSACTION. PLEASE TAKE FURTHER NOTICE that this Auction Notice and the Sale Hearing are subject to the fuller terms and conditions of the Motion, the Bidding Procedures Order and the Bidding Procedures, which shall control in the event of any conflict and the Debtor encourages parties-in-interest to review such documents in their entirety. The Motion, Agency Agreement, Bidding Procedures Order, Bidding Procedures or any other pleadings may be found at the website of the Debtor's Claims and Noticing Agent, Rust Consulting / Omni Bankruptcy, at or, for a fee, at the Court's website, http :// ts. gov. Dated: New York, New York Janvry 26,2016 Respectfi f ly submitted, Kevin J. Nash Goldberg Weprin Finkel Goldstein LLP Proposed Counsel for the Debtor 1501 Broadway - 22nd Floor New York, New York Telephone: (212) KNash@gwfglaw.com 2

7 nt Pg 7 of 22 EXHIBIT C

8 nt Pg 8 of 22 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT SOUTHERN DISTRICT OF NEW YORK In re: JOYCE LESLIE, INC., Chapter 1 1 Case No (RDD) Debtor CURENOTICE PLEASE TAKE NOTICE that Joyce Leslie, Inc., as Debtor and Debtor in possession in the above-captioned case (the "Debtor"), on January 14,2016, filed a motion (the "Motion")ì, as subsequently biñ.rcated, for among other things, entry of an order (the "Bidding Procedures Order"), (i) authorizing entry into Stalking Horse Agreement with SB Capital, (ii) authorizing Bid Protections and Signage Costs Reimbursement (iii) authorizing proposed auction procedures (the "Bidding Procedures") and setting the time, date and place ofthe auction (the "Auction"); (iv) approving the form ofnotice ofthe Auction and notice ofthe Store Closing Sales (the "Auction Notice") and (v) setting a hearing (the "Sale Hearing'), to be held on February 3, , to consider the entry of the Approval Order. You are receiving this Notice because you may be a party to an executory contractorunexpiredstorelease(the..bl@)thatispotentiallytobe assumed and assigned in connection with a Global Transaction involving a so-called going concern buyer that may emerge at or prior to the Aucúion. Without a going concern buyer, the Debtor will nof seek to sell the store leases at the Auction and will pursue a second auction sale relating only to store leases at a l ter date. In the event ofa Global Transaction Bid, the Debtor has determined the current amounts owing (the "Cure Costs") under each Transferred Contract and has listed the applicable Cure Costs on Exhibit A hereto. The Cure Costs are the only amounts proposed to be paid upon the assumption and assignment ofthe Transfened Contracts. The landlords will be further notified regarding a Global Transaction Bid when and if it is received. To the extent that a Counterparty objects to the (i) assumption and assignment of such party's Transferred Contract; or (ii) the applicable Cure Costs, the Counterparty must file and serve an objection in acco dance with the Bidding Procedures Order so that such objection is received by the anticipated closing date of February 4,2016 at 5:00 p.m. Copies of the Bidding Procedures Order are available at the website of the Debtor's Claims and Noticing Agent, Rust Consulting / Omni Bankruptcy, at or, for a fee, at the I Capitalized terms used but not def ned herein shall have the meanings ascribed to them in the Motion.

9 nt Pg 9 of 22 Court's website, for registered users of the Public Access to Court Electronic Records (PACER) System Ifno objection is timely received, the Counterparty failing to timely file an objection to the Cwe Cost set foth in the Cure Notice shall be forever bared from objecting to the Cure Costs and from asserting any additional cure or other amounts against the Debtor, its estate, and the Successfi l Bidder with respect to the Assumed Contract to which it is a Counterparty. The hearings with respect to Cure Cost objections will be held at a late date as the Bankruptcy Court may designate. The Debtor has not made a decision on whether to assume and assign any store leases at this time. Inclusion of any document in Exhibit A shall not constitute or be deemed to be a determination or admission by the Debtor or any successfirl bidders at the Auction that such document is, in fact, an executory contract or unexpired lease within the meaning ofthe Bankruptcy Code, and all ofthe Debtor's rights are preserved with respect to all executory contracts. Dated: New York, NY Iarnary 26,2016 Respectfully submitted, Kevin J. Nash Goldberg Weprin Finkel Goldstein LLP Proposed Counsel for the Debtor 1501 Broadway - 22nd Floor New York, New Yo k Telephone: (212) KNash@gwfglaw.com 2

10 nt Pg 10 of 22 EXHIBIT A cffisrs' I The Debtor has paid Januåry post-petition rent and related charges. The Cure Amounts will be updated to include pro rata, per diem February post-petition rent, if applicable.

11 Pg 11 of 22 STORE NUMBER STORE ADDRESS 1711 State, Rt l0 & 202 Morris Plains, NJ Glen Cove Road Carle Place, NY Airport Plaza Farmingdale, IYY Jericho Turnpike Commack, IYY LEASE COT]NTERPARTY Vornado Realty Trust Glen Cove Road Realty Associates, LLC Kimco Realty - New York Metropolitan Region Feil Organization DESCRIPTION OF LEASE Lease dated June 24, 1987, originally between Morris Plains Leasing Corp., as Landlord, and Joyce Leslie, Inc,, as Tenant, as anended Lease Agreement dated June 30, 1982, originally between Carle Place Annex Co., as Landlord and Joyce Leslie, Inc., å Tenant. as Lease Agreenent d ted June 16, 1989, originally between Warthog, Inc., a Landlord, and Joyce Lease Agreement dated May 31, 2007, between Commack Shopping Center Associates, as Leslieo Inc., as Tenant, a

12 Pg 12 of 22 t2 18 t Kennedy Blvd Jersey City, NJ Broadway Bayonne, NJ Boston Post Rd Port Chester, NY Hawley Lane Trumbull, CT Enterprise Drive Rockaway, NJ Hermine Gewirtz GoldBrun Realty LLC AYR-Portchester, LLC NRDC Market Place at Rockaway, LLC Lease dated December , between The David Andrew Corp., as amended, Lease dated April 11, 2000, between Micheal and Marilyn Goldman, a Landlords, and Joyce Lease dated March 9, 2007 between AVR- Portchester, LLC, as Lease dated July 28, 2005 between National Development Resources Limited Partnership, as amended, Lease dated October originally between Rockaway Holdings, L.P as 2

13 Pg 13 of ', Rt 22 West Watchung, NJ Rt Tarrytown Rd White Plains, fl-y N Delsea Dr, Heston Rd Glassboro, NJ Deer Park Ave N Babylon, NY Cheltenham Rd, Suite 2000 Wyncote, PA Levin Management Company Ilutch Tarrytown LLC Brixmoor Property Group c&h 1350 Associates, LLC East Cedarbrook Plaza,LLC Lease Agreement dated March , originall between Federal Realty Investment Trust, as Landlord, and Joyce Lease dated January , originalþ between Hillside Development Corp., as Landlord and Classy Sport, Inc., as Tenant, as Lease dated llùlay 21,199 between Kranzco Realty Trust, as Landlord, and Cherry Hill Marianne Corp,, as Tenant, as amended, Lease dated trune 26, 2011, originally befween the Estate of Clifford Spelman, as Landlord an Joyce Leslie, Inc., as Ten nt, as Lease dated July 11,2003 between East Cedarbroo Plaza,LLC, and Joyce J

14 Pg 14 of 'J River Road Edgewater, NJ US Highway 9, Unit 2 Freehold, NJ Ralph Avenue Brooklyn, NY Stelton Road South Plainfield, NJ N Middle Country Rd Coram, NY Cottman Avenue Philadelphia, PAI9[49 Kimco Realty - New York Metropolitan Region Stavola Reaþ Corp Astoria Holding Corp. NRDC RPAI US Management LLC Brixmoor Property Group Lease dated March 29, 2013 between Edgewate Retail Partners, LLC, as Leslie. Inc.. as Tenant. Lease dated March _, 2011 between Pond Road Associates LLC, as Leslie. Inc.. as Tenant. Lease dated l)ecember , between Astoria Holding Corp., as Landlord, and Joyce Leslie, Inc., as Tenrnt, a amended, Lease dated July 9, 1984 originally between Robe C. Baker and Harvey B Oshins, as Landlords n Joyce Leslie, Inc., as Tenant, s Lease Agreement dated June 2, 2010 between Inland Western Coram Plaza, L,L.C., as Landlor and Joyce Leslie, Inc., a Tenant, as amended, Lease dated October , between New Pla Realty Trust, as Landlor and Joyce Leslie, Inc., a Tenant. as 4

15 Pg 15 of l Castor Avenue Philadelphia, PA Hempstead Turnpike East Meadow, NY th Sr Brooklyn, NY Echelon M ll Voorhees, NJ West Route 4 Paramus, NJ Belgrade and Thompson Associates Nassimi Realty, LLC Leona Meisel and Abigail Meisel, c/o Dr. Arthur M. Meisel Echelon Title LLC AJG Enterprises, LLC Lease dated June 15, 2001, between Belgrade and Thompson Associates L.P., as Landlord and Joyce Leslie, Inc., as Tenant. Lease dated September , between East Meadow Commons, LLC as Leslie. Inc.. as Tenant. Lease dated November , between Leona Meisel and Abigail Meise c/o Dr. Arthur M. Meise as Landlordso and Joyce amended, Lease dated August 2, 2001, between Echelon Mall Joint Venture, as Lease dated August 1, 1985, originally between James G. Pappas and Josephine G. Pappas t/a Nourth X'our Enterprises and Joyce Leslie, Inc., a Tenant, as 5

16 Pg 16 of State Rt 18 East Brunswicþ NJ Route 73 South Marlton, NJ Almonesson Road Deptford, NJ Main Avenue Passaic, NJ Rt 70 & Chambersbridge Rd Bricktown, NJ Vornado Reaþ Trust Brixmoor Property Group Goldenberg Group Hermine Gewirtz Vornado Realty Trust Lease dated June 15, 1983, originalþ between Vornado, Inc., as Landlord, and Mandie Lynn, Inc, as Tenant, as Lease dated July 31, 2004 between Marlton Plaza II L.P., as Landlord and Joyce Leslie, Inc.o as Tenant, as mended. Lease dated October 7, 2009, between Almonesson Associates II LLC, as Landlord, and Joyce Leslie, Inc., as Tenant. Lease dated Decemtrer , originally between Julius Gerwitz, as Lease dated August 9, 1989, originally between Landthrop Enterprises, Inc., as Landlord and Joyce Leslieo Inc., as Tenant, as 6

17 Pg 17 of t Columbus Blvd Philadelphia, P^ East Sunrise Highway Freeport, NY Fox Street Philadelphia, P^ Fox Street Philadelphia, P^ Woodbridge Center Woodbridge, NJ Lakewood Road Tons River, NJ Delaware 1851 Associates, LP Kimco Realty - New York Metropolitan Region TKMG Associates, LP U.S. Realty U&O Account General Growth Properties, Inc Indian Head Plaza Associates Lease dated May 20,2001 between Delaware 1851 Associates, LP and Joyce s Lease dated February , between KIOP Meadowbrook LP, as Leslie, Inc,, as Tenant, as Lease dated October 17, 2012, between TKMG Associates, L.P., and Joyce Leslie, Inc., as Tenant. Lease dated October 17, 2012, between TKMG Associates, L.P., and Joyce Leslie, Inc., as Tenant. Lease dated June 28, 2007, between Woodbridge Center Property LLC, as Leslie. Inc.. as Tenant. Lease dated September 21, 1989, between Indian Head Plaz Associates, a s 7

18 Pg 18 of Consumer Square Mays Landing, NJ State Rd #35 Middletown, NJ Highway 35, Suite #6 Wall Township, NJ Universal Drive North North Haven, CT Developers Diversifïed Reaþ Corporation Brixmoor Property Group Levcom Wall Plaza Associates NRDC Lease dated May 13, 199 originally between Benderson-Wainberg Associates LP, as Lease Agreement dated May 7, 2003, originally between New Plan Exce Realty Trust, Inc., as Lease Agreement dated June 29, 1986, between Levcom Wall Plaza Associates, as Landlord and Joyce Leslie, Inc., a Tenant, as Lease Agreement dated October 21, 2003, betwee North Haven Holdings Limited Partnership, as Leslie, Inc,, as Tenant, a amended, 8

19 Pg 19 of Pelh m Parkway Pelham, NY P/A Acadia Pelham Manor, LLC - c/o Acadia Realty Trust Lease dated July 21,2010 between P/A-Acadia Pelham Manor, LLC, as Main Street Flushing, NY Main Street Flushing, NY Woodrow Blumnethal Bernice Jampol Lease originally dated ì lay 24, 1948, originally between Gertrude Burgheimer, as Landlord and Max Abramson, as Tenant. Lease originally dated Ì 'day 24, 1948, originally between Gertrude Burgheimer, as Landlord and Max Abramson, as Tenant, Main Street Flushing, IYY Main Street Flushing, IYY Allen Alexander Joan Kennedv Lease originally dated Ìsday 24, 1948, originally between Gertrude Burgheimer, as Landlor and Max Abramson, as Tenant. Lease originally dated M.ay 24, 1948, originally between Gertrude Burgheimer, as Landlor and Max Abramson, as Tenant, 9

20 Pg 20 of Main Street Flushing, Ì\tY Main Street Flushing, NY Estate of Lee Brenner Leslie Balis Lease originally dated l{.ay 24, 1948, originally between Gertrude Burgheimero as Landlord and Max Abramson, as Tenant. Lease originally dated ìù{.ay 24, 1948, originally between Gertrude Burgheimer, as Landlord and Max Abramson, as Tenant Main Street Flushing, NY Main Street X'lushing, NY Caldwell Trust Co, Harvey Schwaid Cassidy Turley, JPMorgan, Lillian Schwaid Lease originally dated M.ay 24, 1948, originally between Gertrude Burgheimer, as Landlord and Max Abramson, as Tenant. Lease originally dated M.ay 24, 1948, originally between Gertrude Burgheimer, as Landlor and Max Abramson, as Tenant Main Street Flushing, NY Main Street Owners LLC, c/o Margot Burgheimer Lease originally dated N.ay 24, 1948, originally between Gertrude Burgheimer, as Landlord and Max Abrarnson, as Tenant. 10

21 Pg 21 of Main Street Flushing, iyy Rt 46 West Woodland Parþ NJ Leda Blumenthal Levco Route 46 Associates Lease originally dated ÌÑday 24, 1948, originally between Gertrude Burgheimer, as Landlord and Max Abramson, as Tenant, Agreement of Sublease dated March 8, 1983, between Levco-Route 46 Associates, Limited, as Landlord, and Joyce Leslie, Inc., as Tenanto a amended, Route 38 Cherry Hill, NJ Myrtle Avenue Ridgewood, l\[y Boston Post Road Milford, CT Acrick Ässociates Myrtle Ave Development Partners c/o Big Investors Ceruzzi Holdings, LLC Lease dated April 29, 1986, between Acrick Associates, as Landlord, and Oliverrs Stores, Inc. as Tenant. as Lease dated March 1, 1995, originally between Richter & Ratner Contracting Corporation et. al., as Landlords, and David's Woodbridge, Inc as Tenant, as amended, Lease Agreement d ted December 6, 2006, between Milford Crossin Investors, LLC, as Leslie, Inc., as Tenant. 11

22 Pg 22 of Route 211 East, Suite I Middletown, NY Macarthur Road Whitehall, PA NRDC Brixmoor Property Group Lease dated December , between Middletown I Resources LP, as Landlord and Joyce Leslie, Inc., as Tenant, as amended, Lease dated August 4, 1986, originally between Bernard J. Rosenshein, a s W' Commercial Ave Moonachie, NJ Paradiso Rosen Management Lease dated December 6, 1996, originaþ between Dominick Paradiso and Leonard Rosen, Partners as Landlords, and Joyce Leslie, Inc,, as Tenant, as 12