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Full title: Chapter 11 Voluntary Petition . Fee Amount $1738. Filed by BHCosmetics, LLC. (Cleary, M.) (Entered: 01/14/2022)

Document posted on Jan 13, 2022 in the bankruptcy, 18 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Commencement and Prosecution of Bankruptcy Case RESOLVED, that, in the judgment of Intermediate, it is desirable and in the best interests of the Companies, their creditors, members and other interested parties, that voluntary petitions (the “Petitions”) be filed with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) by each Company, thereby commencing cases (the “Bankruptcy Cases”) under the provisions of the Bankruptcy Code; and it is further RESOLVED, that the officers of each of the Companies (each, an “Officer” and collectively, the “Officers”) be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of the Companies, to execute, acknowledge, deliver, and verify each Company’s respective Petition and to cause the same to be filed with the Bankruptcy Court at such time as such Officer may determine; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered on behalf of the Companies, to execute, acknowledge, deliver, verify and file any and all pleadings, petitions, schedules, statements of affairs, lists and other papers and to take any and all related actions that such Officers may deem necessary or proper in connection with the filing of the Petitions and commencement and prosecution of the Bankruptcy Cases; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered from time to time in the name and on behalf of the Companies, to perform the obligations of the Companies under the Bankruptcy Code, with all such actions to be performed in such manner, and all such certificates, instruments, guaranties, notices and documents to be executed and delivered in such form, as the Officer performing or executing the same shall approve, and the performance or execution thereof by such Officer shall be conclusive evidence of the approval thereof by such Officer and by the Companies; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered from time to time in the name and on behalf of the Companies, to cause the Companies to enter into, execute, deliver, certify, file, record and perform such agreements, instruments, motions, affidavits, applications for approvals or rulings of governmental or regulatory authorities, certificates or other documents, to pay all expenses, including filing fees, and to take such other actions, including, but not limited to, opening and closing of bank accounts, as in the judgment of such Officers, shall be necessary, proper and desirable to prosecute to a successful completionRESOLVED, that SB360 Capital Partners LLC (“SB360”) be, and hereby is, authorized, directed and empowered to serve as the Companies’ exclusive agent for t

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this information to identify your case: States Bankruptcy Court for the: ICT OF DELAWARE number (if known) Chapter 11 Check if this an amended filing ial Form 201 untary Petition for Non-Individuals Filing for Bankruptcy 04/ e space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and the case number (if ). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available. ebtor's name BHCosmetics, LLC ll other names debtor sed in the last 8 years BHCosmetics, Inc. nclude any assumed ames, trade names and oing business as names ebtor's federal mployer Identification 27-3179106 umber (EIN) ebtor's address Principal place of business Mailing address, if different from principal place of business 8161 Lankershim Blvd., North Hollywood, CA 91605 Number, Street, City, State & ZIP Code P.O. Box, Number, Street, City, State & ZIP Code Los Angeles Location of principal assets, if different from principaCounty place of business Number, Street, City, State & ZIP Code ebtor's website (URL) www.bhcosmetics.com ype of debtor Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP)) Partnership (excluding LLP) Other. Specify:

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escribe debtor's business A. Check one: Health Care Business (as defined in 11 U.S.C. § 101(27A)) Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B)) 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-naics-codes. 4461 nder which chapter of the Check one: ankruptcy Code is the Chapter 7 ebtor filing? Chapter 9 debtor who is a “small Chapter 11. Check all that apply: usiness debtor” must check The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its aggregate he first sub-box. A debtor as noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than efined in § 1182(1) who $2,725,625. If this sub-box is selected, attach the most recent balance sheet, statement of lects to proceed under operations, cash-flow statement, and federal income tax return or if any of these documents ubchapter V of chapter 11 exist, follow the procedure in 11 U.S.C. § 1116(1)(B). whether or not the debtor is “small business debtor”) The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate noncontingent liquidatust check the second debts (excluding debts owed to insiders or affiliates) are less than $7,500,000, and it chooseub-box. proceed under Subchapter V of Chapter 11. If this sub-box is selected, attach the most recbalance sheet, statement of operations, cash-flow statement, and federal income tax return, any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B). A plan is being filed with this petition. Acceptances of the plan were solicited prepetition from one or more classes of creditors, in accordance with 11 U.S.C. § 1126(b). The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. FilAttachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11 (Official Form 201A) with this form. The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2. Chapter 12 ere prior bankruptcy No. ases filed by or against he debtor within the last 8 Yes. ears? f more than 2 cases, attach a eparate list. District When Case number District When Case number re any bankruptcy cases No ending or being filed by a Yes. usiness partner or an ffiliate of the debtor? ist all cases. If more than 1, ttach a separate list Debtor See Rider 1, attached Relationship

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hy is the case filed in Check all that apply: his district? Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately preceding 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 affiliate, general partner, or partnership is pending in this district. oes the debtor own or No ave possession of any Answer below for each property that needs immediate attention. Attach additional sheets if needed. eal property or personal roperty that needs Yes. mmediate 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. It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for exalivestock, seasonal goods, meat, dairy, produce, or securities-related assets or other options). Other Where is the property? Number, Street, City, State & ZIP Code Is the property insured? No Yes. Insurance agency Contact name Phone Statistical and administrative information ebtor's estimation of . Check one: vailable funds Funds will be available for distribution to unsecured creditors. After any administrative expenses are paid, no funds will be available to unsecured creditors. stimated number of 1-49 1,000-5,000 25,001-50,000 reditors 50-99 5001-10,000 50,001-100,000 on a consolidated basis) 100-199 10,001-25,000 More than100,000 200-999 stimated Assets $0 - $50,000 $1,000,001 - $10 million $500,000,001 - $1 billion on a consolidated basis) $50,001 - $100,000 $10,000,001 - $50 million $1,000,000,001 - $10 billion $100,001 - $500,000 $50,000,001 - $100 million $10,000,000,001 - $50 billion $500,001 - $1 million $100,000,001 - $500 million More than $50 billion stimated liabilities $0 - $50,000 $1,000,001 - $10 million $500,000,001 - $1 billion on a consolidated basis) $50,001 - $100,000 $10,000,001 - $50 million $1,000,000,001 - $10 billion $100,001 - $500,000 $50,000,001 - $100 million $10,000,000,001 - $50 billion $500,001 - $1 million $100,000,001 - $500 million More than $50 billion

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Request for Relief, Declaration, and Signatures ING -- Bankruptcy fraud is a serious crime. Making a false statement in connection 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. eclaration and signature authorized The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this petition. presentative of debtor I have been authorized to file this petition on behalf of the debtor. I have examined the information in this petition and have a reasonable belief that the information is true and correct. I declare under penalty of perjury that the foregoing is true and correct. Executed on January 14, 2022 MM / DD / YYYY X /s/ Spencer M. Ware Spencer M. Ware Signature of authorized representative of debtor Printed name Chief Restructuring Officer/ Co-Chief Title Executive Officer gnature of attorney X /s/ M. Blake Cleary Date January 14, 2022Signature of attorney for debtor MM / DD / YYYY M.Blake Cleary Printed name Young Conaway Stargatt & Taylor, LLP Firm name Rodney Square 1000 N. King Street Wilmington, DE 19801 Number, Street, City, State & ZIP Code Contact phone (302) 571-6600 Email address mbcleary@ycst.com 3614 DE Bar number and State

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Rider 1 SCHEDULE OF DEBTORS On the date hereof, each of the related entities listed below (collectively, the “Debtors”), including the debtor in this chapter 11 case, filed a petition in the United States Bankruptcy Court for the District of Delaware (the “Court”) for relief under chapter 11 of title 11 of the United States Code §§ 101-1532. Contemporaneously with the filing of their voluntary petitions, the Debtors filed a motion requesting that the Court jointly administer their chapter 11 cases for administrative purposes only. Entity Name Federal Employer Identification Number (EIN) BHCosmetics Holdings, LLC 82-3597827 BHCosmetics Intermediate, LLC 82-3692918 BHCosmetics, LLC 27-3179106 Visceral Agency LLC 85-2769266 8885351.2

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WRITTEN CONSENT OF THE MANAGING MEMBER OF BHCOSMETICS, LLC, a Delaware limited liability company THE UNDERSIGNED managing member of BHCosmetics, LLC, a Delaware limited liability company (“BHCosmetics”), hereby consents to and adopts the following resolutions pursuant to the Limited Liability Company Agreement of BHCosmetics, dated December 27, 2017 (the “LLC Agreement”), as of the date set forth below: WHEREAS, BHCosmetics Intermediate, LLC, a Delaware limited liability company (“Intermediate”), is the managing member of BHCosmetics; WHEREAS, BHCosmetics is the sole member of Visceral Agency LLC, a Delaware limited liability company (“Visceral” and together with BHCosmetics, each, a “Company,” and collectively, the “Companies”); WHEREAS, Intermediate has reviewed and considered the financial and operational condition of the Companies and the Companies’ business on the date hereof, including the historical performance of the Companies, the assets of the Companies, the current and long-term liabilities of the Companies, the market for the Companies’ products, services and assets, and credit market conditions; WHEREAS, Intermediate has received, reviewed and considered the recommendations of the senior management of the Companies and the Companies’ legal, financial and other advisors as to the relative risks and benefits of pursuing a bankruptcy proceeding under the provisions of chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”); and WHEREAS, Intermediate has determined that it is in the best interests of the Companies and the Companies’ stakeholders, creditors, and other interested parties to commence cases under the provisions of chapter 11 of the Bankruptcy Code; NOW, THEREFORE, BE IT: Appointment of CRO RESOLVED, that Spencer Ware of Riveron Management Services, LLC (“Riveron”) is hereby appointed as Chief Restructuring Officer of each of the Companies; and it is further

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Commencement and Prosecution of Bankruptcy Case RESOLVED, that, in the judgment of Intermediate, it is desirable and in the best interests of the Companies, their creditors, members and other interested parties, that voluntary petitions (the “Petitions”) be filed with the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) by each Company, thereby commencing cases (the “Bankruptcy Cases”) under the provisions of the Bankruptcy Code; and it is further RESOLVED, that the officers of each of the Companies (each, an “Officer” and collectively, the “Officers”) be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of the Companies, to execute, acknowledge, deliver, and verify each Company’s respective Petition and to cause the same to be filed with the Bankruptcy Court at such time as such Officer may determine; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered on behalf of the Companies, to execute, acknowledge, deliver, verify and file any and all pleadings, petitions, schedules, statements of affairs, lists and other papers and to take any and all related actions that such Officers may deem necessary or proper in connection with the filing of the Petitions and commencement and prosecution of the Bankruptcy Cases; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered from time to time in the name and on behalf of the Companies, to perform the obligations of the Companies under the Bankruptcy Code, with all such actions to be performed in such manner, and all such certificates, instruments, guaranties, notices and documents to be executed and delivered in such form, as the Officer performing or executing the same shall approve, and the performance or execution thereof by such Officer shall be conclusive evidence of the approval thereof by such Officer and by the Companies; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered from time to time in the name and on behalf of the Companies, to cause the Companies to enter into, execute, deliver, certify, file, record and perform such agreements, instruments, motions, affidavits, applications for approvals or rulings of governmental or regulatory authorities, certificates or other documents, to pay all expenses, including filing fees, and to take such other actions, including, but not limited to, opening and closing of bank accounts, as in the judgment of such Officers, shall be necessary, proper and desirable to prosecute to a successful completion the Bankruptcy Cases and to 2

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effectuate the restructuring or liquidation of the Companies’ debt, other obligations, organizational form and structure and ownership of the Companies, all consistent with the foregoing resolutions and to carry out and put into effect the purposes of these resolutions, and the transactions contemplated by these resolutions, their authority thereunto to be evidenced by the taking of such actions; and it is further Retention of Professionals RESOLVED, that the law firm of Young Conaway Stargatt & Taylor, LLP (“Young Conaway”) be, and hereby is, authorized, directed and empowered to represent the Company as bankruptcy counsel to represent and assist the Companies in carrying out their duties under the Bankruptcy Code, and to take any and all actions to advance the Companies’ rights, including the preparation of pleadings and filings in its Bankruptcy Cases; and in connection therewith, the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the Companies to execute appropriate retention agreements, pay appropriate retainers prior to and immediately upon the filing of the Bankruptcy Cases, and to cause to be filed an appropriate application for authority to retain the services of Young Conaway; and it is further RESOLVED, that Riveron be, and hereby is, authorized, directed and empowered to serve as a financial advisor and to provide a co-chief executive officer and chief restructuring officer and support personnel to represent and assist the Companies in carrying out their duties under the Bankruptcy Code and to take any and all actions to advance the Companies’ rights and obligations in connection with the Bankruptcy Cases; and in connection therewith, the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed, and empowered, on behalf of and in the name of the Companies, to execute appropriate retention agreements, pay appropriate retainers, if required, prior to and immediately upon the filing of the Bankruptcy Cases, and to cause to be filed an appropriate motion or application for authority to retain the services of Riveron; and it is further RESOLVED, that Traverse LLC (“Traverse”) be, and hereby is, authorized, directed and empowered to provide a controller and other accounting personnel to assist the Companies in carrying out their duties under the Bankruptcy Code and to take any and all actions to advance the Companies’ rights and obligations in connection with the Bankruptcy Cases; and in connection therewith, the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed, and empowered, on behalf of and in the name of the Companies, to execute appropriate retention agreements, pay appropriate retainers, if required, prior to and immediately upon the filing of the Bankruptcy Cases, and to cause to be filed an 3

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appropriate motion or application for authority to retain the services of Traverse; and it is further RESOLVED, that SB360 Capital Partners LLC (“SB360”) be, and hereby is, authorized, directed and empowered to serve as the Companies’ exclusive agent for the limited purpose of conducting the sale and liquidation of the Companies’ wholesale and e-commerce inventory and associated assets, and certain furniture, fixtures, and equipment, all in accordance with that certain Proposal to Conduct Liquidation Sale between each of the Companies and SB360 dated as of November 23, 2021, as may be modified; and it is further RESOLVED, that Hilco IP Services, LLC d/b/a Hilco Streambank (“Streambank”) be, and hereby is, authorized, directed and empowered to serve as the Companies’ exclusive agent for the limited purpose of conducting the sale and liquidation of the Companies’ brands and trademarks, domain names, customer data, copyrights, patents, proprietary software, license agreements, IP addresses, and the like (the “Intellectual Property”), and any finished or unfinished goods related to the Intellectual Property, in accordance with that certain Agreement to Market and Sell Intellectual Property and Related Tangible Assets of BHCosmetics, LLC between BHC Holdings, each of the Companies and Streambank dated as of December 1, 2021; RESOLVED, that Epiq Corporate Restructuring, LLC (“Epiq”) be, and hereby is, authorized, directed and empowered to serve as the notice, claims, solicitation and balloting agent, and administrative advisor in connection with the Bankruptcy Cases; and in connection therewith, the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the Companies to execute appropriate retention agreements, pay appropriate retainers, if required, prior to and immediately upon the filing of the Bankruptcy Cases, and to cause to be filed an appropriate application for authority to retain the services of Epiq; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the Companies to employ any other individual and/or firm as professionals, consultants, financial advisors, or investment bankers to the Companies as are deemed necessary to represent and assist the Companies in carrying out their duties under the Bankruptcy Code, and in connection therewith, the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the Companies to execute appropriate retention agreements, pay appropriate retainers prior to and immediately upon the filing of the Bankruptcy Cases, and to cause to be filed an appropriate application for authority to retain the services of such firms; and it is further 4

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Use of Cash Collateral and Factoring Transaction RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, in the name and on behalf of the Companies, as debtors and debtors in possession, to negotiate, execute, and deliver agreements for the use of cash collateral in connection with the Companies’ Bankruptcy Cases, which agreements may require the Companies to acknowledged the debt and liens of existing loans, grant liens and pay interest to the Companies’ existing lender(s); and in connection therewith, any Officer of the Companies is hereby authorized and directed to execute appropriate agreements and related ancillary documents; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on behalf of and in the name of the Companies, to secure the payment and performance of any post-petition financing and use of cash collateral by (i)(a) pledging or granting liens or mortgages on, or security interests in, allor any portion of the Companies’ assets, including all or any portion of theissued and outstanding membership interests of any subsidiaries of theCompanies, whether now owned or hereafter acquired, and (b) causing anysubsidiary of the Companies, if any, to pledge or grant liens or mortgages on,or security interests in, all or any portion of such subsidiary’s assets, whethernow owned or hereafter acquired, and (ii) entering into or causing to beentered into, including, without limitation, causing any subsidiaries of theCompanies to enter into, such credit agreements, guarantees, other debtinstruments, security agreements, pledge agreements, control agreements,inter-creditor agreements, mortgages, deeds of trust, and other agreements asare necessary, appropriate or desirable to effectuate the intent of, or mattersreasonably contemplated or implied by, this resolution in such form, coveringsuch collateral and having such other terms and conditions as are approvedor deemed necessary, appropriate, or desirable by the Officer executing thesame, the execution thereof by such Officer to be conclusive evidence of suchapproval or determination; and it is further RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed, and empowered, on behalf of and in the name of the Companies, to execute that certain Receivable Financing Agreement by and between the Companies and SB360 Capital Partners, LLC dated as of January 14, 2022, and to perform all obligations arising thereunder, including to factor certain receivables owed to the Companies. Sale Transaction RESOLVED, that the Officers be, and each of them, acting alone or in any combination, hereby is, authorized, directed and empowered, on 5

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behalf of and in the name of the Companies, to commence the marketing for sale of the Companies’ assets and pursue negotiations with any interested parties regarding one or more sales of such assets pursuant to section 363 of the Bankruptcy Code or otherwise, in each case subject to further authorization of Intermediate of any such sale; and it is further RESOLVED, that the Officers are hereby authorized and empowered, on behalf of and in the name of the Companies, to execute and deliver that certain Asset Purchase Agreement by and among the Companies and RBI Acquisition Holdings, LLC (“RBI”) with any additions, deletions, modifications, amendments, or other changes thereto as the Officers executing the same shall have determined to be necessary or appropriate, such determination to be conclusively evidenced by the execution thereof, and to execute any and all other documents and take any and all other actions that such Officers deem necessary, desirable, or convenient to carry out the intent of these resolutions, in such Officers discretion; and it is further General Resolutions RESOLVED, that Intermediate, on behalf of the Companies, authorizes and directs the execution by the Companies such documents as may be required or as the Companies may determine to be necessary, appropriate, or desirable to carry out the intent and purpose of the foregoing resolutions or to obtain the relief sought thereby, including without limitation the execution and delivery of any consents, resolutions, petitions, schedules, lists, declarations, affidavits, and other papers or documents, with all such actions to be taken in such manner, and all such petitions, schedules, lists, declarations, affidavits, and other papers or documents to be executed and delivered in such form as the Authorized Persons shall approve, the taking or execution thereof by any Authorized Persons being conclusive evidence of the approval thereof by the Authorized Persons; and it is further RESOLVED, that all actions heretofore taken, and all agreements, instruments, reports and documents executed, delivered or filed through the date hereof, by any manager or Officer of the Companies in, for and on behalf of the Companies, in connection with the matters described in or contemplated by the foregoing resolutions, are hereby approved, adopted, ratified and confirmed in all respects as the acts and deeds of the Companies as of the date such action or actions were taken; and it is further RESOLVED, that facsimile, .pdf copies, or other electronic forms of signatures to this consent shall be deemed to be originals and may be relied on to the same extent as the originals. * * * * * 6

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This Written Consent of the Managing Member of BHCosmetics shall be filed in the Minute Book of BHCosmetics and shall become a part of the records of the Company. Date: January 14, 2022 MANAGING MEMBER: BHCosmetics Intermediate, LLC By: /s/ Spencer M. Ware Name: Spencer M. Ware Title: Authorized Person

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IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 BHCOSMETICS HOLDINGS, LLC, et al.,1 Case No. 22-_____ (___) Debtors. (Joint Administration Requested) CONSOLIDATED CORPORATE OWNERSHIP STATEMENT AND LIST OF EQUITY INTEREST HOLDERS PURSUANT TO FED. R. BANKR. P. 1007(a)(1), 1007(a)(3), AND 7007.1 Pursuant to Rules 1007(a)(1), 1007(a)(3), and 7007.1 of the Federal Rules of Bankruptcy Procedure, the above-captioned debtors and debtors in possession (each, a “Debtor”) hereby state as follows: 1. A list of the equity interest holders of Debtor BHCosmetics Holdings, LLC, alongwith the nature of their equity interests, is attached hereto as Exhibit A. 2. Debtor BHCosmetics Intermediate, LLC, whose address is 8161 Lankershim Blvd,North Hollywood, CA 91605, is 100% owned by Debtor BH Cosmetics Holdings,LLC, whose address is also 8161 Lankershim Blvd, North Hollywood, CA 91605. 3. Debtor BHCosmetics, LLC, whose address is 8161 Lankershim Blvd, NorthHollywood, CA 91605, is 100% owned by Debtor BHCosmetics Intermediate,LLC, whose address is also 8161 Lankershim Blvd, North Hollywood, CA 91605. 4. Debtor Visceral Agency LLC, whose address is 8161 Lankershim Blvd, NorthHollywood, CA 91605, is 100% owned by Debtor BHCosmetics, LLC, whoseaddress is also 8161 Lankershim Blvd, North Hollywood, CA 91605. 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification number, are as follows: BHCosmetics Holdings, LLC (7827); BHCosmetics Intermediate, LLC (2918); BHCosmetics, LLC (9106); and Visceral Agency LLC (9266). The Debtors’ service address for purposes of these chapter 11 cases is 8161 Lankershim Blvd., North Hollywood, CA 91605. 8971737.1

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Exhibit A List of BHCosmetics Holdings, LLC’s Equity Interest Holders2
Table 1 on page 14. Back to List of Tables
Equity Holder Number and Nature of Interests Percentage of
Interest
MidOcean Partners V – BH, L.P.
245 Park Avenue, 38th Floor
New York, NY 10167
Common Units: 5,162.53
Participating Preferred Class A
Units: 996.72
Participating Preferred Class B
Units: 2,029,171.26
62.7%
99.6%
99.8%
Elizabeth Preis
8520 National Blvd #A
Culver City, CA 90232
Common Units: 25.00
Participating Preferred Class A
Units: 3.28
Participating Preferred Class B
Units: 1,390.49
0.3%
0.3%
0.3%
Alfreds Sadovskis
8520 National Blvd #A
Culver City, CA 90232
Common Units: 1,015.55 12.33%
Krill Trachtenberg
8520 National Blvd #A
Culver City, CA 90232
Common Units: 1,015.55 12.33%
Robert Sefaradi
8520 National Blvd #A
Culver City, CA 90232
Common Units: 1,015.55 12.33%
2 This list serves as the disclosure required to be made by the debtor pursuant to Rule 1007 of the Federal Rules of Bankruptcy Procedure. All equity positions listed are as of the date of commencement of the chapter 11 case. 8971737.1

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ll in this information to Identify the case: btor Name: BHCosmetics Holdings, LLC, et al. Check if this is an ited States Bankruptcy Court for the: District of Delawareamended filing se Number (If known): ficial Form 204 apter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 20 rgest Unsecured Claims and Are Not Insiders 12/15 nsolidated list of creditors holding the 20 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims ch the debtor disputes. Do not include claims by any person or entity who is an insider, as defined in 11 U.S.C. § 101(31). Also, do not ude claims by secured creditors, unless the unsecured claim resulting from inadequate collateral value places the creditor among the ers of the 20 largest unsecured claims. me of creditor and complete mailing Name, telephone number, Nature of the claim Indicate if Amount of unsecured claimress, including zip code and email address of (for example, trade claim is If the claim is fully unsecured, fill in only unsecurecreditor contact debts, bank loans, contingent, claim amount. If claim is partially secured, fill in totprofessional unliquidated, claim amount and deduction for value of collateral services, and or disputed setoff to calculate unsecured claim. government contracts) Total claim, if Deduction Unsecured partially secured for value of claim collateral or setoff DONGGUAN FAY COSMETIC CONTACT: SUNNY ZHU TRADE C,U,D $2,423,9BRUSHES CO., LTD. PHONE: 86 769 87815696 172 HUANCUN RD. FAX: 86 769 87815556 JINXIAOTANG ZHUTANG SUNNY@FAYBRUSH.COM FENGGANG, DONGGUAN 523681 CHINA BEAUTY BEYOND INDUSTRY LIMITED CONTACT: LEGAL COUNSEL TRADE C,U,D $1,080,63RD FLOOR, BUILDING 6, PHONE: 86-13338879542 FUHONGDA ARTHUR201211@126.COM INDUSTRIAL PARK, NO.5 HONG HUI ROAD LIAN GANG INDUSTRIAL SHUANG LIN PIAN 519090 CHINA SHENZHEN COLORL COSMETIC CONTACT: ANDREW PENG TRADE C,U,D $1,078,5PRODUCTS CO., LTD. PHONE: 0086-755-21501155 JINYINGANG INDUSTRIAL PRK, HEXI FAX: 0086-755-21501156 NEW BILL ANDREW@COLORLBRUSH.CO HENGKENG COMMUNITY, M GUANLAN STREET SHENZHEN CITY CHINA SHEEN COLOR BIOTECH CO., LTD. CONTACT: CINDY HE TRADE C,U,D $872,5LIANWAN INDUSTRY ZONE PHONE: 86 756 772 2898 NO 8701, ZHUHAI ROAD CINDY@SHEENCOLOR.COM PINGSHA TOWN, JINWAN DISTRICT ZHUHAI 519055 CHINA

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me of creditor and complete mailing Name, telephone number, Nature of the claim Indicate if Amount of unsecured claimress, including zip code and email address of (for example, trade claim is If the claim is fully unsecured, fill in only unsecurecreditor contact debts, bank loans, contingent, claim amount. If claim is partially secured, fill in totprofessional unliquidated, claim amount and deduction for value of collateral services, and or disputed setoff to calculate unsecured claim. government contracts) Total claim, if Deduction Unsecured partially secured for value of claim collateral or setoff KDC/ONE (TAIWAN) CO., LTD. CONTACT: NICHOLAS TRADE C,U,D $674,1NO 69 LANE 96 WHITLEY, CEO DA SHING ST PHONE: 450-243-2000 TAINAN 704 ADAI@KDC-TAIWAN.COM TAIWAN FLEXPORT INTERNATIONAL LLC CONTACT: RYAN PETERSEN, TRADE C,U,D $557,8760 MARKET STREET CEO 8TH FLOOR PHONE: 855-353-9123 SAN FRANCISCO, CA 94102 ACCOUNTSRECEIVABLE@FLE XPORT.COM DONGGUAN OUQIAN COSMETICS CONTACT: PRESIDENT TRADE C,U,D $409,5CO., LTD. PHONE: 0086-18777161115 3RD FLOOR, NO.9 BUILDING, 2ND UVID@OCHAINCOSMETICS.C XIAOBU RD OM GUANJINGTOU, FENGGANG TOWN DONGGUAN 523705 CHINA SAS TOUCHE SAS CONTACT: SARRA TRADE C,U,D $373,5 41 RUE DAMREMONT MESSAOUDI PARIS 75018 PHONE: 32 6 589 02 00 5 FRANCE SARRA@AGENCE-TOUCHE.FR GRAND METRO COSMETICS LLC CONTACT: JAMIE HUANG, TRADE C,U,D $368,6NO. 560, SEC. 2, HAIDIANN ROAD COO TAINAN 70953 PHONE: 886 62551251 TAIWAN JAMIE@METRO- COSMETIC.COM SIGNAL SCIENCES CORP. CONTACT: ANDREW TRADE C,U,D $363,2 600 CORPORATE POINTE SUITE 1200 PETERSON, CEO CULVER CITY, CA 90230 PHONE: 424-289-0342 ACCOUNTSRECEIVABLE@SIG NALSCIENCES.COM ARRAY CANADA, INC. CONTACT: JEFFREY K TRADE C,U,D $291,5 45 PROGRESS AVE CASSELMAN, CEO SCARBOROUGH PHONE: 416-299-4865 X 324 TORONTO M1P 2Y6 AR@ARRAYMARKETING.COM CANADA ULTA, INC. CONTACT: MEGAN LUBOVICH TRADE C,U,D $290,9 1000 REMINGTON BLVD, STE 120 PHONE: 660-410-4745 BOLINGBROOK, IL 60440 MLUBOVICH@ULTA.COM BEEMAK PLASTICS LLC CONTACT: JOHN DAVIES, TRADE C,U,D $273,316711 KNOTT AVE PRESIDENT LA MIRADA, CA 90638 PHONE: 310-886-5880 JOHN.DAVIES@BEEMAK.COM TAKARA BIO USA, INC. CONTACT: YOSAFAT TRADE C,U,D $231,1 JALAN GERILYA TIMUR NO. 289 BASUSENO, SALES MANAGER PURWOKERTO 53147 PHONE: 650-919-7300 INDONESIA YOSAFAT@BIOTAKARA.COM

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me of creditor and complete mailing Name, telephone number, Nature of the claim Indicate if Amount of unsecured claimress, including zip code and email address of (for example, trade claim is If the claim is fully unsecured, fill in only unsecurecreditor contact debts, bank loans, contingent, claim amount. If claim is partially secured, fill in totprofessional unliquidated, claim amount and deduction for value of collateral services, and or disputed setoff to calculate unsecured claim. government contracts) Total claim, if Deduction Unsecured partially secured for value of claim collateral or setoff GOOGLE, LLC CONTACT: HALIMAH TRADE C,U,D $203,5 1600 AMPHITHEATRE PKWAY DELAINE, GENERAL COUNSEL MOUNTAN VIEW, CA 94043 REMITTANCE- REQUEST@GOOGLE.COM DOJA CAT MUSIC, LLC CONTACT: AMALA DIAMINI TRADE C,U,D $200,02045 W GRAND AVE PHONE: 424-306-1160 STE B 79420 DOJACAT@USELEFTBRAIN.CO CHICAGO, IL 60612 M META PLATFORMS, INC. CONTACT: JENNIFER G. TRADE C,U,D $193,3 4 GRAND CANAL SQUARE NEWSTEAD, CHIEF LEGAL GRAND CANAL HARBOUR COUNSEL DUBLIN D02X525 PAYMENT@FB.COM IRELAND CHIANG PAO INDUSTRIAL CO., LTD. CONTACT: KUO SUNG HSU, TRADE C,U,D $190,7NO.85,CHUNG CHENG 5TH ST. PRESIDENT YUNG KANG DIST PHONE: 886-6-254-1966 X TAINAN CITY 71066 560 TAIWAN YIYE@CHIANGPAO.COM.TW APOLLO RETAIL SPECIALISTS, LLC CONTACT: MIKE TRADE C,U,D $134,94450 E ADAMO DR 501 SUNDERLAND, CEO TAMPA, FL 33605 PHONE: 443-688-5100 EXT. 61 REMITTANCE@APOLLORETAI L.COM LAINER-LIWERANT, LLC PHONE: 818-787-1400 TRADE C,U,D $133,9 16216 KITTRIDGE STREET JEFF@LAINERDEVELOPMENT. VAN NUYS, CA 91406 COM

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ill in this information to identify the case: ebtor name BHCosmetics, LLC nited States Bankruptcy Court for the: DISTRICT OF DELAWARE ase number (if known) Check if this is an amended filing fficial Form 202 eclaration Under Penalty of Perjury for Non-Individual Debtors 12/1 n individual who is authorized to act on behalf of a non-individual debtor, such as a corporation or partnership, must sign and submit this rm for the schedules of assets and liabilities, any other document that requires a declaration that is not included in the document, and any mendments of those documents. This form must state the individual’s position or relationship to the debtor, the identity of the document, nd the date. Bankruptcy Rules 1008 and 9011. ARNING -- Bankruptcy fraud is a serious crime. Making a false statement, concealing property, or obtaining money or property by fraud ionnection 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, 519, and 3571. Declaration and signature I am the president, another officer, or an authorized agent of the corporation; a member or an authorized agent of the partnership; or another individual serving as a representative of the debtor in this case. I have examined the information in the documents checked below and I have a reasonable belief that the information is true and correct: Schedule A/B: Assets–Real and Personal Property (Official Form 206A/B) Schedule D: Creditors Who Have Claims Secured by Property (Official 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 (Official Form 206H) Summary of Assets and Liabilities for Non-Individuals (Official Form 206Sum) Amended Schedule Chapter 11 or Chapter 9 Cases: List of Creditors Who Have the 30 Largest Unsecured Claims and Are Not Insiders (Official Form 204) Other document that requires a declaration Consolidated Corporate Ownership Statement and List of Equity Interest Holders Pursuant to Fed. R. Bankr. P. 1007(a)(1), 1007(a)(3), and 7007.1 I declare under penalty of perjury that the foregoing is true and correct. Executed on 1/14/2022 X /s/ Spencer M. Ware Signature of individual signing on behalf of debtor Spencer M. Ware Printed name Chief Restructuring Officer/ Co-Chief Executive Officer Position or relationship to debtor fficial Form 202 Declaration Under Penalty of Perjury for Non-Individual Debtors ftware Copyright (c) 1996-2020 Best Case, LLC - www.bestcase.com Best Case Bankrupt8893857.1

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