JC Penney Reaches Deal to Avoid Liquidation

Brookfield and Simon Property would acquire assets through a court-supervised sale.
Lauren MuskettSeptember 10, 2020

JC Penney has reached a deal to sell its retail and operating assets to Brookfield Property Group and Simon Property Group in an $800 million deal that would buy the retailer out of bankruptcy.

In a court hearing on Wednesday, a lawyer representing JC Penney said the company’s landlords had entered into a nonbinding letter of intent and were prepared to contribute $300 million toward the rescue plan. Another $500 million in debt would be assumed by the operating company they are acquiring.

The enterprise value of the deal, including the value of assumed debt, is $1.75 billion.

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In a statement, JC Penney said the companies agreed to a plan to form a separate real estate investment trust and a property holding company as part of a plan that would allow it to avoid liquidation and emerge from bankruptcy ahead of the holiday season.

“We have determined that an agreement with Brookfield and Simon, as well as the formation of separate real estate investment trusts owned by our first-lien lenders, is the best path forward to maximize value for our stakeholders, ensure we keep the most stores open and associates employed, and position JC Penney to build on our over 100-year history,” chief executive officer Jill Soltau said.

Under the deal, lenders led by H/2 Capital Partners, who are financing the bankruptcy, would assume ownership of 161 of the company’s stores and distribution centers.

“We are in a position to move this into the endzone,” Joshua Sussberg of Kirkland & Ellis said. Sussberg said the company plans to move at “lightning speed” to win approval for the deal by early October.

So far this year Simon Property has reached rescue agreements with retailers including Brooks Brothers, Lucky Brand, and Forever 21. In May, Brookfield announced it would invest $5 billion to rescue retailers that have been impacted by the COVID-19 crisis.

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