A $950 million deal to sell more than 100 JCPenney locations to a private equity firm fell apart at the last minute.
Onyx Partners, a Boston-based investment firm, was set to acquire 119 JCPenney stores from the Copper Property CTL Pass Through Trust, which was created during the retail chain’s bankruptcy proceedings in 2020.
The deal fell through Monday — just ahead of a Friday deadline to close the sale to Onyx, according to a Securities and Exchange Commission filing by the special trust.
The entity, which oversees management of around 160 stores and six distribution centers, was created to liquidate the real estate under court-mandated deadlines.
Under the terms of JCPenney’s bankruptcy agreement, the trust had a hard deadline of Jan. 30, 2026 to complete its liquidation of the store’s real estate assets.
In July, Onyx announced it had agreed to buy 119 JCPenney store properties for $947 million in cash — which came out to roughly $8 million per store.
But the asking price drew pushback from trust investors, who pointed to previous Copper Property sales that averaged several million dollars more per store.
Some questioned whether it would have been wiser to turn the portfolio into a real estate investment trust — thus allowing Copper Property to keep the stores and charge JCPenney rent so as to create a steady income stream over the long term.
But Copper Property executives were pressed for time and cited the urgency of meeting the deadlines.
Nick Egelanian, president of retail development firm SiteWorks, told the news site Retail Dive that the precise reason the deal unraveled isn’t clear, but he outlined three likely explanations: lenders may have pulled back, the buyer may have reconsidered the value of the real estate itself or concerns about JCPenney’s operating performance may have spooked the buyer.
“It also could be a combination of these and other factors, but I am really speculating,” he told Retail Dive.
“It’s a really good question.”
JCPenney has recently reported improved results, including a return to profitability in the second quarter of fiscal year 2025.
In January, JCPenney merged with SPARC Group to create effectively what is its parent company, Catalyst Brands, whose portfolio includes brand names such as Aéropostale, Brooks Brothers, Eddie Bauer, Lucky Brand and Nautica.
“Any potential real estate transaction between Copper Property and Onyx Partners Ltd. would purely represent a transfer between parties as property owner and landlord to JCPenney,” a Catalyst Brands spokesperson told The Post on Friday.
“It does not impact JCPenney store locations or operations. These 119 JCPenney stores will continue to operate and serve our loyal customers and communities.”
The Post has sought comment from Onyx and Copper Property.
