J.C. Penney and its largest shareholder William Ackman reached a deal that would set terms that would allow the shareholder to unload his stake in the retailer in an orderly manner. The deal came days after Ackman resigned from the company’s board in order to resolve the public battle between the department store and the activist investor.
The agreement was filled with the Securities and Exchange Commission Friday. Ackman’s Pershing Square Capital Management owns 17.7 percent stake or 39 million shares in J.C. Penney. Under the deal, Ackman can request up to four times to the company to register the sales of his shares. The requests must be for at least 5 million shares and the deal ends when Ackman owns less than 5 percent of the company’s stock.
Pershing Square is not allowed to begin selling its stock until Tuesday. That’s when J.C. Penney is set to release its second quarter profits results. This is because Ackman knows about confidential financial information as a member of the board.
The deal gives J.C Penney control over the timing of the sales. Analysts said that the company might delay the granting a registration to Pershing Square under the agreement. The retailer might require Pershing Square to refrain from selling shares for no more than 90 days. J.C. Penney is limited to three blackout periods in a year and no more than 90 days blacked out according to the deal.
Vornado Realty Trust is another large investor of J.C. Penney with its chairman Steve Roth as part of the board. The shareholder might unload more shares as well. Vornado has sold more than 40 percent of its shares in Penney in March. Vornado has 13.4 million shares or 6.1 percent of the retailer.
The deal between J.C. Penney and Ackman caps a two week battle. Ackman made remarks last week that stated he lost confidence in Penney’s board. He asked Chairman Thomas Engibous to be replaced