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JCPenney Extends Stockholder Rights Plan to Protect Tax Benefits
24
Jan '17

PLANO, Texas (Jan. 23, 2017) - J. C. Penney Company, Inc. (NYSE: JCP) (the "Company") today announced that it has extended its existing stockholder rights plan for an additional three years to continue protecting the Company's valuable net operating loss carryforwards ("NOLs").

As of the end of fiscal 2015, the Company had approximately $2.6 billion in NOLs, which can be used in certain circumstances to offset future taxable income and reduce federal income tax liability.  The Company's ability to use its NOLs would be substantially limited if an "ownership change" under Section 382 of the Internal Revenue Code were to occur. Ownership changes under Section 382 generally relate to the cumulative change in ownership among stockholders with an ownership interest of 5% or more (as determined under Section 382's rules) over a rolling three year period. The rights plan was extended to reduce the likelihood of an "ownership change" occurring.

As amended, the Company's rights plan will expire on January 25, 2020, subject to earlier expiration in specific circumstances. Under the plan, if any person or group acquires 4.9% or more of the outstanding shares of common stock of the Company without the approval of the Board of Directors, a triggering event would occur causing significant dilution in the ownership interest of such person or group.

The purpose of the rights plan is to protect stockholder value by preserving the Company's ability to fully utilize its NOLs. The rights plan is similar to plans adopted by other public companies with significant net operating losses.

The Company expects to submit the extension of the plan to a vote at the next annual meeting of stockholders in May 2017. If stockholders do not approve the extension, the plan will terminate.

About JCPenney:

J. C. Penney Company, Inc. (NYSE:JCP), one of the nation's largest apparel and home furnishings retailers, is on a mission to ensure every customer's shopping experience is worth her time, money and effort. Whether shopping jcp.com or visiting one of over 1,000 store locations across the United States and Puerto Rico, she will discover a broad assortment of products from a leading portfolio of private, exclusive and national brands.  Supporting this value proposition is the warrior spirit of over 100,000 JCPenney associates worldwide, who are focused on the Company's three strategic priorities of strengthening private brands, becoming a world-class omnichannel retailer and increasing revenue per customer.

(This story has not been edited by Fibre2Fashion staff and is published from a syndicated feed.)


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