0001837671falseJersey CityNJ00018376712025-01-072025-01-07


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

JANUARY 7, 2025
Date of Report (date of earliest event reported)

Copper Property CTL Pass Through Trust
(Exact name of registrant as specified in its charter)

New York
000-56236
85-6822811
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
3 Second Street, Suite 206
Jersey City, NJ
07311-4056
(Address of Principal Executive Offices)
(Zip Code)

(201) 839-2200
Registrant’s telephone number, including area code

Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
N/A
N/A
N/A
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 7.01    Regulation FD Disclosure

On January 7, 2025, Copper Property CTL Pass Through Trust (the “Trust”) made available on its investor website its monthly report for the period ending December 31, 2024. Such information is available at: www.ctltrust.net.

A copy of the monthly report is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 8.01.    Other Events.

On January 7, 2025, the Trust issued a press release announcing that a cash distribution of $.322926 per trust certificate will be paid on January 10, 2025 to certificateholders of record as of January 9, 2025.

A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

(d)Exhibits.

Number
99.1    Monthly Report, dated January 7, 2025.
99.2    Store Reporting Package.
99.3    Penney Intermediate Holdings LLC Consolidated Financials Statements (Unaudited)
99.4    Press Release, dated January 7, 2025.

*Certain schedules and similar attachments have been omitted. The Company agrees to furnish a supplemental copy of any omitted schedule or attachment to the SEC upon request.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


COPPER PROPERTY CTL PASS THROUGH TRUST
By:
/s/ Larry Finger
Larry Finger
Principal Financial Officer
Date: January 7, 2025





Exhibit 99.1
image_9.jpg
Monthly/Quarterly Reporting Package

December 2024



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For additional information, please contact:
Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Table of Contents
SECTION I- Monthly Reporting Schedules
Master Lease Retail Tenant Operating Performance for Retail Portfolio as of Determination Date
Exhibit 99.2 Page 1
Master Lease Guarantor Operating Performance
Exhibit 99.2 Page 5
SECTION IV – Provided Quarterly – Penney Intermediate Holdings LLC Financial Statements
Narrative ReportN/A
Consolidated Statement of OperationsN/A
Consolidated Balance SheetN/A
Consolidated Statement of Member’s EquityN/A
Consolidated Statement of Cash FlowsN/A
Notes to the Consolidated Financial Statements N/A
Statement of Consolidated Adjusted EBITDA N/A
SECTION V – Definitions and Disclaimers
Definitions
Disclaimer

TrusteeManager
GLAS Trust Company, LLCHilco JCP, LLC
3 Second Street, Suite 2065 Revere Drive, Suite 410
Jersey City, NJ 07311Northbrook, IL
Contact: Jeffrey Schoenfeld Contact: Larry Finger
Phone: 201-839-2187Phone: 703-244-4588
Email: Jeffrey.Schoenfeld@glas.agencyEmail: lfinger@ctltrust.net





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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Forward-Looking Statements & Non-GAAP Presentation

This distribution statement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. The forward-looking statements are based on our beliefs as well as on a number of assumptions concerning future events. Readers of these materials are cautioned not to put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements.

Certain of the financial measures presented in this distribution statement are non-GAAP financial measures, other metrics and other information. We believe that non-GAAP financial measures, other metrics and other information provide useful information to investors regarding our financial condition, result of operations and other matters. The non-GAAP financial measures, other metrics and information as presented in this distribution statement may be adjusted in management’s reasonable judgment as appropriate, taking into account a variety of circumstances, facts and conditions. These adjustments may be material and may or may not be specifically identified in footnotes or otherwise. Our measures, metrics and other information (and the methodologies used to derive them) may not be comparable to those used by other companies.

Please refer to Section V of this distribution statement, titled “Disclaimer”, for additional information.






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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


SECTION I
Monthly Reporting Schedules






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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Monthly Certificate Distribution Detail

CUSIP
Aggregate Certificates
Outstanding
Aggregate Net Sales
Proceeds Distribution
Aggregate Net
Operations Distribution
Aggregate
Total Distribution
21751910775,000,000$16,606,883.96$7,612,539.04$24,219,423.00

Per Certificate
CUSIP
Aggregate Certificates
Outstanding
Aggregate Net Sales
Proceeds Distribution
Aggregate Net
Operations Distribution
Aggregate
Total Distribution
21751910775,000,000$0.221426$0.101500$0.322926





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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Monthly Cash Sources and Uses

Sources of Cash from Operations
Uses of Cash from Operations
Distribution Center Master Lease Rent
$—
Accounting and Financial Reporting
$61,306.25 
Retail Master Lease Rent
8,295,790.06
Investor Relations
3,299.00 
Total Rent
$8,295,790.06
Legal
149,515.12
Insurance
— 
Sales & Use Tax Recovery$29,639.49 
Management Fees -Operations and Other Professional Fees
479,104.00
Other 108,540.18
BOV’s and Other
99,099.00
Total Other Sources of Cash    
$138,179.67Total Operating Expenses$792,323.37
Taxes to be Recovered from Tenant
$29,107.32 
Formation, Closing & Related Costs—
Total Other Uses of Cash
$29,107.32
Total Sources of Cash from Operations
$8,433,969.73
Total Uses of Cash from Operations
$821,430.69
Sources of Cash from Sales / Capital Activity
Uses of Cash from Sales / Capital Activity
Distribution Center Gross Sales Proceeds
$— 
Management Fees -Sales
$44,284.00
Retail Master Lease Gross Sales Proceeds
17,492,000.00 
Third Party Expenses: Distribution Center Sales
—
Total Gross Sales Proceeds
$17,492,000.00 
Third Party Expenses: Retail Sales
832,976.17
Prepaid Sales Expenses7,855.87 
Other—
Total Expenses of Sales
$885,116.04
Other—  Other —
Total Other
$— Total Other Uses of Cash—
Total Sources of Cash from Sales / Capital Activity
$17,492,000.00 
Total Uses of Cash from Sales / Capital Activity
$885,116.04
Net Cash Available for Distribution
Total Sources of Cash from Operations$8,433,969.73 
Total Uses of Cash from Operations(821,430.69)
Net Cash Provided by Operations
$7,612,539.04
Total Sources of Cash from Sales / Capital Activity
$17,492,000.00 
Total Uses of Cash from Sales / Capital Activity
(885,116.04)
Net Cash Provided by Sales / Capital Activity
$16,606,883.96 
Net Cash Available for Distribution
$24,219,423.00 






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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Monthly Cash Distributions

Distribution
 Date
Net Rental Income
Distribution
Sales and Capital Activity
Distribution
Total
Distributions
10-Jan-25$7,612,539.04$16,606,883.96$24,219,423.00
10-Dec-247,563,226.90(360,483.51)7,202,743.39
12-Nov-247,583,458.1017,509,711.7925,093,169.89
10-Oct-247,521,784.1912,041,496.6519,563,280.84
10-Sep-247,845,742.96(73,362.76)7,772,380.20
12-Aug-247,639,766.25(28,994.70)7,610,771.55
10-Jul-247,737,386.6513,214,593.7320,951,980.38
10-Jun-247,875,167.96(17,756.25)7,857,411.71
10-May-247,743,594.63(60,081.68)7,683,512.95
10-Apr-247,697,770.4015,901,235.0123,599,005.41
11-Mar-247,789,088.77(73,582.50)7,715,506.27
12-Feb-246,397,131.71(55,000.00)6,342,131.71
Trailing 12 mos.
$91,006,657.56$74,604,659.74$165,611,317.30
Inception to Date
$343,123,697.23$1,046,491,473.80$1,389,615,171.03





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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024

Property Sales This Month
Sale
Date
Property
 ID
Property
Name
Square
 Feet
Rent for Lease Year at Closing Date 1
Gross GAAP
 Basis 2
Gross Sales
Price
Net Sales
 Price3
Net Sales Price
Per Square Foot
Implied Cap. Rate/
Rent Yield at Closing 4
Selling
 Cost
Selling Costs as Percentage
of Gross Sales Price5
Selling
 Broker
Retail Property Sales This Month
17-Dec-241229The Oaks144,959$301,631$7,800,000$14,642,000$14,642,000$101.012.06%$865,1885.91%
18-Dec-242990Corbin Park107,321223,3143,400,0002,850,0002,850,00026.567.84%144,9525.09%
Total Retail Property Sales this Month252,280$524,945$11,200,000$17,492,000$17,492,000$69.343.00%$1,010,1405.77%
Total Property Sales this Month
252,280$524,945$11,200,000$17,492,000$17,492,000$69.343.00%$1,010,1405.77%
Property Sales this Month Average126,140$262,473$5,600,000$8,746,000$8,746,000$69.343.00%$505,0705.77%
Retail
Properties
5,405,948$24,893,727$400,200,000$497,287,763$497,287,763$91.995.01%$18,106,9083.64%
Distribution
Centers
10,108,61135,380,000497,900,000557,165,354557,165,35455.126.35%7,873,6761.41%
Previous Distribution Period Total:
15,514,559$60,273,727$898,100,000$1,054,453,117$1,054,453,117$67.975.72%$25,980,5842.46%
Previous Distribution Periods Average:
360,804$1,401,715$20,886,047$24,522,166$24,522,166$67.975.72%$604,2002.46%
Retail Properties
5,658,228$25,418,672$411,400,000$514,779,763$514,779,763$90.984.94%$19,117,0483.71%
Distribution
Centers
10,108,61135,380,000497,900,000557,165,354557,165,35455.126.35%7,873,6761.41%
Cumulative Distribution to Date
Total:
15,766,839$60,798,672$909,300,000$1,071,945,117$1,071,945,117$67.995.67%$26,990,7242.52%
Cumulative Distribution to Date
Average:
350,374$1,351,082$20,206,667$23,821,003$23,821,003$67.995.67%$599,7942.52%
1 Annualized Monthly Rent (e.g. Monthly Rent due for in Sale Period X 12). Rental Abatement shall be disregarded.
2 GAAP Basis before depreciation and amortization. The Trust determined that fresh start accounting fair value (not cost) of the investment properties based upon the fair value of the individual assets and liabilities assumed as of the Effective Date (1/31/21).The total fair value of the properties acquired was $1.935 Billion.                                                
3 Net of credits provided to Buyer other than pro-rations. Selling costs are not netted in Net Sales Price
4 Gross Sales Price divided by the Annual Rent as defined above
5 Selling Costs as percentage of Gross Sales Price. Selling costs may not tie into the Total Expenses of Sale as reported on the Monthly Sources and Uses Report.





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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Retail Portfolio as of Determination Date

By First Lease Year Rent Per Square Foot Tier:
By Property Ownership Type:
Tier
PropertiesSquare Feet
Current Lease Year
Rent 1
Ownership Type
PropertiesSquare Feet
Current Lease Year
Rent 1
Tier 1 -$9.00303,784,636$35,437,817.00 Owned 10013,089,033$81,852,187.00
Tier 2 -$6.00688,701,02854,315,296.00 Ground Lease 212,964,68617,943,148.00
Tier 3 -$3.50101,677,4406,108,231.00
Tier 4 -$2.00131,890,6153,933,991.00
Total:12116,053,719$99,795,335.00Total:12116,053,719$99,795,335.00
By Current Lease Year Rent Per Property:By Property Type:
Tier
PropertiesSquare Feet
Current Lease Year
Rent 1
Property Type
PropertiesSquare Feet
Current Lease Year
Rent 1
>=$950,000396,258,728$48,490,443.00Shopping Center 272,720,431$18,970,921.00
>=$700,000 & <$950,000
263,480,77222,455,123.00Freestanding 3272,8881,703,476.00
>=$500,000 & <$700,000
384,082,26323,006,799.00Mall 9113,060,40079,120,938.00
<$500,000182,231,9565,842,970.00
Total:12116,053,719$99,795,335.00Total:12116,053,719$99,795,335.00

1Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.





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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Retail Portfolio as of Determination Date (Cont’d)

By Geography:

State

Properties

Square Feet
Current Lease Year
Rent 1
AR2186,745$1,165,737.00MS199,396930,704.00
AZ4492,4463,673,376.00NC1104,198216,815.00
CA192,790,97218,634,054.00NH1126,006786,580.00
CO2262,6291,226,155.00NJ4701,6093,275,072.00
CT3464,682966,910.00NM2265,9102,096,248.00
FL71,038,9558,370,066.00NV3437,9374,100,666.00
GA1104,872981,979.00NY3469,4621,669,014.00
IA185,278310,531.00OH5645,4473,646,059.00
ID
1151,9851,423,127.00OK3332,2231,555,100.00
IL
5845,2244,592,582.00OR1157,928985,850.00
IN
199,317929,965.00PA4555,0873,104,597.00
KS1209,5351,308,001.00PR2185,9461,160,749.00
KY2251,2891,894,684.00TN2243,786914,949.00
LA1124,6561,167,229.00TX212,146,53715,158,880.00
MA1141,692515,957.00VA2211,4521,319,968.00
MD2261,5801,108,322.00WA3506,1493,698,840.00
MI6863,0123,849,185.00WI185,981536,728.00
MN1173,9681,085,978.00
Total:
12116,053,719$99,795,335.00
MO2229,8281,434,678.00
1Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.




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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Distribution Center Portfolio as of Determination Date
(All Distribution Centers sold in December 2021)

Property ID
900591309132931694359486
Location
Statesville, NC
Columbus, OH
Lenexa, KS
Reno, NV
Haslet, TX
Forest Park, GA
Square Feet
New JCP
——————
Other Tenants
——————
Vacant——————
Total——————
Current Lease Year Rent 1
New JCP——————
Other Tenants
——————
Total——————
Current Lease Year Rent -
PSF 2
New JCP
——————
Other Tenants
——————
Total——————

1Current Lease Year Rent = Monthly Rent X 12
2Current Lease Year Rent PSF = (Monthly Rent X 12) / Square Feet





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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Landlord and Tenant Option Properties as of Determination Date

Property ID
Option Type
Property Name
Location
Square Feet
Current Lease
Year Rent 1
Option
Notice (Y/N)
Option Exercise / Closing Date
246LandlordSouthBay Pavilion at Carson20700 Avalon Boulevard, Carson, CAN/A N/A NProperty Sold 09-30-21
389
LandlordStoneridge S/C1500 Stoneridge Mall Road, Pleasanton, CAN/AN/ANProperty Sold 07-20-22
1229
LandlordThe Oaks280 Hillcrest Drive W, Thousand Oaks, CAN/AN/ANProperty Sold 12-17-24
1572
LandlordWestfield Culver City6000 S Hannum Avenue, Culver City, CAN/AN/ANProperty Sold 01-06-22
1959LandlordThe Shops at Tanforan1122 El Camino Real, San Bruno, CAN/A N/A NProperty Sold 09-14-21
1417
LandlordWestfield Santa Anita400 S Baldwin Avenue, Arcadia, CA204,563744,896.00N
1950LandlordFashion Valley6987 Friars Road, San Diego, CAN/A N/A NProperty Sold 07-09-21
2649
LandlordWestminster Mall400 Westminster Mall, Westminster, CAN/AN/ANProperty Sold 10-05-22
2757LandlordPark Meadows8417 S Park Meadows Center Drive, Loan Tree CON/A N/A NProperty Sold 07-29-21
2256
LandlordDanbury Fair7 Backus Avenue, Danbury, CT136,375283,769.00N
2102
LandlordWestfield Annapolis1695 Annapolis Mall, Annapolis, MDN/A N/A NProperty Sold 09-09-22
1623
LandlordTwelve Oaks Mall27150 Novi Road, Novi, MI155,807567,356.00N
2247
LandlordPheasant Lane Mall310 Daniel Webster Highway, Suite 103, Nashua, NHN/A N/A NProperty Sold 08-25-22
2297
LandlordNewport Centre10 Mall Drive W, Jersey City, NJ185,330674,861.00N
2477
LandlordFreehold Raceway Mall3710 Highway 9, Freehold, NJ149,608311,304.00N
2814
LandlordQueens Center92-59 59th Avenue. Elmhurst, NYN/A N/A NProperty Sold 12-23-21
197
LandlordGateway Shopping Center I & II360 Gateway Drive, Brooklyn, NY123,942257,899.00N
2040
LandlordBarton Creek Square2901 S Capitol of Texas Highway, Austin, TXN/A N/A NProperty Sold 11-30-22
2763
LandlordThe Woodlands Mall1201 Lake Woodlands Drive, Suite 500, Woodlands, TXN/A N/A NProperty Sold 12-15-22
2795LandlordStonebriar Centre2607 Preston Road, Frisco, TXN/AN/ANProperty Sold 07-29-21
2881
LandlordMemorial City S/C300 Memorial City Way, Houston, TXN/A N/A NProperty Sold 11-03-21
192
LandlordFair Oaks Mall11801 Fair Oaks Mall, Fairfax, VAN/A N/A NProperty Sold 09-09-22
1462
LandlordSpringfield Town Center6699 Springfield Mall, Springfield, VAN/A N/A NProperty Sold 09-09-22
2865
TenantTamarack Village8348 Tamarack Village, Woodbury, MNN/A N/A NProperty Sold 12-29-21
2801
TenantPolaris Fashion Place1450 Polaris Parkway, Columbus, OH146,990917,570.00N
2921
TenantRobertson's Creek5751 Long Prairie Road, Flower Mound, TXN/A N/A NProperty Sold 11-19-21
2934
TenantUniversity Oaks S/C151 University Oaks, Round Rock, TXN/A N/A NProperty Sold 11-19-21
2982
TenantVillage at Fairview301 Stacy Road, Fairview, TXN/A N/A NProperty Sold 11-19-21
2749
TenantDulles Town Centre21030 Dulles Town Circle, Sterling, VAN/A N/A NProperty Sold 08-29-22
Total:
1,102,615$3,757,655.00

1Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.




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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Substitution Properties as of Determination Date
(No Substitution Properties December, 2024)


Property ID

Property Name

Property Location
Substitution Type
(Outgoing / Incoming)

Square Feet
Current Lease
Year Rent 1

Notice Date

Exercise Date
— $— 
Total:

1Current Lease Year Rent = Monthly Rent X 12





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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Monthly Leasing Activity Retail Properties
(No Leasing Activity December, 2024)

Property ID
Lease Start Date
Tenant Name
Square Feet
Current Lease
Year Rent -
PSF 1
Current
Lease
Year Rent 2
Real Estate Operating Expenses
Initial Term (Months)
Extension Options (Years)
Tenant Business Description
Manager Commentary
— —$— 
Total:— —$— 

1Current Lease Year Rent PSF = (Monthly Rent X 12) / Square Feet, excluding rental abatement.
2Current Lease Year Rent = Monthly Rent X 12, excluding rental abatement.




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Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Summary Select Financial Information

For copies of our most recent financial statements, including management’s discussion and analysis of financial condition and results of operations, sales and capital activity, you can access our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act at www.ctltrust.net as soon as reasonably practicable after they are filed with, or furnished to, the SEC. You can also review these SEC filings and other information by accessing the SEC’s website at http://www.sec.gov.

The SEC file number is 000-56236.





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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


SECTION II
(Provided Quarterly)






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Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


SECTION III





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For additional information, please contact:
Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Management’s Comments
(Management Commentary will be provided in our 10Q’s and 10K’s)





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image_9.jpg
Contact Us
For additional information, please contact:
Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


SECTION IV
(Provided Quarterly)

Penney Intermediate Holdings LLC Financial Statements are included in the Quarterly Reporting Package for Penney Intermediate Holdings LLC.

A copy of this quarterly report is attached as Exhibit 99.3 to this Current Report on Form 8-K and incorporated herein by reference.




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image_9.jpg
Contact Us
For additional information, please contact:
Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024



SECTION V
Definitions and Disclaimers




























































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image_9.jpg
Contact Us
For additional information, please contact:
Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Monthly Distribution Date Statement
Definitions
The following metrics apply to Quarterly Reporting only:

(A)    “Tenant’s Sales per Square Foot” is not a measure of the Trust’s financial performance and is provided solely for investors’ informational purposes based on the information that the Trust receives from the Tenant. This measure of operations is derived from sales information reported to the Trust by the Tenant in accordance with the retail master lease and/or distribution center master lease (each, a “Master Lease”), as applicable. The Trust and the Manager do not have the ability to verify the calculation of this information. The calculation of this information by the tenant may be different than how similar measures of operations might be calculated by others. Finally, the Trust is unable to reconcile “Tenant’s Sales per Square Foot” to a comparable GAAP financial measure because no reconciliation is provided for in the applicable Master Lease. Therefore, investors should be cautious about relying upon “Tenant’s Sales per Square Foot.”

(B)    “Tenant’s Four-Wall EBITDAR” is not a measure of the Trust’s financial performance and is provided solely for investors’ informational purposes based on the information that the Trust receives from the Tenant. This measure of operations is calculated in accordance with the [Master Lease] and is reported to the Trust by the tenant in accordance therewith. The Trust and the Manager do not have the ability to verify the calculation of this measure of operations. In addition, the calculation of “Tenant’s Four-Wall EBITDAR” in accordance with the applicable Master Lease may be different than how similar measures of operating statistic might be calculated by others. Finally, the Trust is unable to reconcile “Tenant’s Four-Wall EBITDAR” to a comparable GAAP financial measure because no reconciliation is provided for in the applicable Master Lease. Therefore, investors should be cautious about relying upon “Tenant’s Four-Wall EBITDAR.”





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21

image_9.jpg
Contact Us
For additional information, please contact:
Jessica Cummins at (847) 313-4755
Distribution Date: 1/10/2025
Record Date: 1/9/2025
Determination Date: 12/31/2024


Monthly Distribution Date Statement
Disclaimer
Forward-Looking Statements: This distribution statement contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, among others, statements of expectations, beliefs, future plans and strategies, anticipated results from operations and developments and other matters that are not historical facts. The forward-looking statements are based on our beliefs as well as on a number of assumptions concerning future events. Readers of these materials are cautioned not to put undue reliance on these forward-looking statements, which are not a guarantee of performance and are subject to a number of uncertainties and other factors that could cause actual events or results to differ materially from those expressed or implied by the forward-looking statements. We do not undertake a duty to update these forward- looking statements, which speak only as of the date on which they are made. The most important factors that could prevent us from achieving the stated goals include, but are not limited to: (a) the severity, duration and geographical scope of the COVID-19 pandemic and the effects of the pandemic and measures intended to prevent its spread on our business, results of operations, cash flows and financial condition, including declines in rental revenues and increases in operating costs in the portfolio, deterioration in the financial conditions of the tenants and their ability to satisfy their payment obligations, increased risk of claims, litigation and regulatory proceedings and the ability of federal, state and local governments to respond to and manage the pandemic effectively; (b) the ability and willingness of the tenants, operators, managers and other third parties to satisfy their obligations under their respective contractual arrangements, including, in some cases, their obligations to indemnify, defend and hold us harmless from and against various claims, litigation and liabilities; (c) the ability of the tenants, operators, borrowers and managers to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties; (d) macroeconomic conditions such as a disruption of or a lack of access to the capital markets, changes in the debt rating on U.S. government securities, default or delay in payment by the United States of its obligations; (e) the nature and extent of future competition, including new construction in the markets in which the our properties are located; (f) the ability of the tenants, operators and managers, as applicable, to comply with laws, rules and regulations in the operation of the properties; (g) the ability and willingness of the tenants to renew their leases upon expiration of the leases, the ability to reposition our properties on the same or better terms in the event of nonrenewal or in the event the we exercises our right to replace an existing tenant or manager; and (h) the other factors set forth in the our periodic filings with the Securities and Exchange Commission.

Non-GAAP Presentation: Certain of the financial measures presented in this distribution statement are non-GAAP financial measures, other metrics and other information. We believe that non-GAAP financial measures, other metrics and other information provide useful information to investors regarding our financial condition, result of operations and other matters. The non-GAAP financial measures, other metrics and information as presented in this distribution statement may be adjusted in management’s reasonable judgment as appropriate, taking into account a variety of circumstances, facts and conditions. These adjustments may be material and may or may not be specifically identified in footnotes or otherwise. Our measures, metrics and other information (and the methodologies used to derive them) may not be comparable to those used by other companies. The foregoing language applies to (and supersedes if different from) the specific definitions contained herein. Readers are cautioned to refer to our periodic filings furnished to or filed with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, which are prepared in accordance with GAAP. This distribution statement and the information contained herein should be reviewed in conjunction with such filings.

SEC Reporting: The information in this distribution statement should be read in conjunction with our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, our earnings press release and other information filed with, or furnished to, the SEC. You can access our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act at www.ctltrust.net as soon as reasonably practicable after they are filed with, or furnished to, the SEC. You can also review these SEC filings and other information by accessing the SEC’s website at http://www.sec.gov. We routinely post important information on our website at www.ctltrust.net in the “Investors” section, including financial information. We intend to use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD. Such disclosures will be included on our website under the heading “Investors.” Accordingly, investors should monitor such portion of our website in addition to following our press releases, public conference calls and filings with the SEC. The information on or connected to our website is not, and shall not be deemed to be, a part of, or incorporated into this distribution statement.




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STORE REPORTING PACKAGE (follows this page)

 
Quarterly Reporting Package 11/30/2024 Property Ownership # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Rent Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent Fee 102 13,341,313 $15 $18,979,131 $25,171,412 ($6,192,281) 0.8 Ground Lease 21 2,964,686 $20 $6,727,010 $7,116,485 ($389,475) 0.9 Total 123 16,305,999 $16 $25,706,140 $32,287,896 ($6,581,756) 0.8 Rent Tier (B) # of Properties Square Feet 1 > $ 2.3 31 3,927,404 2 > $ 1.9 31 4,090,245 3 > $ 1.7 30 4,035,758 4 < $ 1.7 31 4,252,592 Total 123 16,305,999 (A) Reflects financial activity from August 4, 2024 through November 2, 2024 (Fiscal Q3 2024) (B) Rent tier determined based on book Occupancy Expense per square foot Rent : includes book Rent, Ground Leases, Contingent Rent, CAM & accrued Real Estate Taxes EBITDA : Tenant's Unallocated Store Contribution Profit, uses book rent EBITDAR : excludes Occupancy included in calculation of EBITDA Fiscal Quarter Ended November 2, 2024(A) Fiscal Quarter Ended November 2, 2024(A) Page 1

 
Quarterly Reporting Package 11/30/2024 Tenant's Sales per Square Foot Tier # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Tenant's Four-Wall EBITDAR to Sales Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent > $18.9 31 3,632,263 $25 13.4% 1.2 > $15.9 31 3,941,199 $17 10.9% 0.9 > $12.7 30 4,088,313 $14 8.0% 0.6 < $12.7 31 4,644,224 $10 2.8% 0.2 Total 123 16,305,999 $16 $25,706,140 9.7% (6,581,756) 0.8 EBITDAR / Rent Tier(B) # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Tenant's Four-Wall EBITDAR to Sales Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent >{1.0}x 46 5,252,180 $20 15.3% 1.4 <= {1.0}x 77 11,053,819 $15 6.1% 0.5 Total 123 16,305,999 $16 $25,706,140 9.7% (6,581,756) 0.8 (A) Reflects financial activity from August 4, 2024 through November 2, 2024 (Fiscal Q3 2024) (B) Stratifications consolidated due to insufficient store count Fiscal Quarter Ended November 2, 2024(A) Fiscal Quarter EndedNovember 2, 2024(A) Page 2

 
Quarterly Reporting Package 11/30/2024 Property Ownership # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Rent Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent Fee 102 13,341,313 $72 $126,655,072 $100,006,349 $26,648,723 1.3 Ground Lease 21 2,964,686 $93 $41,279,961 $28,650,119 $12,629,841 1.4 Total 123 16,305,999 $76 $167,935,033 $128,656,468 $39,278,565 1.3 Rent Tier (A) # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Rent Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent 1 > $ 9.3 31 4,032,698 $107 $68,307,005 $46,442,523 1.5 2 > $ 7.4 31 4,171,477 $75 $45,072,435 $34,394,136 1.3 3 > $ 6.7 30 3,849,232 $73 $37,407,706 $27,092,986 1.4 4 < $ 6.7 31 4,252,592 $49 $17,147,886 $20,726,823 0.8 Total 123 16,305,999 $76 $167,935,033 $128,656,468 $39,278,565 1.3 (A) Rent tier determined based on book Occupancy Expense per square foot (B) Reflects financial activity from Ocotober 29, 2023 through November 2, 2024 (TTM October 2024) Rent : includes book Rent, Ground Leases, Contingent Rent, CAM & accrued Real Estate Taxes EBITDA : Tenant's Unallocated Store Contribution Profit, uses book rent EBITDAR : excludes Occupancy included in calculation of EBITDA Trailing 12 Months(B) Trailing 12 Months(B) Page 3

 
Quarterly Reporting Package 11/30/2024 Tenant's Sales per Square Foot Tier # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Tenant's Four-Wall EBITDAR to Sales Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent > $90.6 31 3,655,269 $119 17.0% 1.8 > $72.9 31 4,011,753 $81 14.5% 1.4 > $58 30 4,038,847 $65 12.1% 1.1 < $58 31 4,600,130 $46 7.2% 0.6 Total 123 16,305,999 $76 $167,935,033 13.6% $39,278,565 1.3 EBITDAR / Rent Tier(B) # of Properties Square Feet Tenant's Sales per Square Foot Tenant's Four-Wall EBITDAR Tenant's Four-Wall EBITDAR to Sales Tenant's Four Wall EBITDA Tenant's Four-Wall EBITDAR / Rent > {1.0}x 80 9,736,996 $88 16.1% 1.7 <= {1.0}x 43 6,569,003 $57 8.0% 0.6 Total 123 16,305,999 $76 $167,935,033 13.6% $39,278,565 1.3 (B) Reflects financial activity from October 29, 2023 through November 2, 2024 (TTM October 2024) (B) Stratifications consolidated due to insufficient store count Trailing 12 Months(A) Trailing 12 Months(A) Page 4

 
Quarterly Reporting Package Master Lease Guarantor Operating Performance Fiscal Quarter Ended November 2, 2024(A) Trailing 12 Months as of November 2, 2024(C) -5.4% -5.5% Yes N/A $1,537 N/A Fiscal Quarter Ended November 2, 2024(A) Trailing 12 Months as of November 2, 2024(C) 203 203 455 455 80.1 80.1 (A) Reflects financial activity from August 4, 2024 through November 2, 2024 (Fiscal Q3 2024) (B) Per Consolidated Financial Statements of Penney Intermediate Holdings LLC as of November 2, 2024 (C) Reflects financial activity from October 29, 2023 through November 2, 2024 (TTM October 2024) End of period number of stores - space leased Gross square footage of stores (in millions) Key Financial and Performance Metrics Comparable store sales percent increase/(decrease) for Master Lease Properties(B) Liquid assets covenant compliance (as defined in the Master Leases) Tangible net worth (as defined in the Master Leases - in millions)( B) Key Portfolio Metrics End of period number of stores - fee owned and ground leased Page 5

 
1 PENNEY INTERMEDIATE HOLDINGS LLC Consolidated Financial Statements (Unaudited) November 2, 2024 and October 28, 2023

 
NARRATIVE REPORT & FINANCIALS (follows this page)

 
Penney Intermediate Holdings LLC Narrative Report The following discussion, which presents results for the third quarter, should be read in conjunction with the accompanying Consolidated Financial Statements. Unless otherwise indicated, all references in Narrative are as of the date presented and the Company does not undertake any obligation to update these numbers, or to revise or update any statement being made related thereto. Third Quarter Update Throughout the third quarter of Fiscal 2024, JCPenney continued to serve families across America as they went back to school and began preparations for the holiday season. The Company showed improvements in traffic trends in the back-to-school selling period. New customer acquisition and traffic trend gains created additional momentum in September with the launch of the “Really Big Deal” promotions on Thursday Night Football. Leveraging celebrity partnerships with Shaquille O’Neal, Gabrielle Union, Walker Hays, Martha Stewart and Jenny Martinez, the “Really Big Deal” offers exceeded the Company’s expectations for top line sales impact. Additionally, the program is expected to yield more than 2 million new customers, higher shopping trip frequency and significant increases in brand awareness as measured by social media impressions and engagement. In the quarter, the Company’s Rewards program signups increased by nearly 25% year-over-year with customers earning and redeeming rewards at much faster rates. Store Net Promoter Scores demonstrated customers’ positive sentiment during the period with the Company earning NPS scores that once again reflect improvement over the same period last year. In keeping with typical peak season trends, the Company made strategic investments in inventory to support the back-to-school and holiday selling season. The Kids and Home divisions were both strong performers during the back-to-school period. The company improved in-stock rates and merchandise assortments that included a greater offering of national brands supported by enhanced value messaging. An initiative focused on increasing sales with the Company’s target customers resulted in outperformance in core markets due to assortment expansion and improved size offerings. Private label brands were critical to Company success driven by the quarter’s strongest performing brands, Liz Claiborne and Stafford, both of which grew both sales and margin over last year. In national brands, better than expected performance came from partner brands like Adidas, Carter’s, Haggar, Levi’s and Van Heusen. Overall, the Company’s gross profit rates improved slightly to 38.7% when compared to 38.5% last year. As expected, with additional investments in assortment and improved basic in-stocks, total inventory was flat to last year. Selling, general, and administrative costs decreased when compared to last year primarily due to targeted cost savings in store-related expenses, marketing expenses, and administrative costs as well as reductions in eCommerce expenses. Credit income saw meaningful improvement during the period primarily due to gains recorded with the extension of its private label credit card partnership agreement with Synchrony. The Company reported EBITDA of $50 million reflecting the improvement in credit income and ongoing cost saving efforts offset by the impact of the sales declines. During the quarter, the Company made capital investments totaling $51 million to fund projects designed to improve operations and the customer experience. After making the additional investments in inventory and capital projects, the Company ended the period with approximately $1.4B in liquidity. The balance on the Company’s ABL reported at the end of the period was used to temporarily fund the additional investments in seasonal inventory. As of the issuance of these financial statements, the Company’s ABL was fully repaid.

 
3 PENNEY INTERMEDIATE HOLDINGS LLC Consolidated Statements of Comprehensive Income (Unaudited) (In millions) Three Months Ended November 2, 2024 Three Months Ended October 28, 2023 Total net sales $ 1,410 $ 1,533 Credit income 93 70 Total revenues 1,503 1,603 Costs and expenses/(income): Cost of goods sold (exclusive of depreciation and amortization shown separately below) 865 943 Selling, general and administrative 601 626 Depreciation and amortization 47 43 Real estate and other, net (17) — Restructuring, impairment, store closing and other costs 5 1 Total costs and expenses 1,501 1,613 Operating income (loss) 2 (10) Net interest expense 17 18 Loss before income taxes (15) (28) Income tax expense 2 2 Net loss $ (17) $ (30) Other comprehensive income (loss): Currency translation adjustment — — Comprehensive loss $ (17) $ (30) See accompanying Notes to Consolidated Financial Statements (Unaudited).

 
4 PENNEY INTERMEDIATE HOLDINGS LLC Consolidated Statements of Comprehensive Income (Continued) (Unaudited) (In millions) Nine Months Ended November 2, 2024 Nine Months Ended October 28, 2023 Total net sales $ 4,245 $ 4,632 Credit income 210 214 Total revenues 4,455 4,846 Costs and expenses/(income): Cost of goods sold (exclusive of depreciation and amortization shown separately below) 2,586 2,841 Selling, general and administrative 1,803 1,824 Depreciation and amortization 132 121 Real estate and other, net (17) (1) Restructuring, impairment, store closing and other costs 8 15 Total costs and expenses 4,512 4,800 Operating income (loss) (57) 46 Net interest expense 52 52 Loss before income taxes (109) (6) Income tax expense 4 5 Net loss $ (113) $ (11) Other comprehensive income (loss): Currency translation adjustment (1) (1) Comprehensive loss $ (114) $ (12) See accompanying Notes to Consolidated Financial Statements (Unaudited).

 
5 PENNEY INTERMEDIATE HOLDINGS LLC Consolidated Balance Sheets (Unaudited) (In millions) November 2, 2024 October 28, 2023 Assets Current assets: Cash and cash equivalents $ 118 $ 106 Merchandise inventory 2,097 2,111 Prepaid expenses and other assets 241 194 Total current assets 2,456 2,411 Property and equipment, net 1,079 1,035 Operating lease assets 1,681 1,688 Financing lease assets 85 87 Other assets 322 258 Total assets $ 5,623 $ 5,479 Liabilities and member’s equity Current liabilities: Merchandise accounts payable $ 647 $ 501 Other accounts payable and accrued expenses 468 528 Revolving credit facility borrowings 250 102 Current operating lease liabilities 81 71 Current financing lease liabilities 3 3 Current portion of long-term debt, net 9 11 Total current liabilities 1,458 1,216 Noncurrent operating lease liabilities 1,860 1,871 Noncurrent financing lease liabilities 92 96 Long-term debt 471 478 Other liabilities 92 97 Total liabilities 3,973 3,758 Member’s equity Member’s contributions 300 300 Profits interest plan 7 5 Accumulated other comprehensive loss (6) (5) Reinvested earnings 1,349 1,421 Total member’s equity 1,650 1,721 Total liabilities and member’s equity $ 5,623 $ 5,479 See accompanying Notes to Consolidated Financial Statements (Unaudited).

 
6 PENNEY INTERMEDIATE HOLDINGS LLC Consolidated Statements of Member’s Equity (Unaudited) Nine Months Ended October 28, 2023 (In millions) Member’s Contributions/ (Distributions) Profits Interest Plan Grants/ (Distributions) Accumulated Other Comprehensive Income/ (Loss) Reinvested Earnings Total Member's Equity January 28, 2023 $ 300 $ 3 $ (4) $ 1,440 $ 1,739 Member tax distributions — — — (8) (8) Net loss — — — (11) (11) Currency translation adjustment — — (1) — (1) Profits interest plan grants — 2 — — 2 October 28, 2023 $ 300 $ 5 $ (5) $ 1,421 $ 1,721 Nine Months Ended November 2, 2024 (In millions) Member’s Contributions/ (Distributions) Profits Interest Plan Grants/ (Distributions) Accumulated Other Comprehensive Income/ (Loss) Reinvested Earnings Total Member's Equity February 3, 2024 $ 300 $ 6 $ (5) $ 1,462 $ 1,763 Member tax distributions — — — — — Net loss — — — (113) (113) Currency translation adjustment — — (1) — (1) Profits interest plan grants — 1 — — 1 November 2, 2024 $ 300 $ 7 $ (6) $ 1,349 $ 1,650 See accompanying Notes to Consolidated Financial Statements (Unaudited).

 
7 PENNEY INTERMEDIATE HOLDINGS LLC Consolidated Statements of Cash Flows (Unaudited) Year-to-Date Year-to-Date (In millions) November 2, 2024 October 28, 2023 Cash flows from operating activities: Net loss $ (113) $ (11) Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities: Gain on asset disposition (17) (1) Restructuring, impairment, store closing and other costs, non-cash (2) 4 Gain on insurance proceeds received for damage to property and equipment (1) — Depreciation and amortization 132 121 Change in cash from operating assets and liabilities: Merchandise inventory (505) (271) Prepaid expenses and other assets (157) 15 Merchandise accounts payable 264 237 Other accounts payable, accrued expenses and other liabilities 50 6 Net cash provided (used) by operating activities (349) 100 Cash flows from investing activities: Capital expenditures (162) (232) Proceeds from sale of real estate assets 19 2 Insurance proceeds received for damage to property and equipment 1 — Net cash used by investing activities (142) (230) Cash flows from financing activities: Payments of long-term debt (6) (6) Proceeds from borrowings under revolving credit facility 326 118 Payments of borrowings under revolving credit facility (76) (16) Member tax distributions — (8) Repayments of principal portion of finance leases (3) (3) Net cash provided by financing activities 241 85 Net decrease in cash and cash equivalents (250) (45) Cash and cash equivalents at beginning of period 368 151 Cash and cash equivalents at end of period $ 118 $ 106 See accompanying Notes to Consolidated Financial Statements (Unaudited).

 
8 PENNEY INTERMEDIATE HOLDINGS LLC Notes to Consolidated Financial Statements (Unaudited) 1. Basis of Presentation and Consolidation These Consolidated Financial Statements (Unaudited) have been prepared in accordance with generally accepted accounting principles in the United States. The accompanying Consolidated Financial Statements (Unaudited), in the Company's opinion, include all material adjustments necessary for a fair presentation and should be read in conjunction with the Audited Consolidated Financial Statements and notes thereto for the fiscal year ended February 3, 2024. The same accounting policies are followed to prepare quarterly financial statements as are followed in preparing annual financial statements. A description of such significant accounting policies is included in the notes to the Audited Consolidated Financial Statements. The Consolidated Financial Statements (Unaudited) present the results of the Company and its subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation. Certain amounts may have been reclassified to conform with current year presentation, if necessary. The company is currently impacted by uncertain economic conditions. Because of these uncertain economic conditions and the seasonal nature of the retail business, operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. Fiscal Year The Company’s fiscal year consists of the 52-week period ending on the Saturday closest to January 31. Every sixth year, the Company's fiscal year consists of 53 weeks ending on the Saturday closest to January 31. As used herein, “three months ended November 2, 2024” refers to the 13- week period ended November 2, 2024, and “three months ended October 28, 2023” refers to the 13-week period ended October 28, 2023. Fiscal 2024 and 2023 consist of the 52-week period ending February 1, 2025 and the 53-week period ending February 3, 2024, respectively. 2. Long-Term Debt (In millions) November 2, 2024 October 28, 2023 Issue: ABL Term Loan 323 334 ABL FILO Loan 160 160 Total debt 483 494 Unamortized debt issuance costs (3) (5) Less: current maturities (9) (11) Total long-term debt $ 471 $ 478 3. Revolving Credit Facility The Company is subject to a borrowing base under the $1.75 billion senior secured asset-based revolving credit facility (“Revolving Credit Facility”). As of November 2, 2024, the Company had $1.70 billion available for borrowing with $0.25 billion outstanding and $0.16 billion reserved for outstanding standby letters of credit. After taking into account minimum availability requirements, the Company had $1.10 billion available for future borrowings. Subsequent to November 2, 2024, the $0.25 billion borrowed under the revolving credit facility was repaid in full and there were no borrowings outstanding when the financial statements were issued.

 
9 4. Litigation and Other Contingencies The Company is subject to various legal and governmental proceedings involving routine litigation incidental to its business. While no assurance can be given as to the ultimate outcome of these matters, the Company currently believes that the final resolution of these actions, individually or in the aggregate, will not have a material adverse effect on results of operations, financial position, liquidity or capital resources. 5. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through December 13, 2024, the date at which the financial statements were available to be issued.

 
STATEMENT OF CONSOLIDATED ADJUSTED EBITDA (follows this page)

 
PENNEY INTERMEDIATE HOLDINGS LLC Statement of Consolidated Adjusted EBITDA For the Nine Months Ended November 2, 2024 (In millions) Net loss $ (113) Plus: Net interest expense 52 Income tax expense 4 Depreciation and amortization 132 Restructuring, impairment, store closing and other costs 8 Minus: Real estate and other, net (17) Consolidated adjusted EBITDA $ 66 Prepared in accordance with the definition of Consolidated Adjusted EBITDA per Section 1.1 of the Credit and Guaranty Agreement dated December 7, 2020.

 

Exhibit 99.4
image_91a.jpg


FOR IMMEDIATE RELEASE
January 7, 2025

Copper Property CTL Pass Through Trust Issues Monthly Reporting Package for December 2024

Jersey City, New Jersey – Copper Property CTL Pass Through Trust (“the Trust”) has filed a Form 8-K containing its monthly report for the period ended December 31, 2024. An aggregate total distribution of $24.2 million or $0.322926 per trust certificate will be paid on January 10, 2025, to certificateholders of record as of January 9, 2025.

Additional information, including the Trust’s Monthly Report and Quarterly Report, as well as other filings with the Securities and Exchange Commission (“SEC”) can be accessed via the Trust’s website at www.ctltrust.net.

About Copper Property CTL Pass Through Trust
Copper Property CTL Pass Through Trust (the “Trust”) was established to acquire 160 retail properties and 6 warehouse distribution centers (the “Properties”) from J.C. Penney as part of its Chapter 11 plan of reorganization. The Trust’s operations consist solely of owning, leasing and selling the Properties. The Trust’s objective is to sell the Properties to third-party purchasers as promptly as practicable. The Trustee of the trust is GLAS Trust Company LLC. The Trust is externally managed by an affiliate of Hilco Real Estate LLC. The Trust is intended to be treated, for tax purposes, as a liquidating trust within the meaning of United States Treasury Regulation Section 301.7701-4(d). For more information, please visit https://www.ctltrust.net/.

Forward Looking Statement
This news release contains certain “forward-looking statements”. All statements other than statements of historical fact are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “our vision,” “plan,” “potential,” “preliminary,” “predict,” “should,” “will,” or “would” or the negative thereof or other variations thereof or comparable terminology and include, but are not limited to, the Trust’s expectations or beliefs concerning future events and stock price performance. The Trust has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While the Trust believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond its control. These factors, including those discussed in the Trust’s Registration Statement on Form 10 filed with the Securities and Exchange Commission (the “SEC”), may cause its actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. For a further list and description of such risks and uncertainties, please refer to the Trust’s filings with the SEC that are available at www.sec.gov. The Trust cautions you that the list of important factors included in the Trust’s SEC filings may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this news release may not in fact occur. The Trust undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

CONTACT
Larry Finger | Principal Financial Officer
Copper Property CTL Pass Through Trust
310-526-1707 | lfinger@ctltrust.net
Jessica Cummins | Sr. Vice President, Finance & Accounting
Copper Property CTL Pass Through Trust
847-313-4755 | jcummins@hilcoglobal.com

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Jan. 07, 2025
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Entity Emerging Growth Company true
Entity Ex Transition Period false
Copper Property CTL Pass... (PK) (USOTC:CPPTL)
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Copper Property CTL Pass... (PK) (USOTC:CPPTL)
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De Mar 2024 até Mar 2025 Click aqui para mais gráficos Copper Property CTL Pass... (PK).