Utah Court of Appeals hears JM Manufacturing dispute over unpaid rent, attorney fees and $53.5 million purchase price

The Utah Court of Appeals heard argument on an appeal and cross‑appeal in JM Manufacturing Co. (doing business as JM Eagle) v. PWE on whether JM Eagle owed rent and related attorney fees after it exercised a lease option to buy four commercial properties and remained in possession while closing occurred more than a year later.

At oral argument before a three‑judge panel chaired by Judge Ryan Tenney, JM Eagle attorney Adam Buck said the district court’s summary‑judgment ruling should be reversed because the court failed to address disputed facts and contract‑interpretation issues and cited no legal authority. “The district court failed to address any of those disputes, failed to address any of the issues of contract interpretation, and in fact failed to cite a single legal authority in the opinion,” Buck told the panel.

PWE’s counsel, Julie Blanch, argued the lease’s terms—taken together—require the tenant to continue paying rent through the closing and that PWE is entitled both to attorney fees treated as “additional rent” under the lease and to interest/damages for the loss of use of the agreed purchase price. “Rent shall continue to be due and payable. It is clear from that that rent was supposed to be continuing through the regular termination date of 02/28/2022,” Blanch told the court. In rebuttal, PWE reiterated it sought damages measured by the lease’s default interest rate on the $53,500,000 purchase price, not statutory prejudgment interest: “What we were asking for was the loss of use of $53,500,000 for over a year at the default interest rate in the lease,” Blanch said.

Why it matters: the dispute turns on how to read multiple lease provisions together and on whether the contract converted a tenant who had exercised an option into a buyer in possession or instead preserved the tenant’s rent obligations until closing. The outcome affects who bears roughly $53.5 million in purchase‑price…