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Plan A, the alternative holding company formed by Andrew Essex and MT Carney, and Badger & Winters have backed away from plans for Badger & Winters to join the network as the agency splits with client JCPenney.

Last November, the two parties announced that Badger & Winters would join Plan A and gain an unspecified share of equity in the agency network, which launched in June of 2018. The deal was not finalized, however.

Plan A declined to comment.

“We let the announcement go out … though the legal paperwork had not been completed. It took about six months to finalize contracts. But before signing, Madonna [Badger] and I paused and reflected that in that six months, the model was not demonstrating the momentum we had hoped for,” Badger & Winters founder Jim Winters said in a statement. “So we decided not to execute. We have great respect for them both and wish them much success.”

A source close to the matter also cited concerns over the amount of the agency’s revenue dependent on the JCPenney account, particularly after a series of marketing leadership changes at the brand sparked questions regarding the vulnerability of the client relationship. Badger & Winters began working with JCPenney in early 2018, following a review. The brand had formerly worked with mcgarrybowen.

JCPenney and Badger & Winters recently parted ways, with sources offering differing perspectives as to the precise details of which party first decided to initiate the split. A source close to the matter contradicted earlier reports that Badger & Winters chose to resign the account. JCPenney declined to comment.

Winters explained that the agency has picked up clients including Olay, Zales, Beautyrest, HP, Citi, Intuit, PepsiCo and Le Pain Quotidien on its own over the course of the past year, developing a variety of purpose- and value-driven work that he said aligns with the agency’s values and beliefs. JCPenney appears to be handling its creative needs via its in-house team going forward.

“We saw that JC Penney was suffering extreme business challenges, and was not in a position to do this kind of purpose-driven work that we as an agency want to be known for,” Winters claimed. “What they needed was very transactional promotional work, which felt very separate from the rest of our portfolio. And so we agreed to part ways, and allow ourselves to focus on helping our client partners use their creative voices for good in the world. JC Penney is looking to internal resources to pick up on their creative needs.”

Erik Oster is a staff writer for Adweek.