Entry into a Material Definitive Agreement.
On July 15, 2020, J.Jill, Inc. (the Company) amended its two existing Forbearance Agreements, each dated June 15, 2020 (the
Existing Forbearance Agreements and, as amended, the Amended Forbearance Agreements) relating to the Companys (i) ABL credit agreement, dated as of May 8, 2015 (as amended from time to time, the ABL
Agreement), by and among Jill Acquisition LLC, J.Jill, Inc., as successor to J.Jill Holdings, Inc. and Jill Intermediate LLC (as replacement Parent of Jill Holdings LLC) (Holdings), certain subsidiaries of Holdings from
time to time party thereto, the lenders from time to time party thereto and CIT Finance LLC, as the administrative agent and collateral agent, and (ii) term loan credit agreement, dated as of May 8, 2015 (as amended from time to time the
Term Loan Agreement, and, together with the ABL Agreement, the Credit Agreements), by and among Holdings, Jill Acquisition LLC, certain subsidiaries of Holdings from time to time party thereto, the lenders from time to time
party thereto and Jefferies Finance LLC, as the administrative agent, pursuant to which the lenders thereto have agreed to continue to forbear from exercising any rights and remedies under the respective Credit Agreements in respect of the defaults
set forth in the Existing Forbearance Agreements. The lenders under the Credit Agreements also agreed to forbear from exercising any rights and remedies under the respective Credit Agreements in respect of the Companys failure to timely
deliver its quarterly financial statements for the first fiscal quarter of the 2020 fiscal year. The forbearance period shall continue until July 23, 2020, so long as, among other things, the Company otherwise remains in compliance with the
Credit Agreements and complies with the terms of the Amended Forbearance Agreements.
The foregoing description of the Amended Forbearance Agreements does
not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Forbearance Agreements, copies of which are filed as Exhibits 10.1 and 10.2 and incorporated herein by reference.
One July 16, 2020, the Company issued a press release providing a business update and announcing its entry into the Amended Forbearance Agreements. A copy
of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.
The information in this Item 7.01 to this Current Report on Form 8-K is being furnished to the Securities and Exchange
Commission and shall not be deemed filed for purposes of Section 18 of the Securities and Exchange Act of 1934 (the Exchange Act) or otherwise subject to liability under that section, nor shall it be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Financial Statements and Exhibits.
# Certain portions of this document have been omitted in accordance with Regulation
S-K Item 601(b)(10).