Debt | 5. Debt The components of the Company’s outstanding long-term debt at May 4, 2024 and February 3, 2024 were as follows (in thousands): At May 4, 2024 Outstanding Principal Balance Original Issue Discount Capitalized Fees & Expenses Balance Sheet Term Loan due 2028 $ 166,250 $ ( 8,864 ) $ ( 2,954 ) $ 154,432 Less: Current portion (including Excess Cash Flow payment) ( 35,353 ) — — ( 35,353 ) Net long-term debt $ 130,897 $ ( 8,864 ) $ ( 2,954 ) $ 119,079 At February 3, 2024 Outstanding Principal Balance Original Issue Discount Capitalized Fees & Expenses Balance Sheet Term Loan due 2028 $ 168,438 $ ( 9,367 ) $ ( 3,123 ) $ 155,948 Less: Current portion (including Excess Cash Flow payment) ( 35,353 ) — — ( 35,353 ) Net long-term debt $ 133,085 $ ( 9,367 ) $ ( 3,123 ) $ 120,595 Term Loan Credit Agreement The Company is party to a secured $ 175.0 million term loan credit agreement (the “Term Loan Credit Agreement” and, such facility, the “Term Loan Facility”), dated April 5, 2023, by and among the lenders party thereto and Jefferies Finance LLC, as administrative and collateral agent, with a maturity date of May 8, 2028 . The Term Loan Facility is to be repaid in quarterly payments of $ 2.2 million from July 28, 2023 to May 2, 2025, and $ 3.3 million from August 1, 2025 to April 28, 2028 with the balance of the Term Loan Facility due upon maturity on May 8, 2028. Subsequent to May 4, 2024, on May 10, 2024, the Company made a voluntary principal prepayment on the Term Loan Credit Agreement of $ 58.2 million. Together with the required quarterly payment of $ 2.2 million that the Company made on April 26, 2024, the Company has repaid $ 60.4 million of debt under the Term Loan Credit Agreement in Fiscal Year 2024. In addition, the Company paid a $ 1.7 million premium, amounting to 3 % on the aggregate principal amount being prepaid, and $ 0.8 million towards interest in accordance with the provisions of the Term Loan Credit Agreement. The voluntary prepayment was in lieu of the Excess Cash Flow (“ECF”) payment of $ 26.6 million, which was rejected by the lenders as permitted under the provisions of the Term Loan Credit Agreement. In connection with the voluntary principal prepayment discussed above, in May 2024, the Company will recognize a loss of approximately $ 5.9 million, consisting of $ 4.2 million of accelerated amortization of the discount and fees and $ 1.7 million of prepayment premium, in its condensed consolidated statements of operations and comprehensive income. Following the voluntary prepayment, the remaining Term Loan Facility principal balance will be $ 108.1 million, which is to be repaid in three quarterly principal payments of $ 2.2 million through January 31, 2025, with the remaining balance of $ 101.5 million to be paid upon maturity on May 8, 2028. The remaining unamortized discount and fees will be $ 7.7 million, which will continue to be amortized over the remaining term through May 8, 2028. As of May 4, 2024, the Company was in compliance with all covenants. Priming and Subordinated Term Loans The Company was party to a priming and a subordinated credit agreement, dated as of September 30, 2020, by and among J.Jill, Inc., Jill Acquisition LLC, as the borrower, the lenders party thereto from time to time and Wilmington Trust, National Association, as administrative agent and collateral agent (as amended, the “Subordinated Credit Agreement” and, such facility, the Subordinated Facility), until it was repaid in full on April 5, 2023. Asset-Based Revolving Credit Agreement The Company is party to a secured $ 40.0 m illion asset-based revolving credit facility agreement (the “ABL Credit Agreement” and, such facility, the “ ABL Facility”), as amended, with a maturity date of May 10, 2028 (or 180 days prior to the maturity date of the Company’s Term Loan Credit Agreement if the maturity date of such Term Loan Facility has not been extended to a date that is at least 180 days after the maturity date of the ABL Credit Agreement). The Company had no short-term borrowings under the Company’s ABL Facility as of May 4, 2024 and February 3, 2024. The Company’s available borrowing capacity under the ABL Facility as of May 4, 2024 and February 3, 2024 was $ 35.7 million and $ 34.2 million, respectively. As of May 4, 2024 and February 3, 2024, there were outstanding letters of credit of $ 4.3 million and $ 5.8 million, respectively, which reduced the availability under the ABL Facility. As of May 4, 2024, the maximum commitment for letters of credit was $ 10.0 million. As of May 4, 2024 , the Company was in compliance with all covenants. |