0000950142-19-000480.txt : 20190306 0000950142-19-000480.hdr.sgml : 20190306 20190306065133 ACCESSION NUMBER: 0000950142-19-000480 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20190306 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190306 DATE AS OF CHANGE: 20190306 FILER: COMPANY DATA: COMPANY CONFORMED NAME: J.Jill, Inc. CENTRAL INDEX KEY: 0001687932 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 451459825 STATE OF INCORPORATION: DE FISCAL YEAR END: 0202 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38026 FILM NUMBER: 19661192 BUSINESS ADDRESS: STREET 1: 4 BATTERYMARCH PARK CITY: QUINCY STATE: MA ZIP: 02169 BUSINESS PHONE: 617-376-4300 MAIL ADDRESS: STREET 1: 4 BATTERYMARCH PARK CITY: QUINCY STATE: MA ZIP: 02169 FORMER COMPANY: FORMER CONFORMED NAME: Jill Intermediate LLC DATE OF NAME CHANGE: 20161019 8-K 1 eh1900359_8k.htm FORM 8-K

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
Date of Report (Date of earliest event reported): March 6, 2019

J.JILL, INC.
(Exact Name of Registrant as Specified in its Charter)

Delaware
(State or Other Jurisdiction
of Incorporation)
001-38026
(Commission File Number)
45-1459825
(I.R.S. Employer Identification No.)

4 Batterymarch Park
Quincy, MA 02169
(Address of Principal Executive Offices) (Zip Code)
(617) 376-4300
(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))

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 2.02
Results of Operations and Financial Conditions.
On March 6, 2019, J.Jill, Inc. (the “Company”) issued a press release to announce its financial results for the fourth quarter and fiscal year ended February 2, 2019. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.
The information set forth in this Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 7.01
Regulation FD Disclosure.
On March 6, 2019, the Company issued a press release announcing approval by the Company’s Board of Directors of a special cash dividend payable on April 1, 2019 to shareholders of record at the close of business on March 19, 2019.  A copy of the press release is furnished herewith as Exhibit 99.2.
The information set forth in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.2) shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01
Financial Statements and Exhibits
   
  (d)           Exhibits
Exhibit No.
Description
   
99.1
   
99.2
 
 

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.
Dated: March 6, 2019
  J.JILL, INC.  
       
       
 
By:
/s/ David Biese  
  Name: 
David Biese
 
  Title: 
Chief Financial and Operating Officer
 
       
 
 
 

EX-99.1 2 eh1900359_9901.htm EXHIBIT 99.1
EXHIBIT 99.1
 


J.JILL, INC. ANNOUNCES FOURTH QUARTER AND FULL FISCAL 2018 RESULTS

Quincy, MA – March 6, 2019 – J.Jill, Inc. (NYSE:JILL) today announced financial results for the fourth quarter and full fiscal year ended February 2, 2019.

Linda Heasley, President and CEO of J.Jill, Inc. stated, “Our fourth quarter results demonstrate continued progress on our near-term initiatives.  I am especially pleased by our year-over-year gross margin improvement for the quarter, driven by cleaner, leaner inventories and a reduction in promotional activity. For the year, we delivered on our near-term initiatives, including elevating our customer engagement, heightening our focus on balancing the assortment and managing inventory, and in the second half of the year relying less on promotional activities as we improve profitable sell-throughs.”

Ms. Heasley continued, “We expect our fourth quarter sales trend to persist through the first half of 2019 as we continue to reduce promotional activity.  In 2019, we are intently focused on driving near-term results while reinvesting in the business. We are materially accelerating investments in our brand, people, and systems to more seamlessly engage with our customer with purpose and a clearer voice for the brand.  This is an important year, and we believe that these investments, particularly in leadership and technology, will enhance our ability to return to our history of driving consistent profitable growth.”
 
For the fourth quarter ended February 2, 2019:
J.Jill follows the retail 4-5-4 reporting calendar, which included an extra week in the fourth quarter of fiscal 2017 (the fifty-third week). The fifty-third week contributed approximately $9.2 million in sales, $0.9 million of net income and $0.02 in Adjusted Diluted Earnings per Share* in the fourth quarter of fiscal 2017.

·
Total net sales for the thirteen weeks ended February 2, 2019 were $170.9 million versus $188.7 million for the fourteen weeks ended February 3, 2018.
·
Total company comparable sales, which includes comparable store and direct to consumer sales, decreased by 1.7%.
·
Direct to consumer net sales represented 45.3% of total net sales, compared to 46.6% in the fourth quarter of fiscal 2017.
·
Gross profit decreased to $107.8 million from $117.3 million in the fourth quarter of fiscal 2017. Gross margin was 63.1% compared to fourth quarter gross margin of 62.2% in fiscal 2017.
·
SG&A was $99.8 million compared to $105.6 million in the fourth quarter of fiscal 2017. Fourth quarter 2017 SG&A included $2.3 million of non-recurring expenses. Excluding these non-recurring expenses, SG&A as a percentage of total net sales was 58.4% compared to 54.8% in the fourth quarter of fiscal 2017.
·
Income from operations decreased to $8.0 million from $11.7 million in the fourth quarter of fiscal 2017, which is inclusive of non-recurring SG&A expenses.
·
Interest expense remained flat at $4.7 million for both the fourth quarter of fiscal 2018 and the fourth quarter of fiscal 2017.
·
Income tax expense was $1.2 million compared to an income tax benefit of $22.4 million in the fourth quarter of fiscal 2017, and the effective tax rate was 37.1% compared to (320.3%) in the fourth quarter of 2017. The U.S. Tax Cuts and Jobs Act, enacted in December 2017, significantly reduced the federal corporate income tax rate, and required the Company to revalue its deferred income tax liabilities based on the lower enacted federal corporate income tax rate, resulting in a one-time benefit of $24.0 million in the fourth quarter of fiscal 2017.
·
Net income decreased to $2.1 million from $29.3 million in the fourth quarter of fiscal 2017, which is inclusive of non-recurring SG&A expenses.
 
1

 
·
Diluted earnings per share was $0.05 compared to $0.67 in the fourth quarter of fiscal 2017, which included the impact of one-time expenses and tax reform. Excluding these impacts, Adjusted Diluted Earnings per Share* for the fourth quarter of fiscal 2017 was $0.13.
·
Adjusted EBITDA* for the fourth quarter of fiscal 2018 decreased by 23.6% to $18.5 million from $24.2 million in the fourth quarter of fiscal 2017. As a percentage of total net sales, Adjusted EBITDA was 10.8% compared to 12.8% in the fourth quarter of fiscal 2017.
For the fiscal year ended February 2, 2019:
·
Total net sales for the fifty-two weeks ended February 2, 2019 were $706.3 million versus $698.1 million for the fifty-three weeks ended February 3, 2018.
·
Total company comparable sales, which includes comparable store and direct to consumer sales, increased by 0.9%.
·
Direct to consumer net sales represented 41.6% of total net sales compared to 43.1% in fiscal 2017.
·
Gross profit decreased to $460.3 million from $464.1 million in fiscal 2017. Gross margin was 65.2% compared to 66.5% in fiscal 2017.
·
SG&A was $399.0 million compared to $394.9 million in fiscal 2017. In fiscal 2018, SG&A included $1.3 million of non-recurring expenses and $0.2 million of accelerated stock compensation expense as a result of a CEO transition. In fiscal 2017, SG&A included $7.2 million of non-recurring expenses related to the Company’s IPO and subsequent transition to a public company. Excluding these non-recurring expenses in both years, SG&A as a percentage of total net sales was 56.3% compared to 55.5% in fiscal 2017.
·
Income from operations, inclusive of non-recurring SG&A expenses, decreased to $61.2 million from $69.2 million in fiscal 2017.
·
Interest expense was $19.1 million compared to $19.3 million, including accelerated deferred financing amortization of $0.7 million due to the voluntary paydown of $25.0 million of the Company’s Term Loan in fiscal 2017.
·
Income tax expense was $11.6 million compared to an income tax benefit of $5.4 million in fiscal 2017, and the effective tax rate was 27.6% compared to (10.9%) in fiscal 2017. The U.S. Tax Cuts and Jobs Act, enacted in December 2017, significantly reduced the federal corporate income tax rate, and required the Company to revalue its deferred income tax liabilities based on the lower enacted federal corporate income tax rate, resulting in a one-time benefit of $24.0 million in the fourth quarter of fiscal 2017.
·
Net income, inclusive of non-recurring SG&A expenses, decreased to $30.5 million from $55.4 million in fiscal 2017.
·
Diluted earnings per share was $0.69 compared to $1.27 in fiscal 2017, including the impact of one-time expenses and tax reform. Excluding these impacts, Adjusted Diluted Earnings per Share* in fiscal 2017 was $0.79.
·
Adjusted EBITDA* in fiscal 2018 decreased by 8.8% to $103.5 million from $113.5 million in fiscal 2017. As a percentage of total net sales, Adjusted EBITDA was 14.7% compared to 16.3% in fiscal 2017.
The Company ended the fourth quarter fiscal 2018 with $66.2 million in cash. Inventory at the end of the fourth quarter fiscal 2018 decreased to $77.3 million compared to $80.6 million at the end of the fourth quarter fiscal 2017. The Company opened eight stores and closed one store in the fourth quarter and ended the quarter with 282 stores.
* Non-GAAP financial measures.  Please see “Non-GAAP Financial Measures” and “Reconciliation of GAAP Net Income to Adjusted EBITDA and Adjusted Net Income” for more information.

2

Dividend Announcement
As separately announced, J.Jill’s Board of Directors has declared a special dividend of $1.15 per share.  The dividend will be paid on April 1, 2019 to shareholders of record at the close of business on March 19, 2019.
Outlook
For the full 2019 fiscal year, we expect total comparable sales to be approximately flat with total net sales expected to be slightly positive.  Diluted earnings per share are expected to be in the range of $0.66 to $0.70, including a $0.09 to $0.10 impact related to technology investments being made in the business, compared to diluted earnings per share of $0.69 and Adjusted Diluted Earnings per Share of $0.72 in fiscal 2018.

For the first quarter of fiscal 2019, we expect total comparable sales to decrease 1.0% to 3.0% with total net sales expected to be flat to down 2.0%.  Diluted earnings per share are expected to be in the range of $0.15 to $0.17, including an approximate $0.06 impact related to the technology investments, compared to diluted earnings per share of $0.26 and Adjusted Diluted Earnings per Share of $0.29 in the first quarter of fiscal 2018.
Conference Call Information
A conference call to discuss full fiscal 2018 results is scheduled for today, March 6, 2019, at 8:00 a.m. Eastern Time. Those interested in participating in the call are invited to dial (844) 579-6824 or (763) 488-9145 if calling internationally. Please dial in approximately 10 minutes prior to the start of the call and reference Conference ID 8789889 when prompted. A live audio webcast of the conference call will be available online at http://investors.jjill.com/Investors-Relations/News-Events.
A taped replay of the conference call will be available approximately two hours following the live call and can be accessed both online and by dialing (855) 859-2056 or (404) 537-3406. The pin number to access the telephone replay is 8789889. The telephone replay will be available until Wednesday, March 13, 2019.
About J.Jill, Inc.
J.Jill is a premier omnichannel retailer and nationally recognized women’s apparel brand committed to delighting customers with great wear-now product. The brand represents an easy, thoughtful and inspired style that reflects the confidence of remarkable women who live life with joy, passion and purpose. J.Jill offers a guiding customer experience through more than 280 stores nationwide and a robust e-commerce platform. J.Jill is headquartered outside Boston. For more information, please visit www.jjill.com or http://investors.jjill.com.  The information included on our websites is not incorporated by reference
Non-GAAP Financial Measures
To supplement our unaudited consolidated financial statements presented in accordance with generally accepted accounting principles (“GAAP”), we use the following non-GAAP measures of financial performance:
·
Adjusted EBITDA, which represents net income (loss) plus interest expense, provision (benefit) for income taxes, depreciation and amortization, equity-based compensation expense, write-off of property and equipment, and other non-recurring expenses and one-time items. We present Adjusted EBITDA on a consolidated basis because management uses it as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors, securities analysts and other interested parties as a measure of our comparative operating performance from period to period. We also use Adjusted EBITDA as one of the primary methods for planning and forecasting overall expected performance of our business and for evaluating on a quarterly and annual basis actual results against such expectations. Further, we recognize Adjusted EBITDA as a commonly used measure in determining business value and as such, use it internally to report results.
 
3

·
Adjusted Net Income, which represents net income (loss) plus other non-recurring expenses and one-time items. We present Adjusted Net Income on a consolidated basis because management uses it as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors, securities analysts and other interested parties as a measure of our comparative operating performance from period to period.
·
Adjusted Diluted Earnings per Share (“Adjusted Diluted EPS”) represents Adjusted Net Income divided by the number of fully diluted shares outstanding. Adjusted Diluted EPS is presented as a supplemental measure in assessing our operating performance, and we believe that it is helpful to investors, securities analysts and other interested parties as a measure of our comparative operating performance from period to period.
While we believe that Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS are useful in evaluating our business, they are non-GAAP financial measures that have limitations as analytical tools. Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS should not be considered alternatives to, or substitutes for, net income (loss) or EPS, which are calculated in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS differently or not at all, which reduces the usefulness of such non-GAAP financial measures as tools for comparison. We recommend that you review the reconciliation and calculation of Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS to net income (loss) and EPS, the most directly comparable GAAP financial measures, under “Reconciliation of GAAP Net Income to Adjusted EBITDA and Adjusted Net Income” and not rely solely on Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, or any single financial measure to evaluate our business.
Forward-Looking Statements
This press release contains, and oral statements made from time to time by our representatives may contain, “forward-looking statements.”  Forward-looking statements include statements under “Outlook” and other statements identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements are based on our current expectations and assumptions regarding capital market conditions, our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions, including risk regarding, our ability to manage inventory or anticipate consumer demand; changes in consumer confidence and spending; our competitive environment; our failure to open new profitable stores or successfully enter new markets and other factors set forth under “Risk Factors” in our Annual Report on Form 10K. Any forward-looking statement made in this press release speaks only as of the date on which it is made. J.Jill undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.
(Tables Follow)
4

 
J.Jill, Inc.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited)
(Amounts in thousands, except share and per share data)
 
   
For the Thirteen Weeks Ended
   
For the Fourteen Weeks Ended
 
   
February 2, 2019
   
February 3, 2018
 
Net sales
 
$
170,902
   
$
188,672
 
Cost of goods sold
   
63,081
     
71,344
 
Gross profit
   
107,821
     
117,328
 
Selling, general and administrative expenses
   
99,794
     
105,609
 
Operating income
   
8,027
     
11,719
 
Interest expense, net
   
4,696
     
4,736
 
Income before provision for income taxes
   
3,331
     
6,983
 
Income tax provision (benefit)
   
1,237
     
(22,365
)
Net income and total comprehensive income
 
$
2,094
   
$
29,348
 
Net income per common share attributable to common shareholders
               
Basic
 
$
0.05
   
$
0.70
 
Diluted
 
$
0.05
   
$
0.67
 
Weighted average number of common shares outstanding
               
Basic
   
43,060,392
     
41,906,414
 
Diluted
   
44,359,599
     
43,499,744
 
 


   
For the Fifty-Two Weeks Ended
   
For the Fifty-Three Weeks Ended
 
   
February 2, 2019
   
February 3, 2018
 
Net sales
 
$
706,262
   
$
698,145
 
Cost of goods sold
   
245,982
     
234,065
 
Gross profit
   
460,280
     
464,080
 
Selling, general and administrative expenses
   
399,042
     
394,893
 
Operating income
   
61,238
     
69,187
 
Interest expense, net
   
19,064
     
19,261
 
Income before provision for income taxes
   
42,174
     
49,926
 
Income tax provision (benefit)
   
11,649
     
(5,439
)
Net income and total comprehensive income
 
$
30,525
   
$
55,365
 
Net income per common share attributable to common shareholders
               
        Basic
 
$
0.71
   
$
1.32
 
        Diluted
 
$
0.69
   
$
1.27
 
Weighted average number of common shares outstanding
               
        Basic
   
42,771,316
     
41,926,157
 
        Diluted
   
44,239,751
     
43,571,746
 
5

 
 
J.Jill, Inc.
Consolidated Balance Sheets
(Unaudited)
(Amounts in thousands, except common share data)
 
 
   
February 2, 2019
   
February 3, 2018
 
Assets
           
Current assets:
           
Cash
 
$
66,204
   
$
25,978
 
Accounts receivable
   
4,007
     
4,733
 
Inventories, net
   
77,349
     
80,591
 
Prepaid expenses and other current assets
   
27,734
     
21,166
 
Total current assets
   
175,294
     
132,468
 
Property and equipment, net
   
118,044
     
118,420
 
Intangible assets, net
   
136,177
     
148,961
 
Goodwill
   
197,026
     
197,026
 
Other assets
   
447
     
682
 
Total assets
 
$
626,988
   
$
597,557
 
Liabilities and Shareholders’ Equity
               
Current liabilities:
               
Accounts payable
 
$
55,012
   
$
53,962
 
Accrued expenses and other current liabilities
   
45,306
     
48,759
 
Current portion of long-term debt
   
2,799
     
2,799
 
Total current liabilities
   
103,117
     
105,520
 
Long-term debt, net of discount and current portion
   
237,464
     
238,881
 
Deferred income taxes
   
41,842
     
46,263
 
Other liabilities
   
30,770
     
27,577
 
Total liabilities
   
413,193
     
418,241
 
Shareholders’ Equity
               
Common stock, par value $0.01 per share; 250,000,000 shares authorized;
43,672,418 and 43,752,790 shares issued and outstanding at February 2, 2019 and February 3, 2018, respectively
   
437
     
437
 
Additional paid-in capital
   
121,635
     
117,393
 
Accumulated earnings
   
91,723
     
61,486
 
Total shareholders’ equity
   
213,795
     
179,316
 
Total liabilities and shareholders’ equity
 
$
626,988
   
$
597,557
 


Note 1: These financial statements are unaudited and are subject to normal and recurring year-end adjustments, which may have a material impact on reported balances. Additionally, statements do not include footnotes.
6

 
J.Jill, Inc.
Reconciliation of GAAP Net Income to Adjusted EBITDA
(Unaudited)
(Amounts in thousands)
 
     
For the Thirteen Weeks Ended
     
For the Fourteen Weeks Ended
 
     
February 2, 2019
     
February 3, 2018
 
Net income
 
$
2,094
   
$
29,348
 
Interest expense, net
   
4,696
     
4,736
 
Income tax provision (benefit)
   
1,237
     
(22,365
)
Depreciation and amortization
   
9,351
     
9,284
 
Equity-based compensation expense (a)
   
1,056
     
243
 
Write-off of property and equipment (b)
   
41
     
17
 
Impairment of long lived assets (c)
   
     
2,164
 
Special bonus
   
     
624
 
Other non-recurring expenses (d)
   
     
117
 
Adjusted EBITDA
 
$
18,475
   
$
24,168
 
                 
     
     
For the Fifty-Two Weeks Ended
     
For the Fifty-Three Weeks Ended
 
     
February 2, 2019
     
February 3, 2018
 
Net income
 
$
30,525
   
$
55,365
 
Interest expense, net
   
19,064
     
19,261
 
Income tax provision (benefit)
   
11,649
     
(5,439
)
Depreciation and amortization
   
36,749
     
35,052
 
Equity-based compensation expense (a)
   
4,010
     
782
 
Write-off of property and equipment (b)
   
128
     
586
 
Impairment of long lived assets (c)
   
     
2,164
 
Special bonus
   
     
624
 
Other non-recurring expenses (d)
   
1,346
     
5,081
 
Adjusted EBITDA
 
$
103,471
   
$
113,476
 
 
(a):
Represents expenses associated with equity incentive instruments granted to our management and board of directors. Incentive instruments are accounted for as equity-classified awards with the related compensation expense recognized based on fair value at the date of the grants.
(b):
Represents net gain or loss on the disposal of fixed assets.
(c):
Represents the impairment of assets taken in fiscal 2017 associated with three underperforming retail locations.
(d):
Represents items management believes are not indicative of ongoing operating performance. These expenses are primarily composed of legal and professional fees associated with the initial public offering completed March 14, 2017 and subsequent transition to a public company. For the fifty-two weeks ended February 2, 2019, these expenses include costs related to a CEO transition.
7

 
J.Jill, Inc.
Reconciliation of GAAP Net Income to Adjusted Net Income
(Unaudited)
(Amounts in thousands, except share and per share data)
 
   
For the Thirteen Weeks Ended
   
For the Fourteen Weeks Ended
 
   
February 2, 2019
   
February 3, 2018
 
Net income and total comprehensive income
 
$
2,094
   
$
29,348
 
Add: Income tax provision (benefit)
   
1,237
     
(22,365
)
Income before income tax provision (benefit)
   
3,331
     
6,983
 
Add: Impairment of long lived assets (a)
   
     
2,164
 
Add: Other non-recurring expenses(b)
   
     
117
 
Adjusted Income before provision for income taxes
   
3,331
     
9,264
 
Less: Adjusted Tax Provision (c)(d)
   
1,237
     
3,706
 
Adjusted net income
 
$
2,094
   
$
5,558
 
Adjusted net income per common share attributable to common shareholders
               
Basic
 
$
0.05
   
$
0.13
 
Diluted
 
$
0.05
   
$
0.13
 
Weighted average number of common shares outstanding
               
Basic
   
43,060,392
     
41,906,414
 
Diluted
   
44,359,599
     
43,499,744
 
 
   
For the Fifty-Two Weeks Ended
   
For the Fifty-Three Weeks Ended
 
   
February 2, 2019
   
February 3, 2018
 
Net income and total comprehensive income
 
$
30,525
   
$
55,365
 
Add: Income tax provision (benefit)
   
11,649
     
(5,439
)
Income before income tax provision (benefit)
   
42,174
     
49,926
 
Add: Impairment of long lived assets (a)
   
     
2,164
 
Add: Other non-recurring expenses(b)
   
1,346
     
5,081
 
Add: Accelerated equity-based compensation expense
   
244
     
 
Adjusted Income before provision for income taxes
   
43,764
     
57,171
 
Less: Adjusted Tax Provision (c)(d)
   
12,079
     
22,868
 
Adjusted net income
 
$
31,685
   
$
34,303
 
Adjusted net income per common share attributable to common shareholders
               
Basic
 
$
0.74
   
$
0.82
 
Diluted
 
$
0.72
   
$
0.79
 
Weighted average number of common shares outstanding
               
Basic
   
42,771,316
     
41,926,157
 
Diluted
   
44,239,751
     
43,571,746
 

(a):
Represents the impairment of assets taken in fiscal 2017 associated with three underperforming retail locations.
(b):
Represents items management believes are not indicative of ongoing operating performance. These expenses are primarily composed of legal and professional fees associated with the initial public offering completed March 14, 2017 and subsequent transition to a public company. For the fifty-two weeks ended February 2, 2019, these expenses include costs related to a CEO transition.
(c):
The adjusted tax provision for adjusted net income is estimated by applying the effective tax rates of 37.1% and 27.6% for the thirteen and fifty-two weeks ended February 2, 2019, respectively, to the adjusted income before provision for income taxes.
(d):
The adjusted tax provision for adjusted net income is estimated by applying a 40% rate to fiscal 2017 adjusted income before provision for income taxes.


8


 
Contacts:
Investor Contacts:
Caitlin Morahan Churchill/Joseph Teklits
ICR, Inc.
investors@jjill.com
203-682-8200
Media Contact:
Chris Gayton
J.Jill, Inc.
media@jjill.com
617-689-7916


 
9


 
EX-99.2 3 eh1900359_9902.htm EXHIBIT 99.2
EXHIBIT 99.2

J.JILL, INC. ANNOUNCES $1.15 PER SHARE SPECIAL DIVIDEND
QUINCY, Mass. – March 6, 2019 - J.Jill, Inc. (NYSE:JILL) today announced that its Board of Directors has declared a special dividend of $1.15 per share, which will be paid on April 1, 2019, to shareholders of record at the close of business on March 19, 2019. The aggregate payment will be approximately $50.0 million and will be funded through available cash on hand. 
Michael Rahamim, Chairman of the Board, stated, "Given our cash balance, we are pleased to be in a position to return value to our shareholders through the form of this special dividend. We believe in the opportunities that continue to lie ahead for J.Jill, and look forward to continuing to identify ways in which we can optimize our cash position to balance investment in our strategies as well as deliver value to our shareholders over time.”
Fourth Quarter and Full Fiscal Year 2018 Results
Separately, this morning, the company issued its Fourth Quarter and Full Fiscal Year 2018 results. The company will hold a conference call today at 8:00am Eastern Time to discuss the results. Investors and analysts interested in participating in the call are invited to dial (844) 579-6824 or (763) 488-9145 if calling internationally. Please dial in approximately 10 minutes prior to the start of the call and reference Conference ID 8789889 when prompted. A live audio webcast of the conference call will be available online at http://investors.jjill.com/Investors-Relations/News-Events.
About J.Jill, Inc.
J.Jill is a premier omnichannel retailer and nationally recognized women’s apparel brand committed to delighting customers with great wear-now product. The brand represents an easy, thoughtful and inspired style that reflects the confidence of remarkable women who live life with joy, passion and purpose. J.Jill offers a guiding customer experience through more than 280 stores nationwide and a robust e-commerce platform. J.Jill is headquartered outside Boston. For more information, please visit www.jjill.com or http://investors.jjill.com. The information included on our websites is not incorporated by reference herein.

Forward-Looking Statements
This press release contains, and oral statements made from time to time by our representatives may contain, “forward-looking statements.” Forward-looking statements include statements identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” and similar references to future periods, or by the inclusion of forecasts or projections. Forward-looking statements are based on our current expectations and assumptions regarding capital market conditions, our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions, including risk regarding, our ability to manage inventory or anticipate consumer demand; changes in consumer confidence and spending; our competitive environment; our failure to open new profitable stores or successfully enter new markets and other factors set forth under “Risk Factors” in our Annual Report on Form 10K. Any forward-looking statement made in this press release speaks only as of the date on which it is made. J.Jill undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.


Contacts:
Investor Contact:
Caitlin Morahan Churchill/Joseph Teklits
ICR, Inc.
investors@jjill.com
203-682-8200

Media Contact:
Chris Gayton
J.Jill, Inc.
media@jjill.com
617-689-7916



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