SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 2, 2006
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| THE TJX COMPANIES, INC. |
| (Exact name of Registrant as specified in charter) |
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| DELAWARE |
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1-4908 |
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04-2207613 |
(State or other jurisdiction
of incorporation)
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(Common File Number)
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(I.R.S. employer
identification No.) |
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| 770 Cochituate Road, Framingham, MA 01701 |
| (Address of Principal Executive Offices) (Zip Code) |
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| (508) 390-1000 |
| Registrant’s Telephone Number (including area code) |
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| N/A |
| (Former name or former address, if changed since last report) |
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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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On February 2, 2006, The TJX Companies, Inc., or TJX, announced its early adoption of the
Statement of Financial Accounting Standards (SFAS) No. 123R relating to accounting for stock based
compensation in the fourth quarter of the fiscal year ended January 28, 2006, which TJX expects
will reduce earnings per share by $.03 in the fourth quarter of fiscal 2006 and by $.12 for the
full fiscal 2006 year. TJX has elected the modified retrospective transition method. Accordingly,
prior period financial statements will be adjusted to reflect the effect of stock option expense on
a consolidated basis, as previously disclosed in the pro forma footnote to the TJX financial
statements. Additionally, segment data will be adjusted to reflect the related stock option
expense. A copy of TJX’s press release announcing this information, which includes schedules
showing the impact of SFAS 123R on several prior periods, is furnished as Exhibit 99.1 hereto.
ITEM 8.01 OTHER EVENTS.
TJX has also announced that it expects to realize a one-time tax benefit from the repatriation
of foreign earnings in the fourth quarter and the fiscal year ended January 28, 2006. The TJX Board
of Directors approved the repatriation of approximately US$260 million of accumulated earnings from
its Canadian subsidiary, Winners Merchants International L.P., which was completed during January
2006. Recent U.S. tax legislation allows multinationals a one-time opportunity to repatriate
accumulated earnings from foreign subsidiaries at a significantly reduced income tax rate. As a
result, TJX’s repatriation of foreign earnings will result in a one-time tax benefit to net income
of approximately $47 million, or $.10 per share, which TJX will recognize in the fourth quarter of
the fiscal year ended January 28, 2006. A copy of TJX’s press release announcing this information
is furnished as Exhibit 99.1 hereto.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
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99.1
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Press Release dated February 2, 2006 of The TJX Companies, Inc. |
SIGNATURES
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.
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THE TJX COMPANIES, INC.
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/s/ Jeffrey G. Naylor
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Jeffrey G. Naylor |
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Senior Executive Vice President and
Chief Financial Officer |
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Dated: February 2, 2006