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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): July 20, 2009
The TJX Companies, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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1-4908
(Commission File Number)
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04-2207613
(IRS Employer
Identification No.) |
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770 Cochituate Road, Framingham, MA
(Address of principal executive offices)
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01701
(Zip Code) |
(508) 390-1000
(Registrants telephone number, including area code)
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))
Item 8.01. Other Events.
On July 20, 2009, The TJX Companies, Inc. (the Company) entered into an underwriting
agreement (the Underwriting Agreement) with Banc of America Securities LLC, Deutsche Bank
Securities Inc., J.P. Morgan Securities Inc. and RBS Securities Inc., as representatives of the
several underwriters named in Schedule 1 thereto (collectively, the Underwriters), pursuant to
which the Company agreed to sell and the Underwriters agreed to purchase, upon the terms and
subject to the conditions set forth therein, $400 million
aggregate principal amount of 4.200% notes
due 2015. The notes will be issued under a supplemental indenture with U.S. Bank National
Association, as trustee. The offering of the notes is expected to close on July 23, 2009.
In order to furnish certain exhibits for incorporation by reference into the Companys
Registration Statement on Form S-3 (File No. 333-158360), previously filed with Securities and
Exchange Commission, the Company is filing the Underwriting Agreement as Exhibit 1.1 and filing the
Computation of Ratio of Earnings to Fixed Charges as Exhibit 12.1 to such Registration Statement.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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1.1 |
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Underwriting Agreement dated as of July 20, 2009 by and among The TJX
Companies, Inc. and Banc of America Securities LLC, Deutsche Bank
Securities Inc., J.P. Morgan Securities, Inc. and RBS Securities
Inc., as representatives of the several underwriters named in
Schedule 1 thereto. |
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12.1 |
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Computation of Ratio of Earnings to Fixed Charges. |
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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By: |
/s/
Jeffrey G. Naylor
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Name: |
Jeffrey G. Naylor |
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Title: |
Senior Executive Vice President, Chief
Financial and Administrative Officer |
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Date: July 20, 2009
EXHIBIT INDEX
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Exhibit No. |
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Description |
1.1
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Underwriting Agreement dated as of
July 20, 2009 by and among The TJX Companies, Inc. and Banc of America Securities LLC,
Deutsche Bank Securities Inc., J.P. Morgan Securities, Inc.
and RBS Securities Inc., as representatives of the several
underwriters named in Schedule 1 thereto.
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12.1
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Computation of Ratio of Earnings to Fixed Charges. |