-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, M8f+J/QNEhx2F8mcewIDJ1qGJs3PU36YMu6d8X1RgRAnMxQzG0NO99ioKTFzIkEV DbVvxCKKV30N1uKiUJqCZw== 0000109198-95-000004.txt : 19950718 0000109198-95-000004.hdr.sgml : 19950718 ACCESSION NUMBER: 0000109198-95-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19950429 FILED AS OF DATE: 19950607 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TJX COMPANIES INC /DE/ CENTRAL INDEX KEY: 0000109198 STANDARD INDUSTRIAL CLASSIFICATION: 5331 IRS NUMBER: 042207613 STATE OF INCORPORATION: DE FISCAL YEAR END: 0126 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-04908 FILM NUMBER: 95545567 BUSINESS ADDRESS: STREET 1: 770 COCHITUATE RD CITY: FRAMINGHAM STATE: MA ZIP: 01701 BUSINESS PHONE: 5083901000 FORMER COMPANY: FORMER CONFORMED NAME: ZAYRE CORP DATE OF NAME CHANGE: 19890625 10-Q 1 10-Q FOR SUBMISSION PAGE 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 /X/ Quarterly Report Under Section 13 and 15(d) of the Securities Exchange Act of 1934 or / / Transition Report Pursuant to Section 13 and 15(d) of the Securities Exchange Act of 1934 For Quarter Ended April 29, 1995 Commission file number 1-4908 The TJX Companies, Inc. (Exact name of registrant as specified in its charter) DELAWARE 04-2207613 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 770 Cochituate Road Framingham, Massachusetts 01701 (Address of principal executive offices) (Zip Code) (508)390-1000 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X . No . The number of shares of Registrant's common stock outstanding as of May 27, 1995: 72,401,326 PAGE 2 PART I FINANCIAL INFORMATION THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES STATEMENTS OF INCOME (UNAUDITED) DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS Thirteen Weeks Ended April 29, April 30, 1995 1994 Net sales $ 911,602 $ 851,736 Cost of sales, including buying and occupancy costs 699,047 635,714 Selling, general and administrative expenses 188,635 177,609 Interest on debt and capital leases 8,863 5,479 Income before income taxes 15,057 32,934 Provision for income taxes 6,992 13,565 Net income 8,065 19,369 Preferred stock dividends 1,789 1,789 Net income available to common shareholders $ 6,276 $ 17,580 Primary and fully diluted earnings per common share: Net income $ .09 $ .24 Cash dividends per common share $ .14 $ .14 The accompanying notes are an integral part of the financial statements. PAGE 3 THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES BALANCE SHEETS (UNAUDITED) IN THOUSANDS ASSETS April 29, January 28, April 30, 1995 1995 1994 Current assets: Cash and cash equivalents $ 21,159 $ 41,569 $ 30,287 Accounts receivable 85,807 43,440 49,609 Merchandise inventories 1,076,064 937,729 859,374 Prepaid expenses 44,749 23,459 29,859 Total current assets 1,227,779 1,046,197 969,129 Property, at cost: Land and buildings 114,810 114,736 112,841 Leasehold costs and improvements 313,324 302,844 265,649 Furniture, fixtures and equipment 460,612 447,840 405,557 888,746 865,420 784,047 Less accumulated depreciation 395,101 377,595 340,542 493,645 487,825 443,505 Other assets 14,028 14,319 13,636 Goodwill, net of amortization 89,309 89,877 91,883 TOTAL ASSETS $1,824,761 $1,638,218 $1,518,153 LIABILITIES Current liabilities: Short-term debt $ 168,365 $ 20,000 $ 10,000 Current installments of long-term debt 31,364 31,306 5,995 Accounts payable 475,228 439,277 400,091 Accrued expenses and other current liabilities 274,079 267,682 259,729 Total current liabilities 949,036 758,265 675,815 Long-term debt exclusive of current installments: Real estate mortgages 76,692 77,550 42,021 Equipment notes 4,475 4,598 5,900 General corporate debt 157,330 157,330 161,915 Deferred income taxes 34,498 33,523 34,587 SHAREHOLDERS' EQUITY Preferred stock at face value, authorized 5,000,000 shares, par value $1, issued and outstanding cumulative convertible stock of: 250,000 shares of 8% Series A 25,000 25,000 25,000 1,650,000 shares of 6.25% Series C 82,500 82,500 82,500 Common stock, authorized 150,000,000 shares, par value $1, issued and outstanding 72,401,076, 72,401,254 and 73,455,447, shares 72,401 72,401 73,455 Additional paid-in capital 267,575 267,937 285,172 Retained earnings 155,254 159,114 131,788 Total shareholders' equity 602,730 606,952 597,915 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $1,824,761 $1,638,218 $1,518,153 The accompanying notes are an integral part of the financial statements. PAGE 4 THE TJX COMPANIES, INC. AND CONSOLIDATED SUBSIDIARIES STATEMENTS OF CASH FLOWS (UNAUDITED) IN THOUSANDS Thirteen Weeks Ended April 29, April 30, 1995 1994 Cash flows from operating activities: Net income $ 8,065 $ 19,369 Adjustments to reconcile net income to net cash (used in) operating activities: Depreciation and amortization 21,063 18,363 Loss on property disposals 874 2,500 Other (486) (61) Changes in assets and liabilities: (Increase) in accounts receivable (42,367) (18,970) (Increase) in merchandise inventories (138,335) (87,050) (Increase) in prepaid expenses (21,290) (9,068) Increase in accounts payable 35,951 59,513 Increase in accrued expenses and other current liabilities 6,397 14,590 Increase in deferred income taxes 975 624 Net cash (used in) operating activities (129,153) (190) Cash flows from investing activities: Property additions (26,797) (24,352) Cash flows from financing activities: Proceeds from borrowings of short-term debt 148,365 10,000 Principal payments on long-term debt (923) (959) Proceeds from sale and issuance of common stock, net 23 492 Cash dividends (11,925) (12,806) Net cash provided by (used in) financing activities 135,540 (3,273) Net (decrease) in cash and cash equivalents (20,410) (27,815) Cash and cash equivalents at beginning of year 41,569 58,102 Cash and cash equivalents at end of period $ 21,159 $ 30,287 The accompanying notes are an integral part of the financial statements. PAGE 5 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION Thirteen Weeks (First Quarter) ended April 29, 1995 versus Thirteen Weeks ended April 30, 1994 Net sales for the first quarter were $911.6 million, up 7% from $851.7 million last year. The sales increase is primarily attributable to new stores and, to a lesser extent, the inclusion of HomeGoods in this year's consolidated net sales. Same store sales decreased by 1% and 9% for T.J. Maxx and Hit or Miss, respectively, while Winners same store sales increased by 5%. Chadwick's experienced a 7% increase in sales. In general, sales were impacted by the continuing general softness, industrywide, in U.S. apparel sales. Net income for the first quarter was $8.1 million, or $.09 per common share, versus last year's first quarter of $19.4 million, or $.24 per common share. The following table sets forth operating results expressed as a percentage of net sales: Percentage of Net Sales 13 Weeks Ended 4/29/95 4/30/94 Net sales 100.0% 100.0% Cost of sales, including buying and occupancy costs 76.7 74.6 Selling, general and administrative expenses 20.7 20.9 Interest on debt and capital leases .9 .6 Income before income taxes 1.7% 3.9% Cost of sales, including buying and occupancy costs, as a percentage of net sales increased over last year primarily due to higher markdowns taken in the first quarter at T.J. Maxx. Selling, general and administrative expenses, as a percentage of net sales, decreased as a result of operational improvements at Chadwick's. Interest on debt and capital leases increased over the prior year due to additional borrowings under the Company's medium term note program, a $45 million real estate mortgage placed on the Chadwick's fulfillment center in December 1994 and an increase in short-term borrowings. PAGE 6 The following table sets forth the operating results of the Company's major business segments: (unaudited) 13 Weeks Ended (In Thousands) April 29, April 30, 1995 1994 Net sales: Off-price family apparel stores $ 700,714 $ 653,428 Off-price women's specialty stores 81,172 89,476 Off-price catalog operation 116,611 108,832 Off-price home fashions stores 13,105 - $ 911,602 $ 851,736 Operating income: Off-price family apparel stores $ 32,911 $ 46,679 Off-price women's specialty stores (1,790) 243 Off-price catalog operation 5,261 972 Off-price home fashions stores (1,529) - 34,853 47,894 General corporate expense* 10,280 8,828 Goodwill amortization 653 653 Interest expense 8,863 5,479 Income before income taxes $ 15,057 $ 32,934 * General corporate expense for the thirteen weeks ended April 29, 1995 includes the net operating results of T.K. Maxx and the Cosmopolitan catalog. General corporate expense for the thirteen weeks ended April 30, 1994 includes the net operating results of HomeGoods and T.K. Maxx as well as a reserve for the closing of the Value Mart operation. The off-price family apparel stores segment, T.J. Maxx and Winners, recorded a 30% decrease in operating income. This is attributable to weak apparel sales and higher markdowns at T.J. Maxx. Winners' operating income increased over last year's first quarter. Hit or Miss also recorded a decrease in operating income due to weakness in apparel sales. Chadwick's recorded a significant increase in operating income due to operational improvements, resulting in improved expense ratios, better customer service, and shipping goods on a more timely basis. Stores in operation at the end of the period are as follows: April 29, 1995 April 30, 1994 T.J. Maxx 558 513 Hit or Miss 479 504 Winners 39 28 HomeGoods 19 10 T.K. Maxx 6 2 PAGE 7 Financial Condition Cash flows from operating and financing activities for the three months reflect increases in inventory, accounts payable and short-term borrowings, which are primarily due to normal seasonal requirements. The increase in short-term borrowings also reflects an increase in accounts receivable due to a deferred customer billing program at Chadwick's, an increase in prepaid expenses due to a shift in the timing of certain catalog mailings at Chadwick's and lower than anticipated earnings in fiscal 1995 and the first quarter of fiscal 1996. As of April 29, 1995, the Company has unsecured committed short-term credit lines totalling $300 million and unsecured uncommitted short-term credit lines of $115 million. These lines, when needed, are drawn upon or used as backup to the Company's commercial paper program. The Company believes that internally generated funds along with its ability to access external financing sources, will meet its needs. PAGE 8 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. The results for the first three months are not necessarily indicative of results for the full fiscal year, because the Company's business, in common with the businesses of retailers generally, is subject to seasonal influences, with higher levels of sales and income generally realized in the second half of the year. 2. The preceding data are unaudited and reflect all normal recurring adjustments, the use of retail statistics, and accruals and deferrals among periods required to match costs properly with the related revenue or activity, considered necessary by the Company for a fair presentation of its financial statements for the periods reported, all in accordance with generally accepted accounting principles and practices consistently applied. 3. The Company has available reserves for lease and other contingent liabilities associated with the 1988 sale of the Company's former Zayre Stores division to Ames Department Stores, Inc. and the Company believes that these reserves should be adequate to cover all reasonably expected liabilities that it may incur as a result of the Ames bankruptcy. On December 30, 1992, Ames emerged from bankruptcy pursuant to a plan of reorganization. 4. The Company's cash payments for interest expense and income taxes are as follows: (in thousands) Thirteen Weeks Ended April 29, April 30, 1995 1994 Cash paid for: Interest on debt and capital leases $3,971 $1,201 Income taxes 3,518 4,828 PAGE 9 PART II. Other Information Item 4. Submission of Matters to a Vote of Security Holders The Company held its Annual Meeting of Stockholders on June 6, 1995. The following matters were voted upon at the Annual Meeting: Election of Directors For Withheld Richard G. Lesser 61,602,216 292,608 John M. Nelson 61,594,280 300,544 Burton S. Stern 61,588,152 306,672 In addition to those elected, the following are directors whose term of office continued after the Annual Meeting: Bernard Cammarata Phyllis B. Davis Stanley H. Feldberg Arthur F. Loewy Robert F. Shapiro Willow B. Shire Fletcher H. Wiley Abraham Zaleznik Item 6(a). Exhibits (11) Statement re Computation of Per Share Earnings This statement is filed herewith. Item 6(b). Reports on Form 8-K The Company was not required to file a Current Report on Form 8-K during the quarter ended April 29, 1995. PAGE 10 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 thereunto duly authorized. THE TJX COMPANIES, INC. (Registrant) Date: June 7, 1995 /s/ Donald G. Campbell Donald G. Campbell, Senior Vice President - Finance, on behalf of The TJX Companies, Inc. and as Principal Financial and Accounting Officer of The TJX Companies, Inc. EX-11 2 EX-11 FOR 10-Q SUBMISSION EXHIBIT 11 COMPUTATION OF NET INCOME PER COMMON SHARE (UNAUDITED) DOLLARS IN THOUSANDS Thirteen Weeks Ended April 29, April 30, 1995 1994 The computation of net income available and adjusted shares outstanding follows: Net income $ 8,065 $19,369 Less: Preferred stock dividends (1,789) (1,789) Net income used for primary and fully diluted computation $ 6,276 $17,580 Weighted average number of common shares outstanding 72,402,468 73,461,299 Add: Assumed exercise of those options that are common stock equivalents 59,386 615,533 Adjusted shares outstanding, used for primary and fully diluted computation 72,461,854 74,076,832 EX-27 3 EX-27 FOR 10-Q SUBMISSION
5 This schedule contains summary financial information extracted from the statements of income and balance sheets and is qualified in its entirety by reference to such financial statements. 3-MOS JAN-27-1996 APR-29-1995 21,159,000 0 85,807,000 0 1,076,064,000 1,227,779,000 888,746,000 395,101,000 1,824,761,000 949,036,000 238,497,000 72,401,000 0 107,500,000 422,829,000 1,824,761,000 911,602,000 911,602,000 699,047,000 699,047,000 188,635,000 0 8,863,000 15,057,000 6,992,000 8,065,000 0 0 0 8,065,000 0.09 0.09
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