TJ Maxx 2007 Annual Report Download

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The TJX Companies, Inc.
2007 Annual Report
value

Table of contents

  • Page 1
    value The TJX Companies, Inc. 2007 Annual Report

  • Page 2
    ...a Fortune 200 company operating eight businesses and over 2,500 stores with approximately 129,000 Associates. At 2007's year-end, TJX's off-price concepts included T.J. Maxx, Marshalls, HomeGoods, and A.J. Wright, in the U.S., Winners and HomeSense in Canada, and T.K. Maxx in Europe. Bob's Stores is...

  • Page 3
    ... one of the most ï¬,exible business models in the world and it has stood the test of time. In 31 years of operation, consolidated comparable store sales have declined in only one year and have increased during recessions. In 2007, we achieved very strong performance despite the challenging consumer...

  • Page 4
    fashion

  • Page 5
    ... in managing inventories, which mitigated our markdown risk and allowed us to buy great merchandise close to need. We continue to become even better off-price buyers and intelligent risk takers. In 2007, we opened more vendor doors to infuse new brands into our T.J. Maxx and Marshalls chains, which...

  • Page 6
    ... inventory position and buying into current trends, Winners maintained a constant ï¬,ow of fresh product to our stores at compelling values. HomeSense is now an established, national brand in Canada, and we were very pleased with its strong top - and bottom - line contributions in 2007. T.K. Maxx...

  • Page 7
    quality

  • Page 8
    brand

  • Page 9
    ...Marshalls, continues to perform very well and we plan to roll out an additional 300 of these departments in 2008. The Runway designer 4 departments at T.J. Maxx are performing well in their targeted demographic markets and have benefited the entire chain by increasing our penetration of top brands...

  • Page 10
    price

  • Page 11
    ..., we have seen that off-price works in different countries and cultures and believe that great brands and great values are hard for customers to resist around the world! In Canada, we expect to net 16 additional stores between Winners and HomeSense and the new off-price concept we will be testing...

  • Page 12
    ...the end of our year. Once again, we started a new year in an excellent financial position and plan to repurchase approximately $900 million of TJX stock in 2008. As we began 2007, our strong financial returns, specifically, Return on Invested Capital, Return on Assets and Return on Equity, ranked...

  • Page 13
    ..., home offices and distribution centers are located has been a core value of our Company since its inception. Through The TJX Foundation, our operating divisions, and community and governmental programs, we commit substantial resources, both financial and human, to organizations that help children...

  • Page 14
    ...dol lar s 150 s&p tjx djari 100 50 0 base year 2004 2005 2006 2007 2008 The line graph above compares the cumulative performance of TJX's common stock with the S&P Composite-500 Stock Index and the Dow Jones Apparel Retailers Index as of the date nearest the end of TJX's fiscal year for...

  • Page 15
    ... Store Locations ...5 Selected Financial Data ...16 Management's Discussion and Analysis ...17 Report of Independent Registered Public Accounting Firm ...F-2 Consolidated Financial Statements ...F-3 Notes to Consolidated Financial Statements: ...F-7 Selected Business Segment Financial Information...

  • Page 16
    ...aggregate market value of the voting common stock held by non-affiliates of the registrant on July 28, 2007 was $12,085,221,009, based on the closing sale price as reported on the New York Stock Exchange. There were 427,949,533 shares of the registrant's common stock, $1.00 par value, outstanding as...

  • Page 17
    ... Maxx, Marshalls and A.J. Wright chains in the United States, our Winners chain in Canada, and our T.K. Maxx chain in Europe sell off-price family apparel and home fashions. Our HomeGoods chain in the United States and our HomeSense chain, operated by Winners in Canada, sell off-price home fashions...

  • Page 18
    ... sell quality, brand name and designer merchandise at prices generally 20%-60% below department and specialty store regular prices. Both chains offer family apparel, accessories, giftware, and home fashions. Within these broad categories, T.J. Maxx offers a shoe assortment for women and fine jewelry...

  • Page 19
    ... market could potentially support approximately 550 to 600 HomeGoods stores in the long term. WINNERS AND HOMESENSE Winners is the leading off-price retailer in Canada, offering off-price brand name and designer family apparel, accessories, including fine jewelry, home fashions and giftware. Winners...

  • Page 20
    Store Locations We operated stores in the following locations as of January 26, 2008: STORES LOCATED IN THE UNITED STATES: T.J. Maxx* Marshalls* HomeGoods* A. J. Wright Bob's Stores Alabama Arizona Arkansas California Colorado Connecticut Delaware District of Columbia Florida Georgia Idaho Illinois...

  • Page 21
    ... major bank. We do not maintain customer credit receivables related to either program. The rewards program associated with these credit cards is partially funded by TJX. BUYING AND DISTRIBUTION We operate a centralized buying organization that services both the T.J. Maxx and Marshalls chains, while...

  • Page 22
    ... "SEC"). They are also available free of charge from TJX Investor Relations, 770 Cochituate Road, Framingham, Massachusetts, 01701. The Annual CEO Certification for the fiscal year ended January 27, 2007, as required by Section 303A.12(a) of the Listed Company Manual of the New York Stock Exchange...

  • Page 23
    ... extend our off-price retail apparel and home fashions concepts in these ways. If we are unable to successfully do so, our future growth or financial performance could be adversely affected. If we fail to execute our opportunistic buying and inventory management well, our business could be adversely...

  • Page 24
    ... that systems and practices will not be implemented uniformly throughout our Company and that information will not be appropriately shared across different chains and countries. Unseasonable weather in the markets in which our stores operate could adversely affect our operating results. Customers...

  • Page 25
    ... dependent on recruiting, developing, training and retaining quality sales, distribution center and other associates in large numbers as well as experienced buying and management personnel. Many of our associates are in entry level or part-time positions with historically high rates of turnover. The...

  • Page 26
    ... developments and changes in accounting rules and principles could adversely affect our business operations and financial performance. We own and lease for long periods significant amounts of real estate, which subjects us to various financial risks. We lease virtually all of our store locations...

  • Page 27
    ... administrative office locations as of January 26, 2008. Square footage information for the distribution centers represents total "ground cover" of the facility. Square footage information for office space represents total space occupied: Distribution Centers T.J. Maxx Worcester, Massachusetts...

  • Page 28
    ...average store size as well as the gross square footage of stores and distribution centers, by division, as of January 26, 2008: Total Square Feet (In thousands) Average Store Size Stores Distribution Centers T.J. Maxx Marshalls Winners(1) HomeSense(2) HomeGoods(3) T.K. Maxx A.J. Wright Bob's Stores...

  • Page 29
    ... in the United States District Court for the District of Kansas, In re: The TJX Companies, Inc. Fair and Accurate Credit Transactions Act (FACTA) Litigation, MDL Docket No. 1853, putatively on behalf of persons in the United States to whom TJX provided credit card or debit card receipts in...

  • Page 30
    ... policy is subject to periodic review by our Board of Directors, we currently intend to continue to pay comparable dividends in the future. Information on Share Repurchases The number of shares of common stock repurchased by TJX during the fourth quarter of fiscal 2008 and the average price paid...

  • Page 31
    ...-tax return (continuing operations) on average shareholders' equity Total debt as a percentage of total capitalization(3) 34.9% 28.6% 37.1% 26.1% 37.9% 29.9% 36.2% 28.6% 39.5% 30.0% Stores in operation at year-end: T.J. Maxx Marshalls Winners T.K. Maxx HomeGoods A.J. Wright(4) HomeSense Bob...

  • Page 32
    ... the results of the closed A.J. Wright stores. The cost to close these stores was recorded as a discontinued operation in the fourth quarter of fiscal 2007 and the operating income or loss from these stores is also presented as a discontinued operation for all periods presented. All references...

  • Page 33
    ...well as the strong performance at our international businesses (Winners' same store sales increased 5% and T.K. Maxx same store sales increased 6%, both in local currency). Net sales for fiscal 2007 reflected growth in both apparel and home fashions. Within apparel, jewelry, accessories and footwear...

  • Page 34
    ... tax rate for fiscal 2008 as compared to fiscal 2007 reflects the absence of some fiscal 2007 one-time benefits as well as an increase due to certain FIN 48 tax positions, partially offset by the favorable impact of increased income at our foreign operations and increased foreign tax credits. During...

  • Page 35
    ... operating results of our business segments. We consider each of our operating divisions to be a segment. We evaluate the performance of our segments based on "segment profit or loss," which we define as pre-tax income before general corporate expense, Provision for Computer Intrusion related costs...

  • Page 36
    ... (0.2 percentage points) and a planned increase in marketing costs (0.1 percentage point). We added a net of 54 new stores (T.J. Maxx or Marshalls) in fiscal 2008, and increased total selling square footage of the division by 3%. We expect to open approximately 45 new stores (net of closings) in...

  • Page 37
    ...of 9 Winners and 4 HomeSense stores in fiscal 2009. Additionally, we plan to test a new off-price concept with 3 new stores in Canada in fiscal 2009, which will bring our total Canadian store base up by 5%, and increase selling square footage by 6%. The store counts include the Winners and HomeSense...

  • Page 38
    ... fiscal 2007, with approximately 40% of this growth due to currency exchange rates. T.K. Maxx had a strong same store sales increase of 6% (in local currency) for fiscal 2008. Same store sales for home fashions, footwear, accessories and dresses performed above the chain average, while other apparel...

  • Page 39
    ... corporate office, including the compensation and benefits (including stock based compensation) for senior corporate management; payroll and operating costs of the corporate departments of accounting and budgeting, internal audit, compliance, treasury, investor relations, tax, risk management, legal...

  • Page 40
    ...income taxes, accounts receivable and prepaid expenses. The variance in operating cash flows attributable to the change in the net inventory position over the last three fiscal years is largely explained by our average per store inventory levels at each year end period. Average per store inventories...

  • Page 41
    ... for our office and distribution centers. The planned increase in capital expenditures is attributable to increased spending on renovations and improvements to existing stores, particularly T.J. Maxx, Marshalls and T.K. Maxx. FINANCING ACTIVITIES: Cash flows from financing activities resulted in net...

  • Page 42
    ... exercise of employee stock options. We traditionally have funded our seasonal merchandise requirements through cash generated from operations, shortterm bank borrowings and the issuance of short-term commercial paper. In fiscal 2007, we amended our $500 million, fouryear revolving credit facility...

  • Page 43
    ... the need for management estimates. Inventory shortage involves estimating a shrinkage rate for interim periods, but is based on a full physical inventory near the fiscal year end. Thus, the difference between actual and estimated amounts may cause fluctuations in quarterly results, but is not...

  • Page 44
    ... by United States federal, state, local or foreign tax authorities in the areas of income taxes and the remittance of sales and use taxes. In evaluating the potential exposure associated with the various tax filing positions, we accrue charges for possible exposures. Based on the annual evaluations...

  • Page 45
    ... on our consolidated financial position, results of operations or cash flows. Market Risk The assets of our qualified pension plan, a large portion of which is invested in equity securities, are subject to the risks and uncertainties of the public stock market. We allocate the pension assets in...

  • Page 46
    ...as of the end of the period covered by this report pursuant to Rules 13a-15 and 15d-15 of the Exchange Act. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective in ensuring that information required to...

  • Page 47
    ...Merchandise Manager of the T.J. Maxx Division from 1993 to 1996; Senior Vice President, Director of Stores, 1984 to 1993; various store operation positions with TJX, 1979 to 1984. Chairman of the Board since 1999. Acting Chief Executive Officer from September 2005 to January 2007 and Chief Executive...

  • Page 48
    ... Statement, which sections are incorporated in this item by reference. TJX has a Code of Ethics for TJX Executives governing our Chairman, Vice Chairman, Chief Executive Officer, President, Chief Administrative Officer, Chief Financial Officer, Principal Accounting Officer and other senior operating...

  • Page 49
    ... Financial Statements on page F-1. Schedule II - Valuation and Qualifying Accounts Balance Beginning of Period Amounts Charged to Net Income Write-Offs Against Reserve Balance End of Period In thousands Sales Return Reserve: Fiscal Year Ended January 26, 2008 Fiscal Year Ended January 27, 2007...

  • Page 50
    ... for the quarter ended July 28, 2005. Indenture between TJX and The Bank of New York dated as of February 13, 2001, incorporated by reference to Exhibit 4.1 of the Registration Statement on Form S-3 filed on May 9, 2001. Each other instrument relates to long-term debt securities the total amount of...

  • Page 51
    ... a Performance-Based Restricted Stock Award Granted Under Stock Incentive Plan is incorporated herein by reference to Exhibit 10.2 to the Form 8-K filed November 17, 2005.* Description of Director Compensation Arrangements is filed herewith.* The TJX Companies, Inc. Long Range Performance Incentive...

  • Page 52
    ... Independent Registered Public Accounting Firm 23 The Consent of PricewaterhouseCoopers LLP is filed herewith. 24 Power of Attorney: The Power of Attorney given by the Directors and certain Executive Officers of TJX is filed herewith. 31.1 Certification Statement of Chief Executive Officer pursuant...

  • Page 53
    ... this report to be signed on its behalf by the undersigned, thereunto duly authorized. THE TJX COMPANIES, INC. /s/ NIRMAL K. TRIPATHY Nirmal K. Tripathy, Chief Financial Officer, on behalf of The TJX Companies, Inc. and as Principal Financial and Accounting Officer of The TJX Companies, Inc...

  • Page 54
    ... requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated. /S/ CAROL MEYROWITZ Carol Meyrowitz, President and Chief Executive Officer and Director JOSE B. ALVAREZ* Jose...

  • Page 55
    The TJX Companies, Inc. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS For Fiscal Years Ended January 26, 2008, January 27, 2007 and January 28, 2006 Report of Independent Registered Public Accounting Firm ...Consolidated Financial Statements: Consolidated Statements of Income for the fiscal years ended...

  • Page 56
    ... schedule, and on the Company's internal control over financial reporting based on our integrated audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain...

  • Page 57
    The TJX Companies, Inc. Consolidated Statements of Income Fiscal Year Ended Amounts in thousands except per share amounts January 26, 2008 January 27, 2007 January 28, 2006 Net sales Cost of sales, including buying and occupancy costs Selling, general and administrative expenses Provision for ...

  • Page 58
    The TJX Companies, Inc. Consolidated Balance Sheets In thousands Fiscal Year Ended January 26, January 27, 2008 2007 ASSETS Current assets: Cash and cash equivalents Accounts receivable, net Merchandise inventories Prepaid expenses and other current assets Current deferred income taxes, net Total ...

  • Page 59
    ... Proceeds from sale and issuance of common stock Proceeds from borrowings of long-term debt Cash payments for repurchase of common stock Excess tax benefits from stock compensation expense Cash dividends paid Net cash (used in) financing activities Effect of exchange rate changes on cash Net...

  • Page 60
    ... retirement liabilities Cash dividends declared on common stock Restricted stock awards granted Amortization of stock compensation expense Issuance of common stock under stock incentive plan and related tax effect Common stock repurchased Balance, January 27, 2007 Comprehensive income: Net income...

  • Page 61
    ... returns. We estimate returns based upon our historical experience. We defer recognition of a layaway sale and its related profit to the accounting period when the customer receives the layaway merchandise. Proceeds from the sale of store cards as well as the value of store cards issued to customers...

  • Page 62
    ... par value is added to APIC as the award is amortized into earnings over the related vesting period. Stock-Based Compensation: TJX adopted the provisions of Statement of Financial Accounting Standards No. 123 (revised 2004) "Share-Based Payment" (SFAS No. 123(R)) in the fourth quarter of fiscal 2006...

  • Page 63
    ... to recognize the funded status of our post retirement benefit plans in accordance with SFAS No. 158 (discussed in Note J) resulted in a loss adjustment to accumulated other comprehensive income of $5.6 million, net of related tax effects of $3.7 million at January 27, 2007. The cumulative loss...

  • Page 64
    ... all of the stores were closed as of the end of fiscal 2007. In its continuing effort to improve the performance of A.J. Wright, management performed an analysis of its store locations and operating performance. Management's plan for the store closures was based on several factors, including market...

  • Page 65
    ... 2007, as well as all prior periods, as a component of discontinued operations. The operating income or loss for each fiscal year equals the operating results from store operations, reduced by an allocation of direct and incremental distribution and administrative costs relating to the closed stores...

  • Page 66
    ... issue discount for a total of $441.3 million for all notes. We may pay the purchase price in cash, TJX stock or a combination of the two. If the holders exercise their put options, we expect to fund the payment with cash, financing from our short-term credit facility, new long-term borrowings or...

  • Page 67
    ...and there were no outstanding borrowings on this credit line at the end of fiscal 2008 or fiscal 2007. E. Financial Instruments TJX enters into financial instruments to manage its cost of borrowing and to manage its exposure to changes in foreign currency exchange rates. Interest Rate Contracts: In...

  • Page 68
    ... of sales, including buying and occupancy costs. The income statement impact of all other derivative contracts and underlying exposures is reported as a component of selling, general and administrative expenses. Following is a summary of TJX's derivative financial instruments and related fair values...

  • Page 69
    .... In addition, we are generally required to pay insurance, real estate taxes and other operating expenses including, in some cases, rentals based on a percentage of sales which aggregated to approximately one-third of the total minimum rent for the fiscal year ended January 26, 2008 and January 27...

  • Page 70
    ... or 2007. See discussion regarding non-employee directors' option awards eliminated in fiscal 2007 above. The expected option life represents an estimate of the period of time options are expected to remain outstanding based upon historical exercise trends. The risk free rate is for periods within...

  • Page 71
    ... Options Pursuant to the Stock Incentive Plan: A summary of the status of TJX's stock options and related Weighted Average Exercise Prices ("WAEP") is presented below (shares in thousands): January 26, 2008 Options WAEP Fiscal Year Ended January 27, 2007 Options WAEP January 28, 2006 Options WAEP...

  • Page 72
    ...we issued a market based deferred share award to our acting chief executive officer which was indexed to our stock price for the sixty-day period beginning February 22, 2007 ("measurement period") whereby the executive could earn up to 94,000 shares of TJX stock. The weighted average grant date fair...

  • Page 73
    ... the related fiscal year's average price of TJX's common stock. Such options are excluded because they would have an antidilutive effect. There were 5.7 million, 5.7 million and 190,800 such options excluded as of January 26, 2008, January 27, 2007 and January 28, 2006, respectively. I. Income Taxes...

  • Page 74
    ...January 27, 2007. Tax legislation enacted in 2004, allowed companies to repatriate the undistributed earnings of its foreign operations in fiscal 2006 at an effective U.S. federal income tax rate of 5.25%. TJX recognized a one-time tax benefit of $47 million, or $.10 per share, from the repatriation...

  • Page 75
    ... to estimate the impact of such changes, if any, to previously recorded uncertain tax positions. J. Pension Plans and Other Retirement Benefits Pension: TJX has a funded defined benefit retirement plan covering the majority of its full-time U.S. employees. Employees who have attained twenty-one...

  • Page 76
    ... equity and fixed income securities, both directly and through investment funds. The plan does not invest in the securities of TJX. We also have an unfunded supplemental retirement plan which covers key employees and provides for certain employees additional retirement benefits based on average...

  • Page 77
    ... 2008 2007 Change in plan assets: Fair value of plan assets at beginning of year Effect of change in measurement date Actual return on plan assets Employer contribution Benefits paid Expenses paid Fair value of plan assets at end of year Reconciliation of funded status: Projected benefit obligation...

  • Page 78
    ... of plan assets as of the valuation date for the fiscal years presented: Actual Allocation for Fiscal Year Ended Target Allocation January 26, 2008 January 27, 2007 Equity securities Fixed income All other - primarily cash 60% 40% - 53% 40% 7% 62% 37% 1% We employ a total return investment...

  • Page 79
    ... the plan totaled $688.3 million and $633.8 million, respectively, and are invested in a variety of funds. Employees may contribute up to 50% of eligible pay, subject to limitation. TJX matches employee contributions, up to 5% of eligible pay, at rates ranging from 25% to 50%, based upon the Company...

  • Page 80
    ...of the Company's contribution in the TJX stock fund. The TJX stock fund has no other trading restrictions. The TJX stock fund represents 3.5%, 3.8% and 3.5% of plan investments at December 31, 2007, 2006 and 2005, respectively. TJX also has a nonqualified savings plan for certain U.S. employees. TJX...

  • Page 81
    ... Year Ended Dollars in thousands January 26, 2008 January 27, 2007 January 28, 2006 Net Periodic Pension Cost: Service cost Interest cost Amortization of prior service cost (credit) Recognized actuarial losses Net periodic benefit cost (income) Other Changes in Plan Assets and Benefit: Obligations...

  • Page 82
    ... 26, 2008 January 27, 2007 $204 183 163 146 136 528 Employee compensation and benefits, current Computer Intrusion Rent, utilities and occupancy, including real estate taxes Merchandise credits and gift certificates Insurance Sales tax collections and V.A.T. taxes All other current liabilities...

  • Page 83
    ... to real estate leases associated with our 34 discontinued A.J. Wright stores (see Note C) as well as leases of former TJX businesses. The balance in the reserve and the activity for the last three fiscal years is presented below: Fiscal Year Ended In thousands January 26, 2008 January 27, 2007...

  • Page 84
    ...-cash financing or investing activities during fiscal 2008, 2007 or 2006. O. Segment Information The T.J. Maxx and Marshalls store chains are managed on a combined basis and are reported as the Marmaxx segment. The Winners and HomeSense chains are also managed on a combined basis and operate stores...

  • Page 85
    Presented below is selected financial information related to our business segments: Fiscal Year Ended In thousands January 26, 2008 January 27, 2007 January 28, 2006 Net sales: Marmaxx Winners and HomeSense T.K. Maxx HomeGoods A.J. Wright(1) Bob's Stores Segment profit (loss): Marmaxx Winners and ...

  • Page 86
    ... operations the operating results of the 34 closed A.J. Wright stores (see Note C). The following presents our quarterly data as reported and as adjusted for discontinued operations. In thousands except per share amounts First Quarter Second Quarter Third Quarter Fourth Quarter(3) Fiscal Year Ended...

  • Page 87
    ... Retailing Investment Banking Group Merrill Lynch & Co., Inc. Carol Meyrowitz President and Chief Executive Officer, The TJX Companies, Inc. John F. O'Brien Lead Director, The TJX Companies, Inc. Retired Chief Executive Officer, Allmerica Financial Corporation Robert F. Shapiro Vice Chairman...

  • Page 88
    ... Chief Financial Officer SENIOR VICE PRESIDENTS Alfred Appel Corporate Tax and Insurance Scott Goldenberg Corporate Controller Paul Kangas Product Safety and Risk Sherry Lang Investor and Public Relations Christina Lofgren Real Estate and Property Development Nancy Maher Global Talent Development...

  • Page 89
    ... Company are asked to visit our corporate website at www.tjx.com or to contact: Sherry Lang Senior Vice President, Investor and Public Relations (508) 390-2323 EXECUTIVE OFFICES Framingham, Massachusetts 01701 PUBLIC INFORMATION AND SEC FILINGS: Visit our corporate website: www.tjx.com FOR THE STORE...

  • Page 90
    ... 1990. At 2007's year-end, Winners operated 191 stores, which average approximately 29,000 square feet in size. Winners stores feature off-price designer and brand name women's apparel, family footwear, fine jewelry, children's apparel, lingerie, accessories, home fashions, and menswear. HomeSense...

  • Page 91
    The TJX Companies, Inc. 770 Cochituate Road Framingham, MA 01701 508 - 390 -1000 www.tjx.com 10% The cover and narrative sections of this book are printed on FSC-certified paper.