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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): January 17, 2007
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 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.) |
770 Cochituate Road, Framingham, MA 01701
(Address of Principal Executive Offices) (Zip Code)
(508) 390-1000
Registrants Telephone Number (Including Area Code)
N/A
(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:
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.
The TJX Companies, Inc. announced on January 17, 2007 that it has suffered an unauthorized
intrusion into its computer systems that process and store information related to customer
transactions. The intrusion involves the portion of TJXs
computer network that handles customer transactions for its T.J. Maxx,
Marshalls, HomeGoods and A.J. Wright stores in the U.S. and Puerto Rico, and its Winners and
HomeSense stores in Canada. The intrusion may extend to the portions
of its computer systems that process and store information related to
customer transactions for T.K. Maxx stores in the U.K. and Ireland, although TJXs investigation has not yet been able to
confirm any such intrusion. It is possible that the intrusion may extend to Bobs Stores.
A copy of the press release describing the computer system intrusion is attached as Exhibit 99.1 to
this Current Report on Form 8-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) EXHIBITS.
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Exhibit Number |
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Description |
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99.1
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Press Release dated January 17, 2007 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 and Administrative Officer |
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Dated: January 18, 2007
EXHIBIT INDEX
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Exhibit Number |
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Description |
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99.1
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Press Release dated January 17, 2007 of The TJX Companies, Inc. |
exv99w1
Exhibit 99.1
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NEWS RELEASE |
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CONTACT: |
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Sherry Lang |
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Vice President |
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Investor and Public Relations
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FOR IMMEDIATE RELEASE |
(508) 390-2323
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Wednesday, January 17, 2007 |
THE TJX COMPANIES, INC. VICTIMIZED BY COMPUTER SYSTEMS INTRUSION;
PROVIDES INFORMATION TO HELP PROTECT CUSTOMERS
Framingham, MAThe TJX Companies, Inc. (NYSE:TJX) today announced that it has suffered an
unauthorized intrusion into its computer systems that process and store information related to
customer transactions. While TJX has specifically identified some customer information that has
been stolen from its systems, the full extent of the theft and affected customers is not yet known.
This intrusion involves the portion of TJXs computer network that handles credit card, debit
card, check, and merchandise return transactions for customers of its T.J. Maxx, Marshalls,
HomeGoods and A.J. Wright stores in the U.S. and Puerto Rico, and its Winners and HomeSense stores
in Canada, and may involve customers of its T.K. Maxx stores in the U.K. and Ireland. The
intrusion could also extend to TJXs Bobs Stores in the U.S. The Company immediately alerted law
enforcement authorities of the crime and is working closely with them to help identify those
responsible. TJX is also cooperating with credit and debit card issuers and providing them with
information on the intrusion.
TJX is conducting a full investigation of the intrusion with the assistance of several leading
computer security and incident response firms and is seeking to determine what customer information
may have been compromised. The Company is committed to providing its customers with more
information when it becomes available.
With the help of leading computer security experts, TJX has significantly strengthened the
security of its computer systems. While no computer security can completely guarantee the safety
of data, these experts have confirmed that the containment plan adopted by TJX is appropriate to
prevent future intrusions and to protect the safety of credit card, debit card and other customer
transactions in its stores.
Ben Cammarata, Chairman and Acting Chief Executive Officer of The TJX Companies, Inc., stated,
We are deeply concerned about this event and the difficulties it may cause our customers. Since
discovering this crime, we have been working diligently to further protect our customers and
strengthen the security of our computer systems and we believe customers should feel safe shopping
in our stores. Our first concern is the potential impact of this crime on our customers, and we
strongly recommend that they carefully review their credit card and debit card statements and other
account information for unauthorized use. We want to assure our customers that this issue has the
highest priority at TJX.
-MORE-
THE TJX COMPANIES, INC. VICTIMIZED BY COMPUTER SYSTEMS INTRUSION;
PROVIDES INFORMATION TO HELP PROTECT CUSTOMERS
Wednesday, January 17, 2007
Page 2
Important Information for Customers
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TJX has established a special helpline for its customers who have questions about this
situation. Customers may reach the helpline toll-free at 866-484-6978 in the United
States, 866-903-1408 in Canada, and 0800 77 90 15 in the United Kingdom and Ireland. |
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TJX will also provide information for customers on its website, www.tjx.com,
including tips on preventing credit and debit card fraud and other steps customers may take
to protect their personal information. |
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TJX strongly recommends that customers carefully review their account statements and
immediately notify their credit or debit card company or bank if they suspect fraudulent
use. |
Actions Taken By TJX
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Upon discovery of the intrusion in mid-December, 2006, TJX immediately notified and
began working closely with law enforcement authorities, including the United States
Department of Justice and Secret Service and the Royal Canadian Mounted Police. The Company
has coordinated its actions with these authorities and provided all assistance requested to
seek to identify the criminals responsible for this incident. TJX maintained the
confidentiality of this intrusion as requested by law enforcement. |
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The Company immediately engaged General Dynamics Corporation and IBM Corporation, two
leading computer security and incident response firms. TJX has been working aggressively
with these firms to monitor and evaluate the intrusion, assess possible data compromise,
and seek to identify affected information. These firms have assisted TJX in further
securing its computer systems and implementing security upgrades. |
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TJX promptly notified and began working closely with the major credit card companies
(American Express, Discover, MasterCard and VISA) and entities that process our customers
transactions. The Company has been providing them information including all requested
credit and debit card information. |
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THE TJX COMPANIES, INC. VICTIMIZED BY COMPUTER SYSTEMS INTRUSION;
PROVIDES INFORMATION TO HELP PROTECT CUSTOMERS
Wednesday, January 17, 2007
Page 3
Information About the Intrusion
Through its investigation, TJX has learned the following with respect to the intrusion:
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An unauthorized intruder accessed TJXs computer systems that process and store
information related to customer transactions for its T.J. Maxx, Marshalls, HomeGoods and
A.J. Wright stores in the U.S. and Puerto Rico and its Winners and HomeSense stores in
Canada. |
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The Company is concerned that the intrusion may extend to the computer systems that
process and store information related to customer transactions for T.K. Maxx in the U.K.
and Ireland, although TJXs investigation has not yet been able to confirm any such
intrusion. It is possible that the intrusion may extend to Bobs Stores. |
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Portions of the information stored in the affected part of TJXs network regarding
credit and debit card sales transactions in TJXs stores (excluding Bobs Stores) in the
U.S., Canada, and Puerto Rico during 2003, as well as such information for these stores
for the period from mid-May through December, 2006 may have been accessed in the intrusion.
TJX has provided the credit card companies and issuing banks with information on these and
other transactions. |
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To date, TJX has been able to specifically identify a limited number of credit card and
debit card holders whose information was removed from its system and is providing this
information to the credit card companies. In addition, TJX has been able to specifically
identify a relatively small number of customer names with related drivers license numbers
that were also removed from its system, and TJX is contacting these individuals directly. |
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TJX is continuing its investigation seeking to determine whether additional customer
information may have been compromised. TJX does not know if it will be able to identify
additional information of specific customers that may have been taken. |
The Company does not yet have enough information to estimate the extent of the financial cost
it will incur as a result of this situation, and does not expect to be able to quantify the
estimated financial impact of this issue at the time TJX announces January 2007 sales.
The TJX Companies, Inc. is the leading off-price retailer of apparel and home fashions in the
U.S. and worldwide. The Company operates 826 T.J. Maxx, 751
Marshalls, 271 HomeGoods, and 162 A.J. Wright stores, as well as 36 Bobs Stores, in the United States. In Canada, the Company
operates 184 Winners and 68 HomeSense stores, and in Europe, 212 T.K. Maxx stores. TJXs press
releases and financial information are also available on the Internet at www.tjx.com.
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THE TJX COMPANIES, INC. VICTIMIZED BY COMPUTER SYSTEMS INTRUSION;
PROVIDES INFORMATION TO HELP PROTECT CUSTOMERS
Wednesday, January 17, 2007
Page 4
SAFE HARBOR STATEMENTS UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: Various
statements made in this release are forward-looking and involve a number of risks and
uncertainties. All statements that address activities, events or developments that we intend,
expect or believe may occur in the future, including projections of earnings per share and same
store sales, are forward-looking statements. The following are some of the factors that could cause
actual results to differ materially from the forward-looking statements: the results and effects of
the intrusion into our computer system including the outcome of our investigation, the extent of
customer information compromised and consequences to our business including effects on sales and
liabilities and costs in connection with this intrusion; our ability to successfully expand our
store base and increase same store sales; risks of expansion and costs of contraction; our ability
to successfully implement our opportunistic inventory strategies and to effectively manage our
inventories; successful advertising and promotion; consumer confidence, demand, spending habits and
buying preferences; effects of unseasonable weather; competitive factors; factors affecting
availability of store and distribution center locations on suitable terms; factors affecting our
recruitment and employment of associates; factors affecting expenses; success of our acquisition
and divestiture activities; our ability to successfully implement technologies and systems and
protect data; our ability to continue to generate adequate cash flows; availability and cost of
financing; general economic conditions, including gasoline prices; potential disruptions due to
wars, natural disasters and other events beyond our control; changes in currency and exchange
rates; import risks; adverse outcomes for any significant litigation; changes in laws and
regulations and accounting rules and principles; adequacy of reserves; closing adjustments;
effectiveness of internal controls; and other factors that may be described in our filings with the
Securities and Exchange Commission. We do not undertake to publicly update or revise our
forward-looking statements even if experience or future changes make it clear that any projected
results expressed or implied in such statements will not be realized.
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