A Dark Vector Cognition product

Item 1. Financial Statements

75K characters. Original on sec.gov · Markdown

Item 1. Financial Statements

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(UNAUDITED)

IN THOUSANDS EXCEPT PER SHARE AMOUNTS

Thirteen Weeks EndedThirty-Nine Weeks Ended
October 30, 2021October 31, 2020October 30, 2021October 31, 2020
Net sales$12,531,890$10,117,289$34,695,614$21,193,752
Cost of sales, including buying and occupancy costs8,835,5327,062,28524,619,29716,651,240
Selling, general and administrative expenses2,296,6491,986,1286,585,3334,827,816
Loss on early extinguishment of debt——242,248—
Interest expense, net20,67452,88494,023133,571
Income (loss) before income taxes1,379,0351,015,9923,154,713(418,875)
(Provision) benefit for income taxes(356,035)(149,336)(812,102)183,822
Net income (loss)$1,023,000$866,656$2,342,611$(235,053)
Basic earnings (loss) per share$0.85$0.72$1.95$(0.20)
Weighted average common shares – basic1,200,6611,199,9511,203,7181,198,798
Diluted earnings (loss) per share$0.84$0.71$1.92$(0.20)
Weighted average common shares – diluted1,215,6901,214,1951,219,2381,198,798

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

IN THOUSANDS

Thirteen Weeks Ended
October 30, 2021October 31, 2020
Net income$1,023,000$866,656
Additions to other comprehensive income (loss):
Foreign currency translation adjustments, net of related tax provision of $976 in fiscal 2022 and tax provisions of $993 in fiscal 2021(6,688)(25,568)
Reclassifications from other comprehensive income (loss) to net income (loss):
Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $1,156 in fiscal 2022 and $1,981 in fiscal 20213,1735,440
Amortization of loss on cash flow hedge, net of related tax provision of $75 in fiscal 2021—208
Other comprehensive (loss), net of tax(3,515)(19,920)
Total comprehensive income$1,019,485$846,736
Thirty-Nine Weeks Ended
October 30, 2021October 31, 2020
Net income (loss)$2,342,611$(235,053)
Additions to other comprehensive income (loss):
Foreign currency translation adjustments, net of related tax provision of $2,734 in fiscal 2022 and tax benefit of $493 in fiscal 202114,685(85,348)
Reclassifications from other comprehensive income (loss) to net income (loss):
Amortization of prior service cost and deferred gains/losses, net of related tax provisions of $3,802 in fiscal 2022 and $5,473 in fiscal 202110,44215,034
Amortization of loss on cash flow hedge, net of related tax provision of $603 in fiscal 2022 and $227 in fiscal 2021(263)624
Other comprehensive income (loss), net of tax24,864(69,690)
Total comprehensive income (loss)$2,367,475$(304,743)

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

IN THOUSANDS, EXCEPT SHARE DATA

October 30, 2021January 30, 2021October 31, 2020
ASSETS
Current assets:
Cash and cash equivalents$6,791,596$10,469,570$10,581,993
Accounts receivable, net615,119461,139463,732
Merchandise inventories6,633,3284,337,3894,997,506
Prepaid expenses and other current assets449,377434,977425,027
Federal, state and foreign income taxes recoverable86,69036,262185,648
Total current assets14,576,11015,739,33716,653,906
Net property at cost5,165,2505,036,0965,004,774
Non-current deferred income taxes, net193,583127,19156,132
Operating lease right of use assets9,143,8348,989,9989,028,696
Goodwill98,60498,99896,733
Other assets893,605821,935725,259
TOTAL ASSETS$30,070,986$30,813,555$31,565,500
LIABILITIES
Current liabilities:
Accounts payable$5,443,007$4,823,397$6,142,547
Accrued expenses and other current liabilities4,140,6603,471,4593,228,618
Current portion of operating lease liabilities1,606,4801,677,6051,650,154
Current portion of long-term debt—749,684749,446
Federal, state and foreign income taxes payable138,58681,52346,429
Total current liabilities11,328,73310,803,66811,817,194
Other long-term liabilities1,013,5371,063,902860,497
Non-current deferred income taxes, net69,05337,16478,007
Long-term operating lease liabilities7,861,0237,743,2167,795,838
Long-term debt3,353,8665,332,9215,447,208
Commitments and contingencies (See Note K)
SHAREHOLDERS’ EQUITY
Preferred stock, authorized 5,000,000 shares, par value $1, no shares issued———
Common stock, authorized 1,800,000,000 shares, par value $1, issued and outstanding 1,194,260,626; 1,204,698,124 and 1,200,631,186 respectively1,194,2611,204,6981,200,631
Additional paid-in capital—260,515126,413
Accumulated other comprehensive loss(581,207)(606,071)(742,861)
Retained earnings5,831,7204,973,5424,982,573
Total shareholders’ equity6,444,7745,832,6845,566,756
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$30,070,986$30,813,555$31,565,500

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

IN THOUSANDS

Thirty-Nine Weeks Ended
October 30, 2021October 31, 2020
Cash flows from operating activities:
Net income (loss)$2,342,611$(235,053)
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Depreciation and amortization647,610658,497
Loss on early extinguishment of debt242,248—
Loss on property disposals and impairment charges52638,970
Deferred income tax (benefit)(44,285)(112,965)
Share-based compensation156,57558,909
Changes in assets and liabilities:
(Increase) in accounts receivable(155,554)(76,604)
(Increase) in merchandise inventories(2,287,326)(134,877)
(Increase) in income taxes recoverable(50,428)(138,679)
Decrease (increase) in prepaid expenses and other current assets20,779(53,702)
Increase in accounts payable611,9343,464,266
Increase in accrued expenses and other liabilities557,065550,261
Increase in income taxes payable56,42620,131
(Decrease) increase in net operating lease liabilities(105,494)226,909
Other, net(45,754)10,697
Net cash provided by operating activities1,946,9334,276,760
Cash flows from investing activities:
Property additions(715,542)(433,604)
Purchase of investments(16,979)(24,468)
Sales and maturities of investments16,89613,894
Net cash (used in) investing activities(715,625)(444,178)
Cash flows from financing activities:
Payments on debt(2,975,518)(1,000,000)
Proceeds from long-term debt including revolving credit facilities—4,988,452
Payments for debt issuance expenses—(33,872)
Payments for repurchase of common stock(1,093,399)(201,500)
Cash dividends paid(941,531)(278,250)
Proceeds from issuance of common stock146,39387,721
Payments of employee tax withholdings for performance based stock awards(24,478)(21,843)
Net cash (used in) provided by financing activities(4,888,533)3,540,708
Effect of exchange rate changes on cash(20,749)(8,049)
Net (decrease) increase in cash and cash equivalents(3,677,974)7,365,241
Cash and cash equivalents at beginning of year10,469,5703,216,752
Cash and cash equivalents at end of period$6,791,596$10,581,993

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(UNAUDITED)

IN THOUSANDS

Thirteen Weeks Ended
Common Stock
SharesPar Value $1Additional Paid-In CapitalAccumulated Other Comprehensive LossRetained EarningsTotal
Balance, July 31, 20211,202,981$1,202,981$117,603$(577,692)$5,663,492$6,406,384
Net income————1,023,0001,023,000
Other comprehensive income, net of tax———(3,515)—(3,515)
Cash dividends declared on common stock————(311,129)(311,129)
Recognition of share-based compensation——42,454——42,454
Issuance of common stock under Stock Incentive Plan, net of shares used to pay tax withholdings2,9702,97080,910——83,880
Common stock repurchased(11,690)(11,690)(240,967)—(543,643)(796,300)
Balance, October 30, 20211,194,261$1,194,261$—$(581,207)$5,831,720$6,444,774
Thirteen Weeks Ended
Common Stock
SharesPar Value $1Additional Paid-In CapitalAccumulated Other Comprehensive LossRetained EarningsTotal
Balance, August 1, 20201,199,061$1,199,061$68,532$(722,941)$4,115,917$4,660,569
Net income————866,656866,656
Other comprehensive (loss), net of tax———(19,920)—(19,920)
Recognition of share-based compensation——31,262——31,262
Issuance of common stock under Stock Incentive Plan, net of shares used to pay tax withholdings1,5701,57026,619——28,189
Balance, October 31, 20201,200,631$1,200,631$126,413$(742,861)$4,982,573$5,566,756

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(UNAUDITED)

IN THOUSANDS

Thirty-Nine Weeks Ended
Common Stock
SharesPar Value $1Additional Paid-In CapitalAccumulated Other Comprehensive LossRetained EarningsTotal
Balance, January 30, 20211,204,698$1,204,698$260,515$(606,071)$4,973,542$5,832,684
Net income2,342,6112,342,611
Other comprehensive income, net of tax———24,86424,864
Cash dividends declared on common stock————(940,443)(940,443)
Recognition of share-based compensation——156,575——156,575
Issuance of common stock under Stock Incentive Plan, net of shares used to pay tax withholdings5,7645,764116,465—(347)121,882
Common stock repurchased(16,201)(16,201)(533,555)—(543,643)(1,093,399)
Balance, October 30, 20211,194,261$1,194,261$—$(581,207)$5,831,720$6,444,774
Thirty-Nine Weeks Ended
Common Stock
SharesPar Value $1Additional Paid-In CapitalAccumulated Other Comprehensive LossRetained EarningsTotal
Balance, February 1, 20201,199,100$1,199,100$—$(673,171)$5,422,283$5,948,212
Net (loss)————(235,053)(235,053)
Other comprehensive (loss), net of tax———(69,690)—(69,690)
Recognition (reversal) of share-based compensation——90,744—(31,835)58,909
Issuance of common stock under Stock Incentive Plan, net of shares used to pay tax withholdings4,9184,91861,384—(424)65,878
Common stock repurchased(3,387)(3,387)(25,715)—(172,398)(201,500)
Balance, October 31, 20201,200,631$1,200,631$126,413$(742,861)$4,982,573$5,566,756

The accompanying notes are an integral part of the unaudited consolidated financial statements.

THE TJX COMPANIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note A. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The Consolidated Financial Statements and Notes thereto have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. These Consolidated Financial Statements and Notes thereto are unaudited and, in the opinion of management, reflect all normal recurring adjustments, accruals and deferrals among periods required to match costs properly with the related revenue or activity, considered necessary by The TJX Companies, Inc. (together with its subsidiaries, “TJX”) for a fair statement of its Consolidated Financial Statements for the periods reported, all in conformity with GAAP consistently applied. Investments for which the Company exercises significant influence but does not have control are accounted for under the equity method. The Consolidated Financial Statements and Notes thereto should be read in conjunction with the audited Consolidated Financial Statements, including the related notes, contained in TJX’s Annual Report on Form 10-K for the fiscal year ended January 30, 2021 (“fiscal 2021”).

These interim results are not necessarily indicative of results for the full fiscal year. TJX’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.

The January 30, 2021 balance sheet data was derived from audited Consolidated Financial Statements and does not include all disclosures required by GAAP.

COVID-19 Pandemic

The novel coronavirus disease (“COVID-19”) was identified in December 2019 before spreading worldwide. The Company has been, and may continue to be, impacted by the COVID-19 pandemic. Additionally, COVID-19’s resurgence or the emergence of new variants has caused and may continue to cause intermittent or prolonged periods of temporary store closures, and stringent occupancy restrictions while stores are open, and could elicit further actions and recommendations from governments and public health authorities that could impact our operations.

In the first quarter of fiscal 2021, the Company temporarily closed all of its stores, distribution centers and offices, and online businesses until the second quarter of fiscal 2021. During the first half of fiscal 2022, while the Company's stores in the United States remained open for the entire period, the Company had temporary store closures in Europe, Canada, and Australia, and during the third quarter of fiscal 2022 continued to have temporary store closures in Australia. In response to the pandemic, primarily during the first quarter of fiscal 2021, the Company took several steps to strengthen its financial position and balance sheet and to maintain financial liquidity and flexibility. The Company continues to monitor developments, including government requirements and recommendations at the national, state, and local level that could result in possible additional impacts to our operations. The Company cannot reasonably estimate with certainty the duration and severity of this pandemic which has had, and may continue to have, a material impact on its business, results of operations, financial position and cash flows.

Fiscal Year

TJX’s fiscal year ends on the Saturday nearest to the last day of January of each year. The current fiscal year ends January 29, 2022 (“fiscal 2022”) and is a 52-week fiscal year. Fiscal 2021 was also a 52-week fiscal year.

Use of Estimates

The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. TJX considers its accounting policies relating to leases, inventory valuation, impairment of long-lived assets, reserves for uncertain tax positions and loss contingencies to be the most significant accounting policies that involve management estimates and judgments. The Company considered COVID-19 related impacts to its estimates, as appropriate, within its consolidated financial statements and there may be changes to those estimates in future periods. The Company believes that its accounting estimates are appropriate after giving consideration to the ongoing uncertainties surrounding the severity and duration of the COVID-19 pandemic and the associated containment and remediation efforts. Actual amounts could differ from these estimates, and such differences could be material.

Reclassifications

Certain reclassifications have been made to prior year financial information to conform to the current year’s presentation.

Deferred Gift Card Revenue

The following table presents deferred gift card revenue activity:

In thousandsOctober 30, 2021October 31, 2020
Balance, beginning of year$576,187$500,844
Deferred revenue1,169,729650,956
Effect of exchange rates changes on deferred revenue1,799(667)
Revenue recognized(1,201,704)(685,601)
Balance, end of period$546,011$465,532

TJX recognized $400 million in gift card revenue for the three months ended October 30, 2021 and $307 million in gift card revenue for the three months ended October 31, 2020. The increase in both deferred revenue and revenue recognized versus the prior year reflects the impact of lower customer traffic for the three months ended October 31, 2020 and temporary store and e-commerce closures due to the COVID-19 pandemic for the nine months ended October 31, 2020. Gift cards are combined in one homogeneous pool and are not separately identifiable. As such, the revenue recognized consists of gift cards that were part of the deferred revenue balance at the beginning of the period as well as gift cards that were issued during the period.

Leases

Supplemental cash flow information related to leases for the thirty-nine weeks ended October 30, 2021 and October 31, 2020 is as follows:

Thirty-Nine Weeks Ended
In thousandsOctober 30, 2021October 31, 2020
Operating cash flows paid for operating leases$1,571,815$1,179,618
Lease liabilities arising from obtaining right of use assets$1,427,486$1,151,543

During fiscal 2021, the Company negotiated rent deferrals for a significant number of its stores, with repayment primarily throughout fiscal 2022.

Future Adoption of New Accounting Standards

From time to time, the Financial Accounting Standards Board (“FASB”) or other standard setting bodies issue new accounting pronouncements. Updates to the FASB Accounting Standards Codification are communicated through issuance of an Accounting Standards Update (“ASU”). The Company has reviewed the new guidance and has determined that it will either not apply to TJX or is not expected to be material to its Consolidated Financial Statements upon adoption and therefore they are not disclosed.

Note B. Property at Cost

The following table presents the components of property at cost:

In thousandsOctober 30, 2021January 30, 2021October 31, 2020
Land and buildings$1,813,270$1,668,381$1,605,891
Leasehold costs and improvements3,655,7353,568,8293,502,870
Furniture, fixtures and equipment6,761,7786,525,6156,404,640
Total property at cost$12,230,783$11,762,825$11,513,401
Less: accumulated depreciation and amortization7,065,5336,726,7296,508,627
Net property at cost$5,165,250$5,036,096$5,004,774

Depreciation expense was $215 million for the three months ended October 30, 2021 and $216 million for the three months ended October 31, 2020. Depreciation expense was $640 million for the nine months ended October 30, 2021 and $649 million for the nine months ended October 31, 2020.

Non-cash investing activities in the cash flows include the change in accrued capital additions of $59 million and $(89) million as of the periods ended October 30, 2021 and October 31, 2020, respectively.

Note C. Accumulated Other Comprehensive (Loss) Income

Amounts included in accumulated other comprehensive loss are recorded net of taxes. The following table details the changes in accumulated other comprehensive loss for the twelve months ended January 30, 2021 and the nine months ended October 30, 2021:

In thousandsForeign Currency TranslationDeferred Benefit CostsCash Flow Hedge on DebtAccumulated Other Comprehensive (Loss) Income
Balance, February 1, 2020$(457,120)$(215,483)$(568)$(673,171)
Additions to other comprehensive loss:
Foreign currency translation adjustments (net of taxes of $2,442)15,588——15,588
Recognition of net gains/losses on benefit obligations (net of taxes of $9,974)—30,635—30,635
Reclassifications from other comprehensive loss to net income:
Amortization of loss on cash flow hedge (net of taxes of $303)——831831
Amortization of prior service cost and deferred gains/losses (net of taxes of $7,298)—20,046—20,046
Balance, January 30, 2021$(441,532)$(164,802)$263$(606,071)
Additions to other comprehensive loss:
Foreign currency translation adjustments (net of taxes of $2,734)14,685——14,685
Reclassifications from other comprehensive loss to net income:
Amortization of loss on cash flow hedge (net of taxes of $603)——(263)(263)
Amortization of prior service cost and deferred gains/losses (net of taxes of $3,802)—10,442—10,442
Balance, October 30, 2021$(426,847)$(154,360)$—$(581,207)

Note D. Capital Stock and Earnings (Loss) Per Share

Capital Stock

During the second quarter of fiscal 2022, the Company lifted the temporary suspension of its previously authorized stock repurchase programs. TJX repurchased and retired 11.7 million shares of its common stock at a cost of approximately $800 million during the quarter ended October 30, 2021, on a “trade date” basis. During the nine months ended October 30, 2021, TJX repurchased and retired 16.3 million shares of its common stock at a cost of approximately $1.1 billion, on a “trade date” basis. Prior to the suspension of the Company’s share repurchase program, during the first quarter of fiscal 2021, TJX repurchased and retired 3.2 million shares of its common stock at a cost of $190 million on a “trade date” basis, and no shares were repurchased during the second quarter of fiscal 2021 through the first quarter of fiscal 2022. TJX reflects stock repurchases in its financial statements on a “settlement date” or cash basis. TJX had cash expenditures under repurchase programs of $1.1 billion for the nine months ended October 30, 2021 and $201 million for the nine months ended October 31, 2020. These expenditures were funded by cash generated from operations.

In February 2020, the Company announced that its Board of Directors had approved, in January 2020, a new stock repurchase program that authorizes the repurchase of up to an additional $1.5 billion of TJX common stock from time to time. Also, in February 2019, TJX announced that its Board of Directors had approved a stock repurchase program that authorized the repurchase of up to $1.5 billion of TJX common stock from time to time.

As of October 30, 2021, TJX had approximately $1.9 billion available under these previously announced stock repurchase programs.

All shares repurchased under the stock repurchase programs have been retired.

Earnings (Loss) Per Share

The following table presents the calculation of basic and diluted earnings (loss) per share for net income (loss):

Thirteen Weeks EndedThirty-Nine Weeks Ended
Amounts in thousands, expect per share amountsOctober 30, 2021October 31, 2020October 30, 2021October 31, 2020
Basic earnings (loss) per share:
Net income (loss)$1,023,000$866,656$2,342,611$(235,053)
Weighted average common shares outstanding for basic earnings (loss) per share calculations1,200,6611,199,9511,203,7181,198,798
Basic earnings (loss) per share$0.85$0.72$1.95$(0.20)
Diluted earnings (loss) per share:
Net income (loss)$1,023,000$866,656$2,342,611$(235,053)
Weighted average common shares outstanding for basic earnings (loss) per share calculations1,200,6611,199,9511,203,7181,198,798
Assumed exercise / vesting of stock options and awards15,02914,24415,520—
Weighted average common shares outstanding for diluted earnings (loss) per share calculations1,215,6901,214,1951,219,2381,198,798
Diluted earnings (loss) per share$0.84$0.71$1.92$(0.20)
Cash dividends declared per share$0.26$—$0.78$—

The weighted average common shares for the diluted earnings per share calculation excludes the impact of outstanding stock options if the assumed proceeds per share of the option is in excess of the average price of TJX’s common stock for the related fiscal period. Such options are excluded because they would have an antidilutive effect. There were 5.3 million such options excluded for the thirteen weeks and thirty-nine weeks ended October 30, 2021. There were 17.7 million such options excluded for the thirteen weeks ended October 31, 2020. For the thirty-nine weeks ended October 31, 2020, as a result of the net losses, all options were antidilutive and therefore have been excluded from the diluted earnings per share calculation.

Note E. Financial Instruments

As a result of its operating and financing activities, TJX is exposed to market risks from changes in interest and foreign currency exchange rates and fuel costs. These market risks may adversely affect TJX’s operating results and financial position. TJX seeks to minimize risk from changes in interest and foreign currency exchange rates and fuel costs through the use of derivative financial instruments when and to the extent deemed appropriate. TJX does not use derivative financial instruments for trading or other speculative purposes and does not use any leveraged derivative financial instruments. TJX recognizes all derivative instruments as either assets or liabilities in the Consolidated Balance Sheets and measures those instruments at fair value. The fair values of the derivatives are classified as assets or liabilities, current or non-current, based upon valuation results and settlement dates of the individual contracts. Changes to the fair value of derivative contracts that do not qualify for hedge accounting are reported in earnings in the period of the change. For derivatives that qualify for hedge accounting, changes in the fair value of the derivatives are either recorded in shareholders’ equity as a component of accumulated other comprehensive (loss) or are recognized currently in earnings, along with an offsetting adjustment against the basis of the item being hedged.

Diesel Fuel Contracts

TJX hedges portions of its estimated notional diesel requirements based on the diesel fuel expected to be consumed by independent freight carriers transporting TJX’s inventory. Independent freight carriers transporting TJX’s inventory charge TJX a mileage surcharge based on the price of diesel fuel. The hedge agreements are designed to mitigate the volatility of diesel fuel pricing (and the resulting per mile surcharges payable by TJX) by setting a fixed price per gallon for the period being hedged. During fiscal 2021, TJX entered into agreements to hedge a portion of its estimated notional diesel requirements for fiscal 2022, and during the first nine months of fiscal 2022, TJX entered into agreements to hedge a portion of its estimated notional diesel requirements for the first nine months of fiscal 2023. The hedge agreements outstanding at October 30, 2021 relate to approximately 48% of TJX’s estimated notional diesel requirements for the remainder of fiscal 2022 and approximately 50% of TJX’s estimated notional diesel requirements for the first nine months of fiscal 2023. These diesel fuel hedge agreements will settle throughout the remainder of fiscal 2022 and throughout the first ten months of fiscal 2023. TJX elected not to apply hedge accounting to these contracts.

Foreign Currency Contracts

TJX enters into forward foreign currency exchange contracts to obtain economic hedges on portions of merchandise purchases made and anticipated to be made by the Company’s operations in currencies other than their respective functional currencies. The contracts outstanding at October 30, 2021 cover the merchandise purchases the Company is committed to over the next several months. Additionally, TJX’s operations in Europe are subject to foreign currency exposure as a result of their buying function being centralized in the U.K. All merchandise is purchased centrally in the U.K. and then shipped and billed to the retail entities in other countries. This intercompany billing to TJX’s European businesses’ Euro denominated operations creates exposure to the central buying entity for changes in the exchange rate between the Euro and British Pound. A portion of the inflows of Euros to the central buying entity provides a natural hedge for merchandise purchased from third-party vendors that is denominated in Euros. TJX calculates any excess Euro exposure each month and enters into forward contracts of approximately 30 days' duration to mitigate this exposure.

TJX also enters into derivative contracts, generally designated as fair value hedges, to hedge intercompany debt. The changes in fair value of these contracts are recorded in selling, general and administrative expenses and are offset by marking the underlying item to fair value in the same period. Upon settlement, the realized gains and losses on these contracts are offset by the realized gains and losses of the underlying item in selling, general and administrative expenses.

The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at October 30, 2021:

In thousandsPayReceiveBlended Contract RateBalance Sheet LocationCurrent Asset U.S.$Current (Liability) U.S.$Net Fair Value in U.S.$ at October 30, 2021
Fair value hedges:
Intercompany balances, primarily debt related:
zł45,000£8,8460.1966Prepaid Exp$780$—$780
€60,000£50,8150.8469(Accrued Exp)—(340)(340)
A$170,000U.S.$127,6030.7506Prepaid Exp / (Accrued Exp)1,866(2,075)(209)
U.S.$75,102£55,0000.7323Prepaid Exp54—54
€200,000U.S.$239,7761.1989Prepaid Exp6,957—6,957
Economic hedges for which hedge accounting was not elected:
Diesel fuel contractsFixed on 3.7M – 4.0M gal per monthFloat on 3.7M – 4.0M gal per monthN/APrepaid Exp22,095—22,095
Intercompany billings in TJX International, primarily merchandise related:
€46,000£39,0570.8491(Accrued Exp)—(28)(28)
Merchandise purchase commitments:
C$608,976U.S.$488,0000.8013Prepaid Exp / (Accrued Exp)1,566(5,909)(4,343)
C$27,997€19,0000.6786(Accrued Exp)—(574)(574)
£344,793U.S.$477,6001.3852Prepaid Exp / (Accrued Exp)7,321(732)6,589
A$57,829U.S.$42,5000.7349(Accrued Exp)—(986)(986)
zł442,000£82,2520.1861Prepaid Exp / (Accrued Exp)1,349(85)1,264
U.S.$75,930€64,0000.8429(Accrued Exp)—(1,630)(1,630)
Total fair value of derivative financial instruments$41,988$(12,359)$29,629

The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at January 30, 2021:

In thousandsPayReceiveBlended Contract RateBalance Sheet LocationCurrent Asset U.S.$Current (Liability) U.S.$Net Fair Value in U.S.$ at January 30, 2021
Fair value hedges:
Intercompany balances, primarily debt related:
zł45,000£8,8460.1966Prepaid Exp$11$—$11
A$80,000U.S.$62,0320.7754Prepaid Exp738—738
U.S.$75,102£55,0000.7323Prepaid Exp357—357
£200,000U.S.$274,8531.3743Prepaid Exp32—32
€200,000U.S.$244,6991.2235Prepaid Exp / (Accrued Exp)427(182)245
Economic hedges for which hedge accounting was not elected:
Diesel fuel contractsFixed on 1.5M – 3.8M gal per monthFloat on 1.5M– 3.8M gal per monthN/APrepaid Exp4,880—4,880
Merchandise purchase commitments:
C$384,679U.S.$296,0000.7695Prepaid Exp / (Accrued Exp)430(5,627)(5,197)
C$5,391€3,5000.6492Prepaid Exp24—24
£203,264U.S.$263,9501.2986(Accrued Exp)—(15,086)(15,086)
zł30,000£5,8650.1955(Accrued Exp)—(29)(29)
A$46,985U.S.$35,2500.7502Prepaid Exp / (Accrued Exp)144(837)(693)
U.S.$99,810€83,7000.8386Prepaid Exp / (Accrued Exp)1,986(160)1,826
Total fair value of derivative financial instruments$9,029$(21,921)$(12,892)

The following is a summary of TJX’s derivative financial instruments, related fair value and balance sheet classification at October 31, 2020:

In thousandsPayReceiveBlended Contract RateBalance Sheet LocationCurrent Asset U.S.$Current (Liability) U.S.$Net Fair Value in U.S.$ at October 31, 2020
Fair value hedges:
Intercompany balances, primarily debt related:
zł65,000£12,7800.1966Prepaid Exp / (Accrued Exp)$195$(68)$127
€60,000£53,4120.8902(Accrued Exp)—(904)(904)
A$80,000U.S.$58,0160.7252Prepaid Exp1,749—1,749
U.S.$72,475£55,0000.7589(Accrued Exp)—(1,280)(1,280)
£200,000U.S.$249,4991.2475(Accrued Exp)—(9,810)(9,810)
Economic hedges for which hedge accounting was not elected:
Diesel fuel contractsFixed on 2.9M – 3.5M gal per monthFloat on 2.9M – 3.5M gal per monthN/A(Accrued Exp)—(15,078)(15,078)
Merchandise purchase commitments:
C$637,508U.S.$481,0000.7545Prepaid Exp / (Accrued Exp)3,328(1,152)2,176
£415,653U.S.$533,1501.2827Prepaid Exp / (Accrued Exp)1,050(6,768)(5,718)
A$45,584U.S.$32,6500.7163Prepaid Exp600—600
zł264,400£53,2930.2016Prepaid Exp2,189—2,189
U.S.$53,605€45,6000.8507(Accrued Exp)—(394)(394)
Total fair value of derivative financial instruments$9,111$(35,454)$(26,343)

Presented below is the impact of derivative financial instruments on the Consolidated Statements of Income (Loss) for the periods shown:

Amount of Gain (Loss) Recognized in Income / (Loss) by Derivative
Location of (Loss) Gain Recognized in Income / (Loss) by DerivativeThirteen Weeks EndedThirty-Nine Weeks Ended
In thousandsOctober 30, 2021October 31, 2020October 30, 2021October 31, 2020
Fair value hedges:
Intercompany balances, primarily debt relatedSelling, general and administrative expenses$7,750$(2,086)$20,303$(45,319)
Economic hedges for which hedge accounting was not elected:
Diesel fuel contractsCost of sales, including buying and occupancy costs9,908(7,059)30,754(19,790)
Intercompany billings in TJX International, primarily merchandise relatedCost of sales, including buying and occupancy costs887(310)4,432(4,201)
Merchandise purchase commitmentsCost of sales, including buying and occupancy costs3,7607,302(499)41,629
Gain (loss) recognized in income / (loss)$22,305$(2,153)$54,990$(27,681)

Note F. Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date or “exit price.” The inputs used to measure fair value are generally classified into the following hierarchy:

Level 1:Unadjusted quoted prices in active markets for identical assets or liabilities
Level 2:Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability
Level 3:Unobservable inputs for the asset or liability

The following table sets forth TJX’s financial assets and liabilities that are accounted for at fair value on a recurring basis:

In thousandsOctober 30, 2021January 30, 2021October 31, 2020
Level 1
Assets:
Executive Savings Plan investments$405,290$363,729$327,833
Level 2
Assets:
Foreign currency exchange contracts$19,893$4,149$9,111
Diesel fuel contracts22,0954,880—
Liabilities:
Foreign currency exchange contracts$12,359$21,921$20,376
Diesel fuel contracts——15,078

Investments designed to meet obligations under the Executive Savings Plan are invested in registered investment companies traded in active markets and are recorded at unadjusted quoted prices.

Foreign currency exchange contracts and diesel fuel contracts are valued using broker quotations, which include observable market information. TJX does not make adjustments to quotes or prices obtained from brokers or pricing services but does assess the credit risk of counterparties and will adjust final valuations when appropriate. Where independent pricing services provide fair values, TJX obtains an understanding of the methods used in pricing. As such, these instruments are classified within Level 2.

The fair value of TJX’s general corporate debt was estimated by obtaining market quotes given the trading levels of other bonds of the same general issuer type and market perceived credit quality. These inputs are considered to be Level 2. The fair value of long-term debt as of October 30, 2021 was $3.6 billion compared to a carrying value of $3.4 billion. The fair value of long-term debt as of January 30, 2021 was $5.9 billion compared to a carrying value of $5.3 billion. The fair value of the current portion of long-term debt as of January 30, 2021 was $754 million compared to a carrying value of $750 million. The fair value of long-term debt as of October 31, 2020 was $6.3 billion compared to a carrying value of $5.4 billion. These estimates do not necessarily reflect provisions or restrictions in the various debt agreements that might affect TJX’s ability to settle these obligations.

TJX’s cash equivalents are stated at cost, which approximates fair value due to the short maturities of these instruments.

Certain assets and liabilities are measured at fair value on a nonrecurring basis, whereas the majority of assets and liabilities are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of an impairment. For the periods ended October 30, 2021, January 30, 2021 and October 31, 2020, the Company did not record any material impairments to long-lived assets.

Note G. Segment Information

TJX operates four main business segments. The Marmaxx segment (T.J. Maxx, Marshalls, tjmaxx.com and marshalls.com) and the HomeGoods segment (HomeGoods, Homesense, and homegoods.com) both operate in the United States, the TJX Canada segment operates Winners, HomeSense and Marshalls in Canada, and the TJX International segment operates T.K. Maxx, Homesense and tkmaxx.com in Europe and T.K. Maxx in Australia. In addition to our four main business segments, Sierra operates sierra.com and retail stores in the U.S. The results of Sierra are included in the Marmaxx segment.

All of TJX’s stores, with the exception of HomeGoods and HomeSense, sell family apparel and home fashions. HomeGoods and HomeSense offer home fashions.

TJX evaluates the performance of its segments based on “segment profit or loss,” which it defines as pre-tax income or loss before general corporate expense, interest expense, net and certain separately disclosed unusual or infrequent items. “Segment profit or loss,” as defined by TJX, may not be comparable to similarly titled measures used by other entities. The terms “segment margin” or “segment profit margin” are used to describe segment profit or loss as a percentage of net sales. These measures of performance should not be considered alternatives to net income (loss) or cash flows from operating activities as an indicator of TJX’s performance or as a measure of liquidity.

Presented below is financial information with respect to TJX’s business segments:

Thirteen Weeks EndedThirty-Nine Weeks Ended
In thousandsOctober 30, 2021October 31, 2020October 30, 2021October 31, 2020
Net sales:
In the United States:
Marmaxx$7,213,681$5,784,753$21,203,098$12,441,872
HomeGoods2,253,5671,875,6416,478,5843,871,479
TJX Canada1,301,2721,027,8283,088,3571,999,382
TJX International1,763,3701,429,0673,925,5752,881,019
Total net sales$12,531,890$10,117,289$34,695,614$21,193,752
Segment profit (loss):
In the United States:
Marmaxx$989,560$665,070$2,828,590$55,872
HomeGoods262,640291,209696,768235,082
TJX Canada168,558176,520358,821101,304
TJX International127,07486,57678,972(303,303)
Total segment profit1,547,8321,219,3753,963,15188,955
General corporate expense148,123150,499472,167374,259
Loss on early extinguishment of debt——242,248—
Interest expense, net20,67452,88494,023133,571
Income (loss) before income taxes$1,379,035$1,015,992$3,154,713$(418,875)

Note H. Pension Plans and Other Retirement Benefits

Presented below is financial information relating to TJX’s funded defined benefit pension plan (“qualified pension plan” or “funded plan”) and its unfunded supplemental pension plan (“unfunded plan”) for the periods shown:

Funded PlanUnfunded Plan
Thirteen Weeks EndedThirteen Weeks Ended
In thousandsOctober 30, 2021October 31, 2020October 30, 2021October 31, 2020
Service cost$11,900$12,512$309$404
Interest cost13,07312,620764860
Expected return on plan assets(24,017)(22,264)——
Amortization of net actuarial loss and prior service cost3,3586,0281,0761,394
Total expense$4,314$8,896$2,149$2,658
Funded PlanUnfunded Plan
Thirty-Nine Weeks EndedThirty-Nine Weeks Ended
In thousandsOctober 30, 2021October 31, 2020October 30, 2021October 31, 2020
Service cost$36,837$37,592$1,819$1,822
Interest cost39,07337,6582,3242,462
Expected return on plan assets(72,001)(66,748)——
Amortization of net actuarial loss and prior service cost10,85817,0463,3853,462
Total expense$14,767$25,548$7,528$7,746

TJX’s policy with respect to the funded plan is to fund, at a minimum, the amount required to maintain a funded status of 80% of the applicable pension liability (the Funding Target pursuant to the Internal Revenue Code section 430) or such other amount as is sufficient to avoid restrictions with respect to the funding of nonqualified plans under the Internal Revenue Code. The Company does not anticipate any required funding in fiscal 2022 for the funded plan. The Company anticipates making contributions of $4 million to provide current benefits coming due under the unfunded plan in fiscal 2022.

The amounts included in amortization of net actuarial loss and prior service cost in the table above have been reclassified in their entirety from accumulated other comprehensive loss to the Consolidated Statements of Income (Loss), net of related tax effects, for the periods presented.

Note I. Long-Term Debt and Credit Lines

The table below presents long-term debt, exclusive of current installments, as of October 30, 2021, January 30, 2021 and October 31, 2020. All amounts are net of unamortized debt discounts.

In thousandsOctober 30, 2021January 30, 2021October 31, 2020
General corporate debt:
2.750% senior unsecured notes, redeemed on April 15, 2021 (effective interest rate of 2.76% after reduction of unamortized debt discount of $25 at January 30, 2021 and $44 at October 31, 2020)$—$749,975$749,956
2.500% senior unsecured notes, maturing May 15, 2023 (effective interest rate of 2.51% after reduction of unamortized debt discount of $67 at October 30, 2021, $100 at January 30, 2021 and $111 at October 31, 2020)499,933499,900499,889
3.500% senior unsecured notes, redeemed on June 4, 2021 (effective interest rate of 3.58% after reduction of unamortized debt discount of $4,208 at January 30, 2021 and $4,461 at October 31, 2020)—1,245,7921,245,539
2.250% senior unsecured notes, maturing September 15, 2026 (effective interest rate of 2.32% after reduction of unamortized debt discount of $3,606 at October 30, 2021, $4,165 at January 30, 2021 and $4,352 at October 31, 2020)996,394995,835995,648
3.750% senior unsecured notes, redeemed on June 4, 2021 (effective interest rate of 3.76% after reduction of unamortized debt discount of $456 at January 30, 2021 and $474 at October 31, 2020)—749,544749,526
1.150% senior unsecured notes, maturing May 15, 2028 (effective interest rate of 1.18% after reduction of unamortized debt discount of $843 at October 30, 2021 and $939 at January 30, 2021)499,157499,061—
3.875% senior unsecured notes, maturing April 15, 2030; see tender offer details below (effective interest rate of 3.89% after reduction of unamortized debt discount of $522 at October 30, 2021, $568 at January 30, 2021 and $1,471 at October 31, 2020)495,328495,2821,248,529
1.600% senior unsecured notes, maturing May 15, 2031 (effective interest rate of 1.61% after reduction of unamortized debt discount of $566 at October 30, 2021 and $610 at January 30, 2021)499,434499,390—
4.500% senior unsecured notes, maturing April 15, 2050; see tender offer details below (effective interest rate of 4.52% after reduction of unamortized debt discount of $2,151 at October 30, 2021, $2,208 at January 30, 2021 and $4,333 at October 31, 2020)383,348383,291745,667
Total debt3,373,5946,118,0706,234,754
Current maturities of long-term debt, net of debt issuance costs—(749,684)(749,446)
Debt issuance costs(19,728)(35,465)(38,100)
Long-term debt$3,353,866$5,332,921$5,447,208

Senior Unsecured Notes

On June 4, 2021, the Company completed make-whole calls for its $1.25 billion aggregate principal amount of 3.500% Notes maturing in 2025 and its $750 million aggregate principal amount of 3.750% Notes maturing in 2027, which 3.500% Notes and 3.750% Notes were originally issued and sold during the fiscal quarter ended May 2, 2020. As a result of these redemptions prior to their scheduled maturities, the Company recorded a pre-tax debt extinguishment charge of $242 million in the second quarter of fiscal 2022.

On April 15, 2021, the Company redeemed all of the outstanding $750 million in aggregate principal amount of its 2.750% Notes due June 15, 2021 at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest thereon to the redemption date.

On April 1, 2020, the Company issued and sold $1.25 billion aggregate principal amount of 3.875% Notes due 2030 and $750 million aggregate principal amount of 4.500% Notes due 2050, portions of which were subsequently repurchased pursuant to cash tender offers completed by the Company in December 2020, reducing the aggregate principal amount outstanding to $495.5 million and $385.5 million, respectively. Interest on these notes are payable semi-annually. In November 2020, TJX completed the issuance of (a) $500 million aggregate principal amount of 1.150% Notes due 2028 and (b) $500 million aggregate principal amount of 1.600% Notes due 2031. Interest on these notes are payable semi-annually.

Credit Facilities

On June 25, 2021, the Company entered into a revolving credit agreement providing for a $1 billion senior unsecured revolving credit facility maturing on June 25, 2026 (the “2026 Revolving Credit Facility”). The 2026 Revolving Credit Facility replaced the Company's $500 million revolving credit facility that was scheduled to mature in March 2022 (the “2022 Revolving Credit Facility”) and the $500 million 364 day revolving credit facility that was scheduled to mature in August 2021 (the “364-Day Revolving Credit Facility”). Each of the 2022 Revolving Credit Facility and the 364-Day Revolving Credit Facility were terminated on June 25, 2021. With the 2026 Revolving Credit Facility and the Company’s existing $500 million revolving credit facility that matures in May 2024 (the “2024 Revolving Credit Facility”), the Company maintained its borrowing capacity of $1.5 billion, all of which remained available to the Company as of October 30, 2021. The terms of these revolving credit facilities require quarterly payments on the committed amount and payment of interest on borrowings at rates based on LIBOR or a base rate plus a variable margin, in each case based on the Company’s long-term debt ratings. The 2024 Revolving Credit Facility requires usage fees based on total credit extensions under the facility. The revolving credit facilities require the Company to maintain a quarterly-tested leverage ratio of funded debt to earnings before interest, taxes, depreciation and amortization and rentals. As of October 30, 2021, January 30, 2021 and October 31, 2020, there were no amounts outstanding under any of the Company’s facilities. TJX was in compliance with all covenants related to its credit facilities at the end of all periods presented.

As of October 30, 2021, January 30, 2021 and October 31, 2020, TJX Canada had two uncommitted credit lines, a C$10 million facility for operating expenses and a C$10 million letter of credit facility. As of October 30, 2021, January 30, 2021 and October 31, 2020, and during the quarters and year then ended, there were no amounts outstanding on the Canadian credit line. As of October 30, 2021, January 30, 2021 and October 31, 2020, our European business at TJX International had an uncommitted credit line of £5 million. As of October 30, 2021, January 30, 2021 and October 31, 2020, and during the quarters and year then ended, there were no amounts outstanding on the European credit line.

Note J. Income Taxes

The effective income tax rate was 25.8% for the third quarter of fiscal 2022 and 14.7% for the third quarter of fiscal 2021. The increase in the third quarter effective income tax rate is primarily due to a benefit of the jurisdictional mix of profits and losses, and the better than anticipated results, as of the third quarter of fiscal 2021.

The effective income tax rate was 25.7% for the first nine months of fiscal 2022 and 43.9% for the first nine months of fiscal 2021. The decrease in the effective income tax rate for the nine months of fiscal 2022 was primarily due to the significant increase in profit through the third quarter of fiscal 2022 as compared to the mix of income and losses by jurisdictions through the third quarter of fiscal 2021.

TJX had net unrecognized tax benefits of $287 million as of October 30, 2021, $272 million as of January 30, 2021 and $267 million as of October 31, 2020.

TJX is subject to U.S. federal income tax as well as income tax in multiple state, local and foreign jurisdictions. In the U.S. and India, fiscal years through 2010 are no longer subject to examination. In all other jurisdictions, fiscal years through 2011 are no longer subject to examination.

TJX’s accounting policy classifies interest and penalties related to income tax matters as part of income tax expense. The total accrued amount on the Consolidated Balance Sheets for interest and penalties was $43 million as of October 30, 2021, $36 million as of January 30, 2021 and $34 million as of October 31, 2020.

Based on the outcome of tax examinations or judicial or administrative proceedings, or as a result of the expiration of statutes of limitations in specific jurisdictions, it is reasonably possible that unrecognized tax benefits for certain tax positions taken on previously filed tax returns may change materially from those presented in the Consolidated Financial Statements. During the next 12 months, it is reasonably possible that tax examinations of prior years’ tax returns or judicial or administrative proceedings that reflect such positions taken by TJX may be finalized. As a result, the total net amount of unrecognized tax benefits may decrease, which would reduce the provision for taxes on earnings, by a range of zero to $45 million.

Note K. Contingent Obligations and Contingencies

Contingent Obligations

TJX is a party to various agreements under which it may be obligated to indemnify the other party with respect to certain losses related to matters including title to assets sold, specified environmental matters or certain income taxes. These obligations are sometimes limited in time or amount. There are no amounts reflected in the Company’s Consolidated Balance Sheets with respect to these contingent obligations.

Contingencies

TJX is subject to certain legal proceedings, lawsuits, disputes and claims that arise from time to time in the ordinary course of its business. In addition, TJX is a defendant in a lawsuit brought as a putative class action on behalf of a group of current and former salaried and hourly associates in the U.S. The lawsuit alleges violations of the Fair Labor Standards Act and of state wage and hour and other labor statutes. The lawsuit seeks monetary damages, injunctive relief and attorneys’ fees. TJX has accrued immaterial amounts in the accompanying Consolidated Financial Statements for certain of its legal proceedings.

Previous: Cover and table of contents · Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations