The TJX Companies, Inc., the worldwide off-price apparel and home fashions retailer, entered into a definitive agreement for a joint venture with Grupo Axo, S.A.P.I. de C.V., the operator of global brands in Mexico and South America that includes both full– and off-price formats.

Under the terms of the agreement, TJX would own 49 percent and

Axo would own 51 percent of the joint venture. The joint venture would comprise what is now Axo’s off-price retail stores in Mexico, which includes over 200 stores for its Promoda, Reduced and Urban Store banners.

The companies expect the transaction to close later this year, subject to applicable antitrust clearance in Mexico and other customary closing conditions. The financial terms will be announced after closing.

Chief Executive Officer and President of The TJX Companies, Inc., Ernie Herrman, stated,As the world’s retail leader in off-price apparel and home fashions, we are excited about the opportunity to expand to Mexico through our partnership with Axo and grow and enhance that country’s leading off-price retailer. With TJX’s decades of experience as an international, off-price retailer, and Axo’s established base of over 200 off-price stores and 30 years of operating experience in Mexico, we see excellent potential to grow in another region and deliver our value proposition to a growing population of fashion- and value-conscious consumers in Mexico.”

Andrés Gómez, Co-Founder, Chairman and CEO of Axo said,We could not have found a better partner for our off-price physical store business than TJX, the leading off-price retailer of apparel and home fashions worldwide. We are thrilled to have the opportunity to work with them to reimagine the off-price retail experience in Mexico.”

TJX does not anticipate this proposed transaction to have a material impact on its previously reported sales, profit or earnings per share guidance for Fiscal Year 2025.

Axo is a multi-brand and multi-channel retailer of apparel, fashion accessories, footwear, beauty and personal care product categories, with a brand portfolio sold through over6,900 department stores and over 970 boutiques in Mexico, Chile, Peru, and Uruguay.”

BofA Securities is acting as the financial advisor. Ropes & Gray LLP is providing legal counsel to TJX Companies in connection with this transaction.