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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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): July 28, 1997
BJ'S WHOLESALE CLUB, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-13143 04-3360747
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(Commission File Number) (IRS Employer Identification No.)
One Mercer Road, Natick, Massachusetts 01760
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(Address of principal executive offices) (Zip Code)
(508) 651-7400
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Registrant's Telephone Number, Including Area Code
Not Applicable
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(Former Name or Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
BJ's Wholesale Club, Inc. (the "Company") is filing this Current Report on
Form 8-K for the purpose of filing with the Commission as exhibits hereto (i)
the press release of the Company dated July 29, 1997 and (ii) the press release
of Waban Inc. (now known as HomeBase, Inc., "Waban") dated July 28, 1997, each
relating to the completion of the spin-off of the Company by Waban on July 28,
1997.
The spin-off of the Company was effected by the tax-free distribution (the
"Distribution") on July 28, 1997, paid in the form of a special dividend to
Waban stockholders of record on July 18, 1997 (the "Record Date"), of one share
of common stock of the Company for each share of Waban common stock outstanding
on the Record Date. A total of 37,463,964 shares of the Company's common stock,
representing 100% of the issued and outstanding common stock of the Company, was
distributed in the Distribution.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
The exhibits listed in the Exhibit Index filed as part of this report are
filed as part of and are included in this report.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: July 29, 1997 BJ'S WHOLESALE CLUB, INC.
/s/ Sarah M. Gallivan
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By: Sarah M. Gallivan
Title: Vice President and
General Counsel
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release of BJ's Wholesale Club, Inc., dated
July 29, 1997
99.2 Press Release of Waban Inc., dated July 28, 1997
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EXHIBIT 99.1
BJ'S WHOLESALE CLUB, INC. LISTED ON
THE NEW YORK STOCK EXCHANGE
Natick, MA, July 29, 1997,--BJ's Wholesale Club, Inc. announced today that
its common stock has commenced trading on The New York Stock Exchange under the
symbol "BJ." The Company was formed as a result of its spin-off from Waban Inc.
on July 28, 1997.
The BJ's spin-off transaction was effected as a tax-free distribution in
the form of a special dividend to Waban's stockholders, on a one-for-one basis,
of all of the outstanding common stock of BJ's Wholesale Club, Inc.
BJ's Wholesale Club, Inc. introduced the warehouse club concept to New
England in 1984 and has since expanded in the northeastern and Mid-Atlantic
states, as well as in southern Florida. As of July 26, 1997, BJ's operated 82
warehouse clubs in twelve states and had over four million members. BJ's
reported sales of $2.9 billion for its fiscal year ended January 1997 compared
with sales of $2.5 billion the prior year. Net income for fiscal 1996 was $53.6
million, compared with $41.5 million in fiscal 1995.
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EXHIBIT 99.2
WABAN INC. COMPLETES SPIN-OFF OF BJ'S WHOLESALE CLUB;
CHANGES NAME TO HOMEBASE, INC.
Natick, MA, July 28, 1997--Waban Inc. announced today that it has completed
its spin-off of BJ's Wholesale Club, Inc. as a special dividend to its
stockholders.
The BJ's spin-off transaction was effected as a tax-free distribution in
the form of a special dividend to Waban's stockholders, on a one-for-one basis,
of all of the outstanding shares of common stock of BJ's Wholesale Club, Inc.
BJ's Wholesale Club, Inc. will commence "regular way" trading on the New York
Stock Exchange on Tuesday, July 29, 1997 under the symbol "BJ."
In accordance with its previously announced plans, Waban has changed its
name to HomeBase, Inc. effective 5:00 p.m., eastern time today, following the
distribution of BJ's Wholesale Club, Inc. common stock. HomeBase, Inc. common
stock will be traded on the New York Stock Exchange, beginning Tuesday, July 29,
1997, under the symbol "HBI."
BJ's Wholesale Club, Inc. is a leading membership warehouse club chain in
the eastern United States, with 82 clubs operating in 12 states. HomeBase, Inc.
is a leading merchandiser of home improvement products, with 84 warehouse stores
in ten western states.
