Best Buy 2012 Annual Report Download - page 106

$ in millions, except per share amounts or as otherwise noted
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15. Contingencies and Commitments
Contingencies
Employment Discrimination Action
In December 2005, a purported class action lawsuit captioned, Jasmen Holloway, et al. v. Best Buy Co., Inc., was filed against
us in the U.S. District Court for the Northern District of California (the “Court”). This federal court action alleged that we
discriminate against women and minority individuals on the basis of gender, race, color and/or national origin in our stores with
respect to our employment policies and practices. The action sought an end to alleged discriminatory policies and practices, an
award of back and front pay, punitive damages and injunctive relief, including rightful place relief for all class members. In
June 2011, the plaintiffs filed a motion for preliminary approval of the parties' negotiated settlement including conditional
certification of settlement classes and seeking a schedule for final approval. The proposed class action settlement terms
included, in exchange for a release and dismissal of the action, certain changes to our personnel policies and procedures;
payment to the nine named plaintiffs of $0.3 in the aggregate; and payment in an amount to be determined by the Court, not to
exceed $10, of a portion of the plaintiffs' attorneys' fees and costs. In November 2011, the Court fully approved the proposed
class action settlement and consent decree; certified the settlement class; and approved and directed distribution of the
settlement. Final judgment dismissing the matter with prejudice was also entered in November 2011. All payments in respect of
this class action were made in full by their due date, January 8, 2012. It is not reasonably possible that we will incur losses
materially in excess of the amounts paid.
Securities Actions
In February 2011, a purported class action lawsuit captioned, IBEW Local 98 Pension Fund, individually and on behalf of all
others similarly situated v. Best Buy Co., Inc., et al., was filed against us and certain of our executive officers in the U.S.
District Court for the District of Minnesota. This federal court action alleges, among other things, that we and the officers
named in the complaint violated Sections 10(b) and 20A of the Exchange Act and Rule 10b-5 under the Exchange Act in
connection with press releases and other statements relating to our fiscal 2011 earnings guidance that had been made available
to the public. Additionally, in March 2011, a similar purported class action was filed by a single shareholder, Rene LeBlanc,
against us and certain of our executive officers in the same court. In July 2011, after consolidation of the IBEW Local 98
Pension Fund and Rene LeBlanc actions, a consolidated complaint captioned, IBEW Local 98 Pension Fund v. Best Buy Co.,
Inc., et al., was filed and served. We filed a motion to dismiss the consolidated complaint in September 2011, and in March
2012, subsequent to the end of fiscal 2012, the court issued a decision dismissing the action with prejudice. In April 2012, the
plaintiffs filed a motion to alter or amend the court's decision on our motion to dismiss. As a result, the court's decision on the
motion to dismiss is not final, and the time period for an appeal thereof is delayed until 30 days after a court order disposing of
the plaintiff's new motion.
In June 2011, a purported shareholder derivative action captioned, Salvatore M. Talluto, Derivatively and on Behalf of Best Buy
Co., Inc. v. Richard M. Schulze, et al., as Defendants and Best Buy Co., Inc. as Nominal Defendant, was filed against both
present and former members of our Board of Directors serving during the relevant periods in fiscal 2011 and us as a nominal
defendant in the U.S. District Court for the State of Minnesota. The lawsuit alleges that the director defendants breached their
fiduciary duty, among other claims, including violation of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, in
failing to correct public misrepresentations and material misstatements and/or omissions regarding our fiscal 2011 earnings
projections and, for certain directors, selling stock while in possession of material adverse non-public information.
Additionally, in July 2011, a similar purported class action was filed by a single shareholder, Daniel Himmel, against us and
certain of our executive officers in the same court. In November 2011, the respective lawsuits of Salvatore M. Talluto and
Daniel Himmel were consolidated into a new action captioned, In Re: Best Buy Co., Inc. Shareholder Derivative Litigation, and
a stay ordered until after a final resolution of the motion to dismiss in the consolidated IBEW Local 98 Pension Fund v. Best
Buy Co., Inc., et al. case.
The plaintiffs in the above securities actions seek damages, including interest, equitable relief and reimbursement of the costs
and expenses they incurred in the lawsuits. We believe the allegations in the above securities actions are without merit, and we
intend to defend these actions vigorously. Based on our assessment of the facts underlying the claims in the above securities
actions, their respective procedural litigation history, and the degree to which we intend to defend our company in these
matters, the amount or range of reasonably possible losses, if any, cannot be estimated.