Best Buy 2013 Annual Report Download - page 49

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We may redeem some or all of the 2013 Notes at any time, at a price equal to 100% of the principal amount of the 2013 Notes
redeemed plus accrued and unpaid interest to the redemption date and an applicable make-whole amount as described in the
indenture relating to the 2013 Notes. Furthermore, if a change of control triggering event occurs, we will be required to offer to
purchase the remaining unredeemed Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest
to the purchase date.
The 2013 Notes are unsecured and unsubordinated obligations and rank equally with all of our other unsecured and
unsubordinated debt. The 2013 Notes contain covenants that, among other things, limit our ability and the ability of our North
American subsidiaries to incur debt secured by liens, enter into sale and lease-back transactions and, in the case of such
subsidiaries, incur unsecured debt. We will evaluate various sources of liquidity available to us, including cash on hand,
existing debt facilities or new sources of debt in order to repay the 2013 Notes when they mature in July 2013.
2016 and 2021 Notes
In March 2011, we issued $350 million principal amount of notes due March 15, 2016 (the “2016 Notes”) and $650 million
principal amount of notes due March 15, 2021 (the “2021 Notes” and, together with the 2016 Notes, the “Notes”). The 2016
Notes bear interest at a fixed rate of 3.75% per year, while the 2021 Notes bear interest at a fixed rate of 5.50% per year.
Interest on the Notes is payable semi-annually on March 15 and September 15 of each year, beginning September 15, 2011. The
Notes were issued at a slight discount to par, which when coupled with underwriting discounts of $6 million, resulted in net
proceeds from the sale of the Notes of $990 million.
We may redeem some or all of the Notes at any time at a redemption price equal to the greater of (i) 100% of the principal
amount of the Notes redeemed and (ii) the sum of the present values of each remaining scheduled payment of principal and
interest on the Notes redeemed discounted to the redemption date on a semiannual basis, plus accrued and unpaid interest on
the principal amount of the Notes to the redemption date as described in the indenture (including the supplemental indenture)
relating to the Notes. Furthermore, if a change of control triggering event occurs, we will be required to offer to purchase the
remaining unredeemed Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the
purchase date.
The Notes are unsecured and unsubordinated obligations and rank equally with all of our other unsecured and unsubordinated
debt. The Notes contain covenants that, among other things, limit our ability to incur debt secured by liens or to enter into sale
and lease-back transactions.
Other
At the end of fiscal 2013 (11-month), we had $122 million outstanding under financing lease obligations.
Share Repurchases and Dividends
From time to time, we repurchase our common stock in the open market pursuant to programs approved by our Board. We may
repurchase our common stock for a variety of reasons, such as acquiring shares to offset dilution related to equity-based
incentives, including stock options and our employee stock purchase plan, and optimizing our capital structure.
In June 2011, our Board authorized a $5.0 billion share repurchase program. The June 2011 program replaced our prior $5.5
billion share repurchase program authorized in June 2007. There is no expiration date governing the period over which we can
repurchase shares under the June 2011 program. We have currently suspended our share repurchase program.
In fiscal 2013 (11-month), we repurchased and retired 6.3 million shares at a cost of $122 million. We repurchased and retired
54.6 million shares at a cost of $1.5 billion in fiscal 2012. In fiscal 2011, we repurchased and retired 32.6 million shares at a
cost of $1.2 billion. At the end of fiscal 2013 (11-month), $4.0 billion of the $5.0 billion share repurchase program authorized
by our Board in June 2011 was available for future share repurchases. Repurchased shares have been retired and constitute
authorized but unissued shares.
In fiscal 2004, our Board initiated the payment of a regular quarterly cash dividend on our common stock. A quarterly cash
dividend has been paid in each subsequent quarter. Effective with the quarterly cash dividend paid in the third quarter of fiscal
2009, we increased our quarterly cash dividend per share by 8% to $0.14 per share, and maintained our cash dividend at that
rate for the balance of fiscal 2009 and throughout fiscal 2010. We increased our quarterly cash dividend per share by 7% to
$0.15 per share effective with the quarterly cash dividend paid in the third quarter of fiscal 2011. Effective with the quarterly
cash dividend paid in the third quarter of fiscal 2012, we increased our quarterly cash dividend per share by 7% to $0.16 per
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