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美國
證券和交易委員會
華盛頓特區 20549
表格
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(標記一) |
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根據1934年證券交易法第13或15(d)條,本季度報告 |
截至季度結束日期的財務報告
或者
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根據1934年證券交易法第13或15(d)條的轉型報告 |
過渡期從 到
委託文件編號:001-39866
(根據其章程規定的註冊人準確名稱)
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(設立或組織的其他管轄區域) |
| (納稅人識別號碼) |
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(主要行政辦公室地址) |
| (郵政編碼) |
(
(註冊人電話號碼,包括區號)
不適用
(前名稱、地址及財政年度,如果自上次報告以來有更改)
在法案第12(b)條的規定下注冊的證券:
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每個類別的標題 | 交易標的 | 登記的交易所名稱 |
請勾選註冊人是否:(1) 在過去12個月內(或在註冊人被要求提交此類報告的較短期間內)已提交根據1934年證券交易法第13條或15(d)條款要求提交的所有報告,及(2) 在過去90天內一直遵守此類提交要求。 是否
請勾選註冊人是否在過去12個月內(或在註冊人被要求提交此類文件的較短期間內)已電子提交根據規則405的互動數據文件(本章節第232.405條)。 是否
請勾選此項,指示註冊人是否爲大型加速申報人、加速申報人、非加速申報人、小型報告公司或新興增長公司。有關「大型加速申報人」、「加速申報人」、「小型報告公司」和「新興增長公司」的定義,請參見《交易法規1.2》條。
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加速審核員 | 非加速申報人 | ||
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小型報告公司 | 新興成長型企業 |
如果是新興成長型公司,請通過勾選表示公司選擇放棄使用依據《證券交易法》第13(a)節規定提供的任何新的或修改後的財務會計準則的延長過渡期來符合該規定的計劃。
請通過勾選方式指明註冊人是否爲殼公司(如《交易法》第120億.2條所定義)。 是的否
截至2024年5月17日,申報人共有
百思買公司
截至2024年11月2日的季度10-Q表格
目錄目錄
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網站和社交媒體披露
我們通過我們的網站向公衆披露有關百思買、百思買的產品、內容和服務以及其他項目的信息,以實現信息的廣泛、非排他性分發。通過此渠道分發的信息中的一些可能被視爲重要信息。我們鼓勵投資者和其他人查看我們在下面位置公開的信息。* 此列表可能會不時更新。
有關百思買及其產品、內容和服務的信息,請訪問:https://bestbuy.com。
有關投資社區的信息,包括資訊發佈、活動和演示以及向SEC提交的文件,請訪問: https://investors.bestbuy.com.
有關百思買的最新信息,包括新聞稿,請訪問:https://corporate.bestbuy.com/archive/。
* 這些公司網站及其內容不被納入本季度10-Q表格報告,也不被視爲向SEC提交的文件。
第一部分 — 財務信息
項目1。財務報表
精簡的綜合損益表調整後的資產負債表
以百萬美元爲單位,除每股金額外(未經審計)
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| 2024年11月2日 |
| 2024年2月3日 |
| 2023年10月28日 | ||||||
資產 |
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流動資產 |
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現金及現金等價物 | $ | |
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| $ | |
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應收款項,淨額 |
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商品存貨 |
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其他流動資產 |
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總流動資產 |
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物業和設備,淨值 |
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營業租賃資產 |
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商譽 |
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其他資產 |
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總資產 | $ | |
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| $ | |
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| $ | |
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負債和股本 |
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流動負債 |
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應付賬款 | $ | |
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| $ | |
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未兌換的贈品卡負債 |
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遞延收入 |
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應計的報酬和相關費用 |
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應計負債 |
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經營租賃負債流動部分 |
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長期債務的流動部分 |
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總流動負債 |
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長期經營租賃負債 |
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長期債務 |
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長期負債 |
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或有事項(註釋10) |
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股權 |
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百思買公司股東權益 |
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優先股,$0.0001 |
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普通股,每股面值爲 $0.0001; |
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追加實收資本 |
| - |
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留存收益 |
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累計其他綜合收益 |
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總股本 |
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總負債和權益 | $ | |
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| $ | |
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| $ | |
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注意:截至2024年2月3日的合併資產負債表已從經過審核的合併基本報表中簡化。
請參見簡明合併財務報表的附註.
彙編利潤表
美元和以百萬爲單位的股份,除每股金額外(未經審計)
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| 截至三個月 |
| 截至九個月 | ||||||||||||
| 2024年11月2日 |
| 2023年10月28日 |
| 2024年11月2日 |
| 2023年10月28日 | ||||||||
收入 | $ | |
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| $ | |
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| $ | |
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| $ | |
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銷售成本 |
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毛利潤 |
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銷售、一般和管理費用 |
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重組費用 |
| ( |
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| - |
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營業收入 |
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其他收入(費用): |
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出售子公司的收益,淨額 |
| - |
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投資收益和其他 |
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利息支出 |
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稅前收益和聯營公司收益 |
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所得稅費用 |
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關聯公司股權法下投資收益 |
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淨收益 | $ | |
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| $ | |
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| $ | |
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| $ | |
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每股基本收益 | $ | |
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| $ | |
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| $ | |
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| $ | |
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每股攤薄收益 | $ | |
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| $ | |
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| $ | |
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| $ | |
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加權平均流通普通股數量: |
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基本 |
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攤薄 |
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請參閱簡明合併財務報表中的說明。
康德經過審計的綜合收益基本報表
以百萬美元計(未經審計)
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| 截至三個月 |
| 截至九個月 | ||||||||||||
| 2024年11月2日 |
| 2023年10月28日 |
| 2024年11月2日 |
| 2023年10月28日 | ||||||||
淨收益 | $ | |
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| $ | |
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| $ | |
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| $ | |
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貨幣翻譯調整,稅後淨額 |
| ( |
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| ( |
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綜合收益 | $ | |
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| $ | |
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| $ | |
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| $ | |
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請參閱簡明合併財務報表中的說明。
濃縮合併現金流量基本報表
百萬美元(未經審計)
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| 截至九個月 | ||||||
| 2024年11月2日 |
| 2023年10月28日 | ||||
經營活動 |
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淨收益 | $ | |
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| $ | |
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調整淨收益與經營活動提供的總現金的對賬: | |||||||
折舊和攤銷 |
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重組費用 |
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基於股票的補償 |
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出售子公司的收益,淨額 |
| - |
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其他,淨數 |
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運營資產和負債的變化: |
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應收賬款 |
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商品存貨 |
| ( |
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其他資產 |
| ( |
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應付賬款 |
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所得稅 |
| ( |
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其他負債 |
| ( |
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經營活動提供的現金總額 |
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投資活動 |
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新增資產和設備 |
| ( |
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出售子公司的淨收益 |
| - |
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其他,淨數 |
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股東權益簡明合併變動表 單位:百萬美元及百萬股,每股金額爲未經審計的信息 |
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籌資活動 |
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回購普通股 |
| ( |
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分紅派息 |
| ( |
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其他,淨數 |
| - |
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籌資活動中使用的總現金 |
| ( |
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匯率變動對現金及現金等價物的影響 |
| ( |
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現金及現金等價物淨減少額 |
| ( |
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期初現金、現金等價物及受限制的現金餘額 |
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期末現金、現金等價物和受限制現金 | $ | |
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| $ | |
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請參閱簡明合併財務報表中的說明。
未實現損益
$ 和以百萬計的分享,除每股金額外(未經審計)
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| 普通股 |
| 普通股 |
| 額外實收資本 |
| 留存收益 |
| 累積其他全面收入(損失) |
| 總計 | ||||||||||||
截至2024年8月3日的餘額 |
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| $ | |
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| $ | - |
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| $ | |
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| $ | |
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| $ | |
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截至2024年11月2日的三個月淨收益 |
| - |
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| - |
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| - |
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| - |
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其他全面損失: |
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貨幣翻譯調整,稅後淨額 |
| - |
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| - |
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| - |
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| - |
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| ( |
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| ( |
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基於股票的補償 |
| - |
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| - |
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| - |
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| - |
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普通股發行 |
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| - |
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| - |
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| - |
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普通股股息,$ |
| - |
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| - |
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| ( |
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| - |
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| ( |
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回購普通股 |
| ( |
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| - |
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| ( |
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| ( |
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| - |
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| ( |
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截至2024年11月2日的餘額 |
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| $ | |
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| $ | - |
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| $ | |
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| $ | |
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| $ | |
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2024年2月3日餘額 |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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截至2024年11月2日的九個月淨收益 |
| - |
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| - |
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| - |
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| - |
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其他全面損失: |
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貨幣翻譯調整,稅後淨額 |
| - |
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| - |
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| - |
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| - |
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| ( |
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| ( |
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基於股票的補償 |
| - |
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| - |
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| - |
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| - |
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普通股發行 |
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| - |
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| - |
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| - |
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普通股股息,$ |
| - |
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| - |
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| ( |
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| - |
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| ( |
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回購普通股 |
| ( |
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| - |
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| ( |
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| ( |
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| - |
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| ( |
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截至2024年11月2日的餘額 |
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| $ | |
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| $ | - |
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| $ | |
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| $ | |
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| $ | |
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截至2023年7月29日的餘額 |
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| $ | |
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| $ | - |
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| $ | |
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| $ | |
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| $ | |
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截至2023年10月28日的三個月淨收益 |
| - |
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| - |
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| - |
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| - |
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其他全面損失: |
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貨幣翻譯調整,稅後淨額 |
| - |
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| - |
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| - |
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|
| - |
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| ( |
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| ( |
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基於股票的補償 |
| - |
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|
| - |
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| - |
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| - |
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普通股發行 |
| |
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| - |
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| - |
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| - |
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| |
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普通股股息,$ |
| - |
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|
| - |
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|
| |
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| ( |
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| - |
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| ( |
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回購普通股 |
| ( |
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| - |
|
|
| ( |
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| ( |
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| - |
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|
| ( |
|
截至2023年10月28日的餘額 |
| |
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| $ | |
|
| $ | - |
|
| $ | |
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| $ | |
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| $ | |
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2023年1月28日餘額 |
| |
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| $ | |
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| $ | |
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| $ | |
|
| $ | |
|
| $ | |
|
截至2023年10月28日的九個月淨收益 |
| - |
|
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| - |
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| - |
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| - |
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其他全面損失: |
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貨幣翻譯調整,稅後淨額 |
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| ( |
|
|
| ( |
|
基於股票的補償 |
| - |
|
|
| - |
|
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| |
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| - |
|
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| - |
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| |
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普通股發行 |
| |
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| - |
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| |
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| - |
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| - |
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| |
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普通股股息,$ |
| - |
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| - |
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| |
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| ( |
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| - |
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| ( |
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回購普通股 |
| ( |
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| - |
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| ( |
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| ( |
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| - |
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| ( |
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截至2023年10月28日的餘額 |
| |
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| $ | |
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| $ | - |
|
| $ | |
|
| $ | |
|
| $ | |
|
請參閱簡明合併財務報表中的說明。
附註至簡明合併財務報表
(未經審計)
除非上下文另有規定,在這些簡明綜合基本報表的附註中使用「百思買」、「我們」、「我們」和「我們的」等術語是指百思買公司及其合併子公司(如適用)。
管理層認爲,伴隨的簡明綜合基本報表包含了根據美國一般公認會計原則(「GAAP」)所規定的公平呈現所需的所有調整。所有調整都由正常的經常性調整組成,除非在這些簡明綜合基本報表的附註中另有說明。
我們營業收入和利潤的很大一部分是在財政第四季度產生的,這一季度包括了假期購物季的大部分。由於我們業務的季節性特徵, interim results 並不一定能指示整個財政年度的結果。此季度報告的 interim financial statements 和相關附註應與我們財政年度截至2024年2月3日的年度報告中包含的合併基本報表和相關附註一起閱讀。財政2025和2024年的前九個月均包括39周。
在準備伴隨的簡明綜合基本報表時,我們評估了從2024年11月2日到財務報表發佈之日的期間是否存在需要確認或披露的重要後續事件。未發現此類事件。
子公司出售
在2024財年的第二季度,我們完成了對墨西哥子公司的出售,此次出售是在我們退出墨西哥業務之後,並在已完成的子公司出售淨收益中確認了$
最近發佈的會計聲明
2023年11月,財務會計準則委員會(「FASB」)發佈了會計準則更新(「ASU」)2023-07, 分部報告(主題 280):報告服務部門(主題 280)變更披露方式,通過升級對意義重大的分部費用的披露來改進分部報告披露要求。該準則適用於 2023 年 12 月 15 日之後的財年和 2024 年 12 月 15 日之後的財年間隔期。該準則必須適用於財務報表中呈現的所有期間的追溯。該公司目前正在評估該標準對合並財務報表的影響。這增強了可報告的板塊披露要求,主要通過擴大對重大板塊費用的披露。修訂案適用於在2023年12月15日後開始的財政年度及在2024年12月15日後開始的財政年度的中期。修訂案應追溯適用於財務報表中呈現的所有前期。我們目前正在評估ASU的影響,並預計將在2025財政年度的10-k表格中包括更新的板塊費用披露。
2023年12月,FASB發佈了ASU 2023-09, 《所得稅(Topic 740):所得稅披露改善》,ASU No. 2023-09。ASU中的修正要求上市公司按年度披露比例調節中的特定類別,以及按司法管轄區分類披露已支付的所得稅。該ASU適用於2024年12月15日後開始年度的上市公司,允許提早採納。我們目前正在評估該標準對我們的合併財務報表和相關披露的影響。這項ASU要求披露符合一定數量閾值的特定類別在收入稅率對賬中的信息,以及按管轄區細分的已支付的所得稅。該ASU可以選擇前瞻性或追溯性應用,自2024年12月15日之後開始的年度期間生效,允許提前採用。我們目前正在評估該ASU的影響,並預計將更新的 在我們的2026財年的10-k表格中披露所得稅信息。
2024年11月,FASB發佈了ASU 2024-03, 損益表—報告綜合收入—費用細分披露(子主題220-40):損益表費用的細分該規則要求在基本報表的附註中披露 特定費用類別。修訂自2026年12月15日後的財年開始以及自2027年12月15日後的財年內的中期期間生效。我們目前正在評估該ASU的影響,並預計將在我們的2028財年的10-k表格中包括更新的費用披露。
供應鏈融資
我們與一家獨立金融機構有一個供應鏈融資計劃,其中一些供應商有機會提前以折扣獲得應付賬款的結算,由金融機構促進。我們在該計劃中的資金參與相關的負債,主要包括在我們簡縮合並資產負債表的應付賬款中,金額爲$
總現金、現金等價物和受限制現金
我們在簡明合併資產負債表中報告的現金、現金及現金等價物和受限現金與在我們的簡明合併現金流量表中顯示的總額 reconciled 如下(單位:百萬美元):
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| 2024年11月2日 |
| 2024年2月3日 |
| 2023年10月28日 | ||||||
現金及現金等價物 | $ | |
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| $ | |
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| $ | |
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在其他流動資產中包含的受限現金 |
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現金、現金等價物和受限制的現金總額 | $ | |
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| $ | |
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| $ | |
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限制現金中的金額主要用於覆蓋我們會員服務下提供的產品保護計劃和自保險責任。
重分類
重組費用如下(以百萬計):
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| 截至三個月 |
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| 截至九個月 | ||||||||||||
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| 2024年11月2日 |
| 2023年10月28日 |
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| 2024年11月2日 |
| 2023年10月28日 | ||||||||
2024財年的重組計劃 |
| $ | ( |
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| $ | - |
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| $ | |
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| $ | - |
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2023財年的資源優化計劃 |
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| - |
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| - |
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| ( |
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| ( |
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總計 |
| $ | ( |
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| $ | - |
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| $ | |
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| $ | ( |
|
2024財年的重組計劃
在2024財年的第四季度,我們開始了一項企業範圍的重組計劃,旨在實現以下目標: (1) 將現場勞動資源與客戶購物的需求對齊,以優化客戶體驗; (2) 將企業資源重定向,以更好地與我們的策略對齊; (3) 調整資源規模,以更好地與2025財年的營業收入預期對齊。
與此舉措相關的所有費用均包括持續運營中的員工解僱福利,並在我們的簡明合併收益表中列示爲重組費用如下(單位:百萬美元):
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| 截至三個月 |
| 截至九個月 |
| 累積金額 | ||||||
| 2024年11月2日 |
| 2024年11月2日 |
| 截至2024年11月2日 | ||||||
國內 | $ | ( |
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| $ | |
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| $ | |
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國際 |
| - |
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| - |
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總計 | $ | ( |
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| $ | |
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| $ | |
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與本計劃相關的重組計提活動如下(單位:百萬美元):
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| 員工終止福利 | ||||||||||
| 國內 |
| 國際 |
| 總計 | ||||||
2024年2月3日餘額 | $ | |
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| $ | |
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| $ | |
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費用 |
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現金支付 |
| ( |
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| ( |
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| ( |
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調整(1) |
| ( |
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| ( |
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| ( |
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截至2024年11月2日的餘額 | $ | |
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| $ | |
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| $ | |
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(1)主要是指由於之前計劃的組織變動,員工留任率高於預期而進行的調整。
我們預計不會因這一倡議而產生重大未來重組費用。
2023財年的資源優化計劃
在2023財年的第二季度,我們啓動了一項企業範圍的舉措,以更好地將我們的支出與關鍵戰略和運營對齊,並優化我們的成本結構。與該計劃相關的所有費用均來自持續運營的員工終止福利,並在我們的簡明合併收益表中的重組費用中列示。
截至2024年11月2日,我們在2025財年和2024財年的前九個月中記錄了對員工終止福利的減少,主要集中在我們的國內部門,原因是員工留任率高於預期。此項計劃截至2024年11月2日所產生的累計費用爲$
商譽
截至2024年11月2日、2024年2月3日和2023年10月28日的商譽餘額如下(單位:百萬美元):
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| 總賬面價值 |
| 累計減值 | ||||
國內 | $ | |
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| $ | ( |
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國際 |
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| ( |
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總計 | $ | |
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| $ | ( |
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無限期的無形資產
在2025財年的第二季度,我們將 我們的Yardbird 商標從有限使用期限的無形資產重新分類爲無限使用期限的無形資產 以更好地反映我們對該商標長期使用的預期。 截至2024年11月2日,該商標的賬面價值爲$
明確有限壽命的無形資產
我們在合併財務狀況表的其他資產中記錄了可確定使用壽命的無形資產,如下所示(單位:百萬美元):
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| 2024年11月2日 |
| 2024年2月3日 |
| 2023年10月28日 |
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| 總賬面 |
| 累計 |
| 總賬面 |
| 累計 |
| 總賬面 |
| 累計 |
| 加權平均剩餘使用壽命 | ||||||||||||||
客戶關係 | $ | |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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商標 |
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開發的科技 |
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總計 | $ | |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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攤銷費用如下(單位:百萬美元):
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| 截至三個月 |
| 截至九個月 | |||||||||||||
| 收益聲明地點 | 2024年11月2日 |
| 2023年10月28日 |
| 2024年11月2日 |
| 2023年10月28日 | ||||||||||
攤銷費用 | 銷售、一般和管理費用 |
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| $ | |
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| $ | |
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| $ | |
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| $ | |
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預計將在未來期間確認的攤銷費用如下(百萬美元):
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| 攤銷費用 | ||
2025財年剩餘部分 |
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| $ | |
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在估計的有形資產未來攤銷費用至2024年4月30日時,攤銷費用總額如下(以千爲單位): |
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科技開發、客戶關係、知識產權以及其他購買的無形資產按照其預計使用壽命進行攤銷,通常採用直線攤銷法,期限從 |
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在估計的有形資產未來攤銷費用至2024年4月30日時,攤銷費用總額如下(以千爲單位): |
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科技開發、客戶關係、知識產權以及其他購買的無形資產按照其預計使用壽命進行攤銷,通常採用直線攤銷法,期限從 |
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2030財年 |
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然後 |
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Fair value measurements are reported in one of three levels based on the lowest level of significant input used: Level 1 (unadjusted quoted prices in active markets); Level 2 (observable market inputs, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data).
Recurring Fair Value Measurements
Financial assets and liabilities accounted for at fair value were as follows ($ in millions):
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| Fair Value as of | ||||||||||
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| Balance Sheet Location(1) | Fair Value Hierarchy |
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | |||||||||
Assets |
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Money market funds(2) |
| Cash and cash equivalents | Level 1 |
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Time deposits(3) |
| Cash and cash equivalents | Level 2 |
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Money market funds(2) |
| Other current assets |
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Time deposits(3) |
| Other current assets |
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Marketable securities that fund deferred compensation(4) |
| Other assets |
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Liabilities |
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Interest rate swap derivative instruments(5) | Long-term liabilities |
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(1)Balance sheet location is determined by the length to maturity at date of purchase and whether the assets are restricted for particular use.
(2)Valued at quoted market prices in active markets at period end.
(3)Valued at face value plus accrued interest at period end, which approximates fair value.
(4)Valued using the performance of mutual funds that trade with sufficient frequency and volume to obtain pricing information on an ongoing basis.
(5)Valued using readily observable market inputs. These instruments are custom, over-the-counter contracts with various bank counterparties that are not traded on an active market. See Note 5, Derivative Instruments, for additional information.
Fair Value of Financial Instruments
The fair values of cash, certain restricted cash, receivables, accounts payable and other payables approximated their carrying values because of the short-term nature of these instruments. If these instruments were measured at fair value in the financial statements, they would be classified as Level 1 in the fair value hierarchy. Fair values for other investments held at cost are not readily available, but we estimate that the carrying values for these investments approximate their fair values.
Long-term debt is presented at carrying value on our Condensed Consolidated Balance Sheets. If our long-term debt were recorded at fair value, it would be classified as Level 2 in the fair value hierarchy. Long-term debt balances were as follows ($ in millions):
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|
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | ||||||||||||||||||
|
|
|
|
| Fair Value |
| Carrying Value |
| Fair Value |
| Carrying Value |
| Fair Value |
| Carrying Value | ||||||||||||
Long-term debt(1) | $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
(1)Excludes debt discounts, issuance costs and finance lease obligations.
We manage our economic and transaction exposure to certain risks by using foreign exchange forward contracts to hedge against the effect of Canadian dollar exchange rate fluctuations on a portion of our net investment in our Canadian operations and by using interest rate swaps to mitigate interest rate risk on our $
Our derivative instruments designated as net investment hedges and fair value hedges are recorded on our Condensed Consolidated Balance Sheets at fair value. The gross fair values of our outstanding derivative instruments and corresponding fair value classifications are included in Note 4, Fair Value Measurements.
Notional amounts of our derivative instruments were as follows ($ in millions):
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|
Contract Type |
|
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | ||||||
Derivatives designated as net investment hedges |
|
| $ | |
|
| $ | |
|
| $ | |
|
Derivatives designated as fair value hedges (interest rate swaps) |
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| |
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| |
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| |
|
No hedge designation (foreign exchange contracts) |
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| |
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| |
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| |
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Total |
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| $ | |
|
| $ | |
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| $ | |
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Effects of our derivative instruments on our Condensed Consolidated Statements of Earnings were as follows ($ in millions):
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| Gain (Loss) Recognized | ||||||||||||||
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| Three Months Ended |
| Nine Months Ended | |||||||||||||||
| Statement of Earnings Location | November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | |||||||||||
Interest rate swaps | Interest expense | $ | ( |
|
| $ | ( |
|
| $ | ( |
|
| $ | ( |
| |||
Adjustments to carrying value of long-term debt | Interest expense |
| |
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| |
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| |
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|
| |
| |||
Total |
|
|
|
| $ | - |
|
| $ | - |
|
| $ | - |
|
| $ | - |
|
Short-Term Debt
U.S. Revolving Credit Facility
We have a $
Long-Term Debt
Long-term debt consisted of the following ($ in millions):
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|
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|
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | ||||||
Notes, |
| $ | |
|
| $ | |
|
| $ | |
|
Notes, |
|
| |
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| |
|
|
| |
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Interest rate swap valuation adjustments |
|
| ( |
|
|
| ( |
|
|
| ( |
|
Subtotal |
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| |
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| |
|
|
| |
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Debt discounts and issuance costs |
|
| ( |
|
|
| ( |
|
|
| ( |
|
Finance lease obligations |
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| |
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| |
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| |
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Total long-term debt |
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| |
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| |
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Less current portion |
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| |
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| |
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| |
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Total long-term debt, less current portion |
| $ | |
|
| $ | |
|
| $ | |
|
Fair Value and Future Maturities
We generate substantially all of our revenue from contracts with customers from the sale of products and services. Contract balances primarily relate to unfulfilled membership benefits and services not yet completed, product merchandise not yet delivered to customers, deferred revenue from our private label and co-branded credit card arrangement and unredeemed gift cards. Contract balances were as follows ($ in millions):
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|
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | ||||||
Receivables, net(1) | $ | |
|
| $ | |
|
| $ | |
|
Short-term contract liabilities included in: |
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Unredeemed gift card liabilities |
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Deferred revenue |
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Accrued liabilities |
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Long-term contract liabilities included in: |
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Long-term liabilities |
| |
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| |
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| |
|
(1)Receivables are recorded net of allowances for expected credit losses of $
During the first nine months of fiscal 2025 and fiscal 2024, $
Estimated revenue from our contract liability balances expected to be recognized in future periods if the performance of the contract is expected to have an initial duration of more than one year is as follows ($ in millions):
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Fiscal Year |
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| Amount |
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| $ | |
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We compute our basic earnings per share based on the weighted-average number of common shares outstanding and our diluted earnings per share based on the weighted-average number of common shares outstanding adjusted by the number of additional shares that would have been outstanding had potentially dilutive common shares been issued.
Reconciliations of the numerators and denominators of basic and diluted earnings per share were as follows ($ and shares in millions, except per share amounts):
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| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Numerator |
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Net earnings | $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Denominator |
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Weighted-average common shares outstanding |
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Dilutive effect of stock compensation plan awards |
| |
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Weighted-average common shares outstanding, assuming dilution |
| |
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Potential shares which were anti-dilutive and excluded from weighted-average share computations | - |
|
|
| |
|
|
| - |
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| |
| |
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Basic earnings per share | $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Diluted earnings per share | $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
On February 28, 2022, our Board of Directors approved a $
Information regarding share repurchases was as follows ($ and shares in millions, except per share amounts):
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|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Total cost of shares repurchased | $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Average price per share | $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Total number of shares repurchased |
| |
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| |
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We are involved in a number of legal proceedings. Where appropriate, we have made accruals with respect to these matters, which are reflected on our Condensed Consolidated Financial Statements. However, there are cases where liability is not probable or the amount cannot be reasonably estimated and, therefore, accruals have not been made. We provide disclosure of matters where we believe it is reasonably possible the impact may be material to our Condensed Consolidated Financial Statements.
Reportable segment and product category revenue information was as follows ($ in millions):
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|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
|
|
|
|
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Revenue by reportable segment |
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|
Domestic |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
International |
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|
| |
|
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| |
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| |
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| |
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Total revenue |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Revenue by product category |
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Domestic: |
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|
Computing and Mobile Phones |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Consumer Electronics |
|
|
|
|
| |
|
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| |
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| |
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| |
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Appliances |
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Entertainment |
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| |
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| |
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|
| |
|
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| |
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Services |
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| |
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| |
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Other |
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|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Total Domestic revenue |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
International: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Computing and Mobile Phones |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Consumer Electronics |
|
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Appliances |
|
|
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|
| |
|
|
| |
|
|
| |
|
|
| |
|
Entertainment |
|
|
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|
| |
|
|
| |
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| |
|
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| |
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Services |
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| |
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Other |
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| |
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|
| |
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|
| |
|
Total International revenue |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Operating income by reportable segment and the reconciliation to consolidated earnings before income tax expense and equity in income of affiliates was as follows ($ in millions):
|
|
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|
|
|
|
|
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|
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|
|
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|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
|
|
|
|
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Domestic |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
International |
|
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Total operating income |
|
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| |
|
|
| |
|
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| |
|
|
| |
|
Other income (expense): |
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of subsidiary, net |
|
|
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| |
|
Investment income and other |
|
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
|
Interest expense |
|
|
|
|
| ( |
|
|
| ( |
|
|
| ( |
|
|
| ( |
|
Earnings before income tax expense and equity in income of affiliates |
|
| $ | |
|
| $ | |
|
| $ | |
|
| $ | |
|
Assets by reportable segment were as follows ($ in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | ||||||
Domestic |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
International |
|
|
|
|
| |
|
|
| |
|
|
| |
|
Total assets |
|
|
|
| $ | |
|
| $ | |
|
| $ | |
|
Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations
Unless the context otherwise requires, the use of the terms “Best Buy,” “we,” “us” and “our” refers to Best Buy Co., Inc. and its consolidated subsidiaries. Any references to our website addresses do not constitute incorporation by reference of the information contained on the websites.
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity and certain other factors that may affect our future results. Unless otherwise noted, transactions and other factors significantly impacting our financial condition, results of operations and liquidity are discussed in order of magnitude. Our MD&A should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended February 3, 2024 (including the information presented therein under Risk Factors), as well as our other reports on Forms 10-Q and 8-K and other publicly available information. All amounts herein are unaudited.
Overview
We are driven by our purpose to enrich lives through technology and our vision to personalize and humanize technology solutions for every stage of life. We accomplish this by leveraging our combination of technology and a human touch to meet our customers’ everyday needs, whether they come to us online, visit our stores or invite us into their homes.
We have two reportable segments: Domestic and International. The Domestic segment is comprised of our operations in all states, districts and territories of the U.S. and our Best Buy Health business. The International segment is comprised of all our operations in Canada.
Our fiscal year ends on the Saturday nearest the end of January. Our business, like that of many retailers, is seasonal. A large proportion of our revenue and earnings is generated in the fiscal fourth quarter, which includes the majority of the holiday shopping season.
Comparable Sales
Throughout this MD&A, we refer to comparable sales. Comparable sales is a metric used by management to evaluate the performance of our existing stores, websites and call centers by measuring the change in net sales for a particular period over the comparable prior period of equivalent length. Comparable sales includes revenue from stores, websites and call centers operating for at least 14 full months. Revenue from online sales is included in comparable sales and represents sales initiated on a website or app, regardless of whether customers choose to pick up product in store, curbside, at an alternative pick-up location or take delivery direct to their homes. Revenue from acquisitions is included in comparable sales beginning with the first full quarter following the first anniversary of the date of the acquisition. Comparable sales also includes credit card revenue, gift card breakage, commercial sales and sales of merchandise to wholesalers and dealers, as applicable. Revenue from stores closed more than 14 days, including but not limited to relocated, remodeled, expanded and downsized stores, or stores impacted by natural disasters, is excluded from comparable sales until at least 14 full months after reopening. Comparable sales excludes the impact of certain periodic warranty-related profit-share revenue, the effect of fluctuations in foreign currency exchange rates (applicable to our International segment only) and the impact of the 53rd week (applicable in 53-week fiscal years only). Comparable sales is based on our fiscal calendar and is not adjusted to align calendar weeks. All periods presented apply this methodology consistently.
Consistent with our comparable sales policy, revenue from Best Buy Express locations rebranded as a result of our previously announced collaboration with Bell Canada is excluded from our comparable sales calculation until locations have been operating for at least 14 full months.
We believe comparable sales is a meaningful supplemental metric for investors to evaluate revenue performance resulting from growth in existing stores, websites and call centers versus the portion resulting from opening new stores or closing existing stores. The method of calculating comparable sales varies across the retail industry. As a result, our method of calculating comparable sales may not be the same as other retailers’ methods.
Non-GAAP Financial Measures
This MD&A includes financial information prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”), as well as certain adjusted or non-GAAP financial measures, such as non-GAAP operating income, non-GAAP effective tax rate and non-GAAP diluted earnings per share (“EPS”). We believe that non-GAAP financial measures, when reviewed in conjunction with GAAP financial measures, provide additional useful information for evaluating current period performance and assessing future performance. For these reasons, internal management reporting, including budgets, forecasts and financial targets used for short-term incentives are based on non-GAAP financial measures. Generally, our non-GAAP financial measures include adjustments for items such as restructuring charges, goodwill and intangible asset impairments, price-fixing settlements, gains and losses on sales of subsidiaries and certain investments, intangible asset amortization, certain acquisition-related costs and the tax effect of all such items. In addition, certain other items may be excluded from non-GAAP financial measures when we believe doing so provides greater clarity to management and our investors. We provide reconciliations of the most comparable financial measures presented in accordance with GAAP to presented non-GAAP financial measures that enable investors to understand the adjustments made in arriving at the non-GAAP financial measures and to evaluate performance using the same metrics as management. These non-GAAP financial measures should be considered in addition to, and not superior to or as a substitute for, GAAP financial measures. We strongly encourage investors and shareholders to review our financial statements and publicly filed reports in their entirety and not to rely on any single financial measure. Non-GAAP financial measures may be calculated differently from similarly titled measures used by other companies, thereby limiting their usefulness for comparative purposes.
In our discussions of the operating results of our consolidated business and our International segment, we sometimes refer to the impact of changes in foreign currency exchange rates or the impact of foreign currency exchange rate fluctuations, which are references to the differences between the foreign currency exchange rates we use to convert the International segment’s operating results from local currencies into U.S. dollars for reporting purposes. We also may use the term “constant currency,” which represents results adjusted to exclude foreign currency impacts. We calculate those impacts as the difference between the current period results translated using the current period currency exchange rates and using the comparable prior period currency exchange rates. We believe the disclosure of revenue changes in constant currency provides useful supplementary information to investors in light of significant fluctuations in currency rates.
Refer to the Non-GAAP Financial Measures section below for detailed reconciliations of items impacting non-GAAP operating income, non-GAAP effective tax rate and non-GAAP diluted EPS in the presented periods.
Business Strategy Update
In the third quarter of fiscal 2025, we continued to manage our profitability through strong execution despite revenue declines. We made progress on our fiscal 2025 priorities, grew our paid membership base and drove improvements in our prioritized customer experiences. We continued to deliver sales growth in our Domestic computing and tablet categories as our market position, expert sales associates and compelling merchandising allowed us to capitalize on demand driven by our customers’ desire to replace or upgrade their products combined with new innovation.
We also continue to focus on the following four priorities: (1) invigorate and progress targeted customer experiences; (2) drive operational effectiveness and efficiency; (3) continue our disciplined approach to capital allocation; and (4) explore, pilot and drive incremental revenue streams.
This year, we have been focused on improving and refreshing our App and small view experiences – including enhanced personalization, new features like digital wallet, deal alerts and gift finders, along with a more stream-lined checkout process and faster content loading times. We have grown both customer ratings for our App and growth in active users. We believe this is an important way to engage our customers on their entire shopping journey, and our data shows that customers who use our App frequent us more often and thus spend more.
In our stores, we are making enhancements to every store in the chain in some fashion this year, improving both our merchandising and ease of shopping for customers. This includes working with many of our vendors to implement new and enhanced in-store experiences across the store. To continue to elevate the expert service we provide customers, we have added fully dedicated labor expertise to our in-store computing and have begun the process of doing so in our home theater and major appliances departments in hundreds of stores. These changes are in addition to the actions taken throughout the past year to streamline our leadership model, allowing us to invest in more customer-facing sales associate hours in our stores.
While we elevate our customer experiences, we are simultaneously executing on our longstanding commitment to drive operational effectiveness and efficiencies and identify cost reductions, as this is paramount to help offset inflationary pressures in our business and fund investment capacity. For example, in fiscal 2025 we are focused on driving further efficiencies across our forward and reverse supply chain, our Geek Squad repair operations and our customer care experience. We will continue to lean heavily on analytics and technology to achieve these efficiencies.
Our third key priority for the year is to continue our disciplined approach to capital allocation. This includes striking the appropriate balance of prioritizing areas that best position us for the future, while prudently dealing with the near-term uncertainty in the consumer electronics industry.
Our fourth key priority for fiscal 2025 is longer-term in focus. We will continue to explore opportunities that leverage our scale and capabilities to drive incremental profitable revenue streams over time.
As we look to the rest of the year, we are excited for the holiday season in this still uncertain consumer electronics industry. We are well positioned with compelling deals, inspirational in-store and digital merchandising and competitive fulfillment options. We are the largest consumer electronics specialty retailer with what we believe to be a unique range of product assortment and expert services to help humanize tech, especially new innovation, for every stage of our customers’ lives. We intend to strengthen our position in key categories like computing, home theater and major appliances through our differentiated experiences, pointed marketing spend and competitive pricing.
Results of Operations
Consolidated Results
Selected consolidated financial data was as follows ($ in millions, except per share amounts):
|
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|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Revenue | $ | 9,445 |
|
| $ | 9,756 |
|
| $ | 27,580 |
|
| $ | 28,806 |
|
Revenue % change |
| (3.2) | % |
|
| (7.8) | % |
|
| (4.3) | % |
|
| (8.7) | % |
Comparable sales % change |
| (2.9) | % |
|
| (6.9) | % |
|
| (3.7) | % |
|
| (7.8) | % |
Gross profit | $ | 2,217 |
|
| $ | 2,232 |
|
| $ | 6,467 |
|
| $ | 6,602 |
|
Gross profit as a % of revenue(1) |
| 23.5 | % |
|
| 22.9 | % |
|
| 23.4 | % |
|
| 22.9 | % |
Selling, general and administrative expense ("SG&A") | $ | 1,871 |
|
| $ | 1,878 |
|
| $ | 5,418 |
|
| $ | 5,605 |
|
SG&A as a % of revenue(1) |
| 19.8 | % |
|
| 19.2 | % |
|
| 19.6 | % |
|
| 19.5 | % |
Restructuring charges | $ | (4) |
|
| $ | - |
|
| $ | 4 |
|
| $ | (16) |
|
Operating income | $ | 350 |
|
| $ | 354 |
|
| $ | 1,045 |
|
| $ | 1,013 |
|
Operating income as a % of revenue |
| 3.7 | % |
|
| 3.6 | % |
|
| 3.8 | % |
|
| 3.5 | % |
Net earnings | $ | 273 |
|
| $ | 263 |
|
| $ | 810 |
|
| $ | 781 |
|
Diluted earnings per share | $ | 1.26 |
|
| $ | 1.21 |
|
| $ | 3.73 |
|
| $ | 3.57 |
|
(1)Because retailers vary in how they record costs of operating their supply chain between cost of sales and SG&A, our gross profit rate and SG&A rate may not be comparable to other retailers’ corresponding rates. For additional information regarding costs classified in cost of sales and SG&A, refer to Note 1, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024.
In the third quarter and first nine months of fiscal 2025, we generated $9.4 billion and $27.6 billion in revenue, respectively, and our comparable sales declined 2.9% and 3.7%, respectively, as we continued to operate in a challenged consumer electronics industry and experienced softer customer demand. While our comparable sales declined in the third quarter of fiscal 2025 in categories such as appliances, home theater and gaming, we grew comparable sales in our computing, tablet and services categories.
Revenue, gross profit rate, SG&A and operating income rate changes in the third quarter and first nine months of fiscal 2025 were primarily driven by our Domestic segment. For further discussion of our Domestic and International segments, see Segment Performance Summary, below.
Store Summary
Stores open by reportable segment were as follows:
|
|
|
|
|
|
|
|
| November 2, 2024 |
| October 28, 2023 | ||||
Best Buy |
| 889 |
|
|
| 901 |
|
Outlet Centers |
| 25 |
|
|
| 21 |
|
Pacific Sales |
| 20 |
|
|
| 20 |
|
Yardbird |
| 23 |
|
|
| 21 |
|
Total Domestic stores |
| 957 |
|
|
| 963 |
|
Canada Best Buy stores |
| 129 |
|
|
| 128 |
|
Canada Best Buy Mobile stand-alone stores |
| 31 |
|
|
| 32 |
|
Total International stores |
| 160 |
|
|
| 160 |
|
Total stores |
| 1,117 |
|
|
| 1,123 |
|
We continuously monitor store performance as part of a market-driven, omnichannel strategy. As we approach the expiration of leases, we evaluate various options for each location, including whether a store should remain open. In fiscal 2025, we currently expect to reduce our Domestic Best Buy store count by approximately 10 to 12 stores.
Earlier this year, we announced our collaboration with Bell Canada to rebrand 167 of its stores to Best Buy Express. These stores, previously part of The Source, a wholly owned subsidiary of Bell Canada, are leased by Bell Canada. Under the arrangement, we provide the curated consumer electronics assortment and Geek Squad services, as well as supply chain, marketing and e-commerce. Bell Canada is the exclusive telecommunications services provider and is also responsible for the store operations. As of November 2, 2024, nearly all of the 167 stores have been rebranded.
Income Tax Expense
Income tax expense was relatively unchanged in the third quarter of fiscal 2025. Our effective tax rate (“ETR”) decreased to 23.9% in the third quarter of fiscal 2025 compared to 24.7% in the third quarter of fiscal 2024, primarily due to increased tax benefits from green energy incentives.
Income tax expense increased in the first nine months of fiscal 2025, primarily due to an increase in pre-tax earnings. Our ETR remained unchanged at 24.8% in the first nine months of fiscal 2025 compared to the first nine months of fiscal 2024, primarily due to increased tax benefits from green energy incentives, offset by reduced tax benefits from the resolution of tax matters and stock-based compensation.
Our tax provision for interim periods is determined using an estimate of our annual ETR, adjusted for discrete items, if any, that are taken into account in the relevant period. We update our estimate of the annual ETR each quarter and we make a cumulative adjustment if our estimated tax rate changes. Our quarterly tax provision and our quarterly estimate of our annual ETR are subject to variation due to several factors, including our ability to accurately forecast our pre-tax and taxable income and loss by jurisdiction, tax audit developments, recognition of excess tax benefits or deficiencies related to stock-based compensation, foreign currency gains (losses), changes in laws or regulations, and expenses or losses for which tax benefits are not recognized. Our ETR can be more or less volatile based on the amount of pre-tax earnings. For example, the impact of discrete items and non-deductible losses on our ETR is greater when our pre-tax earnings are lower.
Segment Performance Summary
Domestic Segment
Selected financial data for the Domestic segment was as follows ($ in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Revenue | $ | 8,697 |
|
| $ | 8,996 |
|
| $ | 25,523 |
|
| $ | 26,687 |
|
Revenue % change |
| (3.3) | % |
|
| (8.2) | % |
|
| (4.4) | % |
|
| (8.8) | % |
Comparable sales % change(1) |
| (2.8) | % |
|
| (7.3) | % |
|
| (3.8) | % |
|
| (8.0) | % |
Gross profit | $ | 2,049 |
|
| $ | 2,064 |
|
| $ | 5,993 |
|
| $ | 6,108 |
|
Gross profit as a % of revenue |
| 23.6 | % |
|
| 22.9 | % |
|
| 23.5 | % |
|
| 22.9 | % |
SG&A | $ | 1,716 |
|
| $ | 1,727 |
|
| $ | 4,982 |
|
| $ | 5,167 |
|
SG&A as a % of revenue |
| 19.7 | % |
|
| 19.2 | % |
|
| 19.5 | % |
|
| 19.4 | % |
Restructuring charges | $ | (4) |
|
| $ | 1 |
|
| $ | 4 |
|
| $ | (14) |
|
Operating income | $ | 337 |
|
| $ | 336 |
|
| $ | 1,007 |
|
| $ | 955 |
|
Operating income as a % of revenue |
| 3.9 | % |
|
| 3.7 | % |
|
| 3.9 | % |
|
| 3.6 | % |
Selected Online Revenue Data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total online revenue | $ | 2,727 |
|
| $ | 2,754 |
|
| $ | 7,970 |
|
| $ | 8,205 |
|
Online revenue as a % of total segment revenue |
| 31.4 | % |
|
| 30.6 | % |
|
| 31.2 | % |
|
| 30.7 | % |
Comparable online sales % change(1) |
| (1.0) | % |
|
| (9.3) | % |
|
| (2.9) | % |
|
| (9.5) | % |
(1)Comparable online sales are included in the comparable sales calculation.
Domestic revenue decreased in the third quarter and first nine months of fiscal 2025, primarily driven by comparable sales declines in the appliances, home theater and gaming categories, partially offset by comparable sales growth in the computing, tablets and services categories. Online revenue of $2.7 billion and $8.0 billion in the third quarter and first nine months of fiscal 2025 decreased 1.0% and 2.9%, respectively, on a comparable basis.
Domestic segment revenue mix percentages and comparable sales percentage changes by revenue category were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Revenue Mix |
|
|
| Comparable Sales |
| ||||||||
|
| Three Months Ended |
|
|
| Three Months Ended |
| ||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Computing and Mobile Phones |
| 47 | % |
|
| 44 | % |
|
| 3.8 | % |
|
| (8.3) | % |
Consumer Electronics |
| 28 | % |
|
| 29 | % |
|
| (5.8) | % |
|
| (9.5) | % |
Appliances |
| 12 | % |
|
| 14 | % |
|
| (14.7) | % |
|
| (15.1) | % |
Entertainment |
| 5 | % |
|
| 6 | % |
|
| (18.8) | % |
|
| 20.6 | % |
Services |
| 7 | % |
|
| 6 | % |
|
| 6.0 | % |
|
| 6.9 | % |
Other |
| 1 | % |
|
| 1 | % |
|
| 12.9 | % |
|
| 4.7 | % |
Total |
| 100 | % |
|
| 100 | % |
|
| (2.8) | % |
|
| (7.3) | % |
Notable comparable sales changes by revenue category were as follows:
Computing and Mobile Phones: The 3.8% comparable sales growth was driven primarily by computing and tablets.
Consumer Electronics: The 5.8% comparable sales decline was driven primarily by home theater.
Appliances: The 14.7% comparable sales decline was driven primarily by large appliances.
Entertainment: The 18.8% comparable sales decline was driven primarily by gaming.
Services: The 6.0% comparable sales growth was driven primarily by growth in our membership programs, as well as delivery and installation services.
Domestic gross profit rate increased in the third quarter of fiscal 2025, primarily due to improved financial performance from our services category, including our membership offerings, which was partially offset by lower profit-sharing revenue from our private label and co-branded credit card arrangement and lower product margin rates.
Domestic gross profit rate increased in the first nine months of fiscal 2025, primarily due to improved financial performance from our services category, including our membership offerings, which was partially offset by lower product margin rates and lower profit-sharing revenue from our private label and co-branded credit card arrangement.
Domestic SG&A decreased in the third quarter of fiscal 2025, primarily due to lower employee compensation expense and lower intangible asset amortization expense, partially offset by higher advertising expense.
Domestic SG&A decreased in the first nine months of fiscal 2025, primarily due to lower employee compensation expense, which was primarily store payroll, lower intangible amortization expense and reduced vehicle rental costs. These decreases were partially offset by higher advertising and technology expense.
Domestic restructuring charges in the third quarter and first nine months of fiscal 2025 were primarily related to employee termination benefits and subsequent adjustments from higher-than-expected employee retention associated with an enterprise-wide restructuring initiative that commenced in the fourth quarter of fiscal 2024. Refer to Note 2, Restructuring, of the Notes to Condensed Consolidated Financial Statements, included in this Quarterly Report on Form 10-Q for additional information.
Domestic operating income rate increased in the third quarter and first nine months of fiscal 2025, primarily due to favorability in the gross profit rate, partially offset by decreased leverage from lower sales volume, which resulted in an unfavorable SG&A rate.
International Segment
Selected financial data for the International segment was as follows ($ in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Revenue | $ | 748 |
|
| $ | 760 |
|
| $ | 2,057 |
|
| $ | 2,119 |
|
Revenue % change |
| (1.6) | % |
|
| (3.4) | % |
|
| (2.9) | % |
|
| (7.9) | % |
Comparable sales % change |
| (3.7) | % |
|
| (1.9) | % |
|
| (3.0) | % |
|
| (4.2) | % |
Gross profit | $ | 168 |
|
| $ | 168 |
|
| $ | 474 |
|
| $ | 494 |
|
Gross profit as a % of revenue |
| 22.5 | % |
|
| 22.1 | % |
|
| 23.0 | % |
|
| 23.3 | % |
SG&A | $ | 155 |
|
| $ | 151 |
|
| $ | 436 |
|
| $ | 438 |
|
SG&A as a % of revenue |
| 20.7 | % |
|
| 19.9 | % |
|
| 21.2 | % |
|
| 20.7 | % |
Operating income | $ | 13 |
|
| $ | 18 |
|
| $ | 38 |
|
| $ | 58 |
|
Operating income as a % of revenue |
| 1.7 | % |
|
| 2.4 | % |
|
| 1.8 | % |
|
| 2.7 | % |
International revenue decreased in the third quarter of fiscal 2025, primarily driven by comparable sales declines in gaming, home theater and appliances, as well as the negative impact of foreign exchange rates. These decreases were partially offset by increased revenue from Best Buy Express locations.
International revenue decreased in the first nine months of fiscal 2025, primarily driven by comparable sales declines in gaming, computing and home theater, as well as the negative impact of foreign exchange rates. These decreases were partially offset by increased revenue from Best Buy Express locations and comparable sales growth in mobile phones.
International segment revenue mix percentages and comparable sales percentage changes by revenue category were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Revenue Mix |
| Comparable Sales | ||||||||||||
| Three Months Ended |
| Three Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Computing and Mobile Phones |
| 52 | % |
|
| 50 | % |
|
| (0.1) | % |
|
| (1.0) | % |
Consumer Electronics |
| 26 | % |
|
| 26 | % |
|
| (6.1) | % |
|
| (8.4) | % |
Appliances |
| 9 | % |
|
| 10 | % |
|
| (8.1) | % |
|
| 4.0 | % |
Entertainment |
| 6 | % |
|
| 7 | % |
|
| (18.7) | % |
|
| 18.6 | % |
Services |
| 6 | % |
|
| 6 | % |
|
| 4.0 | % |
|
| 2.4 | % |
Other |
| 1 | % |
|
| 1 | % |
|
| (12.7) | % |
|
| (37.5) | % |
Total |
| 100 | % |
|
| 100 | % |
|
| (3.7) | % |
|
| (1.9) | % |
Notable comparable sales changes by revenue category were as follows:
Computing and Mobile Phones: The 0.1% comparable sales decline was driven primarily by computing and tablets, partially offset by comparable sales growth in mobile phones.
Consumer Electronics: The 6.1% comparable sales decline was driven primarily by home theater and home automation.
Appliances: The 8.1% comparable sales decline was driven by both large and small appliances.
Entertainment: The 18.7% comparable sales decline was driven primarily by gaming.
Services: The 4.0% comparable sales growth was driven primarily by growth in our membership programs.
International gross profit rate increased in the third quarter of fiscal 2025, primarily driven by growth in the higher margin services category.
International gross profit rate decreased in the first nine months of fiscal 2025, primarily driven by lower product margin rates and higher supply chain costs, which were partially offset by growth in the higher margin services category.
International SG&A increased in the third quarter of fiscal 2025, primarily driven by expenses associated with new Best Buy Express locations.
International SG&A decreased in the first nine months of fiscal 2025, primarily driven by lower advertising expense and lower employee compensation expense, which was primarily incentive compensation. These decreases were partially offset by expenses associated with new Best Buy Express locations.
International operating income rate decreased in the third quarter of fiscal 2025, primarily due to an unfavorable SG&A rate, partially offset by a favorable gross profit rate.
International operating income rate decreased in the first nine months of fiscal 2025, primarily due to decreased leverage from lower sales volume, which resulted in an unfavorable SG&A rate, and an unfavorable gross profit rate.
Consolidated Non-GAAP Financial Measures
Reconciliations of operating income, effective tax rate and diluted EPS (GAAP financial measures) to non-GAAP operating income, non-GAAP effective tax rate and non-GAAP diluted EPS (non-GAAP financial measures) were as follows ($ in millions, except per share amounts):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Operating income | $ | 350 |
|
| $ | 354 |
|
| $ | 1,045 |
|
| $ | 1,013 |
|
% of revenue |
| 3.7 | % |
|
| 3.6 | % |
|
| 3.8 | % |
|
| 3.5 | % |
Intangible asset amortization(1) |
| 5 |
|
|
| 15 |
|
|
| 16 |
|
|
| 56 |
|
Restructuring charges(2) |
| (4) |
|
|
| - |
|
|
| 4 |
|
|
| (16) |
|
Non-GAAP operating income | $ | 351 |
|
| $ | 369 |
|
| $ | 1,065 |
|
| $ | 1,053 |
|
% of revenue |
| 3.7 | % |
|
| 3.8 | % |
|
| 3.9 | % |
|
| 3.7 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effective tax rate |
| 23.9 | % |
|
| 24.7 | % |
|
| 24.8 | % |
|
| 24.8 | % |
Intangible asset amortization(1) |
| (0.1) | % |
|
| - | % |
|
| - | % |
|
| 0.2 | % |
Restructuring charges(2) |
| - | % |
|
| - | % |
|
| - | % |
|
| (0.1) | % |
Non-GAAP effective tax rate |
| 23.8 | % |
|
| 24.7 | % |
|
| 24.8 | % |
|
| 24.9 | % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS | $ | 1.26 |
|
| $ | 1.21 |
|
| $ | 3.73 |
|
| $ | 3.57 |
|
Intangible asset amortization(1) |
| 0.02 |
|
|
| 0.07 |
|
|
| 0.07 |
|
|
| 0.25 |
|
Restructuring charges(2) |
| (0.02) |
|
|
| - |
|
|
| 0.02 |
|
|
| (0.07) |
|
Loss on investments |
| - |
|
|
| 0.04 |
|
|
| - |
|
|
| 0.05 |
|
Gain on sale of subsidiary, net(3) |
| - |
|
|
| - |
|
|
| - |
|
|
| (0.10) |
|
Income tax impact of non-GAAP adjustments(4) |
| - |
|
|
| (0.03) |
|
|
| (0.02) |
|
|
| (0.04) |
|
Non-GAAP diluted EPS | $ | 1.26 |
|
| $ | 1.29 |
|
| $ | 3.80 |
|
| $ | 3.66 |
|
For additional information regarding the nature of charges discussed below, refer to Note 1, Basis of Presentation, Note 2, Restructuring, and Note 3, Goodwill and Intangible Assets, of the Notes to Condensed Consolidated Financial Statements, included in this Quarterly Report on Form 10-Q.
(1)Represents the non-cash amortization of definite-lived intangible assets associated with acquisitions, including customer relationships, tradenames and developed technology assets.
(2)Represents charges related to employee termination benefits and subsequent adjustments from higher-than-expected employee retention associated with enterprise-wide restructuring initiatives.
(3)Represents the gain on sale of a Mexico subsidiary subsequent to our exit from operations in Mexico.
(4)The non-GAAP adjustments primarily relate to the U.S. and Mexico. As such, the forecasted annual income tax charge on a portion of the U.S. non-GAAP adjustments is calculated using the statutory tax rate of 24.5%. There is no forecasted annual income tax for Mexico non-GAAP items and a portion of U.S. non-GAAP items, as there is no forecasted annual tax benefit/expense on the income/expenses in the calculation of GAAP income tax expense.
Non-GAAP operating income rate decreased in the third quarter of fiscal 2025, primarily due to an unfavorable SG&A rate, partially offset by a favorable gross profit rate. Non-GAAP operating income rate increased in the first nine months of fiscal 2025, primarily due to a favorable gross profit rate in our Domestic segment, partially offset by an unfavorable SG&A rate.
Non-GAAP effective tax rate decreased in the third quarter of fiscal 2025, primarily due to increased tax benefits from green energy incentives. Non-GAAP effective tax rate decreased in the first nine months of fiscal 2025, primarily due to increased tax benefits from green energy incentives, partially offset by reduced tax benefits from the resolution of tax matters and stock-based compensation.
Non-GAAP diluted EPS decreased in the third quarter of fiscal 2025, primarily due to the decrease in non-GAAP earnings. Non-GAAP diluted EPS increased in the first nine months of fiscal 2025, primarily due to the increase in non-GAAP earnings.
Liquidity and Capital Resources
We closely manage our liquidity and capital resources. Our liquidity requirements depend on key variables, including the level of investment required to support our business strategies, the performance of our business, capital expenditures, dividends, credit facilities, short-term borrowing arrangements and working capital management. We modify our approach to managing these variables as changes in our operating environment arise. For example, capital expenditures and share repurchases are a component of our cash flow and capital management strategy, which, to a large extent, we can adjust in response to economic and other changes in our business environment.
Cash and cash equivalents were as follows ($ in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| November 2, 2024 |
| February 3, 2024 |
| October 28, 2023 | ||||||
Cash and cash equivalents |
|
|
|
| $ | 643 |
|
| $ | 1,447 |
|
| $ | 636 |
|
The decrease in cash and cash equivalents from February 3, 2024, was primarily due to dividend payments, capital expenditures and the timing and volume of inventory purchases and payments, partially offset by positive cash flows from operations, primarily driven by earnings.
The increase in cash and cash equivalents from October 28, 2023, was primarily due to positive cash flows from operations, primarily driven by earnings, partially offset by dividend payments, capital expenditures and share repurchases.
Cash Flows
Cash flows were as follows ($ in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Nine Months Ended | ||||||
|
|
|
|
|
|
|
|
| November 2, 2024 |
| October 28, 2023 | ||||
Total cash provided by (used in): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities |
|
|
|
|
|
|
|
| $ | 561 |
|
| $ | 290 |
|
Investing activities |
|
|
|
|
|
|
|
|
| (522) |
|
|
| (600) |
|
Financing activities |
|
|
|
|
|
|
|
|
| (892) |
|
|
| (872) |
|
Effect of exchange rate changes on cash and cash equivalents |
|
|
| (2) |
|
|
| (12) |
| ||||||
Decrease in cash, cash equivalents and restricted cash |
|
|
|
|
|
| $ | (855) |
|
| $ | (1,194) |
|
Operating Activities
The increase in cash provided by operating activities in the first nine months of fiscal 2025 was primarily driven by the timing and volume of inventory purchases and payments, partially offset by the timing of vendor funding receivables.
Investing Activities
Cash used in investing activities in the first nine months of fiscal 2025 decreased, primarily driven by lower capital spending. We currently expect capital expenditures to approximate $750 million in fiscal 2025 compared to $795 million in fiscal 2024.
Financing Activities
The increase in cash used in financing activities in the first nine months of fiscal 2025 was primarily driven by higher share repurchases.
Sources of Liquidity
Funds generated by operating activities, available cash and cash equivalents, our credit facilities, other debt arrangements and trade payables are our most significant sources of liquidity. We believe our sources of liquidity will be sufficient to fund operations and anticipated capital expenditures, share repurchases, dividends and strategic initiatives, including business combinations. However, in the event our liquidity is insufficient, we may be required to limit our spending. There can be no assurance that we will continue to generate cash flows at or above current levels or that we will be able to maintain our ability to borrow under our existing credit facilities or obtain additional financing, if necessary, on favorable terms.
We have a $1.25 billion five-year senior unsecured revolving credit facility agreement (the “Five-Year Facility Agreement”) with a syndicate of banks that expires in April 2028. There were no borrowings outstanding under the Five-Year Facility Agreement as of November 2, 2024, February 3, 2024, or October 28, 2023.
Restricted Cash
Our liquidity is also affected by restricted cash balances that are primarily restricted to cover product protection plans provided under our membership offerings and self-insurance liabilities. Restricted cash, which is included in Other current assets on our Condensed Consolidated Balance Sheets, was $295 million, $346 million and $423 million at November 2, 2024, February 3, 2024, and October 28, 2023, respectively. The decrease in restricted cash from February 3, 2024, and October 28, 2023, was primarily due to releases of product protection reserves based on claims and purchasing behaviors of customers participating in our membership offerings.
Debt and Capital
As of November 2, 2024, we had $500 million of principal amount of notes due October 1, 2028, and $650 million of principal amount of notes due October 1, 2030. Refer to Note 6, Debt, of the Notes to Condensed Consolidated Financial Statements, included in this Quarterly Report on Form 10-Q, and Note 8, Debt, of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024, for additional information about our outstanding debt.
Share Repurchases and Dividends
We repurchase our common stock and pay dividends pursuant to programs approved by our Board of Directors (“Board”). The payment of cash dividends is also subject to customary legal and contractual restrictions. Our long-term capital allocation strategy is to first fund operations and investments in growth and then return excess cash over time to shareholders through dividends and share repurchases while maintaining investment-grade credit metrics. Our share repurchase plans are evaluated on an ongoing basis, considering factors such as our financial condition and cash flows, our economic outlook, the impact of tax laws, our liquidity needs, and the health and stability of global credit markets. The timing and amount of future repurchases may vary depending on such factors.
On February 28, 2022, our Board approved a $5.0 billion share repurchase program. There is no expiration date governing the period over which we can repurchase shares under this authorization.
Share repurchase and dividend activity were as follows ($ and shares in millions, except per share amounts):
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| Three Months Ended |
| Nine Months Ended | ||||||||||||
| November 2, 2024 |
| October 28, 2023 |
| November 2, 2024 |
| October 28, 2023 | ||||||||
Total cost of shares repurchased | $ | 135 |
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| $ | 128 |
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| $ | 285 |
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| $ | 278 |
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Average price per share | $ | 95.43 |
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| $ | 71.61 |
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| $ | 87.19 |
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| $ | 74.16 |
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Total number of shares repurchased |
| 1.4 |
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| 1.8 |
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| 3.2 |
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| 3.7 |
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Regular quarterly cash dividend per share | $ | 0.94 |
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| $ | 0.92 |
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| $ | 2.82 |
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| $ | 2.76 |
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Cash dividends declared and paid | $ | 202 |
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| $ | 201 |
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| $ | 607 |
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| $ | 603 |
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The total cost of shares repurchased increased in the third quarter and first nine months of fiscal 2025, primarily due to an increase in the average price per share, partially offset by a decrease in the volume of repurchases. We currently expect total share repurchases of up to $500 million in fiscal 2025.
Cash dividends declared and paid increased during the third quarter and first nine months of fiscal 2025, due to the increase in the regular quarterly cash dividend per share, partially offset by fewer shares outstanding.
Off-Balance-Sheet Arrangements and Contractual Obligations
Our liquidity is not dependent on the use of off-balance-sheet financing arrangements other than in connection with our $1.25 billion in undrawn capacity on our Five-Year Facility Agreement as of November 2, 2024, which, if drawn upon, would be included in either short-term or long-term debt on our Condensed Consolidated Balance Sheets.
There has been no material change in our contractual obligations other than in the ordinary course of business since the end of fiscal 2024. See our Annual Report on Form 10-K for the fiscal year ended February 3, 2024, for additional information regarding our off-balance-sheet arrangements and contractual obligations.
Significant Accounting Policies and Estimates
We describe our significant accounting policies in Note 1, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements, and our critical accounting estimates in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024. There have been no significant changes in our significant accounting policies or critical accounting estimates since the end of fiscal 2024.
New or Recently Issued Accounting Pronouncements
For a description of applicable new or recently issued accounting pronouncements, including our assessment of the impact on our financial statements, see Note 1, Basis of Presentation, of the Notes to Condensed Consolidated Financial Statements, included in this Quarterly Report on Form 10-Q.
Safe Harbor Statement Under the Private Securities Litigation Reform Act
Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”), provide a “safe harbor” for forward-looking statements to encourage companies to provide prospective information about their companies. With the exception of historical information, the matters discussed in this Quarterly Report on Form 10-Q are forward-looking statements and may be identified by the use of words such as “anticipate,” “appear,” “approximate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “foresee,” “guidance,” “intend,” “may,” “might,” “outlook,” “plan,” “possible,” “project,” “seek,” “should,” “would,” and other words and terms of similar meaning or the negatives thereof. Such statements reflect our current views and estimates with respect to future market conditions, company performance and financial results, operational investments, business prospects, our operating model, new strategies and growth initiatives, the competitive environment, consumer behavior and other events. These statements involve a number of judgments and are subject to certain risks and uncertainties, many of which are outside the control of the Company, that could cause actual results to differ materially from the potential results discussed in such forward-looking statements. Readers should review Item 1A, Risk Factors, of our most recent Annual Report on Form 10-K, and any updated information in subsequent Quarterly Reports on Form 10-Q, for a description of important factors that could cause our actual results to differ materially from those contemplated by the forward-looking statements made in this Quarterly Report on Form 10-Q. Among the factors that could cause actual results and outcomes to differ materially from those contained in such forward-looking statements are the following: macroeconomic pressures in the markets in which we operate (including but not limited to recession, inflation rates, fluctuations in foreign currency exchange rates, limitations on a government’s ability to borrow and/or spend capital, fluctuations in housing prices, energy markets, jobless rates, the imposition of tariffs, trade wars and effects related to the conflicts in Eastern Europe and the Middle East or other geopolitical events); catastrophic events, health crises and pandemics; susceptibility of the products we sell to technological advancements, product life cycle fluctuations and changes in consumer preferences; competition (including from multi-channel retailers, e-commerce business, technology service providers, traditional store-based retailers, vendors and mobile network carriers and in the provision of delivery speed and options); our ability to attract and retain qualified employees; changes in market compensation rates; our expansion into health and new products, services and technologies; our focus on services as a strategic priority; our reliance on key vendors and mobile network carriers (including product availability); our ability to maintain positive brand perception and recognition; our ability to effectively manage strategic ventures, alliances or acquisitions; our ability to effectively manage our real estate portfolio; inability of vendors or service providers to perform components of our supply chain (impacting our stores or other aspects of our operations) and other various functions of our business; risks arising from and potentially unique to our exclusive brands products; risks associated with vendors that source products outside of the U.S.; our reliance on our information technology systems, internet and telecommunications access and capabilities; our ability to prevent or effectively respond to a cyber-attack, privacy or security breach; product safety and quality concerns; changes to labor or employment laws or regulations; risks arising from statutory, regulatory and legal developments (including statutes and/or regulations related to tax or privacy); evolving corporate governance and public disclosure regulations and expectations (including, but not limited to, cybersecurity and environmental, social and governance matters); risks arising from our international activities (including those related to the conflicts in Eastern Europe and the Middle East, fluctuations in foreign currency exchange rates, the imposition of tariffs and trade wars) and those of our vendors; failure to effectively manage our costs; our dependence on cash flows and net earnings generated during the fourth fiscal quarter; pricing investments and promotional activity; economic or regulatory developments that might affect our ability to provide attractive promotional financing; constraints in the capital markets; changes to our vendor credit terms; changes in our credit ratings; and failure to meet financial-performance guidance or other forward-looking statements. We caution that the foregoing list of important factors is not complete. Any forward-looking statements speak only as of the date they are made and we assume no obligation to update any forward-looking statement that we may make.
Item 3.Quantitative and Qualitative Disclosures About Market Risk
As disclosed in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024, in addition to the risks inherent in our operations, we are exposed to certain market risks.
Interest Rate Risk
We are exposed to changes in short-term market interest rates and these changes in rates will impact our net interest expense. Our cash, cash equivalents and restricted cash generate interest income that will vary based on changes in short-term interest rates. In addition, we have swapped a portion of our fixed-rate debt to floating rate such that the interest expense on this debt will vary with short-term interest rates. Refer to Note 1, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024, for further information regarding our interest rate swaps.
As of November 2, 2024, we had $0.9 billion of cash, cash equivalents and restricted cash and $0.5 billion of debt that has been swapped to floating rate, and therefore the net asset balance exposed to interest rate changes was $0.4 billion. As of November 2, 2024, a 50-basis point increase in short-term interest rates would have led to an estimated $2 million increase in interest income, and conversely a 50-basis point decrease in short-term interest rates would have led to an estimated $2 million decrease in interest income.
Foreign Currency Exchange Rate Risk
We have market risk arising from changes in foreign currency exchange rates related to operations in our International segment. On a limited basis, we utilize foreign exchange forward contracts to manage foreign currency exposure to certain forecasted inventory purchases, recognized receivable and payable balances and our investment in our Canadian operations. Refer to Note 1, Summary of Significant Accounting Policies, of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024, for additional information regarding these instruments.
In the third quarter and first nine months of fiscal 2025, foreign currency exchange rate fluctuations were driven by the strength of the U.S. dollar against the Canadian dollar compared to the prior-year period. We estimate that the foreign currency exchange rate fluctuations had an unfavorable impact on our revenue of approximately $6 million and $25 million in the third quarter and first nine months of fiscal 2025, respectively. The impact of foreign exchange rate fluctuations on our net earnings in the third quarter and first nine months of fiscal 2025 was not significant.
Item 4.Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange Commission’s (“SEC”) rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (principal executive officer) and Senior Executive Vice President of Enterprise Strategy and Chief Financial Officer (principal financial officer), to allow timely decisions regarding required disclosure. We have established a Disclosure Committee, consisting of certain members of management, to assist in this evaluation. The Disclosure Committee meets on a regular quarterly basis and more often if necessary.
Our management, including our Chief Executive Officer and Senior Executive Vice President of Enterprise Strategy and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act), at November 2, 2024. Based on that evaluation, our Chief Executive Officer and Senior Executive Vice President of Enterprise Strategy and Chief Financial Officer concluded that, at November 2, 2024, our disclosure controls and procedures were effective.
There were no changes in internal control over financial reporting during the fiscal quarter ended November 2, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II — OTHER INFORMATION
Item 1.Legal Proceedings
For information about our legal proceedings, see Note 10, Contingencies, of the Notes to Condensed Consolidated Financial Statements, included in this Quarterly Report on Form 10-Q.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
c) Stock Repurchases
On February 28, 2022, our Board approved a $5.0 billion share repurchase program. There is no expiration date governing the period over which we can repurchase shares under this authorization. For additional information, see Note 9, Repurchase of Common Stock, of the Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
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Fiscal Period |
| Total Number of |
| Average Price Paid |
| Total Number of Shares Purchased as Part of Publicly Announced Program |
| Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program | |||||||
August 4, 2024 through August 31, 2024 |
| 376,830 |
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| $ | 86.40 |
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| 376,830 |
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| $ | 3,602,000,000 |
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September 1, 2024 through October 5, 2024 |
| 736,070 |
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| $ | 99.08 |
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| 736,070 |
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| $ | 3,529,000,000 |
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October 6, 2024 through November 2, 2024 |
| 306,831 |
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| $ | 97.77 |
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| 306,831 |
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| $ | 3,499,000,000 |
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Total fiscal 2025 third quarter |
| 1,419,731 |
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| $ | 95.43 |
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| 1,419,731 |
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| $ | 3,499,000,000 |
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Item 5.Other Information
Rule 10b5-1 Plan Elections
Set forth below are developments regarding trading plan arrangements among our directors and officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) for the quarter ended November 2, 2024.
On
Item 6.Exhibits
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101 | The following financial information from our Quarterly Report on Form 10-Q for the third quarter of fiscal 2025, filed with the SEC on December 6, 2024, formatted in Inline Extensible Business Reporting Language (“iXBRL”): (i) the Condensed Consolidated Balance Sheets as of November 2, 2024, February 3, 2024, and October 28, 2023, (ii) the Condensed Consolidated Statements of Earnings for the three and nine months ended November 2, 2024, and October 28, 2023, (iii) the Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended November 2, 2024, and October 28, 2023, (iv) the Condensed Consolidated Statements of Cash Flows for the nine months ended November 2, 2024, and October 28, 2023, (v) the Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three and nine months ended November 2, 2024, and October 28, 2023, and (vi) the Notes to Condensed Consolidated Financial Statements. |
104 | The cover page from our Quarterly Report on Form 10-Q for the third quarter of fiscal 2025, filed with the SEC on December 6, 2024, formatted in iXBRL (included as Exhibit 101). |
(1)The certifications in Exhibit 32.1 and Exhibit 32.2 to this Quarterly Report on Form 10-Q shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
Pursuant to Item 601(b)(4)(iii) of Regulation S-K under the Securities Act of 1933, as amended, the registrant has not filed as exhibits to this Quarterly Report on Form 10-Q certain instruments with respect to long-term debt under which the amount of securities authorized does not exceed 10% of the total assets of the registrant. The registrant hereby agrees to furnish copies of all such instruments to the SEC upon request.
SIGNATURES
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 thereunto duly authorized.
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| BEST BUY CO., INC. | |
| (Registrant) | |
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Date: December 6, 2024 | By: | /s/ CORIE BARRY |
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| Corie Barry |
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| Chief Executive Officer |
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Date: December 6, 2024 | By: | /s/ MATTHEW BILUNAS |
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| Matthew Bilunas |
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| Senior Executive Vice President of Enterprise Strategy and Chief Financial Officer |
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Date: December 6, 2024 | By: | /s/ MATHEW R. WATSON |
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| Mathew R. Watson |
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| Senior Vice President, Finance – Controller and Chief Accounting Officer |