Item 8. Financial Statements and Supplementary Data.
169K characters. Original on sec.gov · Markdown
Item 8. Financial Statements and Supplementary Data.
Management's Report on the Consolidated Financial Statements
Our management is responsible for the preparation, integrity and objectivity of the accompanying consolidated financial statements and the related financial information. The consolidated financial statements have been prepared in conformity with GAAP and necessarily include certain amounts that are based on estimates and informed judgments. Our management also prepared the related financial information included in this Annual Report on Form 10-K and is responsible for its accuracy and consistency with the consolidated financial statements.
The accompanying consolidated financial statements have been audited by Deloitte & Touche LLP, an independent registered public accounting firm, which conducted its audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). The independent registered public accounting firm's responsibility is to express an opinion as to whether such consolidated financial statements present fairly, in all material respects, our financial position, results of operations and cash flows in accordance with GAAP.
Management's Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Our internal control over financial reporting is designed under the supervision of our principal executive officer and principal financial officer, and effected by our Board, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, and includes those policies and procedures that:
| (1) | pertain to the maintenance of records that in reasonable detail accurately and fairly reflect our transactions and the dispositions of our assets; |
| (2) | provide reasonable assurance that our transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP and that our receipts and expenditures are being made only in accordance with authorizations of our management and Board; and |
| (3) | provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements. |
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we assessed the effectiveness of our internal control over financial reporting as of February 2, 2019, using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework (2013). Based on our assessment, we have concluded that our internal control over financial reporting was effective as of February 2, 2019. During our assessment, we did not identify any material weaknesses in our internal control over financial reporting. Deloitte & Touche LLP, the independent registered public accounting firm that audited our consolidated financial statements for the year ended February 2, 2019, included in Item 8, Financial Statements and Supplementary Data, of this Annual Report on Form 10-K, has issued an unqualified attestation report on our internal control over financial reporting as of February 2, 2019.
![]() | ![]() | |
| Hubert Joly Chairman and Chief Executive Officer (duly authorized and principal executive officer) | Corie Barry Chief Financial Officer (duly authorized and principal financial officer) |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of
Best Buy Co., Inc.
Richfield, Minnesota
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Best Buy Co., Inc. and subsidiaries (the "Company") as of February 2, 2019 and February 3, 2018, the related consolidated statements of earnings, comprehensive income, cash flows, and changes in shareholders’ equity for each of the three years in the period ended February 2, 2019, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of February 2, 2019 and February 3, 2018, and the results of its operations and its cash flows for each of the three years in the period ended February 2, 2019, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of February 2, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 28, 2019, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ Deloitte & Touche LLP
Minneapolis, Minnesota
March 28, 2019
We have served as the Company's auditor since fiscal 2006.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of
Best Buy Co., Inc.
Richfield, Minnesota
Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Best Buy Co., Inc. and subsidiaries (the “Company”) as of February 2, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of February 2, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements and financial statement schedule as of and for the year ended February 2, 2019, of the Company and our report dated March 28, 2019, expressed an unqualified opinion on those financial statements and financial statement schedule.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Deloitte & Touche LLP
Minneapolis, Minnesota
March 28, 2019
Consolidated Balance Sheets
$ in millions, except per share and share amounts
| February 2, 2019 | February 3, 2018 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 1,980 | $ | 1,101 | ||||
| Short-term investments | — | 2,032 | ||||||
| Receivables, net | 1,015 | 1,049 | ||||||
| Merchandise inventories | 5,409 | 5,209 | ||||||
| Other current assets | 466 | 438 | ||||||
| Total current assets | 8,870 | 9,829 | ||||||
| Property and equipment | ||||||||
| Land and buildings | 637 | 623 | ||||||
| Leasehold improvements | 2,119 | 2,327 | ||||||
| Fixtures and equipment | 5,865 | 5,410 | ||||||
| Property under capital and financing leases | 579 | 340 | ||||||
| Gross property and equipment | 9,200 | 8,700 | ||||||
| Less accumulated depreciation | 6,690 | 6,279 | ||||||
| Net property and equipment | 2,510 | 2,421 | ||||||
| Goodwill | 915 | 425 | ||||||
| Other assets | 606 | 374 | ||||||
| Total assets | $ | 12,901 | $ | 13,049 | ||||
| Liabilities and equity | ||||||||
| Current liabilities | ||||||||
| Accounts payable | $ | 5,257 | $ | 4,873 | ||||
| Unredeemed gift card liabilities | 290 | 385 | ||||||
| Deferred revenue | 446 | 453 | ||||||
| Accrued compensation and related expenses | 482 | 561 | ||||||
| Accrued liabilities | 982 | 1,001 | ||||||
| Current portion of long-term debt | 56 | 544 | ||||||
| Total current liabilities | 7,513 | 7,817 | ||||||
| Long-term liabilities | 750 | 809 | ||||||
| Long-term debt | 1,332 | 811 | ||||||
| Contingencies and commitments (Note 13) | ||||||||
| Equity | ||||||||
| Best Buy Co., Inc. Shareholders' Equity | ||||||||
| Preferred stock, $1.00 par value: Authorized — 400,000 shares; Issued and outstanding — none | — | — | ||||||
| Common stock, $0.10 par value: Authorized — 1.0 billion shares; Issued and outstanding — 265,703,000 and 282,988,000 shares, respectively | 27 | 28 | ||||||
| Additional paid-in capital | — | — | ||||||
| Retained earnings | 2,985 | 3,270 | ||||||
| Accumulated other comprehensive income | 294 | 314 | ||||||
| Total equity | 3,306 | 3,612 | ||||||
| Total liabilities and equity | $ | 12,901 | $ | 13,049 |
See Notes to Consolidated Financial Statements.
Consolidated Statements of Earnings
$ and shares in millions, except per share amounts
| Fiscal Years Ended | February 2, 2019 | February 3, 2018 | January 28, 2017 | ||||||||
| Revenue | $ | 42,879 | $ | 42,151 | $ | 39,403 | |||||
| Cost of goods sold | 32,918 | 32,275 | 29,963 | ||||||||
| Gross profit | 9,961 | 9,876 | 9,440 | ||||||||
| Selling, general and administrative expenses | 8,015 | 8,023 | 7,547 | ||||||||
| Restructuring charges | 46 | 10 | 39 | ||||||||
| Operating income | 1,900 | 1,843 | 1,854 | ||||||||
| Other income (expense): | |||||||||||
| Gain on sale of investments | 12 | 1 | 3 | ||||||||
| Investment income and other | 49 | 48 | 31 | ||||||||
| Interest expense | (73 | ) | (75 | ) | (72 | ) | |||||
| Earnings from continuing operations before income tax expense | 1,888 | 1,817 | 1,816 | ||||||||
| Income tax expense | 424 | 818 | 609 | ||||||||
| Net earnings from continuing operations | 1,464 | 999 | 1,207 | ||||||||
| Gain from discontinued operations (Note 3), net of tax expense of $0, $0 and $7, respectively | — | 1 | 21 | ||||||||
| Net earnings | $ | 1,464 | $ | 1,000 | $ | 1,228 | |||||
| Basic earnings per share | |||||||||||
| Continuing operations | $ | 5.30 | $ | 3.33 | $ | 3.79 | |||||
| Discontinued operations | — | — | 0.07 | ||||||||
| Basic earnings per share | $ | 5.30 | $ | 3.33 | $ | 3.86 | |||||
| Diluted earnings per share | |||||||||||
| Continuing operations | $ | 5.20 | $ | 3.26 | $ | 3.74 | |||||
| Discontinued operations | — | — | 0.07 | ||||||||
| Diluted earnings per share | $ | 5.20 | $ | 3.26 | $ | 3.81 | |||||
| Weighted-average common shares outstanding | |||||||||||
| Basic | 276.4 | 300.4 | 318.5 | ||||||||
| Diluted | 281.4 | 307.1 | 322.6 |
See Notes to Consolidated Financial Statements.
Consolidated Statements of Comprehensive Income
$ in millions
| Fiscal Years Ended | February 2, 2019 | February 3, 2018 | January 28, 2017 | ||||||||
| Net earnings | $ | 1,464 | $ | 1,000 | $ | 1,228 | |||||
| Foreign currency translation adjustments | (20 | ) | 35 | 10 | |||||||
| Reclassification of foreign currency translation adjustments into earnings due to sale of business | — | — | (2 | ) | |||||||
| Comprehensive income | $ | 1,444 | $ | 1,035 | $ | 1,236 |
See Notes to Consolidated Financial Statements.
Consolidated Statements of Cash Flows
$ in millions
| Fiscal Years Ended | February 2, 2019 | February 3, 2018 | January 28, 2017 | ||||||||
| Operating activities | |||||||||||
| Net earnings | $ | 1,464 | $ | 1,000 | $ | 1,228 | |||||
| Adjustments to reconcile net earnings to total cash provided by operating activities: | |||||||||||
| Depreciation and amortization | 770 | 683 | 654 | ||||||||
| Restructuring charges | 46 | 10 | 39 | ||||||||
| Stock-based compensation | 123 | 129 | 108 | ||||||||
| Deferred income taxes | 10 | 162 | 201 | ||||||||
| Other, net | (25 | ) | (13 | ) | (17 | ) | |||||
| Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||||||||||
| Receivables | 28 | 315 | (193 | ) | |||||||
| Merchandise inventories | (194 | ) | (335 | ) | 199 | ||||||
| Other assets | (34 | ) | (21 | ) | 10 | ||||||
| Accounts payable | 432 | (196 | ) | 518 | |||||||
| Other liabilities | (234 | ) | 117 | 23 | |||||||
| Income taxes | 22 | 290 | (213 | ) | |||||||
| Total cash provided by operating activities | 2,408 | 2,141 | 2,557 | ||||||||
| Investing activities | |||||||||||
| Additions to property and equipment, net of $53, $123 and $48, respectively, of non-cash capital expenditures | (819 | ) | (688 | ) | (580 | ) | |||||
| Purchases of investments | — | (4,325 | ) | (3,045 | ) | ||||||
| Sales of investments | 2,098 | 4,018 | 2,689 | ||||||||
| Acquisition of businesses, net of cash acquired | (787 | ) | — | — | |||||||
| Other, net | 16 | (7 | ) | 59 | |||||||
| Total cash provided by (used in) investing activities | 508 | (1,002 | ) | (877 | ) | ||||||
| Financing activities | |||||||||||
| Repurchase of common stock | (1,505 | ) | (2,004 | ) | (698 | ) | |||||
| Issuance of common stock | 38 | 163 | 171 | ||||||||
| Dividends paid | (497 | ) | (409 | ) | (505 | ) | |||||
| Borrowings of debt | 498 | — | — | ||||||||
| Repayments of debt | (546 | ) | (46 | ) | (394 | ) | |||||
| Other, net | (6 | ) | (1 | ) | 8 | ||||||
| Total cash used in financing activities | (2,018 | ) | (2,297 | ) | (1,418 | ) | |||||
| Effect of exchange rate changes on cash | (14 | ) | 25 | 10 | |||||||
| Increase (decrease) in cash, cash equivalents and restricted cash | 884 | (1,133 | ) | 272 | |||||||
| Cash, cash equivalents and restricted cash at beginning of period | 1,300 | 2,433 | 2,161 | ||||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 2,184 | $ | 1,300 | $ | 2,433 | |||||
| Supplemental disclosure of cash flow information | |||||||||||
| Income taxes paid | $ | 391 | $ | 366 | $ | 628 | |||||
| Interest paid | 71 | 81 | 76 |
See Notes to Consolidated Financial Statements.
Consolidated Statements of Changes in Shareholders' Equity
$ and shares in millions, except per share amounts
| Common Shares | Common Stock | Prepaid Share Repurchase | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Equity | ||||||||||||||||||||
| Balances at January 30, 2016 | 324 | $ | 32 | $ | (55 | ) | $ | — | $ | 4,130 | $ | 271 | $ | 4,378 | ||||||||||||
| Net earnings | — | — | — | — | 1,228 | — | 1,228 | |||||||||||||||||||
| Other comprehensive income (loss), net of tax: | ||||||||||||||||||||||||||
| Foreign currency translation adjustments | — | — | — | — | — | 10 | 10 | |||||||||||||||||||
| Reclassification of foreign currency translation adjustments into earnings | — | — | — | — | — | (2 | ) | (2 | ) | |||||||||||||||||
| Settlement of accelerated share repurchase | — | — | 55 | — | — | — | 55 | |||||||||||||||||||
| Tax benefits from stock options exercised, restricted stock vesting and employee stock purchase plan | — | — | — | 17 | — | — | 17 | |||||||||||||||||||
| Stock-based compensation | — | — | — | 108 | — | — | 108 | |||||||||||||||||||
| Issuance of common stock | 8 | 1 | — | 170 | — | — | 171 | |||||||||||||||||||
| Common stock dividends, $1.57 per share | — | — | — | — | (505 | ) | — | (505 | ) | |||||||||||||||||
| Repurchase of common stock | (21 | ) | (2 | ) | — | (295 | ) | (454 | ) | — | (751 | ) | ||||||||||||||
| Balances at January 28, 2017 | 311 | 31 | — | — | 4,399 | 279 | 4,709 | |||||||||||||||||||
| Adoption of ASU 2016-09 | — | — | — | 10 | (12 | ) | — | (2 | ) | |||||||||||||||||
| Net earnings | — | — | — | — | 1,000 | — | 1,000 | |||||||||||||||||||
| Other comprehensive income, net of tax: | ||||||||||||||||||||||||||
| Foreign currency translation adjustments | — | — | — | — | — | 35 | 35 | |||||||||||||||||||
| Stock-based compensation | — | — | — | 129 | — | — | 129 | |||||||||||||||||||
| Issuance of common stock | 7 | 1 | — | 162 | — | — | 163 | |||||||||||||||||||
| Common stock dividends, $1.36 per share | — | — | — | — | (411 | ) | — | (411 | ) | |||||||||||||||||
| Repurchase of common stock | (35 | ) | (4 | ) | — | (299 | ) | (1,706 | ) | — | (2,009 | ) | ||||||||||||||
| Other | — | — | — | (2 | ) | — | — | (2 | ) | |||||||||||||||||
| Balances at February 3, 2018 | 283 | 28 | — | — | 3,270 | 314 | 3,612 | |||||||||||||||||||
| Adoption of ASU 2014-09 | — | — | — | — | 73 | — | 73 | |||||||||||||||||||
| Net earnings | — | — | — | — | 1,464 | — | 1,464 | |||||||||||||||||||
| Other comprehensive loss, net of tax: | ||||||||||||||||||||||||||
| Foreign currency translation adjustments | — | — | — | — | — | (20 | ) | (20 | ) | |||||||||||||||||
| Stock-based compensation | — | — | — | 123 | — | — | 123 | |||||||||||||||||||
| Issuance of common stock | 4 | — | — | 38 | — | — | 38 | |||||||||||||||||||
| Common stock dividends, $1.80 per share | — | — | — | 6 | (497 | ) | — | (491 | ) | |||||||||||||||||
| Repurchase of common stock | (21 | ) | (1 | ) | — | (167 | ) | (1,325 | ) | — | (1,493 | ) | ||||||||||||||
| Balances at February 2, 2019 | 266 | $ | 27 | $ | — | $ | — | $ | 2,985 | $ | 294 | $ | 3,306 |
See Notes to Consolidated Financial Statements.
Notes to Consolidated Financial Statements
- Summary of Significant Accounting Policies
Unless the context otherwise requires, the use of the terms "Best Buy," "we," "us" and "our" in these Notes to Consolidated Financial Statements refers to Best Buy Co., Inc. and, as applicable, its consolidated subsidiaries.
Description of Business
We strive to enrich the lives of consumers through technology, whether they connect with us online, visit our stores or invite us into their homes. We do this by solving technology problems and addressing key human needs across a range of areas, including entertainment, productivity, communication, food preparation, security and health and wellness. We have operations in the U.S., Canada and Mexico. We have two reportable segments: Domestic and International. The Domestic segment is comprised of the operations in all states, districts and territories of the U.S., under various brand names including Best Buy, bestbuy.com, Best Buy Direct, Best Buy Express, Best Buy Mobile, Geek Squad, GreatCall, Magnolia and Pacific Kitchen and Home. The International segment is comprised of all operations in Canada and Mexico under the brand names Best Buy, Best Buy Express, Best Buy Mobile, Geek Squad and the domain names bestbuy.ca and bestbuy.com.mx.
On October 1, 2018, we acquired all of the outstanding shares of GreatCall, Inc. ("GreatCall"). Refer to Note 2, Acquisition, for additional information.
Basis of Presentation
The consolidated financial statements include the accounts of Best Buy Co., Inc. and its consolidated subsidiaries. All intercompany balances and transactions are eliminated upon consolidation.
In order to align our fiscal reporting periods and comply with statutory filing requirements, we consolidate the financial results of our Mexico operations on a one-month lag. Our policy is to accelerate recording the effect of events occurring in the lag period that significantly affect our consolidated financial statements. No significant intervening event occurred in these operations that would have materially affected our financial condition, results of operations, liquidity or other factors had it been recorded during fiscal 2019, fiscal 2018 or fiscal 2017.
Discontinued Operations
Discontinued operations are primarily comprised of activity related to Jiangsu Five Star Appliance Co., Limited ("Five Star") within our International segment. Refer to Note 3, Discontinued Operations, for further information.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. ("GAAP") requires us to make estimates and assumptions. These estimates and assumptions affect the reported amounts in the consolidated financial statements, as well as the disclosure of contingent liabilities. Future results could be materially affected if actual results were to differ from these estimates and assumptions.
Fiscal Year
Our fiscal year ends on the Saturday nearest the end of January. Fiscal 2019 and fiscal 2017 included 52 weeks and fiscal 2018 included 53 weeks, with the additional week occurring in the fourth quarter.
Unadopted Accounting Pronouncements
In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases, which will require the recognition of right-of-use ("ROU") assets and lease liabilities on the balance sheet for operating leases. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. Under the new standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases.
We will be adopting the “Comparatives Under 840 Option” approach to transition. Under this method, financial information related to periods prior to adoption will be as originally reported under the current standard - Accounting Standards
Codification ("ASC") 840, Leases. The effects of adopting the new standard (ASC 842, Leases) in fiscal 2020 will be recognized as a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal first quarter. We will elect the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carryforward the historical lease classification as operating or capital leases.
The most significant impact of adoption will be the recognition of ROU assets and lease liabilities in the range of approximately $2.6 billion to $3.0 billion for operating leases, while our accounting for existing capital leases remains substantially unchanged. We currently estimate the cumulative pre-tax impact of these changes will decrease retained earnings by approximately $20 million to $30 million in fiscal 2020. We do not believe the standard will materially affect our consolidated statements of earnings or cash flows. As part of our adoption, we have also modified our control procedures and processes.
In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates the requirement to calculate the implied fair value of goodwill (i.e., Step 2 of the current goodwill impairment test) to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value (i.e., measure the charge based on the current Step 1). We do not believe the new guidance, which is effective for fiscal years beginning after December 15, 2019, will impact our consolidated financial statements, but are still evaluating the impact it will have on future annual or interim goodwill impairment tests performed.
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement - Disclosure Framework (Topic 820). The updated guidance improves the disclosure requirements for fair value measurements. The updated guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. We are currently evaluating the impact of adopting the updated provisions.
In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other - Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. This guidance requires companies to apply the internal-use software guidance in ASC 350-40 to implementation costs incurred in a hosting arrangement that is a service contract to determine whether to capitalize certain implementation costs or expense them as incurred. We are currently evaluating the impact of adopting the updated provisions, which is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019.
Adopted Accounting Pronouncements
In the first quarter of fiscal 2019, we prospectively adopted the following ASUs, all of which had an immaterial impact on our results of operations, cash flows and financial position.
| • | ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory |
| • | ASU 2017-12, Derivatives and Hedging |
| • | ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
In the first quarter of fiscal 2019, we also adopted ASU 2014-09, Revenue from Contracts with Customers. The new guidance establishes a single comprehensive model for entities to use in accounting for revenue and supersedes most revenue recognition guidance. It introduces a five-step process for revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards under previous guidance. We elected the modified retrospective method of adoption, which we applied to contracts not completed at the date of adoption. Under this method, we recorded an increase to opening retained earnings of $73 million, net of tax, due to the cumulative impact of these changes, which were primarily related to the timing of revenue recognition related to our gift cards, the sale of certain software licenses and our loyalty programs. We did not make any adjustments to prior period financial statements. The adoption did not have a material impact on our fiscal 2019 consolidated statements of earnings. As part of the adoption, we also modified certain control procedures and processes, none of which had a material effect on our internal controls over financial reporting.
The cumulative effect of the changes made to our Condensed Consolidated Balance Sheets on February 4, 2018, for the adoption of this standard was as follows ($ in millions):
| February 3, 2018 As Reported | ASU 2014-09 Adjustment on February 4, 2018 | February 4, 2018 Adjusted | |||||||||
| Assets | |||||||||||
| Other assets | $ | 374 | $ | (19 | ) | $ | 355 | ||||
| Liabilities | |||||||||||
| Unredeemed gift card liabilities | 385 | (69 | ) | 316 | |||||||
| Deferred revenue | 453 | (26 | ) | 427 | |||||||
| Accrued liabilities | 1,001 | 3 | 1,004 | ||||||||
| Equity | |||||||||||
| Retained earnings | 3,270 | 73 | 3,343 |
The following tables reflect the impact of adopting this standard on our Consolidated Balance Sheets as of February 2, 2019, and our Consolidated Statements of Earnings for the fiscal year ended February 2, 2019 ($ in millions, except per share amounts):
| February 2, 2019 | |||||||||||
| Impact of Changes to Consolidated Balance Sheets | As Reported | Balances without Adoption of ASU 2014-09 | Effect of Change Higher/(Lower)(1) | ||||||||
| Assets | |||||||||||
| Other current assets | $ | 466 | $ | 410 | $ | 56 | |||||
| Other assets | 606 | 625 | (19 | ) | |||||||
| Liabilities | |||||||||||
| Unredeemed gift card liabilities | 290 | 352 | (62 | ) | |||||||
| Deferred revenue | 446 | 470 | (24 | ) | |||||||
| Accrued liabilities | 982 | 923 | 59 | ||||||||
| Equity | |||||||||||
| Retained earnings | 2,985 | 2,921 | 64 |
| (1) | Effect of change includes the opening retained earnings adjustment as detailed within the table above. |
| Fiscal Year Ended February 2, 2019 | |||||||||||
| Impact of Changes to Consolidated Statements of Earnings | As Reported | Balances without Adoption of ASU 2014-09 | Effect of Change Higher/(Lower) | ||||||||
| Revenue | $ | 42,879 | $ | 42,830 | $ | 49 | |||||
| Cost of goods sold | 32,918 | 32,860 | 58 | ||||||||
| Gross profit | 9,961 | 9,970 | (9 | ) | |||||||
| Operating income | 1,900 | 1,909 | (9 | ) | |||||||
| Income tax expense | 424 | 426 | (2 | ) | |||||||
| Net earnings | 1,464 | 1,471 | (7 | ) | |||||||
| Basic earnings per share | $ | 5.30 | $ | 5.32 | $ | (0.02 | ) | ||||
| Diluted earnings per share | $ | 5.20 | $ | 5.23 | $ | (0.03 | ) |
SEC Disclosure Update
In the third quarter of fiscal 2019, the U.S. Securities and Exchange Commission ("SEC") adopted the final rule under SEC Release No. 33-10532, Disclosure Update and Simplification, amending certain disclosure requirements that have become redundant, duplicative, overlapping, outdated or superseded. While the amendment expanded the disclosure requirements for
interim financial statements to include both current and comparative quarter- and year-to-date reconciliations of changes in shareholders' equity, it did not have a material impact on our interim or annual disclosures or financial statements.
Business Combinations
We account for business combinations under the acquisition method of accounting. This method requires the recording of acquired assets and assumed liabilities at their acquisition date fair values. The excess of the purchase price over the fair value of assets acquired and liabilities assumed is recorded as goodwill. Results of operations related to business combinations are included prospectively beginning with the date of acquisition and transaction costs related to business combinations are recorded within selling, general and administrative ("SG&A") expenses. Refer to Note 2, Acquisition, for further information regarding our acquisition of GreatCall in fiscal 2019.
Cash, Cash Equivalents and Restricted Cash
Cash primarily consists of cash on hand and bank deposits. Cash equivalents consist of money market funds, commercial paper, corporate bonds and time deposits with an original maturity of 3 months or less when purchased. The amounts of cash equivalents at February 2, 2019, and February 3, 2018, were $1,410 million and $524 million, respectively, and the weighted-average interest rates were 2.5% and 1.1%, respectively.
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within our Consolidated Balance Sheets to the total shown within our Consolidated Statements of Cash Flows ($ in millions):
| February 2, 2019 | February 3, 2018 | January 28, 2017 | |||||||||
| Cash and cash equivalents | $ | 1,980 | $ | 1,101 | $ | 2,240 | |||||
| Restricted cash included in Other current assets | 204 | 199 | 193 | ||||||||
| Total cash, cash equivalents and restricted cash | $ | 2,184 | $ | 1,300 | $ | 2,433 |
Amounts included in restricted cash are pledged as collateral or restricted to use for workers' compensation and general liability insurance claims.
Receivables
Receivables consist primarily of amounts due from vendors for various vendor funding programs, banks for customer credit card and debit card transactions and mobile phone network operators for device sales and commissions. We establish allowances for uncollectible receivables based primarily on historical collection trends. Our allowances for uncollectible receivables were $23 million and $37 million at February 2, 2019, and February 3, 2018, respectively.
Merchandise Inventories
Merchandise inventories are recorded at the lower of cost or net realizable value and the weighted average method is used to determine the cost of inventory. The costs of in-bound freight to move inventory into our distribution centers are included as part of the net cost of merchandise inventories. Also included in the cost of inventory are certain vendor allowances. Costs associated with storing and transporting merchandise inventories to our retail stores are expensed as incurred and included in cost of goods sold.
Our inventory valuation reflects adjustments for anticipated physical inventory losses (e.g., theft) that have occurred since the last physical inventory. Physical inventory counts are taken on a regular basis to ensure that the inventory reported in our consolidated financial statements is properly stated.
Our inventory valuation also reflects markdown adjustments for the excess of the cost over the net recovery we expect to realize from the ultimate disposition of inventory and establishes a new cost basis. No adjustment is recorded for inventory that we are able to return to our vendors for full credit. Subsequent changes in facts or circumstances do not result in the reversal of previously recorded markdown adjustments or an increase in the newly established cost basis.
Property and Equipment
Property and equipment are recorded at cost. We compute depreciation using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are depreciated over the shorter of their estimated useful lives or the period from the date the assets are placed in service to the end of the lease term, which includes optional renewal periods if they are reasonably assured. Accelerated depreciation methods are generally used for income tax purposes.
When property is retired or otherwise disposed of, the cost and accumulated depreciation are removed from our Consolidated Balance Sheets and any resulting gain or loss is reflected on our Consolidated Statements of Earnings.
Repairs and maintenance costs are expensed as incurred. Major renewals or replacements that substantially extend the useful life of an asset are capitalized and depreciated.
Costs associated with the acquisition or development of software for internal use are capitalized and amortized over the expected useful life of the software, generally from two to seven years. A subsequent addition, modification or upgrade to internal-use software is capitalized to the extent that it enhances the software's functionality or extends its useful life. Capitalized software is included in Fixtures and equipment on our Consolidated Balance Sheets. Software maintenance and training costs are expensed in the period incurred.
Property under capital and financing leases is comprised of buildings and equipment used in our operations. These assets are typically depreciated over the shorter of the useful life of the asset or the term of the lease.
Estimated useful lives by major asset category are as follows:
| Asset | Life (in years) |
| Buildings | 5-35 |
| Leasehold improvements | 2-10 |
| Fixtures and equipment | 2-15 |
| Property under capital and financing leases | 3-7 |
Impairment of Long-Lived Assets and Costs Associated With Exit Activities
Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. Factors considered important that could result in an impairment review include, but are not limited to, negative operating income for the most recent 12-month period, significant under-performance relative to historical or planned operating results, significant changes in the manner of use or expected life of the assets or significant changes in our business strategies. An impairment loss is recognized when the estimated undiscounted cash flows expected to result from the use of the asset plus net proceeds expected from the disposition of the asset, if any, are less than the carrying value of the asset net of other liabilities. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value using a discounted cash flow analysis.
When reviewing long-lived assets for impairment, we group long-lived assets with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. For example, long-lived assets deployed at store locations are reviewed for impairment at the individual store level, which involves comparing the carrying value of all land, buildings, leasehold improvements, fixtures and equipment located at each store to the net cash flow projections for each store. In addition, we conduct separate impairment reviews at other levels as appropriate, for example, to evaluate potential impairment of assets shared by several areas of operations, such as information technology systems. Refer to Note 4, Fair Value Measurements, for further information associated with the long-lived asset impairments, including valuation techniques used, impairment charges incurred and remaining carrying values.
The present value of costs associated with vacated properties, primarily future lease costs net of expected sublease income, are charged to earnings when we cease using the property. We accelerate depreciation on property and equipment we expect to retire when a decision is made to abandon a property.
At February 2, 2019, and February 3, 2018, the obligation associated with vacant properties included in Accrued liabilities on our Consolidated Balance Sheets was $14 million and $17 million, respectively, and the obligation associated with vacant
properties included in Long-term liabilities on our Consolidated Balance Sheets was $11 million and $21 million, respectively. The obligation associated with vacant properties at February 2, 2019, and February 3, 2018, included amounts associated with our restructuring activities as further described in Note 9, Restructuring Charges.
Leases
We conduct the majority of our retail and distribution operations from leased locations. The leases generally require payment of real estate taxes, insurance and common area maintenance, in addition to rent. For most large-format stores, the remaining life is less than 5 years with one or more renewal options thereafter. Some leases also contain escalation clauses and certain store leases require payments based on factors, such as specified percentages of revenue or the consumer price index.
For leases that contain predetermined fixed escalations of the minimum rent, we recognize the related rent expense on a straight-line basis from the date we take possession of the property to the end of the initial lease term. We record any difference between the straight-line rent amounts and amounts payable under the leases as part of deferred rent, in accrued liabilities or long-term liabilities, as appropriate.
Cash or lease incentives received upon entering into certain store leases ("tenant allowances") are recognized on a straight-line basis as a reduction to rent from the date we take possession of the property through the end of the initial lease term. We record the unamortized portion of tenant allowances as a part of deferred rent, in accrued liabilities or long-term liabilities, as appropriate.
At February 2, 2019, and February 3, 2018, deferred rent included in Accrued liabilities on our Consolidated Balance Sheets was $28 million and $30 million, respectively, and deferred rent included in Long-term liabilities on our Consolidated Balance Sheets was $99 million and $107 million, respectively.
In addition, we have financing leases for agreements when we are deemed the owner of the leased buildings, typically due to significant involvement during the construction period, and do not qualify for sales recognition under the sale-leaseback accounting guidance. We record the cost of the building in property and equipment, with the related short-term liability recorded in current portion of long-term debt and the long-term liability recorded in long-term debt. At February 2, 2019, and February 3, 2018, we had $181 million and $191 million, respectively, outstanding under financing lease obligations. Refer to Note 10, Leases, for maturity details.
Assets acquired under capital and financing leases are depreciated over the shorter of the useful life of the asset or the lease term, including renewal periods, if reasonably assured.
Goodwill and Intangible Assets
Goodwill
Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. We test goodwill for impairment annually, as of the first day of the fiscal fourth quarter, or when indications of potential impairment exist. We monitor the existence of potential impairment indicators throughout the fiscal year. We test for goodwill impairment at the reporting unit level and determine whether our reporting units are the components of operating segments which constitute businesses for which discrete financial information is available and is regularly reviewed by segment management. No components were aggregated in arriving at our reporting units. The two reporting units with goodwill balances at the end of fiscal 2019 were our Domestic and GreatCall operating segments.
Our detailed impairment testing involves a quantitative assessment to compare the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit and is based on discounted cash flows or relative market-based approaches. If the fair value exceeds carrying value, then it is concluded that no goodwill impairment has occurred. If the carrying value of the reporting unit exceeds its fair value, a second step is required to measure possible goodwill impairment loss. The second step includes hypothetically valuing the tangible and intangible assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. Then, the implied fair value of the reporting unit's goodwill is compared to the carrying value of that goodwill. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value. In fiscal 2019 and fiscal 2018, we determined that the fair value of the Domestic reporting unit exceeded its carrying value, and as a result, no goodwill impairment was recorded. In addition, we determined that the fair value of the GreatCall reporting unit exceeded its carrying
value in fiscal 2019 and as a result, no goodwill impairment was recorded. The carrying value of goodwill at February 2, 2019, and February 3, 2018, was $915 million and $425 million, respectively.
The following table provides the gross carrying amount of goodwill and cumulative goodwill impairment as of February 2, 2019, and February 3, 2018 ($ in millions):
| February 2, 2019 | February 3, 2018 | ||||||||||||||
| Gross Carrying Amount | Cumulative Impairment | Gross Carrying Amount | Cumulative Impairment | ||||||||||||
| Goodwill | $ | 1,590 | $ | (675 | ) | $ | 1,100 | $ | (675 | ) |
Indefinite-lived Intangible Assets
We have an indefinite-lived tradename related to Pacific Sales included within our Domestic reportable segment, which is recorded within Other assets on our Consolidated Balance Sheets.
Our valuation of identifiable intangible assets acquired is based on information and assumptions available to us at the time of acquisition, using income and market approaches to determine fair value. We do not amortize our indefinite-lived tradenames, but test for impairment annually, or when indications of potential impairment exist. We utilize the relief from royalty method to determine the fair value of our indefinite-lived tradename. If the carrying value exceeds the fair value, we recognize an impairment loss in an amount equal to the excess. In fiscal 2019 and fiscal 2018, we determined that the fair value of the tradename exceeded its carrying value, and as a result, no impairment was recorded. The carrying value of the indefinite-lived tradename at February 2, 2019, and February 3, 2018, was $18 million.
Definite-lived Intangible Assets
We have definite-lived intangible assets related to GreatCall included within our Domestic reportable segment, which are recorded within Other assets on our Consolidated Balance Sheets. We had no definite-lived intangible assets as of February 3, 2018. The following table provides the gross carrying amount and related accumulated amortization of definite-lived intangible assets as of February 2, 2019 ($ in millions):
| February 2, 2019 | |||||||
| Gross Carrying Amount | Accumulated Amortization | ||||||
| Customer relationships | $ | 258 | $ | 16 | |||
| Tradename | 63 | 3 | |||||
| Developed technology | 52 | 4 | |||||
| Total | $ | 373 | $ | 23 |
The following table provides the amortization expense expected to be recognized in future periods ($ in millions):
| Fiscal Year | Amortization Expense | ||
| 2020 | $ | 68 | |
| 2021 | 68 | ||
| 2022 | 67 | ||
| 2023 | 67 | ||
| 2024 | 48 | ||
| Thereafter | 32 |
Insurance
We are self-insured for certain losses related to workers' compensation, medical and general liability claims; however, we obtain third-party excess insurance coverage to limit our exposure to certain claims. Some of these self-insured losses are managed through a wholly-owned insurance captive. Liabilities associated with these losses include estimates of both claims filed and losses incurred but not yet reported. We utilize valuations provided by qualified, independent third-party actuaries as
well as internal insurance and risk expertise. Our self-insured liabilities included in our Consolidated Balance Sheets were as follows ($ in millions):
| February 2, 2019 | February 3, 2018 | ||||||
| Accrued liabilities | $ | 69 | $ | 67 | |||
| Long-term liabilities | 60 | 64 | |||||
| Total | $ | 129 | $ | 131 |
Income Taxes
We account for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry-forwards. We record a valuation allowance to reduce the carrying amounts of deferred tax assets if it is more likely than not that such assets will not be realized.
In determining our provision for income taxes, we use an annual effective income tax rate based on annual income, permanent differences between book and tax income and statutory income tax rates. The effective income tax rate also reflects our assessment of the ultimate outcome of tax audits. We adjust our annual effective income tax rate as additional information on outcomes or events becomes available. Discrete events, such as audit settlements or changes in tax laws, are recognized in the period in which they occur.
Our income tax returns are periodically audited by U.S. federal, state and local and foreign tax authorities. At any one time, multiple tax years are subject to audit by the various tax authorities. In evaluating the exposures associated with our various tax filing positions, we may record a liability for such exposures. A number of years may elapse before a particular matter, for which we have established a liability, is audited and fully resolved or clarified. We adjust our liability for unrecognized tax benefits and income tax provisions in the period in which an uncertain tax position is effectively settled, the statute of limitations expires for the relevant taxing authority to examine the tax position or when more information becomes available. We include our liability for unrecognized tax benefits, including accrued penalties and interest, in Long-term liabilities on our Consolidated Balance Sheets and in Income tax expense on our Consolidated Statements of Earnings.
Accrued Liabilities
The major components of accrued liabilities at February 2, 2019, and February 3, 2018, were non-income tax liabilities, advertising accruals, income tax accruals, loyalty program liabilities, rent-related liabilities and sales return reserves.
Long-Term Liabilities
The major components of long-term liabilities at February 2, 2019, and February 3, 2018, were unrecognized tax benefits, income tax liabilities, rent-related liabilities and self-insurance reserves.
Foreign Currency
Foreign currency denominated assets and liabilities are translated into U.S. dollars using the exchange rates in effect at our Consolidated Balance Sheet dates. For operations reported on a one-month lag, we use the exchange rates in effect one month prior to our Consolidated Balance Sheet dates. Results of operations and cash flows are translated using the average exchange rates throughout the periods. The effect of exchange rate fluctuations on the translation of assets and liabilities is included as a component of shareholders' equity in accumulated other comprehensive income. Gains and losses from foreign currency transactions, which are included in SG&A, have not been significant in any period presented.
Revenue Recognition
We generate revenue primarily from the sale of products and services, both as a principal and as an agent. Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the transaction price consideration that we expect to receive in exchange for those goods or services. Our revenue excludes sales and usage-based taxes collected and is reported net of sales refunds, which includes an estimate of future returns and contract cancellations based on historical refund rates, with a corresponding reduction to cost of sales. For revenue transactions that
involve more than one performance obligation, we defer the revenue associated with any unsatisfied performance obligation until the obligation is satisfied, i.e., when control of a product is transferred to the customer or a service is completed. Refer to Note 8, Revenue Recognition, for additional information.
Product Revenue
Product revenue is recognized when control passes, which generally occurs at a point in time when the customer completes a transaction in the store and receives the merchandise. Our payment terms are typically at the point of sale. In the case of items paid for in the store, but subsequently delivered to the customer, control passes and revenue is recognized once delivery has been completed, as we have transferred possession to the customer.
For transactions initiated online, customers choose whether to have it delivered to them (using third-party parcel delivery companies) or to collect their merchandise from one of our stores (“in-store pick up”). For items delivered directly to the customer, control passes and revenue is recognized when delivery has been completed to the customer, as title has passed and we have transferred possession to the customer. For in-store pick up, control passes and revenue is recognized once the customer has taken possession of the merchandise. Any fees charged to customers for delivery are a component of the transaction price and are recognized when delivery has been completed. We use delivery information at an individual contract level to determine when to recognize revenue for products and any related delivery fee revenue.
Generally, we are the principal to the contract as we have control of the physical products prior to transfer to the customer. Accordingly, revenue is recognized on a gross basis. For certain sales, primarily activation-based software licenses and third-party stored-value cards, we are the sales agent providing access to the content and recognize fixed commission revenue net of amounts due to third parties who fulfill the performance obligation. For these sales, control passes upon providing access of the content to the customer.
Warranty obligations associated with the sale of our exclusive brands products are assurance-type warranties that are a guarantee of the product’s intended functionality and, therefore, do not represent a distinct performance obligation within the context of the contract.
Services - When we are the principal
We recognize service revenue for installation, set-up, software troubleshooting, product repair, consultation and educational classes once the service is completed, as this is when the customer has the ability to direct the use of and obtain the benefits of the service or serviced product. Payment terms are typically at the point of sale, but may also occur upon completion of the service. Our service contracts are primarily with retail customers, merchandise vendors (for factory warranty repairs) and third-party underwriters who sell extended warranty protection plans.
For technical support membership contracts, we are responsible for fulfilling the support services to customers. These contracts have terms ranging from one month to three years and typically contain multiple performance obligations. Payment for the membership contracts is due at the start of the contract period. We have determined that our contracts do not include a significant financing component. The primary purpose of our payment terms is to provide customers with a simplified method of purchasing our services, not to provide customers with financing. We recognize revenue over time on a usage basis, an input method of measuring progress over the related contract term. This method is based on historical utilization patterns as this depicts when customers use the services and discounts provided and, accordingly, when delivery of the performance obligation occurs. There is judgment in (1) determining the level at which we apply a portfolio approach to these contracts; (2) measuring the relative standalone selling price for performance obligations within these contracts to the extent that they are only bundled and sold to customers with other performance obligations, or alternatively, using a cost-plus margin approach; and, (3) assessing the pattern of delivery across multiple portfolios of customers, including estimating current and future usage patterns. When insufficient history of usage is available, we generally recognize revenue ratably over the life of the contract.
Services - When we are the agent
We sell various hardware protection plans to customers that provide extended warranty coverage on their device purchases. Such plans have terms ranging from one month to five years. Payment is due at the point of sale. Third-party underwriters assume the risk associated with the coverage and are primarily responsible for fulfillment. We record the fixed net commissions (the amount charged to the customer less the premiums remitted to the underwriter) as revenue at a point in time when the corresponding product revenue is recognized. In addition, we are eligible to receive profit-sharing payments,
a form of variable consideration, which are dependent upon the profitable performance of the portfolio. We do not share in any losses of the portfolio. We record any such profit share as revenue once the uncertainty associated with the portfolio period, which is calendar-year based, is no longer constrained using the expected value method. This typically occurs when claims experience for the annual period is known in our fiscal fourth quarter, with payment of the profit share occurring in the subsequent fiscal year. Service and commission revenues earned from the sale of extended warranties represented 2.0%, 2.0% and 2.2% of revenue in fiscal 2019, fiscal 2018 and fiscal 2017, respectively. These percentages include $10 million, $68 million and $133 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively, of profit-share revenue.
We earn fixed commissions from mobile network carriers to sell service contracts on their platforms. Revenue is recognized when control passes at a point in time upon sale of the contract and activation of the customer on the provider’s platform. The time between when we activate the service with the customer and when we receive payment from the content provider is generally within 30 to 60 days, which is after control has passed. Activation commissions are subject to repayment to the carrier primarily due to customer cancellation for specified time periods after the sale. Commission revenue from mobile network carriers is reported net of the expected cancellations, which we estimate based on historical cancellation rates.
Credit Card Revenue
We offer promotional financing and credit cards issued by third-party banks that manage and directly extend credit to our customers. We provide a license to our brand and marketing services, and we facilitate credit applications in our stores and online. The banks are the sole owners of the accounts receivable generated under the program and, accordingly, we do not hold any customer receivables related to these programs and act as an agent in the financing transactions with customers. We are eligible to receive a profit share from certain of our banking partner based on the annual performance of the program, and we receive quarterly payments based on forecasts of full-year performance. This is a form of variable consideration. We record such profit share as revenue over time using the most likely amount method, which reflects the amount earned each quarter when it is determined that the likelihood of a significant revenue reversal is not probable, which is typically quarterly. Profit-share payments occur quarterly, shortly after the end of each program quarter.
Best Buy Gift Cards
We sell Best Buy gift cards to our customers in our retail stores, online and through select third parties. Our gift cards do not expire. We recognize revenue from gift cards when the card is redeemed by the customer. We also recognize revenue for the portion of gift card values that is not expected to be redeemed ("breakage"). We estimate breakage based on historical patterns and other factors, such as laws and regulations applicable to each jurisdiction. We recognize breakage revenue using a method that is consistent with customer redemption patterns. Typically, over 90% of gift card redemptions (and therefore recognition of over 90% of gift card breakage revenue) occur within one year of issuance. There is judgment in assessing (1) the level at which we group gift cards for analysis of breakage rates, (2) redemption patterns, and (3) the ultimate value of gift cards which we do not expect to be redeemed. Gift card breakage income was $34 million, $40 million and $37 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively.
Sales Incentives
We frequently offer sales incentives that entitle our customers to receive a gift card at the time of purchase or an instant savings coupon that can be redeemed towards a future purchase. For sales incentives issued to customers that are only earned in conjunction with the purchase of products or services, the sales incentives represent an option that is a material right and, accordingly, is a performance obligation in the contract. The relative standalone selling price of these sales incentives is deferred as a contract liability, based on the cards or coupons that are projected to be redeemed. We recognize revenue for this performance obligation when it is redeemed by the customer or when it is not expected to be redeemed. There is judgment in determining (1) the level at which we group incentives based on similar redemption patterns, (2) future redemption patterns, and (3) the ultimate number of incentives that we do not expect to be redeemed.
We also issue coupons that are not earned in conjunction with a purchase of a product or service, typically as part of targeted marketing activities. This is not a performance obligation, but is recognized as a reduction of the transaction price when redeemed by the customer.
Customer Loyalty Programs
We have customer loyalty programs which allow members to earn points for each purchase completed with us or when using our co-branded credit cards. Points earned enable members to receive a certificate that may be redeemed on future purchases at our Best Buy branded stores. Depending on the customer's membership level within our loyalty program, certificate expirations typically range from 2 to 12 months from the date of issuance. Our loyalty programs represent customer options that provide a material right and, accordingly, are performance obligations for each applicable contract. The relative standalone selling price of points earned by our loyalty program members is deferred and included in Accrued liabilities on our Consolidated Balance Sheets based on the percentage of points that are projected to be redeemed. We recognize revenue for this performance obligation over time when a certificate is estimated to be redeemed by the customer. There is inherent judgment in estimating the value of our customer loyalty programs as they are susceptible to factors outside of our influence, particularly customer redemption activity. However, we have significant experience in estimating the amount and timing of redemptions of certificates, based primarily on historical data.
Cost of Goods Sold and Selling, General and Administrative Expenses
The following table illustrates the primary costs classified in each major expense category:
| Cost of Goods Sold | ||||
| • | Cost of products sold, including: | |||
| — | Freight expenses associated with moving merchandise inventories from our vendors to our distribution centers; | |||
| — | Vendor allowances that are not a reimbursement of specific, incremental and identifiable costs; and | |||
| — | Cash discounts on payments to merchandise vendors; | |||
| • | Cost of services provided, including: | |||
| — | Payroll and benefit costs for services employees; and | |||
| — | Cost of replacement parts and related freight expenses; | |||
| • | Physical inventory losses; | |||
| • | Markdowns; | |||
| • | Customer shipping and handling expenses; | |||
| • | Costs associated with operating our distribution network, including payroll and benefit costs, occupancy costs and depreciation; and | |||
| • | Freight expenses associated with moving merchandise inventories from our distribution centers to our retail stores. |
| Selling, General and Administrative Expenses | ||||
| • | Payroll and benefit costs for retail and corporate employees; | |||
| • | Occupancy and maintenance costs of retail, services and corporate facilities; | |||
| • | Depreciation and amortization related to retail, services and corporate assets; | |||
| • | Advertising costs; | |||
| • | Vendor allowances that are a reimbursement of specific, incremental and identifiable costs; | |||
| • | Tender costs, including bank charges and costs associated with credit and debit card interchange fees; | |||
| • | Charitable contributions; | |||
| • | Outside and outsourced service fees; | |||
| • | Long-lived asset impairment charges; and | |||
| • | Other administrative costs, such as supplies, travel and lodging. |
Vendor Allowances
We receive funds from certain vendors through a variety of programs and arrangements, primarily in the form of purchases-based or sales-based volumes and for product advertising and placement in our stores. We recognize these funds as a reduction of cost of sales when the associated inventory is sold. If the funds are not specifically related to purchase or sales volumes, the funds are recognized ratably over the performance period as the product promotion is completed. Funds that are determined to
be a reimbursement of specific, incremental and identifiable costs incurred to sell a vendor's products are recorded as an offset to the related expense when incurred.
Advertising Costs
Advertising costs, which are included in SG&A, are expensed over the period in which the advertisement is customer-facing. Advertising costs consist primarily of digital and television advertisements, as well as agency fees and production costs. Advertising expenses were $777 million, $776 million and $743 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively.
Stock-Based Compensation
We apply the fair value recognition provisions of accounting guidance as they relate to our stock-based compensation, which requires us to recognize expense for the fair value of our stock-based compensation awards. Refer to Note 7, Shareholders' Equity, for additional information regarding the fair value of our equity-based awards under our stock compensation plan. Compensation expense is recognized over the period in which services are required. It is recognized on a straight-line basis, except where there are performance awards that vest on a graded basis, in which case the expense for these awards is front-loaded or recognized on a graded attribution basis.
- Acquisition
GreatCall, Inc.
On October 1, 2018, we acquired all of the outstanding shares of GreatCall for net cash consideration of $787 million. GreatCall, a leading connected health services provider for aging consumers, offers easy-to-use mobile products and connected devices, tailored for seniors. These products are combined with a range of services, including a simple, one-touch connection to U.S.-based, specially-trained agents who can connect the user to family caregivers, provide concierge services and dispatch emergency personnel. The acquisition of GreatCall is aligned with our strategy to address health and wellness with a focus on aging consumers and how technology can help them live more independent lives.
The acquisition was accounted for using the acquisition method of accounting for business combinations. Accordingly, the cost was allocated to the underlying net assets based on their respective fair values. The excess of the purchase price over the estimated fair value of the net assets acquired was recorded as goodwill. All of the goodwill was assigned to our Domestic reportable segment and is not expected to be deductible for income tax purposes. We recorded $13 million of transaction costs in fiscal 2019 related to the acquisition within SG&A expenses on our Consolidated Statements of Earnings. Results of operations from the date of acquisition were included within our Domestic reportable segment and our Services revenue category. The acquisition of GreatCall was not material to the results of our operations.
The purchase price allocation for the assets acquired and liabilities assumed is substantially complete, but may be subject to immaterial change through the end of the third quarter of fiscal 2020. The fair value of assets acquired and liabilities assumed was as follows ($ in millions):
| Fair Value at Acquisition Date | Measurement Period Adjustments | Adjusted Fair Value | |||||||||
| Current assets | $ | 34 | $ | (2 | ) | $ | 32 | ||||
| Goodwill | 496 | (6 | ) | 490 | |||||||
| Intangible assets(1) | 371 | 2 | 373 | ||||||||
| Other assets | 27 | (2 | ) | 25 | |||||||
| Total assets acquired | 928 | (8 | ) | 920 | |||||||
| Accrued liabilities | 56 | (1 | ) | 55 | |||||||
| Long-term liabilities | 72 | (2 | ) | 70 | |||||||
| Total liabilities assumed | 128 | (3 | ) | 125 | |||||||
| Total purchase price(2) | 800 | (5 | ) | 795 | |||||||
| Less cash acquired | 8 | — | 8 | ||||||||
| Total purchase price, net of cash acquired | $ | 792 | $ | (5 | ) | $ | 787 |
| (1) | The adjusted fair value of Intangible assets included consumer customer relationships of $235 million (amortized over 5 years), tradename of $63 million (amortized over 8 years), developed technology of $52 million (amortized over 5 years) and commercial customer relationships of $23 million (amortized over 10 years). |
| (2) | Measurement period adjustments included the finalization of the working capital adjustment. |
- Discontinued Operations
Discontinued operations reflects activity within our International Segment. Fiscal 2018 activity is primarily related to the proceeds attributed to a non-compete clause from the sale of Best Buy Europe to Carphone Warehouse plc. Fiscal 2017 activity is primarily related to the sale of remaining Five Star property assets that were held for sale as of January 30, 2016.
Fiscal 2019 had no financial results from discontinued operations. The aggregate financial results of all discontinued operations for fiscal 2018 and fiscal 2017 were as follows ($ in millions):
| 2018 | 2017 | ||||||
| Gain from discontinued operations before income tax expense | $ | 1 | $ | 28 | |||
| Income tax expense | — | (7 | ) | ||||
| Net earnings from discontinued operations | $ | 1 | $ | 21 |
- Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. To measure fair value, we use a three-tier valuation hierarchy based upon observable and non-observable inputs:
Level 1 — Unadjusted quoted prices that are available in active markets for the identical assets or liabilities at the measurement date.
Level 2 — Significant other observable inputs available at the measurement date, other than quoted prices included in Level 1, either directly or indirectly, including:
| • | Quoted prices for similar assets or liabilities in active markets; |
| • | Quoted prices for identical or similar assets or liabilities in non-active markets; |
| • | Inputs other than quoted prices that are observable for the asset or liability; and |
| • | Inputs that are derived principally from or corroborated by other observable market data. |
Level 3 — Significant unobservable inputs that cannot be corroborated by observable market data and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The fair value hierarchy requires the use of observable market data when available. In instances where the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability.
The following table sets forth our financial assets and liabilities that were accounted for at fair value on a recurring basis at February 2, 2019, and February 3, 2018, by level within the fair value hierarchy as determined by the valuation techniques we used to determine the fair value ($ in millions):
| Fair Value at | |||||||||
| Fair Value Hierarchy | February 2, 2019 | February 3, 2018 | |||||||
| Assets | |||||||||
| Cash and cash equivalents: | |||||||||
| Money market funds | Level 1 | $ | 98 | $ | 21 | ||||
| Commercial paper | Level 2 | — | 90 | ||||||
| Time deposits | Level 2 | 300 | 65 | ||||||
| Short-term investments: | |||||||||
| Commercial paper | Level 2 | — | 474 | ||||||
| Time deposits | Level 2 | — | 1,558 | ||||||
| Other current assets: | |||||||||
| Money market funds | Level 1 | 82 | 3 | ||||||
| Commercial paper | Level 2 | — | 60 | ||||||
| Time deposits | Level 2 | 101 | 101 | ||||||
| Foreign currency derivative instruments | Level 2 | — | 2 | ||||||
| Other assets: | |||||||||
| Marketable securities that fund deferred compensation | Level 1 | 44 | 99 | ||||||
| Interest rate swap derivative instruments | Level 2 | 26 | — | ||||||
| Liabilities | |||||||||
| Accrued liabilities: | |||||||||
| Foreign currency derivative instruments | Level 2 | — | 8 | ||||||
| Interest rate swap derivative instruments | Level 2 | — | 1 | ||||||
| Long-term liabilities: | |||||||||
| Interest rate swap derivative instruments | Level 2 | 1 | 4 |
The following methods and assumptions were used to estimate the fair value of each class of financial instrument:
Money market funds. Our money market fund investments were measured at fair value as they trade in an active market using quoted market prices and, therefore, were classified as Level 1.
Commercial paper. Our investments in commercial paper were measured using inputs based upon quoted prices for similar instruments in active markets and, therefore, were classified as Level 2.
Time deposits. Our time deposits are balances held with banking institutions that cannot be withdrawn for specified terms without a penalty. Time deposits are held at face value plus accrued interest, which approximates fair value, and are classified as Level 2.
Foreign currency derivative instruments. Comprised primarily of foreign currency swap contracts and foreign currency forward contracts, our foreign currency derivative instruments were measured at fair value using readily observable market inputs, such as quotations on forward foreign exchange points and foreign interest rates. Our foreign currency derivative instruments were classified as Level 2 as these instruments are custom, over-the-counter contracts with various bank counterparties that are not traded in an active market.
Marketable securities that fund deferred compensation. The assets that fund our deferred compensation consist of investments in corporate-owned life insurance, the value of which is based on select mutual fund performance. These
investments were classified as Level 1 as the shares of these mutual funds trade with sufficient frequency and volume to enable us to obtain pricing information on an ongoing basis.
Interest rate swap derivative instruments. Our interest rate swap contracts were measured at fair value using readily observable inputs, such as the LIBOR interest rate. Our interest rate swap derivative instruments were classified as Level 2 as these instruments are custom, over-the-counter contracts with various bank counterparties that are not traded in an active market.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Assets and liabilities that are measured at fair value on a nonrecurring basis relate primarily to our tangible fixed assets, goodwill and other intangible assets, which are remeasured when the derived fair value is below carrying value on our Consolidated Balance Sheets. For these assets, we do not periodically adjust carrying value to fair value, except in the event of impairment. When we determine that impairment has occurred, the carrying value of the asset is reduced to fair value and the difference is recorded within SG&A and Restructuring charges on our Consolidated Statements of Earnings for non-restructuring and restructuring charges, respectively.
The following table summarizes the fair value remeasurements related to continuing operations recorded in fiscal 2019 and fiscal 2018 ($ in millions):
| 2019 | 2018 | ||||||||||||||
| Impairments | Remaining Net Carrying Value(1) | Impairments | Remaining Net Carrying Value (1) | ||||||||||||
| Property and equipment (non-restructuring) | $ | 9 | $ | 1 | $ | 9 | $ | — | |||||||
| Property and equipment (restructuring)(2) | — | — | 1 | — | |||||||||||
| Total | $ | 9 | $ | 1 | $ | 10 | $ | — |
| (1) | Remaining net carrying value approximates fair value. Because assets subject to long-lived asset impairment are not measured at fair value on a recurring basis, certain fair value measurements presented in the table may reflect values at earlier measurement dates and may no longer represent the fair values at February 2, 2019, and February 3, 2018. |
| (2) | See Note 9, Restructuring Charges, for additional information. |
All of the fair value remeasurements included in the table above were based on significant unobservable inputs (Level 3). Fixed asset fair values were primarily derived using a discounted cash flow ("DCF") model to estimate the present value of net cash flows that the asset or asset group was expected to generate. The key inputs to the DCF model generally included our forecasts of net cash generated from revenue, expenses and other significant cash outflows, such as capital expenditures, as well as an appropriate discount rate. In the case of assets for which the impairment was the result of restructuring activities, no future cash flows have been assumed as the assets will cease to be used and expected sale values are nominal.
Fair Value of Financial Instruments
Our financial instruments, other than those presented in the disclosures above, include cash, receivables, other investments, accounts payable, other payables and long-term debt. The fair values of cash, receivables, accounts payable and other payables approximated 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 fair value. See Note 6, Debt, for information about the fair value of our long-term debt.
- Derivative Instruments
We manage our economic and transaction exposure to certain risks by using foreign currency derivative instruments and interest rate swaps. Our objective in holding derivatives is to reduce the volatility of net earnings, cash flows and net asset value associated with changes in foreign currency exchange rates and interest rates. We do not hold derivative instruments for trading or speculative purposes. We have no derivatives that have credit risk-related contingent features, and we mitigate our credit risk by engaging with financial institutions with investment-grade credit ratings as our counterparties.
We record all derivative instruments on our Consolidated Balance Sheets at fair value and evaluate hedge effectiveness prospectively or retrospectively when electing to apply hedge accounting. We formally document all hedging relations at
inception for derivative hedges and the underlying hedged items, as well as the risk management objectives and strategies for undertaking the hedge transaction. In addition, we have derivatives which are not designated as hedging instruments.
Net Investment Hedges
We use 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. The contracts have terms of up to 12 months. For a net investment hedge, we recognize changes in the fair value of the derivative as a component of foreign currency translation within other comprehensive income to offset a portion of the change in translated value of the net investment being hedged, until the investment is sold or liquidated. We limit recognition in net earnings of amounts previously recorded in other comprehensive income to circumstances such as complete or substantially complete liquidation of the net investment in the hedged foreign operation. We report the gains and losses, if any, related to the amount excluded from the assessment of hedge effectiveness in net earnings.
Interest Rate Swaps
We utilized "receive fixed-rate, pay variable-rate" interest rate swaps to mitigate the effect of interest rate fluctuations on our 2018 Notes, prior to their maturity, and currently have swaps outstanding on our 2021 Notes and 2028 Notes. Our interest rate swap contracts are considered perfect hedges because the critical terms and notional amounts match those of our fixed-rate debt being hedged and are, therefore, accounted for as fair value hedges using the shortcut method. Under the shortcut method, we recognize the change in the fair value of the derivatives with an offsetting change to the carrying value of the debt. Accordingly, there is no impact on our Consolidated Statements of Earnings from the fair value of the derivatives.
Derivatives Not Designated as Hedging Instruments
We use foreign currency forward contracts to manage the impact of fluctuations in foreign currency exchange rates relative to recognized receivable and payable balances denominated in non-functional currencies. The contracts generally have terms of up to 12 months. These derivative instruments are not designated in hedging relationships and, therefore, we record gains and losses on these contracts directly to net earnings.
Summary of Derivative Balances
The following table presents the gross fair values of our outstanding derivative instruments and the corresponding classification at February 2, 2019, and February 3, 2018 ($ in millions):
| Assets | ||||||||
| Contract Type | Balance Sheet Location | February 2, 2019 | February 3, 2018 | |||||
| Derivatives designated as net investment hedges | Other current assets | $ | — | $ | 2 | |||
| Derivatives designated as interest rate swaps | Other assets | 26 | — | |||||
| Total | $ | 26 | $ | 2 |
| Liabilities | ||||||||
| Contract Type | Balance Sheet Location | February 2, 2019 | February 3, 2018 | |||||
| Derivatives designated as net investment hedges | Accrued liabilities | $ | — | $ | 7 | |||
| Derivatives designated as interest rate swaps | Accrued liabilities and Long-term liabilities | 1 | 5 | |||||
| No hedge designation (foreign exchange forward contracts) | Accrued liabilities | — | 1 | |||||
| Total | $ | 1 | $ | 13 |
The following table presents the effects of derivative instruments on other comprehensive income ("OCI") for fiscal 2019 and fiscal 2018 ($ in millions):
| Derivatives designated as net investment hedges | 2019 | 2018 | |||||
| Pre-tax gain (loss) recognized in OCI | $ | 21 | $ | (14 | ) |
The following table presents the effects of derivatives not designated as hedging instruments on our Consolidated Statements of Earnings for fiscal 2019 and fiscal 2018 ($ in millions):
| Gain (Loss) Recognized | ||||||||
| Contract Type | Statement of Earnings Location | 2019 | 2018 | |||||
| No hedge designation (foreign exchange contracts) | SG&A | $ | 4 | $ | (3 | ) |
The following table presents the effects of interest rate derivatives and adjustments to the carrying value of long-term debt on our Consolidated Statements of Earnings for fiscal 2019 and fiscal 2018 ($ in millions):
| Gain (Loss) Recognized | ||||||||
| Contract Type | Statement of Earnings Location | 2019 | 2018 | |||||
| Interest rate swap contracts | Interest expense | $ | 31 | $ | (18 | ) | ||
| Adjustments to carrying value of long-term debt | Interest expense | (31 | ) | 18 | ||||
| Total | $ | — | $ | — |
The following table presents the notional amounts of our derivative instruments at February 2, 2019, and February 3, 2018 ($ in millions):
| Notional Amount | |||||||
| Contract Type | February 2, 2019 | February 3, 2018 | |||||
| Derivatives designated as net investment hedges | $ | 15 | $ | 462 | |||
| Derivatives designated as interest rate swap contracts | 1,150 | 1,150 | |||||
| No hedge designation (foreign exchange forward contracts) | 9 | 33 | |||||
| Total | $ | 1,174 | $ | 1,645 |
- Debt
Short-Term Debt
U.S. Revolving Credit Facility
On April 17, 2018, we entered into a $1.25 billion five-year senior unsecured revolving credit facility agreement (the "Five-Year Facility Agreement") with a syndicate of banks. The Five-Year Facility Agreement replaced the previous $1.25 billion senior unsecured revolving credit facility (the "Previous Facility") with a syndicate of banks, which was originally scheduled to expire in June 2021, but was terminated on April 17, 2018. The Five-Year Facility Agreement permits borrowings of up to $1.25 billion and expires in April 2023, with no borrowings outstanding as of February 2, 2019. There were no borrowings outstanding under the Previous Facility as of February 3, 2018.
The interest rate under the Five-Year Facility Agreement is variable and, barring certain events of default, is determined at our option as: (i) the sum of (a) the greatest of (1) JPMorgan Chase Bank, N.A.'s prime rate, (2) the greater of the federal funds rate and the overnight bank funding rate plus, in each case, 0.5%, and (3) the one-month London Interbank Offered Rate (“LIBOR”), subject to certain adjustments plus 1%, and (b) a variable margin rate (the “ABR Margin”); or (ii) the LIBOR plus a variable margin rate (the “LIBOR Margin”). In addition, a facility fee is assessed on the commitment amount. The ABR Margin, LIBOR Margin and the facility fee are based upon our current senior unsecured debt rating. Under the Five-Year Facility Agreement, the ABR Margin ranges from 0.00% to 0.30%, the LIBOR Margin ranges from 0.80% to 1.30% and the facility fee ranges from 0.08% to 0.20%.
The Five-Year Facility Agreement is guaranteed by certain of our subsidiaries and contains customary affirmative and negative covenants. Among other things, these covenants restrict our and certain of our subsidiaries' ability to incur liens on certain assets; make material changes in corporate structure or the nature of our business; dispose of material assets; engage in certain mergers, consolidations and other fundamental changes; or engage in certain transactions with our affiliates. The Five-Year Facility Agreement also contains covenants that require us to maintain a maximum quarterly cash flow leverage ratio and a minimum quarterly interest coverage ratio. The Five-Year Facility Agreement contains default provisions including, but not
limited to, failure to pay interest or principal when due and failure to comply with covenants. At February 2, 2019, we were in compliance with all such covenants.
Long-Term Debt
Long-term debt consisted of the following ($ in millions):
| February 2, 2019 | February 3, 2018 | ||||||
| 2018 Notes | $ | — | $ | 500 | |||
| 2021 Notes | 650 | 650 | |||||
| 2028 Notes | 500 | — | |||||
| Interest rate swap valuation adjustments | 25 | (5 | ) | ||||
| Subtotal | 1,175 | 1,145 | |||||
| Debt discounts and issuance costs | (7 | ) | (3 | ) | |||
| Financing lease obligations | 181 | 191 | |||||
| Capital lease obligations | 39 | 22 | |||||
| Total long-term debt | 1,388 | 1,355 | |||||
| Less: current portion | 56 | 544 | |||||
| Total long-term debt, less current portion | $ | 1,332 | $ | 811 |
2018 Notes
Our $500 million principal amount of notes due August 1, 2018 (the “2018 Notes”) were repaid on August 1, 2018, using existing cash resources and were classified within Current portion of long-term debt on our Consolidated Balance Sheets as of February 3, 2018.
2021 Notes
In March 2011, we issued $650 million principal amount of notes due March 15, 2021 (the “2021 Notes”). The 2021 Notes bear interest at a fixed rate of 5.50% per year, payable semi-annually on March 15 and September 15 of each year, beginning on September 15, 2011. The 2021 Notes were issued at a slight discount to par, which when coupled with underwriting discounts of $4 million, resulted in net proceeds from the sale of the 2021 Notes of $644 million.
We may redeem some or all of the 2021 Notes at any time at a redemption price equal to the greater of (i) 100% of the principal amount, and (ii) the sum of the present values of each remaining scheduled payment of principal and interest discounted to the redemption date on a semiannual basis, plus accrued and unpaid interest on the principal amount to the redemption date as described in the indenture (including the supplemental indenture) relating to the 2021 Notes. Furthermore, if a change of control triggering event occurs, we will be required to offer to purchase the remaining unredeemed 2021 Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the purchase date.
The 2021 Notes are unsecured and unsubordinated obligations and rank equally with all of our other unsecured and unsubordinated debt. The 2021 Notes contain covenants that, among other things, limit our ability to incur debt secured by liens or to enter into sale and lease-back transactions.
2028 Notes
In September 2018, we issued $500 million principal amount of notes due October 1, 2028 (the “2028 Notes”). The 2028 Notes bear interest at a fixed rate of 4.45% per year, payable semi-annually on April 1 and October 1 of each year, beginning on April 1, 2019. Net proceeds from the issuance were $495 million after underwriting and issue discounts totaling $5 million.
We may redeem some or all of the 2028 Notes at any time at a redemption price equal to the greater of (i) 100% of the principal amount, and (ii) the sum of the present values of each remaining scheduled payment of principal and interest discounted to the redemption date on a semiannual basis, plus accrued and unpaid interest on the principal amount to the redemption date as described in the indenture (including the supplemental indenture) relating to the 2028 Notes. Furthermore, if a change of
control triggering event occurs, we will be required to offer to purchase the remaining unredeemed 2028 Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the purchase date.
The 2028 Notes are unsecured and unsubordinated obligations and rank equally with all of our other unsecured and unsubordinated debt. The 2028 Notes contain covenants that, among other things, limit our ability to incur debt secured by liens or to enter into sale and lease-back transactions.
Fair Value and Future Maturities
The fair value of long-term debt, excluding debt discounts and issuance costs and financing and capital lease obligations, approximated $1,178 million and $1,199 million at February 2, 2019, and February 3, 2018, respectively, based primarily on the quoted market prices, compared to carrying values of $1,175 million and $1,145 million at February 2, 2019, and February 3, 2018, respectively. If our long-term debt was recorded at fair value, it would be classified as Level 2 in the fair value hierarchy.
At February 2, 2019, the future maturities of long-term debt, net of interest rate swaps and excluding debt discounts, issuance costs and financing and capital lease obligations (see Note 10, Leases, for the future lease obligation maturities), consisted of the following ($ in millions):
| Fiscal Year | Amount | ||
| 2020 | $ | — | |
| 2021 | — | ||
| 2022 | 650 | ||
| 2023 | — | ||
| 2024 | — | ||
| Thereafter | 525 | ||
| Total long-term debt | $ | 1,175 |
- Shareholders' Equity
Stock Compensation Plans
Our Best Buy Co., Inc. Amended and Restated 2014 Omnibus Incentive Plan (the "Omnibus Plan") authorizes us to grant or issue non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and other equity awards up to a total of 22.5 million shares. We have not granted incentive stock options under the Omnibus Plan. Under the terms of the Omnibus Plan, awards may be granted to our employees, officers, advisers, consultants and directors. Awards issued under the Omnibus Plan vest as determined by the Compensation and Human Resources Committee of our Board of Directors at the time of grant. Awards granted, forfeited or canceled under the previous plan, the 2004 Omnibus Stock and Incentive Plan, after February 1, 2014, adjust the amount available under the Omnibus Plan. At February 2, 2019, a total of 15.2 million shares were available for future grants under the Omnibus Plan.
Upon adoption and approval of the Omnibus Plan, all of our previous equity incentive compensation plans were terminated. However, existing awards under those plans continued to vest in accordance with the original vesting schedule and will expire at the end of their original terms.
Our outstanding stock options have a 10-year term. Outstanding stock options issued to employees generally vest over a three-year period. Share awards vest based either upon attainment of specified goals or solely upon continued employment ("time-based"). Outstanding share awards that are not time-based vest at the end of a three-year incentive period based upon our total shareholder return ("TSR") compared to the TSR of companies that comprise Standard & Poor's 500 Index ("market-based") or upon the achievement of company performance goals ("performance-based"). Generally, time-based share awards vest 33% on each of the three annual anniversary dates following the grant date. Time-based share awards to directors vest one year from the grant date.
Our Employee Stock Purchase Plan, as amended, permits employees to purchase our common stock at a 5% discount from the market price at the end of semi-annual purchase periods and is non-compensatory. Employees are required to hold the common stock purchased for 12 months. In fiscal 2019, fiscal 2018 and fiscal 2017, 0.1 million, 0.1 million and 0.2 million shares,
respectively, were purchased through our employee stock purchase plan. At February 2, 2019, and February 3, 2018, plan participants had accumulated $3 million and $3 million, respectively, to purchase our common stock pursuant to this plan.
Stock-based compensation expense was as follows in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Stock options | $ | 3 | $ | 6 | $ | 9 | |||||
| Share awards: | |||||||||||
| Market-based | 15 | 19 | 15 | ||||||||
| Performance-based | 20 | 13 | 6 | ||||||||
| Time-based | 85 | 91 | 78 | ||||||||
| Total | $ | 123 | $ | 129 | $ | 108 |
Stock Options
Stock option activity was as follows in fiscal 2019:
| Stock Options | Weighted-Average Exercise Price per Share | Weighted-Average Remaining Contractual Term (in years) | Aggregate Intrinsic Value (in millions) | |||||||||
| Outstanding at February 3, 2018 | 3,069,000 | $ | 32.32 | |||||||||
| Granted | 161,000 | $ | 66.59 | |||||||||
| Exercised | (869,000 | ) | $ | 35.54 | ||||||||
| Forfeited/canceled | (3,000 | ) | $ | 33.01 | ||||||||
| Outstanding at February 2, 2019 | 2,358,000 | $ | 33.47 | 4.9 | $ | 60 | ||||||
| Vested or expected to vest at February 2, 2019 | 2,358,000 | $ | 33.47 | 4.9 | $ | 60 | ||||||
| Exercisable at February 2, 2019 | 2,006,000 | $ | 30.21 | 4.3 | $ | 57 |
The weighted-average grant-date fair value of stock options granted during fiscal 2019, fiscal 2018 and fiscal 2017 was $20.34, $12.52 and $8.04, respectively, per share. The aggregate intrinsic value of our stock options (the amount by which the market price of the stock on the date of exercise exceeded the exercise price of the option) exercised during fiscal 2019, fiscal 2018 and fiscal 2017, was $33 million, $57 million and $55 million, respectively. At February 2, 2019, there was $2 million of unrecognized compensation expense related to stock options that is expected to be recognized over a weighted-average period of 2.0 years.
Net cash proceeds from the exercise of stock options were $30 million, $156 million and $164 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively.
There was $7 million, $19 million and $19 million of income tax benefits realized from stock option exercises in fiscal 2019, fiscal 2018 and fiscal 2017, respectively.
In fiscal 2019, fiscal 2018 and fiscal 2017, we estimated the fair value of each stock option on the date of grant using a lattice or Black Scholes valuation model (for certain individuals) with the following assumptions:
| Valuation Assumptions | 2019 | 2018 | 2017 | |||||
| Risk-free interest rate(1) | 1.9% – 2.8% | 0.9% – 2.6% | 0.5% – 2.0% | |||||
| Expected dividend yield | 2.7 | % | 3.0 | % | 3.5 | % | ||
| Expected stock price volatility(2) | 39 | % | 38 | % | 37 | % | ||
| Expected life of stock options (in years)(3) | 6.5 | 6.0 | 6.0 |
| (1) | Based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected life of our stock options. |
| (2) | In projecting expected stock price volatility, we consider both the historical volatility of our stock price as well as implied volatilities from exchange-traded options on our stock. |
| (3) | We estimate the expected life of stock options based upon historical experience. |
Market-Based Share Awards
The fair value of market-based share awards is determined using Monte-Carlo simulation. A summary of the status of our nonvested market-based share awards at February 2, 2019, and changes during fiscal 2019, were as follows:
| Market-Based Share Awards | Shares | Weighted-Average Fair Value per Share | ||||
| Outstanding at February 3, 2018 | 1,422,000 | $ | 36.35 | |||
| Granted | 371,000 | $ | 74.27 | |||
| Vested | (557,000 | ) | $ | 42.04 | ||
| Forfeited/canceled | (49,000 | ) | $ | 40.33 | ||
| Outstanding at February 2, 2019 | 1,187,000 | $ | 40.07 |
At February 2, 2019, there was $13 million of unrecognized compensation expense related to nonvested market-based share awards that we expect to recognize over a weighted-average period of 1.6 years.
Time-Based Share Awards
The fair value of time-based share awards is determined based on the closing market price of our stock on the date of grant. This value is reduced by the present value of expected dividends during vesting when the employee is not entitled to dividends.
A summary of the status of our nonvested time-based share awards at February 2, 2019, and changes during fiscal 2019, were as follows:
| Time-Based Share Awards | Shares | Weighted-Average Fair Value per Share | ||||
| Outstanding at February 3, 2018 | 5,050,000 | $ | 36.17 | |||
| Granted | 1,543,000 | $ | 68.96 | |||
| Vested | (2,208,000 | ) | $ | 37.30 | ||
| Forfeited/canceled | (287,000 | ) | $ | 47.56 | ||
| Outstanding at February 2, 2019 | 4,098,000 | $ | 47.13 |
At February 2, 2019, there was $102 million of unrecognized compensation expense related to nonvested time-based share awards that we expect to recognize over a weighted-average period of 1.8 years.
Performance-Based Share Awards
The fair value of performance-based share awards is determined based on the closing market price of our stock on the date of grant. This value is reduced by the present value of expected dividends during vesting when the employee is not entitled to dividends.
A summary of the status of our nonvested performance-based share awards at February 2, 2019, and changes during fiscal 2019, were as follows:
| Performance-Based Share Awards | Shares | Weighted-Average Fair Value per Share | ||||
| Outstanding at February 3, 2018 | 685,000 | $ | 37.04 | |||
| Granted | 354,000 | $ | 72.11 | |||
| Vested | (217,000 | ) | $ | 34.15 | ||
| Forfeited/canceled | (3,000 | ) | $ | 72.05 | ||
| Outstanding at February 2, 2019 | 819,000 | $ | 52.78 |
At February 2, 2019, there was $21 million of unrecognized compensation expense related to nonvested performance-based share awards that we expect to recognize over a weighted-average period of 1.7 years.
Earnings per Share
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 the potentially dilutive common shares been issued. Potentially dilutive securities include stock options, nonvested share awards and shares issuable under our employee stock purchase plan. Nonvested market-based share awards and nonvested performance-based share awards are included in the average diluted shares outstanding each period if established market or performance criteria have been met at the end of the respective periods.
At February 2, 2019, options to purchase 2.4 million shares of common stock were outstanding as follows (shares in millions):
| Exercisable | Unexercisable | Total | |||||||||||||||||||||||||||
| Shares | % | Weighted- Average Price per Share | Shares | % | Weighted- Average Price per Share | Shares | % | Weighted- Average Price per Share | |||||||||||||||||||||
| In-the-money | 2.0 | 100 | % | $ | 30.21 | 0.3 | 75 | % | $ | 43.86 | 2.3 | 96 | % | $ | 31.72 | ||||||||||||||
| Out-of-the-money | — | — | % | $ | — | 0.1 | 25 | % | $ | 71.52 | 0.1 | 4 | % | $ | 71.52 | ||||||||||||||
| Total | 2.0 | 100 | % | $ | 30.21 | 0.4 | 100 | % | $ | 52.01 | 2.4 | 100 | % | $ | 33.47 |
The following table presents a reconciliation of the numerators and denominators of basic and diluted earnings per share from continuing operations in fiscal 2019, fiscal 2018 and fiscal 2017 ($ and shares in millions, except per share amounts):
| 2019 | 2018 | 2017 | |||||||||
| Numerator | |||||||||||
| Net earnings from continuing operations | $ | 1,464 | $ | 999 | $ | 1,207 | |||||
| Denominator | |||||||||||
| Weighted-average common shares outstanding | 276.4 | 300.4 | 318.5 | ||||||||
| Effect of potentially dilutive securities: | |||||||||||
| Stock options and other | 5.0 | 6.7 | 4.1 | ||||||||
| Weighted-average common shares outstanding, assuming dilution | 281.4 | 307.1 | 322.6 | ||||||||
| Anti-dilutive securities excluded from Weighted-average common shares outstanding, assuming dilution | 0.2 | — | 4.5 | ||||||||
| Net earnings per share from continuing operations | |||||||||||
| Basic | $ | 5.30 | $ | 3.33 | $ | 3.79 | |||||
| Diluted | $ | 5.20 | $ | 3.26 | $ | 3.74 |
Repurchase of Common Stock
On February 23, 2019, our Board of Directors authorized a new $3.0 billion share repurchase program that superseded the previous $5.0 billion authorization from February 2017. There is no expiration date governing the period over which we can repurchase shares under the February 2019 authorization.
On January 22, 2016, we entered into a variable notional accelerated share repurchase agreement ("January 2016 ASR") with a third party financial institution to repurchase $150 million to $175 million of our common stock. Under the agreement, we paid $175 million at the beginning of the contract and received an initial delivery of 4.4 million shares on January 25, 2016. We retired these shares and recorded a $120 million reduction to stockholders' equity. As of January 30, 2016, the remaining $55 million was included as a reduction of shareholders' equity as prepaid share repurchase on our Consolidated Balance Sheets. The January 2016 ASR was settled on February 17, 2016, for a final notional amount of $165 million. Accordingly, we received 1.6 million shares, which were retired, and a $10 million cash payment from our counter-party equal to the difference between the $175 million up-front payment and the final notional amount. The cash received was included as Other, net within Financing activities on our Consolidated Statements of Cash Flows. The final notional amount was determined based upon the volume-weighted average share price of our common stock during the term of the January 2016 ASR agreement. The number
of shares delivered was based upon the final notional amount and the volume-weighted average share price of our common stock during the term of the agreement, less an agreed-upon discount.
The following table presents information regarding the shares we repurchased and retired in fiscal 2019, fiscal 2018 and fiscal 2017 ($ and shares in millions, except per share amounts):
| 2019 | 2018 | 2017 | |||||||||
| Total cost of shares repurchased | |||||||||||
| Open market | $ | 1,493 | $ | 2,009 | $ | 706 | |||||
| January 2016 ASR | — | — | 45 | ||||||||
| Total | $ | 1,493 | $ | 2,009 | $ | 751 | |||||
| Average price per share | |||||||||||
| Open market | $ | 70.28 | $ | 57.16 | $ | 36.11 | |||||
| January 2016 ASR | $ | — | $ | — | $ | 28.55 | |||||
| Average | $ | 70.28 | $ | 57.16 | $ | 33.54 | |||||
| Number of shares repurchased and retired | |||||||||||
| Open market(1) | 21.2 | 35.1 | 19.5 | ||||||||
| January 2016 ASR | — | — | 1.6 | ||||||||
| Total | 21.2 | 35.1 | 21.1 |
Between the end of fiscal 2019 and March 26, 2019, we repurchased an incremental 0.9 million shares of our common stock at a cost of $62 million. Repurchased shares have been retired and constitute authorized but unissued shares.
Comprehensive Income (Loss)
Comprehensive income (loss) is computed as net earnings plus certain other items that are recorded directly to shareholders' equity. In addition to net earnings, the significant component of comprehensive income (loss) includes foreign currency translation adjustments. Foreign currency translation adjustments do not include a provision for income tax expense when earnings from foreign operations are considered to be indefinitely reinvested outside the U.S. Refer to Note 11, Income Taxes, for additional information.
The following table provides a reconciliation of the components of accumulated other comprehensive income, net of tax, for fiscal 2019, fiscal 2018 and fiscal 2017, respectively ($ in millions):
| Foreign Currency Translation | |||
| Balance at January 30, 2016 | $ | 271 | |
| Foreign currency translation adjustments | 10 | ||
| Reclassification of foreign currency translation adjustments into earnings due to sale of business | (2 | ) | |
| Balance at January 28, 2017 | 279 | ||
| Foreign currency translation adjustments | 35 | ||
| Balance at February 3, 2018 | 314 | ||
| Foreign currency translation adjustments | (20 | ) | |
| Balance at February 2, 2019 | $ | 294 |
- Revenue Recognition
We generate revenue primarily from the sale of products and services, both as a principal and as an agent. Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the transaction price consideration that we expect to receive in exchange for those goods or services. Control refers to the ability of the customer to direct the use of, and obtain substantially all of, the remaining benefits from the goods or
services. Our transaction price consideration is fixed, unless otherwise disclosed below as variable consideration. We generate all of our operating revenue from contracts with customers. Our revenue excludes sales and usage-based taxes collected.
Revenue from product sales and services is reported net of sales refunds, which includes an estimate of future returns and contract cancellations primarily based on historical refund rates, with a corresponding reduction to cost of sales. There is inherent judgment in estimating future refunds as they are susceptible to factors outside of our influence. However, we have significant experience in estimating the amount of refunds, based primarily on historical data. Our refund liability for sales returns was $77 million and $23 million at February 2, 2019, and February 3, 2018, respectively, which is included in Accrued liabilities on our Consolidated Balance Sheets and represents the expected value of the aggregate refunds that will be due to our customers. We also have a corresponding asset included in Other current assets on our Consolidated Balance Sheets that represents the inventory we expect to be returned, valued at the lower of cost or net realizable value. As of February 2, 2019, and February 3, 2018, this amount was $55 million and $0 million, respectively. The increases in our refund liability and corresponding asset balances from February 3, 2018, to February 2, 2019, are primarily driven by the impact of adopting the new revenue recognition guidance in the current year.
For revenue transactions that involve more than one performance obligation, we defer the revenue associated with any unsatisfied performance obligation until the obligation is satisfied, i.e., when control of a product is transferred to the customer or a service is completed. For such contracts, we allocate revenue and any discounts to each performance obligation based on its relative standalone selling price. We determine standalone selling prices based on the prices charged to customers or, when directly observable selling prices are not available, we generally use an expected cost-plus margin approach. Short-term deferred revenue was $446 million and $453 million as of February 2, 2019, and February 3, 2018, respectively. At February 2, 2019, and February 3, 2018, deferred revenue included within long-term liabilities was $11 million and $22 million, respectively.
Our contract liabilities primarily relate to product merchandise not yet delivered to customers; unredeemed gift cards; services not yet completed; services technical support contracts, where performance is satisfied over the duration of the contract; and options that provide a material right to customers, such as our customer loyalty programs. Most of our contract liabilities have a duration of one year or less. For an insignificant portion of our technical support service contracts, terms of up to three years apply. We do not have any material contract assets.
The following table provides information about receivables and contract liabilities from our contracts with customers, which reflects the aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of February 2, 2019, and February 4, 2018 ($ in millions):
| February 2, 2019 | February 4, 2018 | ||||||
| Receivables, net of an allowance for doubtful accounts of $13 and $24, respectively | $ | 565 | $ | 674 | |||
| Short-term contract liabilities included in: | |||||||
| Unredeemed gift cards | 290 | 316 | |||||
| Deferred revenue | 446 | 408 | |||||
| Accrued liabilities | 146 | 151 | |||||
| Long-term contract liabilities included in: | |||||||
| Long-term liabilities | 11 | 22 |
We establish allowances for uncollectible receivables based on historical collection trends and write-off history. The following table summarizes our allowance for doubtful accounts activity related to contracts with customers for fiscal 2019 ($ in millions):
| Allowance for Doubtful Accounts | |||
| Balance at February 4, 2018 | $ | 24 | |
| Charged to expenses or other accounts | 35 | ||
| Other(1) | (46 | ) | |
| Balance at February 2, 2019 | $ | 13 |
| (1) | Includes bad debt write-offs, recoveries and the effect of foreign currency fluctuations. |
The following table summarizes significant changes in our contract liability balances for the fiscal year ended February 2, 2019 ($ in millions):
| Fiscal Year Ended | |||
| February 2, 2019 | |||
| Revenue recognized that was included in the contract liability balance(s) as of February 4, 2018 | $ | 871 | |
| Revenue recognized from performance obligations satisfied in previous periods | — | ||
| Increase due to acquisition(1) | 16 | ||
| Adjustments(2) | (1 | ) |
| (1) | Represents an increase in our contract liability balances due to our acquisition of GreatCall, primarily related to deferred revenue. |
| (2) | Includes changes in the measure of progress, changes in the estimate of the transaction price or contract modifications. |
The following table includes estimated revenue from our contract liability balances expected to be recognized in future periods if performance of the contract is expected to have a duration of more than one year ($ in millions):
| Fiscal Year | Amount(1) | ||
| 2020 | $ | 14 | |
| 2021 | 7 | ||
| 2022 | 3 | ||
| 2023 | 1 |
| (1) | We have elected to exclude unsatisfied performance obligations from contract liability balances with a duration of one year or less. The estimated transaction price revenue disclosed above also does not include amounts of variable consideration attributable to contracts where the consideration is constrained at February 2, 2019. Further information about our forms of variable consideration is disclosed below. |
We apply a practical expedient to expense direct costs of obtaining a contract when incurred because the amortization period would have been one year or less. See Note 14, Segment and Geographic Information, for a disaggregation of revenue by reportable segment and product category, which represents how our chief operating decision maker reviews information internally to evaluate our financial performance and to make resource allocation and other decisions for the enterprise.
- Restructuring Charges
Restructuring charges incurred in fiscal 2019, fiscal 2018 and fiscal 2017 were as follows ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Continuing operations | |||||||||||
| Best Buy Mobile | $ | 47 | $ | 9 | $ | — | |||||
| Renew Blue Phase 2 | — | — | 26 | ||||||||
| Canadian brand consolidation | (1 | ) | (2 | ) | 3 | ||||||
| Renew Blue | — | 3 | 5 | ||||||||
| Other | — | — | 5 | ||||||||
| Total | $ | 46 | $ | 10 | $ | 39 |
Best Buy Mobile
On March 1, 2018, we announced our intent to close all of our 257 remaining Best Buy Mobile stand-alone stores in the U.S., of which all remaining stores were closed during the second quarter of fiscal 2019. This decision was a result of changing economics in the mobile industry since we began opening these stores in 2006, along with the integration of our mobile model into our core stores and on-line channel, which are more economically compelling today. All restructuring charges related to this plan are from continuing operations within our Domestic segment and are presented in Restructuring charges on our Consolidated Statements of Earnings.
The composition of the restructuring charges we incurred during fiscal 2019 and fiscal 2018, as well as the cumulative amount incurred through the end of fiscal 2019, for Best Buy Mobile was as follows ($ in millions):
| 2019 | 2018 | Cumulative Amount | |||||||||
| Property and equipment impairments | $ | — | $ | 1 | $ | 1 | |||||
| Termination benefits | (2 | ) | 8 | 6 | |||||||
| Facility closure and other costs | 49 | — | 49 | ||||||||
| Total | $ | 47 | $ | 9 | $ | 56 |
The following table summarizes our restructuring accrual activity during fiscal 2019 and fiscal 2018 related to termination benefits and facility closure and other costs associated with Best Buy Mobile ($ in millions):
| Termination Benefits | Facility Closure and Other Costs | Total | |||||||||
| Balances at January 28, 2017 | $ | — | $ | — | $ | — | |||||
| Charges | 8 | — | 8 | ||||||||
| Balances at February 3, 2018 | 8 | — | 8 | ||||||||
| Charges | 1 | 49 | 50 | ||||||||
| Cash payments | (6 | ) | (48 | ) | (54 | ) | |||||
| Adjustments(1) | (3 | ) | — | (3 | ) | ||||||
| Balances at February 2, 2019 | $ | — | $ | 1 | $ | 1 |
| (1) | Adjustments to termination benefits represent changes in retention assumptions. |
Renew Blue Phase 2
In the first quarter of fiscal 2017, we took several strategic actions to eliminate and simplify certain components of our operations and restructure certain field and corporate teams as part of our Renew Blue Phase 2 plan. All restructuring charges related to this plan are from continuing operations within our Domestic segment and are presented in Restructuring charges on our Consolidated Statements of Earnings. As of February 2, 2019, we had incurred cumulative restructuring charges related to this plan of $26 million, all of which were incurred in fiscal 2017, which consisted of $18 million of employee termination benefits and $8 million of property and equipment impairments. There are no outstanding liabilities associated with this plan as of February 2, 2019.
Canadian Brand Consolidation
In the first quarter of fiscal 2016, we consolidated the Future Shop and Best Buy stores and websites in Canada under the Best Buy brand. This resulted in the permanent closure of 66 Future Shop stores and the conversion of the remaining 65 Future Shop stores to the Best Buy brand. All restructuring charges related to this plan are from continuing operations within our International segment and are presented in Restructuring charges on our Consolidated Statements of Earnings for the fiscal years presented. We recorded a benefit of $1 million, a benefit of $2 million and charges of $3 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively, related to facility closure and other costs. As of February 2, 2019, we had incurred cumulative charges of $200 million related to this plan.
There was no restructuring accrual activity during fiscal 2019 and fiscal 2018 related to termination benefits. The following table summarizes our restructuring accrual activity during fiscal 2019 and fiscal 2018 related to facility closure and other costs associated with the Canadian brand consolidation ($ in millions):
| Facility Closure and Other Costs | |||
| Balances at January 28, 2017 | $ | 34 | |
| Cash payments | (18 | ) | |
| Adjustments(1) | (2 | ) | |
| Changes in foreign currency exchange rates | 1 | ||
| Balances at February 3, 2018 | 15 | ||
| Cash payments | (7 | ) | |
| Adjustments(1) | (1 | ) | |
| Balances at February 2, 2019 | $ | 7 |
| (1) | Adjustments related to facility closure and other costs represent changes in sublease assumptions. |
Renew Blue
In the fourth quarter of fiscal 2013, we launched the Renew Blue strategy, which included initiatives intended to improve operating performance and reduce costs. These initiatives included focusing on core business activities, reducing headcount, updating our store operating model and optimizing our real estate portfolio. All restructuring charges related to this plan are from continuing operations within our International segment and are presented in Restructuring charges on our Consolidated Statements of Earnings for the fiscal years presented. We incurred restructuring charges of $0 million, $3 million and $5 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively, related to facility closure and other costs. As of February 2, 2019, we had incurred cumulative charges of $371 million related to this plan, and our remaining vacant space liability was $7 million. We may continue to incur immaterial adjustments to the vacant space liability for changes in sublease assumptions or potential lease buyouts. In addition, lease payments for vacated stores will continue until leases expire or are terminated.
Other
We have remaining a vacant space liability at February 2, 2019, of $2 million related to our U.S. large-format store closures in fiscal 2013. We may continue to incur immaterial adjustments to these liabilities for changes in sublease assumptions or potential lease buyouts. In addition, lease payments for vacated stores will continue until leases expire or are terminated.
- Leases
The composition of net rent expense for all operating leases, including leases of property and equipment, was as follows in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Total rent expense | $ | 783 | $ | 798 | $ | 790 | |||||
| Less sublease income | (15 | ) | (16 | ) | (16 | ) | |||||
| Net rent expense | $ | 768 | $ | 782 | $ | 774 |
The future minimum lease payments under our capital, financing and operating leases by fiscal year (not including contingent rent) at February 2, 2019, were as follows ($ in millions):
| Fiscal Year | Capital Leases | Financing Leases | Operating Leases(1) | ||||||||
| 2020 | $ | 14 | $ | 48 | $ | 700 | |||||
| 2021 | 11 | 42 | 648 | ||||||||
| 2022 | 7 | 35 | 513 | ||||||||
| 2023 | 4 | 24 | 371 | ||||||||
| 2024 | 2 | 16 | 253 | ||||||||
| Thereafter | 7 | 40 | 476 | ||||||||
| Total minimum lease payments | 45 | 205 | $ | 2,961 | |||||||
| Less amount representing interest | (6 | ) | (24 | ) | |||||||
| Present value of minimum lease payments | 39 | 181 | |||||||||
| Less current maturities | (12 | ) | (43 | ) | |||||||
| Present value of minimum lease payments, less current maturities | $ | 27 | $ | 138 |
| (1) | Operating lease obligations do not include payments to landlords covering real estate taxes and common area maintenance. These charges, if included, would increase total operating lease obligations by $0.8 billion at February 2, 2019. |
Total minimum lease payments have not been reduced by minimum sublease rental income of approximately $71 million due under future noncancelable subleases.
- Income Taxes
The following is a reconciliation of the federal statutory income tax rate to income tax expense in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Federal income tax at the statutory rate | $ | 396 | $ | 613 | $ | 635 | |||||
| State income taxes, net of federal benefit | 58 | 44 | 38 | ||||||||
| Benefit from foreign operations | — | (85 | ) | (46 | ) | ||||||
| Other | (7 | ) | (37 | ) | (18 | ) | |||||
| Tax Act | (23 | ) | 283 | — | |||||||
| Income tax expense | $ | 424 | $ | 818 | $ | 609 | |||||
| Effective income tax rate | 22.4 | % | 45.0 | % | 33.5 | % |
Tax Reform
On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (“Tax Act”), which significantly changed U.S. tax law. Among other things, the Tax Act lowered the U.S. statutory tax rate from 35% to 21% effective January 1, 2018, broadened the base to which U.S. income tax applies, imposed a one-time deemed repatriation tax on net unremitted earnings of foreign subsidiaries not previously subject to U.S. income tax and changed how foreign earnings are subject to U.S. income tax.
In response to the Tax Act, the Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) which provided guidance on accounting for the impact of the Tax Act. SAB 118 allowed companies to record provisional amounts to the extent they were reasonably estimable and adjust them over time as more information became available, not to extend beyond the measurement period of one year from the enactment of the Tax Act.
As a result of the Tax Act, our blended U.S. statutory federal income tax rate was 33.7% for fiscal 2018. In addition, we recorded provisional tax expense in fiscal 2018 of $283 million. The $283 million included a $209 million charge associated with the deemed repatriation tax and a $74 million charge related to the revaluation of deferred tax assets and liabilities to reflect the new 21.0% tax rate.
In accordance with SAB 118, we completed the accounting for the income tax effects of the Tax Act and recorded the following adjustments to the provisional tax expense during fiscal 2019: (1) a $20 million reduction to the deemed repatriation tax liability, resulting in a final tax liability of $189 million, and (2) a $3 million reduction to the revaluation of deferred tax assets and liabilities to reflect the new tax rate, resulting in a net revaluation charge of $71 million.
For periods beginning after January 1, 2018, the Tax Act created a new requirement to include certain earnings of foreign subsidiaries, known as global intangible low tax income (“GILTI”), in U.S. taxable income. Under U.S. GAAP, a company can make an accounting policy election to either recognize deferred taxes for basis differences expected to reverse as GILTI or record the tax on these earnings as a current period expense when incurred. During the fourth quarter of fiscal 2019, we elected to account for the tax effect on these earnings as a current period expense.
We previously considered substantially all the earnings in our non-U.S. subsidiaries to be indefinitely reinvested outside the U.S. and, accordingly, recorded no deferred income taxes on such earnings. Beginning in fiscal 2019, only those earnings in our non-U.S. subsidiaries needed to fund international growth and working capital are considered indefinitely reinvested and there are no deferred taxes on those earnings.
Earnings from continuing operations before income tax expense by jurisdiction were as follows in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| United States | $ | 1,574 | $ | 1,480 | $ | 1,507 | |||||
| Foreign | 314 | 337 | 309 | ||||||||
| Earnings from continuing operations before income tax expense | $ | 1,888 | $ | 1,817 | $ | 1,816 |
Income tax expense was comprised of the following in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Current: | |||||||||||
| Federal | $ | 275 | $ | 547 | $ | 317 | |||||
| State | 75 | 59 | 37 | ||||||||
| Foreign | 64 | 50 | 54 | ||||||||
| 414 | 656 | 408 | |||||||||
| Deferred: | |||||||||||
| Federal | 4 | 141 | 163 | ||||||||
| State | — | 11 | 21 | ||||||||
| Foreign | 6 | 10 | 17 | ||||||||
| 10 | 162 | 201 | |||||||||
| Income tax expense | $ | 424 | $ | 818 | $ | 609 |
Deferred taxes are the result of differences between the bases of assets and liabilities for financial reporting and income tax purposes. Deferred tax assets and liabilities were comprised of the following ($ in millions):
| February 2, 2019 | February 3, 2018 | ||||||
| Accrued property expenses | $ | 46 | $ | 52 | |||
| Other accrued expenses | 40 | 43 | |||||
| Deferred revenue | 52 | 69 | |||||
| Compensation and benefits | 74 | 32 | |||||
| Stock-based compensation | 35 | 32 | |||||
| Goodwill and intangibles | — | 102 | |||||
| Loss and credit carryforwards | 134 | 120 | |||||
| Other | 38 | 38 | |||||
| Total deferred tax assets | 419 | 488 | |||||
| Valuation allowance | (91 | ) | (99 | ) | |||
| Total deferred tax assets after valuation allowance | 328 | 389 | |||||
| Property and equipment | (184 | ) | (163 | ) | |||
| Goodwill and intangibles | (12 | ) | — | ||||
| Inventory | (61 | ) | (47 | ) | |||
| Other | (16 | ) | (20 | ) | |||
| Total deferred tax liabilities | (273 | ) | (230 | ) | |||
| Net deferred tax assets | $ | 55 | $ | 159 |
Net deferred tax assets are included on our Consolidated Balance Sheets as Other assets as of February 2, 2019, and February 3, 2018.
At February 2, 2019, we had deferred tax assets for net operating loss carryforwards from international operations of $77 million, of which $71 million will expire in various years through 2036 and the remaining amounts have no expiration; acquired U.S. federal net operating loss carryforwards of $24 million, which expire between 2023 and 2038; U.S. federal foreign tax credit carryforwards of $5 million, which expire between 2024 and 2029; U.S. federal capital loss carryforwards of $4 million, which expire in 2023; state credit carryforwards of $11 million, which expire between 2021 and 2028; state net operating loss carryforwards of $3 million, which expire between 2020 and 2038; international credit carryforwards of $2 million, which have no expiration; and international capital loss carryforwards of $8 million, which have no expiration.
At February 2, 2019, a valuation allowance of $91 million had been established, of which $2 million is against U.S. federal foreign tax credit carryforwards; $8 million is against international and state capital loss carryforwards; $6 million is against state credit carryforwards and other state deferred tax assets; and $75 million is against certain international net operating loss carryforwards and other international deferred tax assets. The $8 million decrease from February 3, 2018, is primarily due to the expiration of certain state credit carryforwards and international net operating loss carryforwards, as well as the expected utilization of federal capital loss carryforwards, partially offset by the current year loss activity from certain international net operating loss carryforwards.
The following table provides a reconciliation of changes in unrecognized tax benefits for fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Balance at beginning of period | $ | 279 | $ | 374 | $ | 469 | |||||
| Gross increases related to prior period tax positions | 4 | 19 | 11 | ||||||||
| Gross decreases related to prior period tax positions | (12 | ) | (126 | ) | (144 | ) | |||||
| Gross increases related to current period tax positions | 36 | 29 | 55 | ||||||||
| Settlements with taxing authorities | (1 | ) | (12 | ) | (12 | ) | |||||
| Lapse of statute of limitations | (6 | ) | (5 | ) | (5 | ) | |||||
| Balance at end of period | $ | 300 | $ | 279 | $ | 374 |
Unrecognized tax benefits of $282 million, $263 million and $346 million at February 2, 2019, February 3, 2018, and January 28, 2017, respectively, would favorably impact our effective income tax rate if recognized.
We recognize interest and penalties (not included in the "unrecognized tax benefits" above), as well as interest received from favorable tax settlements, as components of income tax expense. Interest expense of $10 million, interest income of $10 million and interest income of $9 million was recognized in fiscal 2019, fiscal 2018 and fiscal 2017, respectively. At February 2, 2019, February 3, 2018, and January 28, 2017, we had accrued interest of $53 million, $42 million and $61 million, respectively, along with accrued penalties of $0 million, $0 million and $1 million at February 2, 2019, February 3, 2018, and January 28, 2017, respectively.
We file a consolidated U.S. federal income tax return, as well as income tax returns in various states and foreign jurisdictions. With few exceptions, we are no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before fiscal 2011.
Because existing tax positions will continue to generate increased liabilities for us for unrecognized tax benefits over the next 12 months, and since we are routinely under audit by various taxing authorities, it is reasonably possible that the amount of unrecognized tax benefits will change during the next 12 months. An estimate of the amount or range of such change cannot be made at this time. However, we do not expect the change, if any, to have a material effect on our consolidated financial condition, results of operations or cash flows within the next 12 months.
- Benefit Plans
We sponsor retirement savings plans for employees meeting certain eligibility requirements. Participants may choose from various investment options, including a fund comprised of our company stock. Participants can contribute up to 50% of their eligible compensation annually as defined by the plan document, subject to Internal Revenue Service limitations. We match 100% of the first 3% of participating employees' contributions and 50% of the next 2%. Employer contributions vest immediately. The total employer contributions were $67 million, $62 million and $56 million in fiscal 2019, fiscal 2018 and fiscal 2017, respectively.
We offer a non-qualified, unfunded deferred compensation plan for highly-compensated employees and members of our Board of Directors. Amounts contributed and deferred under the plan are invested in options offered under the plan and elected by the participants. The liability for compensation deferred under the plan was $23 million and $27 million at February 2, 2019, and February 3, 2018, respectively, and is included in Long-term liabilities on our Consolidated Balance Sheets. In order to manage the risk of changes in the fair value of the liability for deferred compensation, we have elected to match our liability under the plan by investing in corresponding investment vehicles. The fair value of the investment vehicles was $44 million and $99 million at February 2, 2019, and February 3, 2018, respectively, and is included in Other assets on our Consolidated Balance Sheets.
- Contingencies and Commitments
Contingencies
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.
Securities Actions
In February 2011, a purported class action lawsuit captioned, IBEW Local 98 Pension Fund, individually and on behalf of all others similarly situated v. Best Buy Co., Inc., et al., was filed against us and certain of our executive officers in the U.S. District Court for the District of Minnesota. This federal court action alleges, among other things, that we and the officers named in the complaint violated Sections 10(b) and 20A of the Exchange Act and Rule 10b-5 under the Exchange Act in connection with press releases and other statements relating to our fiscal 2011 earnings guidance that had been made available to the public. Additionally, in March 2011, a similar purported class action was filed by a single shareholder, Rene LeBlanc, against us and certain of our executive officers in the same court. In July 2011, after consolidation of the IBEW Local 98 Pension Fund and Rene LeBlanc actions, a consolidated complaint captioned, IBEW Local 98 Pension Fund v. Best Buy Co.,
Inc., et al., was filed and served. Following discovery and motion practice Plaintiffs moved to certify the purported class. By Order filed August 6, 2014, the court certified a class of persons or entities who acquired Best Buy common stock between 10:00 a.m. EDT on September 14, 2010, and December 13, 2010, and who were damaged by the alleged violations of law. The 8th Circuit Court of Appeals granted our request for interlocutory appeal. On April 12, 2016, the 8th Circuit held the trial court misapplied the law and reversed the class certification order. IBEW petitioned the 8th Circuit for a rehearing en banc, which was denied on June 1, 2016. On June 23, 2017, the trial court denied plaintiff's request to file a new Motion for Class Certification. On October 30, 2017, plaintiffs filed a motion for leave to file a second amended class action complaint which the Magistrate Judge denied on July 11, 2018. On August 24, 2018, the District Court Judge overruled plaintiff’s objections to that ruling, affirming the Magistrate Judge’s denial of leave to amend. On March 8, 2019, the District Court Judge granted Best Buy’s motion for summary judgment dismissing the remaining claims with prejudice. We continue to believe that the remaining individual plaintiff's allegations are without merit and intend to vigorously defend our company in this matter.
In June 2011, a purported shareholder derivative action captioned, Salvatore M. Talluto, Derivatively and on Behalf of Best Buy Co., Inc. v. Richard M. Schulze, et al., as Defendants and Best Buy Co., Inc. as Nominal Defendant, was filed against both present and former members of our Board serving during the relevant periods in fiscal 2011 and us as a nominal defendant in the U.S. District Court for the State of Minnesota. The lawsuit alleges that the director defendants breached their fiduciary duty, among other claims, including violation of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, in failing to correct public misrepresentations and material misstatements and/or omissions regarding our fiscal 2011 earnings projections and, for certain directors, selling stock while in possession of material adverse non-public information. Additionally, in July 2011, a similar purported class action was filed by a single shareholder, Daniel Himmel, against us and certain of our executive officers in the same court. In November 2011, the respective lawsuits of Salvatore M. Talluto and Daniel Himmel were consolidated into a new action captioned, In Re: Best Buy Co., Inc. Shareholder Derivative Litigation, and a stay ordered pending the close of discovery in the consolidated IBEW Local 98 Pension Fund v. Best Buy Co., Inc., et al. case. Additionally, in June 2015, a similar purported class action was filed by a single shareholder, Khuong Tran, derivatively on behalf of Best Buy Co., Inc. against us and certain of our executive officers and directors in the same court. The Khuong Tran lawsuit has also been stayed pending the close of discovery in IBEW. Tran filed on March 21, 2019, a Notice of Voluntary Dismissal Without Prejudice.
The plaintiffs in the above securities actions seek damages, including interest, equitable relief and reimbursement of the costs and expenses they incurred in the lawsuits. As stated above, we believe the allegations in the above securities actions are without merit, and we intend to defend these actions vigorously. Based on our assessment of the facts underlying the claims in the above securities actions, their respective procedural litigation history and the degree to which we intend to defend our company in these matters, the amount or range of reasonably possible losses, if any, cannot be estimated.
Other Legal Proceedings
We are involved in various other legal proceedings arising in the normal course of conducting business. For such legal proceedings, we have accrued an amount that reflects the aggregate liability deemed probable and estimable, but this amount is not material to our consolidated financial position, results of operations or cash flows. Because of the preliminary nature of many of these proceedings, the difficulty in ascertaining the applicable facts relating to many of these proceedings, the variable treatment of claims made in many of these proceedings and the difficulty of predicting the settlement value of many of these proceedings, we are not able to estimate an amount or range of any reasonably possible additional losses. However, based upon our historical experience, the resolution of these proceedings is not expected to have a material effect on our consolidated financial position, results of operations or cash flows.
Commitments
We had outstanding letters of credit with an aggregate fair value of $92 million at February 2, 2019.
- Segment and Geographic Information
Segment Information
Our chief operating decision maker ("CODM") is our Chief Executive Officer. Our business is organized into two reportable segments: Domestic (which is comprised of all states, districts and territories of the U.S., including GreatCall) and International (which is comprised of all operations in Canada and Mexico). Our CODM has ultimate responsibility for enterprise decisions. Our CODM determines, in particular, resource allocation for, and monitors the performance of, the consolidated enterprise, the Domestic segment and the International segment. The Domestic segment management and International segment management have responsibility for operating decisions, allocating resources and assessing performance within their respective segments.
Our CODM relies on internal management reporting that analyzes enterprise results to the net earnings level and segment results to the operating income level.
We aggregate our Domestic and GreatCall operating segments into one Domestic reportable segment. We also aggregate our Canada and Mexico businesses into one International operating segment, which represents the International reportable segment. The accounting policies of the segments are the same as those described in Note 1, Summary of Significant Accounting Policies.
The following table presents our business segment information in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Revenue by reportable segment | |||||||||||
| Domestic | $ | 39,304 | $ | 38,662 | $ | 36,248 | |||||
| International | 3,575 | 3,489 | 3,155 | ||||||||
| Total revenue | $ | 42,879 | $ | 42,151 | $ | 39,403 | |||||
| Revenue by product category(1) | |||||||||||
| Domestic | |||||||||||
| Computing and Mobile Phones | $ | 17,439 | $ | 17,386 | $ | 16,397 | |||||
| Consumer Electronics | 12,959 | 12,841 | 12,228 | ||||||||
| Appliances | 4,020 | 3,717 | 3,253 | ||||||||
| Entertainment | 2,952 | 2,905 | 2,570 | ||||||||
| Services | 1,783 | 1,674 | 1,649 | ||||||||
| Other | 151 | 139 | 151 | ||||||||
| Total Domestic revenue | $ | 39,304 | $ | 38,662 | $ | 36,248 | |||||
| International | |||||||||||
| Computing and Mobile Phones | $ | 1,625 | $ | 1,612 | $ | 1,515 | |||||
| Consumer Electronics | 1,103 | 1,102 | 974 | ||||||||
| Appliances | 324 | 273 | 184 | ||||||||
| Entertainment | 258 | 254 | 221 | ||||||||
| Services | 184 | 174 | 207 | ||||||||
| Other | 81 | 74 | 54 | ||||||||
| Total International revenue | $ | 3,575 | $ | 3,489 | $ | 3,155 | |||||
| Operating income | |||||||||||
| Domestic(2) | $ | 1,797 | $ | 1,752 | $ | 1,764 | |||||
| International | 103 | 91 | 90 | ||||||||
| Total operating income | 1,900 | 1,843 | 1,854 | ||||||||
| Other income (expense) | |||||||||||
| Gain on sale of investments | 12 | 1 | 3 | ||||||||
| Investment income and other | 49 | 48 | 31 | ||||||||
| Interest expense | (73 | ) | (75 | ) | (72 | ) | |||||
| Earnings from continuing operations before income tax expense | $ | 1,888 | $ | 1,817 | $ | 1,816 | |||||
| Assets | |||||||||||
| Domestic | $ | 11,908 | $ | 11,553 | $ | 12,496 | |||||
| International | 993 | 1,496 | 1,360 | ||||||||
| Total assets | $ | 12,901 | $ | 13,049 | $ | 13,856 | |||||
| Capital expenditures | |||||||||||
| Domestic | $ | 770 | $ | 606 | $ | 524 | |||||
| International | 49 | 82 | 56 | ||||||||
| Total capital expenditures | $ | 819 | $ | 688 | $ | 580 | |||||
| Depreciation | |||||||||||
| Domestic | $ | 687 | $ | 631 | $ | 613 | |||||
| International | 60 | 52 | 41 | ||||||||
| Total depreciation | $ | 747 | $ | 683 | $ | 654 |
| (1) | Refer to Item 1, Business, of this Annual Report on Form 10-K for additional information regarding the key components of each revenue category. GreatCall results of operations from the date of acquisition were included within the Domestic segment and Services revenue category. |
| (2) | The Domestic segment operating income includes certain operations that are based in foreign tax jurisdictions and primarily relate to sourcing products into the U.S. |
Geographic Information
The following table presents our geographic information in fiscal 2019, fiscal 2018 and fiscal 2017 ($ in millions):
| 2019 | 2018 | 2017 | |||||||||
| Revenue from external customers | |||||||||||
| United States | $ | 39,304 | $ | 38,662 | $ | 36,248 | |||||
| Canada | 3,214 | 3,187 | 2,899 | ||||||||
| Other | 361 | 302 | 256 | ||||||||
| Total revenue from external customers | $ | 42,879 | $ | 42,151 | $ | 39,403 | |||||
| Long-lived assets | |||||||||||
| United States | $ | 2,321 | $ | 2,205 | $ | 2,120 | |||||
| Canada | 161 | 190 | 156 | ||||||||
| Other | 28 | 26 | 17 | ||||||||
| Total long-lived assets | $ | 2,510 | $ | 2,421 | $ | 2,293 |
- Quarterly Financial Information (Unaudited)
The following tables show selected operating results for each quarter and full year of fiscal 2019 and fiscal 2018 (unaudited) ($ in millions):
| Quarter | |||||||||||||||||||
| 1st | 2nd | 3rd | 4th | Fiscal Year | |||||||||||||||
| Fiscal 2019 | |||||||||||||||||||
| Revenue | $ | 9,109 | $ | 9,379 | $ | 9,590 | $ | 14,801 | $ | 42,879 | |||||||||
| Comparable sales growth(1) | 7.1 | % | 6.2 | % | 4.3 | % | 3.0 | % | 4.8 | % | |||||||||
| Gross profit | $ | 2,125 | $ | 2,229 | $ | 2,324 | $ | 3,283 | $ | 9,961 | |||||||||
| Operating income(2) | 265 | 335 | 322 | 978 | 1,900 | ||||||||||||||
| Net earnings(3) | $ | 208 | $ | 244 | $ | 277 | $ | 735 | $ | 1,464 | |||||||||
| Diluted earnings per share(4) | $ | 0.72 | $ | 0.86 | $ | 0.99 | $ | 2.69 | $ | 5.20 |
| Quarter | |||||||||||||||||||
| 1st | 2nd | 3rd | 4th | Fiscal Year | |||||||||||||||
| Fiscal 2018 | |||||||||||||||||||
| Revenue | $ | 8,528 | $ | 8,940 | $ | 9,320 | $ | 15,363 | $ | 42,151 | |||||||||
| Comparable sales growth(1) | 1.6 | % | 5.4 | % | 4.4 | % | 9.0 | % | 5.6 | % | |||||||||
| Gross profit | $ | 2,022 | $ | 2,153 | $ | 2,280 | $ | 3,421 | $ | 9,876 | |||||||||
| Operating income(5) | 300 | 321 | 350 | 872 | 1,843 | ||||||||||||||
| Net earnings from continuing operations(6) | 188 | 209 | 238 | 364 | 999 | ||||||||||||||
| Gain from discontinued operations, net of tax | — | — | 1 | — | 1 | ||||||||||||||
| Net earnings | $ | 188 | $ | 209 | $ | 239 | $ | 364 | $ | 1,000 | |||||||||
| Diluted earnings per share(4) | $ | 0.60 | $ | 0.67 | $ | 0.78 | $ | 1.23 | $ | 3.26 |
| (1) | Our comparable sales calculation compares revenue from stores, websites and call centers operating for at least 14 full months, as well as revenue related to certain other comparable sales channels for a particular period to the corresponding period in the prior year. Relocated stores, as well as remodeled, expanded and downsized stores closed more than 14 days, are excluded from our comparable sales calculation until at least 14 full months after reopening. Acquisitions are included in the comparable sales calculation beginning with the first full quarter following the first anniversary of the date of the acquisition. Comparable sales also exclude the impact of the extra week in fiscal 2018. On March 1, 2018, we announced our intent to close all of our |
257 remaining Best Buy Mobile stand-alone stores in the U.S. As a result, all revenue related to these stores has been excluded from the comparable sales calculation beginning in March 2018. On October 1, 2018, we acquired all outstanding shares of GreatCall. Consistent with our comparable sales policy, the results of GreatCall are excluded from our comparable sales calculation for fiscal 2019.
| (2) | Includes $30 million, $17 million, $0 million and $(1) million of restructuring charges (benefit) recorded in the fiscal first, second, third and fourth quarters of 2019, respectively, and $46 million for the fiscal year ended February 2, 2019, related to measures we took to restructure our businesses. Also includes $13 million of acquisition-related transaction costs in the fiscal third quarter of 2019 and $5 million and $17 million of non-cash amortization of definite-lived intangible assets in the fiscal third and fourth quarters of 2019, respectively, associated with the acquisition of GreatCall. Total non-cash amortization of definite-lived intangible assets for the fiscal year ended February 2, 2019 was $22 million. The fiscal first quarter and year ended February 2, 2019, also includes $7 million related to the one-time bonus for certain employees in response to future tax savings created by the Tax Act. |
| (3) | Includes subsequent adjustments resulting from the Tax Act, including $(18) million, $(2) million and $(20) million associated with the deemed repatriation tax recorded in the fiscal third quarter, fourth quarter and year ended February 2, 2019, respectively, and$(5) million and $(5) million related to the revaluation of deferred tax assets and liabilities recorded in the fiscal third quarter and year ended February 2, 2019, respectively. |
| (4) | The sum of our quarterly diluted earnings per share does not equal our annual diluted earnings per share due to differences in quarterly and annual weighted-average shares outstanding. |
| (5) | Includes $0 million, $2 million, $(2) million and $10 million of restructuring charges (benefit) recorded in the fiscal first, second, third and fourth quarters of 2018, respectively, and $10 million for the fiscal year ended February 3, 2018, related to measures we took to restructure our businesses. Also includes $80 million related to a one-time bonus for certain employees and $20 million related to a one-time contribution to the Best Buy Foundation in response to future tax savings created by the Tax Act for the fiscal fourth quarter and year ended February 3, 2018. |
| (6) | Includes $283 million of charges resulting from the Tax Act for the fiscal fourth quarter and year ended February 3, 2018, including $209 million associated with the deemed repatriation tax and $74 million primarily related to the revaluation of deferred tax assets and liabilities. |
Previous: Item 7A. Quantitative and Qualitative Disclosures About Market Risk. · Next: Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

