-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DQbKjAxxGHMtwlFtrOZzcJ5SG2XIk0Su9hGwM4EZDmy3ySfhfPjtgNIxYD1NRw0o Ye1t48uRa9WvsDiW2k7bbw== 0000912057-96-000898.txt : 19960129 0000912057-96-000898.hdr.sgml : 19960129 ACCESSION NUMBER: 0000912057-96-000898 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960126 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BEST BUY CO INC CENTRAL INDEX KEY: 0000764478 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RADIO TV & CONSUMER ELECTRONICS STORES [5731] IRS NUMBER: 410907483 STATE OF INCORPORATION: MN FISCAL YEAR END: 0303 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-38156 FILM NUMBER: 96507686 BUSINESS ADDRESS: STREET 1: 7075 FLYING CLOUD DR CITY: EDIN PRARIE STATE: MN ZIP: 55344 BUSINESS PHONE: 6129472000 MAIL ADDRESS: STREET 1: P O BOX 9312 CITY: MINNEAPOLIS STATE: MN ZIP: 55440-9312 FORMER COMPANY: FORMER CONFORMED NAME: BEST BUYS CO INC DATE OF NAME CHANGE: 19900809 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SCHULZE RICHARD M CENTRAL INDEX KEY: 0001006394 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: BEST BUY CO INC STREET 2: 7075 FLYING CLOUD DRIVE CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 BUSINESS PHONE: 6129472448 MAIL ADDRESS: STREET 1: BEST BUY CO INC STREET 2: 7075 FLYING CLOUD DRIVE CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 SC 13D 1 SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934* BEST BUY CO., INC. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.10 per share - ------------------------------------------------------------------------------- (Title of Class of Securities) 086516101 - ------------------------------------------------------------------------------- (CUSIP Number) Richard M. Schulze 7075 Flying Cloud Drive Eden Prairie, Minnesota 55344 (612) 947-2448 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to receive Notices and Communications) January 15, 1996 - ------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Check the following box if a fee is being paid with this statement [X]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of less than five percent of such class. See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page should be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). NOTE: THIS STATEMENT CONSTITUTES AN ORIGINAL REPORT ON SCHEDULE 13D OF EACH OF THE REPORTING PERSONS (AS DEFINED IN THE SCHEDULE 13D). CUSIP No. 086516101 - ------------------------------------------------------------------------------- (1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Richard M. Schulze - ------------------------------------------------------------------------------- (2) Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] - ------------------------------------------------------------------------------- (3) SEC Use Only - ------------------------------------------------------------------------------- (4) Source of Funds OO - ------------------------------------------------------------------------------- (5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] - ------------------------------------------------------------------------------- (6) Citizenship or Place of Organization U.S. - ------------------------------------------------------------------------------- Number of (7) Sole Voting Power 8,465,143 shares Shares Bene- ----------------------------------------------------------------- ficially (8) Shared Voting Power 727,950 shares Owned by ----------------------------------------------------------------- Each Report- (9) Sole Dispositive Power 8,471,637 shares ing Person ----------------------------------------------------------------- With (10) Shared Dispositive Power 727,950 shares - ------------------------------------------------------------------------------- (11) Aggregate Amount Beneficially Owned by Each Reporting Person 9,199,587 shares - ------------------------------------------------------------------------------- (12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] - ------------------------------------------------------------------------------- (13) Percent of Class Represented by Amount in Row (11) 21.4% - ------------------------------------------------------------------------------- (14) Type of Reporting Person IN Page 2 of 4 pages ITEM 1. SECURITY AND ISSUER The class of equity securities to which this statement relates is the common stock, par value $.10 per share (the "Common Stock"), of Best Buy Co., Inc., a Minnesota corporation (the "Company"). The principal executive offices of the Company are located at 7075 Flying Cloud Drive, Eden Prairie, Minnesota 55344. ITEM 2. IDENTITY AND BACKGROUND (a) - (c). This statement is being filed by Richard M. Schulze, the Chairman and Chief Executive Officer of the Company. The Company is a specialty retailer offering a wide variety of name brand consumer electronics, home office equipment and computers, entertainment software and appliances. The address for the Reporting Person and the Company is 7075 Flying Cloud Drive, Eden Prairie, Minnesota 55344. (d) and (e). During the last five years, the Reporting Person has not (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgement, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f). The Reporting Person is a U.S. citizen. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION 365,300 shares at an aggregate price of $4,721,225 were acquired in open market purchases on margin through and with funds borrowed from Goldman, Sachs & Co. ("Goldman"). The Reporting Person has pledged 1,744,844 shares of Common Stock owned by him to secure the margin loan. 102,000 shares were acquired directly from the Company pursuant to the exercise of stock options at an aggregate price of $339,000. The Reporting Person used personal funds to pay the aggregate exercise price therefor. ITEM 4. PURPOSE OF TRANSACTION. Investment. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) and (b). See Schedule 13D cover page, rows (7) through (11) inclusive and (13). (c). Between January 15 and 19, 1996, the Reporting Person purchased 365,300 shares of Common Stock in the market at prices ranging from $12.50 to $13.50, or an aggregate price of $4,721,225. Additionally, the Reporting Person purchased 102,000 shares of Common Stock on Page 3 of 4 pages January 25, 1996 pursuant to the exercise of options granted to him under the Company's stock option plans, as amended. The exercise prices for such shares ranged from $2.50 to $3.50 per share. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER The Reporting Person has pledged 1,744,844 shares of Common Stock to Goldman to secure a $4,721,225 margin loan made by Goldman in connection with the Reporting Person's acquisition of stock. In the event the Reporting Person defaults on the loan, Goldman will have the right to foreclose on the pledged shares. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None. SIGNATURE After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: January 26, 1996 By: /s/ Richard M. Schulze ----------------------------- Richard M. Schulze Page 4 of 4 pages -----END PRIVACY-ENHANCED MESSAGE-----