10-Q 1 bby841810q-q2fy19.htm 10-Q Document

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
FORM 10-Q 
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 4, 2018 
OR 
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to             

Commission File Number: 1-9595
 
 bestbuylogoprimaryrgb.jpg
BEST BUY CO., INC.
(Exact name of registrant as specified in its charter)
Minnesota
 
41-0907483
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
 
 
 
7601 Penn Avenue South
 
 
Richfield, Minnesota
 
55423
(Address of principal executive offices)
 
(Zip Code)
(612) 291-1000
(Registrant’s telephone number, including area code) 
N/A
(Former name, former address and former fiscal year, if changed since last report) 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes x No ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company (as defined in Rule 12b-2 of the Exchange Act).
Large accelerated filer x
Accelerated filer ¨
Non-accelerated filer ¨
 
 
 
 
Smaller reporting company ¨
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes ¨ No x
The registrant had 274,557,555 shares of common stock outstanding as of September 5, 2018.




BEST BUY CO., INC.
FORM 10-Q FOR THE QUARTER ENDED AUGUST 4, 2018 
TABLE OF CONTENTS
 
 
 
 
 
 
 
 
 
 
 
 
 
 

2


PART I — FINANCIAL INFORMATION
 
Item 1.
Financial Statements
 
Condensed Consolidated Balance Sheets 
$ in millions, except per share and share amounts (unaudited)
 
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Assets
 

 
 

 
 
Current assets
 
 
 
 
 
Cash and cash equivalents
$
1,865

 
$
1,101

 
$
1,365

Short-term investments
465

 
2,032

 
2,125

Receivables, net
915

 
1,049

 
965

Merchandise inventories
5,016

 
5,209

 
5,167

Other current assets
510

 
438

 
456

Total current assets
8,771

 
9,829

 
10,078

Property and equipment, net
2,432

 
2,421

 
2,327

Goodwill
425

 
425

 
425

Other assets
365

 
374

 
614

Total assets
$
11,993

 
$
13,049

 
$
13,444

 
 
 
 
 
 
Liabilities and equity
 
 
 
 
 
Current liabilities
 

 
 

 
 

Accounts payable
$
5,338

 
$
4,873

 
$
5,072

Unredeemed gift card liabilities
275

 
385

 
383

Deferred revenue
438

 
453

 
427

Accrued compensation and related expenses
318

 
561

 
309

Accrued liabilities
801

 
864

 
787

Accrued income taxes
12

 
137

 
83

Current portion of long-term debt
47

 
544

 
44

Total current liabilities
7,229

 
7,817

 
7,105

Long-term liabilities
777

 
809

 
682

Long-term debt
801

 
811

 
1,310

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 — 276,000,000, 283,000,000 and 300,000,000 shares, respectively
27

 
28

 
30

Retained earnings
2,863

 
3,270

 
3,996

Accumulated other comprehensive income
296

 
314

 
321

Total equity
3,186

 
3,612

 
4,347

Total liabilities and equity
$
11,993

 
$
13,049

 
$
13,444

 
NOTE: The Consolidated Balance Sheet as of February 3, 2018, has been condensed from the audited consolidated financial statements.

See Notes to Condensed Consolidated Financial Statements.

3


Condensed Consolidated Statements of Earnings
$ and shares in millions, except per share amounts (unaudited)
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Revenue
$
9,379

 
$
8,940

 
$
18,488

 
$
17,468

Cost of goods sold
7,150

 
6,787

 
14,134

 
13,293

Gross profit
2,229

 
2,153

 
4,354

 
4,175

Selling, general and administrative expenses
1,877

 
1,830

 
3,707

 
3,552

Restructuring charges
17

 
2

 
47

 
2

Operating income
335

 
321

 
600

 
621

Other income (expense):
 

 
 

 


 


Investment income and other
13

 
7

 
24

 
18

Interest expense
(19
)
 
(18
)
 
(38
)
 
(37
)
Earnings before income tax expense
329

 
310

 
586

 
602

Income tax expense
85

 
101

 
134

 
205

Net earnings
$
244

 
$
209

 
$
452

 
$
397

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.88

 
$
0.69

 
$
1.61

 
$
1.29

Diluted earnings per share
$
0.86

 
$
0.67

 
$
1.58

 
$
1.27

 
 
 
 
 
 
 
 
Dividends declared per common share
$
0.45

 
$
0.34

 
$
0.90

 
$
0.68

 
 
 
 
 
 
 
 
Weighted-average common shares outstanding
 

 
 

 
 
 
 
Basic
279.0

 
304.1

 
280.8

 
306.7

Diluted
283.7

 
310.8

 
286.0

 
313.0

 
See Notes to Condensed Consolidated Financial Statements. 

4


Condensed Consolidated Statements of Comprehensive Income 
$ in millions (unaudited)
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Net earnings
$
244

 
$
209

 
$
452

 
$
397

Foreign currency translation adjustments
(14
)
 
55

 
(18
)
 
42

Comprehensive income
$
230

 
$
264

 
$
434

 
$
439


See Notes to Condensed Consolidated Financial Statements. 


5


Condensed Consolidated Statements of Cash Flows
$ in millions (unaudited)
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
Operating activities
 
 
 
Net earnings
$
452

 
$
397

Adjustments to reconcile net earnings to total cash provided by operating activities:
 
 
 
Depreciation
358

 
329

Restructuring charges
47

 
2

Stock-based compensation
63

 
67

Deferred income taxes
5

 
9

Other, net

 
(2
)
Changes in operating assets and liabilities:
 
 
 
Receivables
120

 
401

Merchandise inventories
187

 
(285
)
Other assets
(53
)
 
(45
)
Accounts payable
485

 
15

Other liabilities
(430
)
 
(237
)
Income taxes
(126
)
 
41

Total cash provided by operating activities
1,108

 
692

 
 
 
 
Investing activities
 

 
 

Additions to property and equipment
(375
)
 
(296
)
Purchases of investments

 
(2,221
)
Sales of investments
1,565

 
1,806

Other, net
10

 
3

Total cash provided by (used in) investing activities
1,200

 
(708
)
 
 
 
 
Financing activities
 

 
 

Repurchase of common stock
(774
)
 
(771
)
Repayments of debt
(523
)
 
(19
)
Dividends paid
(253
)
 
(208
)
Issuance of common stock
29

 
125

Other, net
(3
)
 
(1
)
Total cash used in financing activities
(1,524
)
 
(874
)
Effect of exchange rate changes on cash
(16
)
 
18

Increase (decrease) in cash, cash equivalents and restricted cash
768

 
(872
)
Cash, cash equivalents and restricted cash at beginning of period
1,300

 
2,433

Cash, cash equivalents and restricted cash at end of period
$
2,068

 
$
1,561


See Notes to Condensed Consolidated Financial Statements.

6


Condensed Consolidated Statements of Changes in Shareholders' Equity 
$ and shares in millions, except per share amounts (unaudited)
 
Common
Shares
 
Common
Stock
 
Additional
Paid-In
Capital
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
Balances at February 3, 2018
283

 
$
28

 
$

 
$
3,270

 
$
314

 
$
3,612

Adoption of ASU 2014-09


 


 

 
73

 


 
73

Net earnings, six months ended August 4, 2018

 

 

 
452

 

 
452

Other comprehensive loss, net of tax:
 
 
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustments

 

 

 

 
(18
)
 
(18
)
Stock-based compensation


 

 
63

 

 

 
63

Restricted stock vested and stock options exercised
4

 

 
25

 

 

 
25

Issuance of common stock under employee stock purchase plan

 

 
4

 

 

 
4

Common stock dividends, $0.90 per share

 

 
4

 
(255
)
 

 
(251
)
Repurchase of common stock
(11
)
 
(1
)
 
(96
)
 
(677
)
 

 
(774
)
Balances at August 4, 2018
276

 
$
27

 
$

 
$
2,863

 
$
296

 
$
3,186

 
 
 
 
 
 
 
 
 
 
 
 
Balances at January 28, 2017
311

 
$
31

 
$

 
$
4,399

 
$
279

 
$
4,709

Adoption of ASU 2016-09

 

 
10

 
(12
)
 

 
(2
)
Net earnings, six months ended July 29, 2017

 

 

 
397

 

 
397

Other comprehensive income, net of tax:
 
 
 
 
 
 
 
 
 
 
 
Foreign currency translation adjustments

 

 

 

 
42

 
42

Stock-based compensation

 

 
67

 

 

 
67

Restricted stock vested and stock options exercised
5

 

 
121

 

 

 
121

Issuance of common stock under employee stock purchase plan

 

 
3

 

 

 
3

Common stock dividends, $0.68 per share

 

 

 
(209
)
 

 
(209
)
Repurchase of common stock
(16
)
 
(1
)
 
(201
)
 
(579
)
 

 
(781
)
Balances at July 29, 2017
300

 
$
30

 
$

 
$
3,996

 
$
321

 
$
4,347


See Notes to Condensed Consolidated Financial Statements.

7


Notes to Condensed Consolidated Financial Statements
(unaudited)

1.
Basis of Presentation
 
Unless the context otherwise requires, the use of the terms “Best Buy,” “we,” “us” and “our” in these Notes to Condensed Consolidated Financial Statements refers to Best Buy Co., Inc. and its consolidated subsidiaries.
 
In the opinion of management, the accompanying condensed consolidated financial statements contain all adjustments necessary for a fair presentation as prescribed by accounting principles generally accepted in the United States (“GAAP”). All adjustments were comprised of normal recurring adjustments, except as noted in these Notes to Condensed Consolidated Financial Statements.

Historically, we have generated a large proportion of our revenue and earnings in the fiscal fourth quarter, which includes the majority of the holiday shopping season in the U.S., Canada and Mexico. Due to the seasonal nature of our business, interim results are not necessarily indicative of results for the entire fiscal year. The interim financial statements and the related notes included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018. The first six months of fiscal 2019 and fiscal 2018 included 26 weeks.

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 condensed consolidated financial statements. No such events were identified for the reported periods.

In preparing the accompanying condensed consolidated financial statements, we evaluated the period from August 5, 2018, through the date the financial statements were issued for material subsequent events requiring recognition or disclosure. Other than as disclosed in Note 13, Subsequent Event, no such events were identified for the reported periods.

Unadopted Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-02, Leases, which will require lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases, and will expand disclosure requirements. The new guidance was issued to increase transparency and comparability among companies. In July 2018, the FASB approved an amendment to the new guidance that allows companies the option of using the effective date of the new standard as the initial application (at the beginning of the period in which is it adopted, rather than at the beginning of the earliest comparative period). Based on the effective dates, we expect to adopt the new guidance in the first quarter of fiscal 2020 using the prospective method and have begun implementing required upgrades to our existing lease systems. While we expect adoption to lead to a material increase in the assets and liabilities recorded on our consolidated balance sheet and an increase to our footnote disclosures related to leases, we are still evaluating the impact on our consolidated statement of earnings. We also expect that adoption of the new standard will require changes to our internal controls over financial reporting.

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. The impact was primarily related to the timing of revenue

8


recognition related to our gift cards, the sale of certain software licenses and our loyalty programs. We did not make any adjustment to prior period financial statements. We expect the impact of adoption to be immaterial to our revenue, net earnings and cash flows on an ongoing basis. 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 Sheet 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
864

 
(3
)
 
861

Accrued income taxes
137

 
6

 
143

Equity
 
 
 
 
 
Retained earnings
3,270

 
73

 
3,343


The following tables reflect the impact of adopting this standard on our Condensed Consolidated Balance Sheets as of August 4, 2018, and our Condensed Consolidated Statements of Earnings for the three and six months ended August 4, 2018 ($ in millions, except per share amounts):
 
August 4, 2018
Impact of Changes to Condensed Consolidated Balance Sheets
As Reported
 
Balances without Adoption of
ASU 2014-09
 
Effect of Change Higher/(Lower)(1)
Assets
 
 
 
 
 
Other current assets
$
510

 
$
461

 
$
49

Other assets
365

 
384

 
(19
)
Liabilities
 
 
 
 
 
Unredeemed gift card liabilities
275

 
344

 
(69
)
Deferred revenue
438

 
462

 
(24
)
Accrued liabilities
801

 
754

 
47

Accrued income taxes
12

 
6

 
6

Equity
 
 
 
 

Retained earnings
2,863

 
2,793

 
70

(1)
Effect of change includes the opening retained earnings adjustment as detailed within the table above.
 
Three Months Ended August 4, 2018
Impact of Changes to Condensed Consolidated Statements of Earnings
As Reported
 
Balances without Adoption of
ASU 2014-09
 
Effect of Change Higher/(Lower)
Revenue
$
9,379

 
$
9,368

 
$
11

Cost of goods sold
7,150

 
7,138

 
12

Gross profit
2,229

 
2,230

 
(1
)
Operating income
335

 
336

 
(1
)
Income tax expense
85

 
85

 

Net earnings
244

 
245

 
(1
)
 
 
 
 
 
 
Basic earnings per share
$
0.88

 
$
0.88

 
$

Diluted earnings per share
$
0.86

 
$
0.86

 
$


9


 
Six Months Ended August 4, 2018
Impact of Changes to Condensed Consolidated Statements of Earnings
As Reported
 
Balances without Adoption of
ASU 2014-09
 
Effect of Change Higher/(Lower)
Revenue
$
18,488

 
$
18,468

 
$
20

Cost of goods sold
14,134

 
14,111

 
23

Gross profit
4,354

 
4,357

 
(3
)
Operating income
600

 
603

 
(3
)
Income tax expense
134

 
135

 
(1
)
Net earnings
452

 
454

 
(2
)
 
 
 
 
 
 
Basic earnings per share
$
1.61

 
$
1.62

 
$
(0.01
)
Diluted earnings per share
$
1.58

 
$
1.59

 
$
(0.01
)

Total Cash, Cash Equivalents and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Balance Sheets to the total shown within the Condensed Consolidated Statements of Cash Flows as of August 4, 2018, February 3, 2018, and July 29, 2017 ($ in millions):
 
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Cash and cash equivalents
$
1,865

 
$
1,101

 
$
1,365

Restricted cash included in Other current assets
203

 
199

 
196

Total cash, cash equivalents and restricted cash
$
2,068

 
$
1,300

 
$
1,561


Amounts included in restricted cash are pledged as collateral or restricted to use for general liability insurance and workers' compensation insurance.

Goodwill and Intangible Assets

All goodwill and intangible asset balances relate to our Domestic segment. As of August 4, 2018, February 3, 2018, and July 29, 2017, respectively, the carrying amount of goodwill was $425 million, net of $675 million of cumulative impairment. The carrying amount of indefinite-lived tradenames included within Other assets on our Condensed Consolidated Balance Sheets was $18 million as of August 4, 2018, February 3, 2018, and July 29, 2017, respectively.

2.
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 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 $71 million at August 4, 2018, which is included in Accrued liabilities on our Condensed 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 Condensed Consolidated Balance Sheets that represents the inventory we expect to be returned, valued at the lower of cost or net realizable value. As of August 4, 2018, this amount was $49 million.

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

10


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.

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, except our services technical support contracts, which may have a duration of up to three years. 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 August 4, 2018, and February 4, 2018 ($ in millions):
 
August 4, 2018
 
February 4, 2018
Receivables, net of an allowance for doubtful accounts of $15 and $24, respectively
$
584

 
$
674

Short-term contract liabilities included in:
 
 
 
Unredeemed gift cards
275

 
316

Deferred revenue
438

 
408

Accrued liabilities
148

 
151

Long-term contract liabilities included in:
 
 
 
Long-term liabilities
15

 
22


We establish allowances for uncollectible receivables based on historical collection trends and write-off history. The following table summarizes our allowance for doubtful account activity related to contracts with customers during the six months ended August 4, 2018 ($ in millions):
 
Allowance for Doubtful Accounts
Balance at February 4, 2018
$
24

Charged to expenses or other accounts
19

Other(1)
(28
)
Balance at August 4, 2018
$
15

(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 during the six months ended August 4, 2018 ($ in millions):
 
Six Months Ended
 
August 4, 2018
Revenue recognized that was included in the contract liability balance(s) as of February 4, 2018
$
605

Revenue recognized from performance obligations satisfied in previous periods

Adjustments(1)
1

(1)
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):

11


 
August 4, 2018(1)
Remainder of fiscal 2019
$
12

Fiscal 2020
14

Fiscal 2021
6

Fiscal 2022
2

Fiscal 2023 and thereafter
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 August 4, 2018. 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 10, Segments, 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.

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 service consumption 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,

12


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, and (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. When direct observable evidence of the standalone selling price is not available, a cost-plus margin approach is generally used. Additionally, there is judgment in (3) assessing the pattern of delivery across multiple portfolios of customers, including measuring future progress based on historical consumption patterns. When sufficient history of consumption is unavailable, 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.

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 term between when we bill the content provider and when we receive payment 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 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 have an expiration date. 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 gift card breakage based on the expected pattern of gift card redemptions, based on analysis of historic trends. Typically, over 90% of gift card values are redeemed 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.

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

13


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) 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 qualifying purchase. 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 Condensed 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 judgment in measuring the standalone selling price of this performance obligation related to our estimate of the amount of and subsequent timing of redemptions of certificates (“certificate breakage”). We determine our certificate breakage rate based upon an analysis of historic trends. There is judgment in assessing (1) the level at which we group certificates for analysis of breakage rates, (2) redemption patterns, and (3) the ultimate value of certificates which we do not expect to be redeemed.

3.
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 August 4, 2018, February 3, 2018, and July 29, 2017, by level within the fair value hierarchy as determined by the valuation techniques we used to determine the fair value ($ in millions):

14


 
 Fair Value Hierarchy
 
Fair Value at
 
 
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Assets
 
 
 

 
 

 
 

Cash and cash equivalents:
 
 
 

 
 

 
 

Money market funds
Level 1
 
$
334

 
$
21

 
$
175

Commercial paper
Level 2
 

 
90

 
60

Time deposits
Level 2
 

 
65

 
16

Short-term investments:
 
 
 
 
 
 
 
Commercial paper
Level 2
 

 
474

 
299

Time deposits
Level 2
 
465

 
1,558

 
1,826

Other current assets:
 
 
 

 
 
 
 
Money market funds
Level 1
 
74

 
3

 
2

Commercial paper
Level 2
 

 
60

 
60

Time deposits
Level 2
 
101

 
101

 
101

Foreign currency derivative instruments
Level 2
 
5

 
2

 

Other assets:
 
 
 
 
 
 
 
Marketable securities that fund deferred compensation
Level 1
 
100

 
99

 
97

Interest rate swap derivative instruments
Level 2
 

 

 
16

 
 
 
 
 
 
 
 
Liabilities
 
 
 

 
 

 
 

Accrued liabilities:
 
 
 

 
 

 
 

Foreign currency derivative instruments
Level 2
 

 
8

 
15

Interest rate swap derivative instruments
Level 2
 

 
1

 

Long-term liabilities:
 
 
 
 
 
 
 
Interest rate swap derivative instruments
Level 2
 
7

 
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 forward contracts and foreign currency swap 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.


15


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 Condensed 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 Selling, general and administrative expenses or Restructuring charges in our Condensed Consolidated Statements of Earnings for non-restructuring and restructuring charges, respectively.

The following table summarizes the fair value remeasurements of property and equipment impairments recorded during the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):
 
Impairments
 
Remaining Net Carrying Value(1)
 
Three Months Ended
 
Six Months Ended
 
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Property and equipment (non-restructuring)
$
2

 
$
1

 
$
4

 
$
6

 
$
2

 
$

(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 August 4, 2018, and July 29, 2017.

All of the fair value remeasurements included in the table above were based on significant unobservable inputs (Level 3). Fixed asset fair values were 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.

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 5, Debt, for information about the fair value of our long-term debt.

4.
Restructuring Charges

Restructuring charges incurred in the three and six months ended August 4, 2018, and July 29, 2017, were as follows ($ in millions):
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Best Buy Mobile
$
17

 
$

 
$
47

 
$

Canadian brand consolidation

 
(1
)
 

 
(1
)
Renew Blue

 
3

 

 
3

Total
$
17

 
$
2

 
$
47

 
$
2


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 today more economically compelling. All restructuring charges related to this plan are from continuing operations and are presented in Restructuring charges on our Condensed Consolidated Statements of Earnings.

The composition of the restructuring charges we incurred for Best Buy Mobile during the three and six months ended August 4,

16


2018, as well as the cumulative amount incurred through August 4, 2018, were as follows ($ in millions):
 
Three Months Ended
 
Six Months Ended
 
Cumulative Amount
 
August 4, 2018
 
August 4, 2018
 
August 4, 2018
Property and equipment impairments
$

 
$

 
$
1

Termination benefits
(3
)
 
(2
)
 
6

Facility closure and other costs
20

 
49

 
49

Total restructuring charges
$
17


$
47

 
$
56


The following table summarizes our restructuring accrual activity during the six months ended August 4, 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 February 3, 2018
$
8

 
$

 
$
8

Charges
1

 
49

 
50

Cash payments
(5
)
 
(46
)
 
(51
)
Adjustments(1)
(3
)
 
(1
)
 
(4
)
Balances at August 4, 2018
$
1

 
$
2

 
$
3

(1)
Adjustments to termination benefits represent changes in retention assumptions. Adjustments to facility closure and other costs represent changes in sublease assumptions.

Other
 
We have remaining vacant space liabilities at August 4, 2018, of $11 million related to our Canadian brand consolidation restructuring program, $9 million related to our Renew Blue restructuring program and $3 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.

5.    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 August 4, 2018. There were no borrowings outstanding under the Previous Facility as of February 3, 2018, or July 29, 2017.

The interest rate under the Five-Year Facility Agreement is variable and 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' abilities 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 affiliates. The Five-Year Facility

17


Agreement also contains covenants that require us to maintain a maximum cash flow leverage ratio and a minimum 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 August 4, 2018, we were in compliance with all such financial covenants.

Long-Term Debt

Long-term debt consisted of the following at August 4, 2018, February 3, 2018, and July 29, 2017 ($ in millions):
 
August 4, 2018
 
February 3, 2018
 
July 29, 2017
2018 Notes
$

 
$
500

 
$
500

2021 Notes
650

 
650

 
650

Interest rate swap valuation adjustments
(7
)
 
(5
)
 
16

Subtotal
643

 
1,145

 
1,166

Debt discounts and issuance costs
(2
)
 
(3
)
 
(4
)
Financing lease obligations
188

 
191

 
166

Capital lease obligations
19

 
22

 
26

Total long-term debt
848

 
1,355

 
1,354

Less: current portion
47

 
544

 
44

Total long-term debt, less current portion
$
801

 
$
811

 
$
1,310

 

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 the Current portion of long-term debt on our Condensed Consolidated Balance Sheets as of February 3, 2018. The fair value of total long-term debt, excluding debt discounts and issuance costs and financing and capital lease obligations, approximated $673 million, $1,199 million and $1,242 million at August 4, 2018, February 3, 2018, and July 29, 2017, respectively, based primarily on the market prices quoted from external sources, compared with carrying values of $643 million, $1,145 million and $1,166 million, respectively. If long-term debt was measured at fair value in the financial statements, it would be classified primarily as Level 2 in the fair value hierarchy.

See Note 5, Debt, in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018, for additional information regarding the terms of our debt facilities, debt instruments and other obligations.

6.
Derivative Instruments

We manage our economic and transaction exposure to certain risks through the use of 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 Condensed 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.

18


Interest Rate Swaps

We have used "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 our 2021 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 Condensed 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 tables present the gross fair values of our outstanding derivative instruments and the corresponding classification at August 4, 2018, February 3, 2018, and July 29, 2017 ($ in millions):
 
 
Assets
Contract Type
Balance Sheet Location
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Derivatives designated as net investment hedges
Other current assets
$
5

 
$
2

 
$

Derivatives designated as interest rate swaps
Other current assets and Other assets

 

 
16

Total
 
$
5

 
$
2

 
$
16

 
 
Liabilities
Contract Type
Balance Sheet Location
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Derivatives designated as net investment hedges
Accrued liabilities
$

 
$
7

 
$
13

Derivatives designated as interest rate swaps
Accrued liabilities and Long-term liabilities
7

 
5

 

No hedge designation (foreign exchange forward contracts)
Accrued liabilities

 
1

 
2

Total
 
$
7

 
$
13

 
$
15


The following table presents the effects of derivative instruments on other comprehensive income ("OCI") for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):
 
Three Months Ended
 
Six Months Ended
Derivatives designated as net investment hedges
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Pre-tax gain(loss) recognized in OCI
$
3

 
$
(19
)
 
$
19

 
$
(11
)

The following table presents the effects of derivatives not designated as hedging instruments on our Condensed Consolidated Statements of Earnings for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):
 
 
Gain (Loss) Recognized
 
 
Three Months Ended
 
Six Months Ended
Contract Type
Location of Gain (Loss) Recognized
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
No hedge designation (foreign exchange contracts)
SG&A
$
1

 
$
(4
)
 
$
1

 
$
(3
)

The following table presents the effects of interest rate derivatives and adjustments to the carrying value of long-term debt on our Condensed Consolidated Statements of Earnings for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):

19


 
 
Gain (Loss) Recognized
 
 
Three Months Ended
 
Six Months Ended
Contract Type
Location of Gain (Loss) Recognized
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Interest rate swap contracts
Interest expense
$
3

 
$
14

 
$
(1
)
 
$
3

Adjustments to carrying value of long-term debt
Interest expense
(3
)
 
(14
)
 
1

 
(3
)
Total
 
$


$


$


$


The following table presents the notional amounts of our derivative instruments at August 4, 2018, February 3, 2018, and July 29, 2017 ($ in millions):
 
Notional Amount
Contract Type
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Derivatives designated as net investment hedges
$
59

 
$
462

 
$
205

Derivatives designated as interest rate swap contracts
650

 
1,150

 
1,000

No hedge designation (foreign exchange forward contracts)
41

 
33

 
48

Total
$
750

 
$
1,645

 
$
1,253


7.
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 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 for each period, if established market or performance criteria have been met at the end of the respective periods.

The following table presents a reconciliation of the numerators and denominators of basic and diluted earnings per share for the three and six months ended August 4, 2018, and July 29, 2017 ($ and shares in millions, except per share amounts):
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Numerator
 

 
 

 
 
 
 
Net earnings
$
244

 
$
209

 
$
452

 
$
397

 
 
 
 
 
 
 
 
Denominator
 
 
 
 
 
 
 
Weighted-average common shares outstanding
279.0

 
304.1

 
280.8

 
306.7

Dilutive effect of stock compensation plan awards
4.7

 
6.7

 
5.2

 
6.3

Weighted-average common shares outstanding, assuming dilution
283.7

 
310.8

 
286.0

 
313.0

 
 
 
 
 
 
 
 
Anti-dilutive securities excluded from Weighted-average common shares outstanding, assuming dilution
0.1

 
0.0

 
0.1

 
0.0

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.88

 
$
0.69

 
$
1.61

 
$
1.29

Diluted earnings per share
$
0.86

 
$
0.67

 
$
1.58

 
$
1.27


Beginning with our annual broad grant of restricted stock and restricted stock units in March 2018, we attach dividend equivalents to our restricted stock and restricted stock units equal to dividends payable on the same number of shares of Best Buy common stock during the applicable period. Dividend equivalents, settled in additional shares of Best Buy common stock, accrue on restricted stock and restricted stock unit awards during the vesting period. No dividend equivalents are paid on any restricted stock or restricted stock units that are forfeited prior to the vesting date.


20


8.
Comprehensive Income
 
Accumulated other comprehensive is primarily comprised of foreign currency translation adjustments for all periods presented.  Changes in accumulated other comprehensive income, net of tax, were as follows for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Foreign currency translation adjustments
$
(14
)
 
$
55

 
$
(18
)
 
$
42


The gains and losses on our net investment hedges, which are included in foreign currency translation adjustments, were not material for the periods presented. 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. At this time, we are still evaluating the earnings that are indefinitely reinvested outside the U.S. Refer to Note 10, Income Taxes, of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018, for additional information.

9.
Repurchase of Common Stock

In February 2017, our Board of Directors ("Board") authorized a $5.0 billion share repurchase program that superseded the previous $5.0 billion authorization from 2011. There is no expiration date governing the period over which we can repurchase shares under the February 2017 authorization. On March 1, 2018, we announced our intent to repurchase $1.5 billion of shares in fiscal 2019, which reflects an updated two-year plan of $3.5 billion compared to the original $3.0 billion two-year plan announced on March 1, 2017.

The following table presents information regarding the shares we repurchased during the three and six months ended August 4, 2018, and July 29, 2017 ($ and shares in millions, except per share amounts):
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Total cost of shares repurchased(1)
$
375

 
$
397

 
$
774

 
$
781

Average price per share
$
74.80

 
$
55.07

 
$
73.21

 
$
50.38

Number of shares repurchased(1)
5.0

 
7.2

 
10.6

 
15.5

(1)
As of August 4, 2018, $13 million, or 0.2 million shares, in trades remained unsettled. As of July 29, 2017, $18 million, or 0.3 million shares, in trades remained unsettled. The liability for unsettled trades is included in Accrued liabilities on our Condensed Consolidated Balance Sheets.

At August 4, 2018, $2.3 billion of the $5.0 billion of share repurchases authorized by our Board in February 2017 was available for future share repurchases. Between the end of the second quarter of fiscal 2019 on August 4, 2018, and September 5, 2018, we repurchased an incremental 1.7 million shares of our common stock at a cost of $135 million.

10.
Segments
 
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.) 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 managers and International segment managers 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 Canada and Mexico businesses into one International operating segment. Our Domestic and International operating segments also represent our reportable segments. The accounting policies of the segments are the same.

Revenue by reportable segment and product category were as follows for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):

21


 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Revenue by reportable segment
 
 
 
 
 
 
 
Domestic
$
8,639

 
$
8,272

 
$
17,051

 
$
16,184

International
740

 
668

 
1,437

 
1,284

Total revenue
$
9,379

 
$
8,940


$
18,488


$
17,468

Revenue by product category(1)
 
 
 
 
 
 
 
Domestic:
 
 
 
 
 
 
 
Consumer Electronics
$
2,770

 
$
2,610

 
$
5,426

 
$
5,192

Computing and Mobile Phones
3,923

 
3,859

 
7,822

 
7,436

Entertainment
512

 
492

 
1,059

 
1,063

Appliances
1,013

 
914

 
1,895

 
1,691

Services
384

 
367

 
777

 
738

Other
37

 
30

 
72

 
64

Total Domestic revenue
$
8,639

 
$
8,272

 
$
17,051

 
$
16,184

International:
 
 
 
 
 
 
 
Consumer Electronics
$
217

 
$
210

 
$
423

 
$
389

Computing and Mobile Phones
335

 
311

 
666

 
608

Entertainment
43

 
36

 
85

 
80

Appliances
86

 
61

 
147

 
102

Services
41

 
36

 
81

 
76

Other
18

 
14

 
35

 
29

Total International revenue
$
740

 
$
668

 
$
1,437

 
$
1,284

(1)
Refer to our Annual Report on Form 10-K for the fiscal year ended February 3, 2018, for additional information regarding the key components of each revenue category.

Operating income by reportable segment and the reconciliation to earnings before income tax expense were as follows for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Domestic
$
329

 
$
316

 
$
596

 
$
614

International
6

 
5

 
4

 
7

Total operating income
335

 
321

 
600

 
621

Other income (expense):
 
 
 
 
 
 
 
Investment income and other
13

 
7

 
24

 
18

Interest expense
(19
)
 
(18
)
 
(38
)
 
(37
)
Earnings before income tax expense
$
329

 
$
310

 
$
586

 
$
602

 
Assets by reportable segment were as follows as of August 4, 2018, February 3, 2018, and July 29, 2017 ($ in millions):
 
August 4, 2018
 
February 3, 2018
 
July 29, 2017
Domestic
$
10,912

 
$
11,553

 
$
11,972

International
1,081

 
1,496

 
1,472

Total assets
$
11,993

 
$
13,049

 
$
13,444


11.
Income Taxes

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

22


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”) that provides guidance on accounting for the impact of the Tax Act. SAB 118 allows companies to record provisional amounts to the extent they are reasonably estimable and adjust them over time as more information becomes 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 and in accordance with SAB 118, we recorded provisional tax expense in the fourth quarter of fiscal 2018 related to the deemed repatriation tax and the revaluation of deferred tax assets and liabilities to reflect the new tax rate. We have not made any measurement period adjustments related to these items during the first six months of fiscal 2019. We continue to gather and analyze additional information needed to complete our accounting for these items and expect to complete our accounting within the one-year measurement period provided by SAB 118. Any adjustment to these amounts during the measurement period will be recorded in income tax expense in the period in which the analysis is complete.

Beginning in fiscal 2019, the Tax Act created a provision known as the global intangible low-tax income (“GILTI”) that imposes a tax on certain earnings of foreign subsidiaries. Due to the complexity of the new GILTI tax rules, we are not yet able to reasonably determine the complete effects of this provision. Therefore, we have not yet elected a policy as to whether we will recognize deferred taxes for basis differences expected to reverse or record GILTI as a current period cost when incurred. We have, however, included an estimate of the current GILTI impact in our effective tax rate for fiscal 2019.

Refer to Note 10, Income Taxes, of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018, for additional information.

12.
Contingencies

We are involved in a number of legal proceedings. Where appropriate, we have made accruals with respect to these matters, which are reflected in 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. 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

23


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.

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.

13.
Subsequent Event

On August 15, 2018, we signed a definitive agreement to acquire GreatCall, Inc. for $800 million in cash. GreatCall, Inc. is a leading provider of connected health and personal emergency response services to the aging population. The transaction is subject to regulatory approvals and other customary closing conditions and is expected to close by the end of our fiscal 2019 third quarter.


24


Item 2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
 
Unless the context otherwise requires, the use of the terms “Best Buy,” “we,” “us” and “our” refers to Best Buy Co., Inc. and its consolidated subsidiaries. Any references to our website addresses do not constitute incorporation by reference of the information contained on the websites.
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity and certain other factors that may affect our future results. Unless otherwise noted, transactions and other factors significantly impacting our financial condition, results of operations and liquidity are discussed in order of magnitude. Our MD&A is presented in the following sections:

Overview
Business Strategy Update
Results of Operations
Liquidity and Capital Resources
Off-Balance-Sheet Arrangements and Contractual Obligations
Significant Accounting Policies and Estimates
New Accounting Pronouncements
Safe Harbor Statement Under the Private Securities Litigation Reform Act

Our MD&A should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended February 3, 2018, (including the information presented therein under Risk Factors), as well as our reports on Forms 10-Q and 8-K and other publicly available information. All amounts herein are unaudited.

Overview

We strive to enrich the lives of consumers through technology, whether they come to 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 operate two reportable segments: Domestic and International. The Domestic segment is comprised of the operations in all states, districts and territories of the U.S. The International segment is comprised of all operations in Canada and Mexico.

Our fiscal year ends on the Saturday nearest the end of January. Fiscal 2019 will include 52 weeks and fiscal 2018 included 53 weeks, with the additional week included in the fourth quarter. Our business, like that of many retailers, is seasonal. A large proportion of our revenue and earnings is generated in the fiscal fourth quarter, which includes the majority of the holiday shopping season in the U.S., Canada and Mexico.

Comparable Sales

Throughout this MD&A, we refer to comparable sales. 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 the 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. The calculation of comparable sales excludes the impact of revenue from discontinued operations and the effect of fluctuations in foreign currency exchange rates (applicable to our International segment only). On March 1, 2018, we announced our intent to close all of our remaining 257 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. The method of calculating comparable sales varies across the retail industry. As a result, our method of calculating comparable sales may not be the same as other retailers' methods.

Non-GAAP Financial Measures

This MD&A includes financial information prepared in accordance with accounting principles generally accepted in the United States ("GAAP"), as well as certain adjusted or non-GAAP financial measures, such as constant currency, non-GAAP operating income, non-GAAP effective tax rate, non-GAAP diluted earnings per share ("EPS") and non-GAAP debt to earnings before interest, income taxes, depreciation, amortization and rent ("EBITDAR") ratio. We believe that non-GAAP financial measures,

25


when reviewed in conjunction with GAAP financial measures, can provide more information to assist investors in evaluating current period performance and in assessing future performance. For these reasons, our internal management reporting also includes non-GAAP measures. Generally, our non-GAAP measures include adjustments for items such as restructuring charges, goodwill impairments and gains or losses on investments. In addition, certain other items may be excluded from non-GAAP financial measures when we believe doing so provides greater clarity to management and our investors. These non-GAAP financial measures should be considered in addition to, and not superior to or as a substitute for, GAAP financial measures. We strongly encourage investors and shareholders to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. Non-GAAP measures as presented herein may not be comparable to similarly titled measures used by other companies.

In our discussions of the operating results of our Consolidated business and our International segment, we sometimes refer to the impact of changes in foreign currency exchange rates or the impact of foreign currency exchange rate fluctuations, which are references to the differences between the foreign currency exchange rates we use to convert the International segment’s operating results from local currencies into U.S. dollars for reporting purposes. We also use the term "constant currency", which represents results adjusted to exclude foreign currency impacts. We calculate those impacts as the difference between the current period results translated using the current period currency exchange rates and using the comparable prior period currency exchange rates. We believe the disclosure of revenue changes in constant currency provides useful supplementary information to investors in light of significant fluctuations in currency rates.

Refer to the Consolidated Non-GAAP Financial Measures section below for the detailed reconciliation of items that impacted non-GAAP operating income, non-GAAP effective tax rate and non-GAAP diluted EPS in the presented periods.

Refer to the Other Financial Measures section below for the detailed reconciliation of items that impacted the non-GAAP debt to EBITDAR ratio. Management believes this ratio is an important indicator of our creditworthiness. Furthermore, we believe that our non-GAAP debt to EBITDAR ratio is important for understanding our financial position and provides meaningful additional information about our ability to service our long-term debt and other fixed obligations and to fund our future growth. We also believe our non-GAAP debt to EBITDAR ratio is relevant because it enables investors to compare our indebtedness to that of retailers who own, rather than lease, their stores. Our decision to own or lease real estate is based on an assessment of our financial liquidity, our capital structure, our desire to own or to lease the location, the owner’s desire to own or to lease the location and the alternative that results in the highest return to our shareholders.

Business Strategy Update

Our strong performance in the second quarter of fiscal 2019 was broad-based, with positive comparable sales across all channels, geographies and most of our product categories. Our revenue growth was helped by the favorable environment in which we operate and driven by how customers are responding to the experience we are building. We are particularly encouraged with the continued progress of our Net Promoter Scores and our continued market share gains.

Our purpose as a company is clear - it is to enrich lives through technology by addressing key human needs. During the second quarter, there were several highlights of our progress in the execution of our Best Buy 2020: Building the New Blue strategy, beginning with the announcement of our intent to acquire GreatCall, Inc. ("GreatCall").

On August 15, 2018, we announced our intent to acquire GreatCall, a leading connected health services provider for aging consumers. GreatCall 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 a more independent life. Refer to Note 13, Subsequent Event, in the Notes to Condensed Consolidated Financial Statements for additional information.

A second highlight of the quarter is the rollout of our new Total Tech Support program. We launched the program nationally at the end of May and are pleased with the initial results. Our retail teams continue to be very engaged and excited about the program.

A third highlight of the quarter is the launch of the first Fire TV Edition, smart TVs as part of our product development partnership with Amazon. This partnership is a great example of how we are leveraging our expertise and merchandising, marketing and sales assets to help leading technology companies commercialize their new products.


26


A fourth highlight of the quarter has been the roll out of our new brand rallying cry - Let’s Talk About What’s Possible. The rollout included training sessions or brand rallies across the company, including our stores. Each store dedicated significant time on a Saturday in June to immerse all store associates in the new Rallying Cry. The Rallying Cry and the related guiding behaviors - be human, make it real and think about tomorrow - are resonating strongly with our associates and are a source of inspiration for all of us.

In line with this, a fifth highlight of the quarter is the continuing progress of the proficiency of our associates and of the quality of our execution across channels that is driving enhanced Net Promoter Scores and revenue growth.

To implement our Best Buy 2020 strategy, we are investing in a range of enablers across technology, people and supply chain. Specifically, we are continuing to invest in areas such as specialty labor, enterprise customer relationship management, knowledge management capabilities and our new services platform. To help offset our investments and pressures in the business, we continue our long-standing diligence on increasing productivity and decreasing costs.

In conclusion, we are excited about the opportunities in front of us from enriching lives through technology and providing services and solutions that solve real customer needs and build deeper customer relationships, and the related value creation opportunities that this entails.

Results of Operations

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. Consistent with such consolidation, the financial and non-financial information presented in our MD&A relative to these operations is also presented on a lag. Our policy is to accelerate recording the effect of events occurring in the lag period that significantly affect our condensed consolidated financial statements. No such events were identified for the periods presented.

Consolidated Performance Summary

The following table presents selected consolidated financial data for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions, except per share amounts):
 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Revenue
$
9,379

 
$
8,940

 
$
18,488

 
$
17,468

Revenue % growth
4.9
%
 
4.8
%
 
5.8
%
 
2.9
%
Comparable sales % gain
6.2
%
 
5.4
%
 
6.6
%
 
3.5
%
Gross profit
$
2,229

 
$
2,153

 
$
4,354

 
$
4,175

Gross profit as a % of revenue(1)
23.8
%
 
24.1
%
 
23.6
%
 
23.9
%
SG&A
$
1,877

 
$
1,830

 
$
3,707

 
$
3,552

SG&A as a % of revenue(1)
20.0
%
 
20.5
%
 
20.1
%
 
20.3
%
Restructuring charges
$
17

 
$
2

 
$
47

 
$
2

Operating income
$
335

 
$
321

 
$
600

 
$
621

Operating income as a % of revenue
3.6
%
 
3.6
%
 
3.2
%
 
3.6
%
Net earnings
$
244

 
$
209

 
$
452

 
$
397

Diluted earnings per share
$
0.86

 
$
0.67

 
$
1.58

 
$
1.27

(1)
Because retailers vary in how they record costs of operating their supply chain between cost of goods sold and SG&A, our gross profit rate and SG&A rate may not be comparable to other retailers’ corresponding rates. For additional information regarding costs classified in cost of goods sold and SG&A, refer to Note 1, Summary of Significant Accounting Policies, in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2018.

The components of the 4.9% and 5.8% revenue increases for the three and six months ended August 4, 2018, were as follows:

27


 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
August 4, 2018
Comparable sales impact
5.8
 %
 
6.2
 %
Foreign currency exchange rate fluctuation impact
 %
 
0.2
 %
Non-comparable sales impact(1)
(0.9
)%
 
(0.6
)%
Total revenue increase
4.9
 %
 
5.8
 %
(1)
Non-comparable sales reflects the impact of net store opening and closing activity, as well as the impact of revenue streams not included within our comparable sales calculation, such as profit-share revenue, credit card revenue, gift card breakage and sales of merchandise to wholesalers and dealers, as applicable.

The gross profit rate decreased in the second quarter and first six months of fiscal 2019, driven by decreases in both the Domestic and International segments. For further discussion of each segment’s gross profit rate changes, see Segment Performance Summary below.

The SG&A rate decreased in the second quarter of fiscal 2019, driven primarily by a decrease in our Domestic segment. The SG&A rate decreased in the first six months of fiscal 2019, driven by decreases in both the Domestic and International segments. For further discussion of each segment’s SG&A rate changes, see Segment Performance Summary below.

Our operating income rate remained flat in the second quarter of fiscal 2019, while the operating income rate decreased in the first six months of fiscal 2019, driven primarily by our Domestic segment. For further discussion of each segment's operating income rate changes, see Segment Performance Summary below.

Income Tax Expense

Income tax expense decreased to $85 million in the second quarter of fiscal 2019 compared to $101 million in the second quarter of fiscal 2018. The lower tax expense is primarily a result of the impact of the Tax Cuts and Jobs Act (“Tax Act”) enacted on December 22, 2017, partially offset by the resolution of certain tax matters in the prior-year period. Our effective income tax rate in the second quarter of fiscal 2019 was 25.7% compared to a rate of 32.6% in the second quarter of fiscal 2018. The decrease in the effective income tax rate was primarily due to the impact of the Tax Act, partially offset by the resolution of certain tax matters in the prior-year period. Refer to Note 11, Income Taxes, in the Notes to Condensed Consolidated Financial Statements for additional information.

Income tax expense decreased to $134 million in the first six months of fiscal 2019 compared to $205 million in the prior-year period, primarily due to the impact of the Tax Act, as well as an increase in excess tax benefits related to stock-based compensation in the current year period, partially offset by the resolution of certain tax matters in the prior-year period. Our effective income tax rate for the first six months of fiscal 2019 was 22.8%, compared to a rate of 34.1% in the first six months of fiscal 2018. The decrease in the effective income tax rate was primarily due to the impact of the Tax Act, as well as an increase in excess tax benefits related to stock-based compensation in the current year period, partially offset by the resolution of certain tax matters in the prior-year period.

Our tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. We update our estimate of the annual effective tax rate each quarter and we make a cumulative adjustment if our estimated tax rate changes. Our quarterly tax provision and our quarterly estimate of our annual effective tax rate are subject to variation due to several factors, including our ability to accurately forecast our pre-tax and taxable income and loss by jurisdiction, tax audit developments, recognition of excess tax benefits or deficiencies related to stock-based compensation, foreign currency gains or losses, changes in laws or regulations and expenses or losses for which tax benefits are not recognized. Our effective tax rate can be more or less volatile based on the amount of pre-tax income. For example, the impact of discrete items and non-deductible losses on our effective tax rate is greater when our pre-tax income is lower.

Segment Performance Summary

Domestic

The following table presents selected financial data for the Domestic segment for the three and six months ended August 4, 2018, and July 29, 2017 ($ in millions):

28


 
Three Months Ended
 
Six Months Ended
 
August 4, 2018
 
July 29, 2017
 
August 4, 2018
 
July 29, 2017
Revenue
$