CONFIDENTIAL TREATMENT REQUESTED BY BEST BUY CO., INC. FOR PORTIONS OFTHIS EXHIBIT PURSUANT TO RULE 24b-2 ADOPTED UNDER THE FREEDOM OF INFORMATIONACT (FOIA) AND SECTION 552(b)(4) OF FOIA SUPPLEMENTAL CONFIRMATION

EX-10.6 7 a07-18349_1ex10d6.htm EX-10.6

Exhibit 10.6

CONFIDENTIAL TREATMENT REQUESTED BY BEST BUY CO., INC. FOR PORTIONS OF THIS EXHIBIT PURSUANT TO RULE 24b-2 ADOPTED UNDER THE FREEDOM OF INFORMATION ACT (“FOIA”) AND SECTION 552(b)(4) OF FOIA

SUPPLEMENTAL CONFIRMATION

To:

 

Best Buy Co., Inc.
7601 Penn Avenue South
Richfield, MN 55423

 

 

 

From:

 

Goldman, Sachs & Co.

 

 

 

Subject:

 

Uncollared Accelerated Stock Buyback

 

 

 

Ref. No:

 

SDB1625958185

 

 

 

Date:

 

June 26, 2007

 

The purpose of this Supplemental Confirmation is to confirm the terms and conditions of the Transaction entered into between Goldman, Sachs & Co. (“GS&Co.”) and Best Buy Co., Inc. (“Counterparty”) (together, the “Contracting Parties”) on the Trade Date specified below.  This Supplemental Confirmation is a binding contract between GS&Co. and Counterparty as of the relevant Trade Date for the Transaction referenced below.

1.             This Supplemental Confirmation supplements, forms part of, and is subject to the Master Confirmation dated as of June 26, 2007 (the “Master Confirmation”) between the Contracting Parties, as amended and supplemented from time to time.  All provisions contained in the Master Confirmation govern this Supplemental Confirmation except as expressly modified below.

2.             The terms of the Transaction to which this Supplemental Confirmation relates are as follows:

Trade Date:

 

June 26, 2007

 

 

 

Forward Price Adjustment Amount:

 

*

 

 

 

Valuation Period Start Date:

 

The first Exchange Business Day immediately following the
Hedge Period End Date (the “Reference Date”) of the Collared
Accelerated Buyback transaction between Counterparty and
GS&Co. with a trade date of June 26, 2007

 

 

 

Scheduled Termination Date:

 

February 29, 2008

 

 

 

First Acceleration Date:

 

*

 

 

 

Prepayment Amount:

 

USD500,000,000

 

 

 

Prepayment Date:

 

July 2, 2007

 

* Confidential material omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to a request for confidential treatment.



 

Initial Shares:

 

A number of Shares equal to 80% of the Prepayment Amount
divided by the Hedge Period Reference Price; provided that if
GS&Co. is unable to borrow or otherwise acquire a number of
Shares equal to the Initial Shares for delivery to Counterparty on
the Initial Share Delivery Date, the Initial Shares shall be reduced
to such number of Shares that GS&Co. is able to so borrow or
otherwise acquire.

 

 

 

Hedge Period Reference Price

 

The Hedge Period Reference Price set forth in the Trade
Notification delivered under the Collared Accelerated Buyback
transaction between Counterparty and GS&Co. with a trade date
of June 26, 2007

 

 

 

Initial Share Delivery Date:

 

The date that is 5 Exchange Business Days immediately after the
Reference Date.

 

 

 

Ordinary Dividend Amount:

 

With respect to the quarterly dividend of the Issuer for the fiscal
quarter of the Issuer beginning June 3, 2007, which is payable on
July 31, 2007 to shareholders of record as of the close of business
on July 10, 2007, USD 0.10.  For any fiscal quarter of the Issuer
thereafter, USD 0.13.

 

 

 

Termination Price:

 

USD10.00 per Share

 

 

 

Additional Relevant Days:

 

The 10 Exchange Business Days immediately following the later
of the last day of the Calculation Period or, if applicable, any
settlement date pursuant to the terms of Annex A.

 

3.             Counterparty represents and warrants to GS&Co. that neither it nor any “affiliated purchaser” (as defined in Rule 10b-18 under the Exchange Act) has made any purchases of blocks pursuant to the proviso in Rule 10b-18(b)(4) under the Exchange Act during the four full calendar weeks immediately preceding the Trade Date.

4.             This Supplemental Confirmation may be executed in any number of counterparts, all of which shall constitute one and the same instrument, and any party hereto may execute this Supplemental Confirmation by signing and delivering one or more counterparts.

* Confidential material omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to a request for confidential treatment.

2



 

 

Yours sincerely,

 

 

 

 

 

GOLDMAN, SACHS & CO.

 

 

 

 

 

 

 

 

By:

/s/ Debra Tageldein

 

 

 

 

Authorized Signatory

 

Agreed and Accepted By:

 

 

 

 

 

BEST BUY CO., INC.

 

 

 

 

 

 

By:

 

  /s/ Ryan D. Robinson

 

 

 

  Name:   Ryan D. Robinson

 

 

  Title:     Senior Vice President and Chief
  Financial Officer – New Growth Platform

 

* Confidential material omitted and filed separately with the U.S. Securities and Exchange Commission pursuant to a request for confidential treatment.