EX-99
4
a08-17833_1ex99.htm
EX-99
Exhibit 99
June 30, 2008
For immediate release
The Carphone Warehouse Group PLC Announces Results of
Extraordinary
General Meeting;
Transaction with Best Buy Completed
June 30,
2008 (London and Minneapolis) - The Carphone Warehouse Group PLC and Best Buy
Co., Inc. (NYSE: BBY) today announced the closing of their transaction to
create a new venture aimed at addressing the evolving consumer electronics
needs of European consumers, following the passing of resolutions relating to
the transaction with Best buy at the extraordinary general meeting held today
by The Carphone Warehouse.
As
a result of the passing of these resolutions, all conditions relating to the
completion of the transaction have now been satisfied or waived, and the
transaction is therefore now complete in all respects.
To
effect the transaction, earlier today Best Buy paid The Carphone Warehouse cash
consideration of approximately £1.1 billion ($2.1 billion).The consideration
was comprised of cash on hand of $1.1 billion and $1.0 billion of debt
proceeds. The debt proceeds were derived from bank line borrowings of
approximately $500 million and five-year senior note proceeds of approximately
$500 million. The effective date of the transaction is the close of business June 28,
2008, the end of The Carphone Warehouse's fiscal first quarter.
The
closing of the transaction marks the formation of a new company comprised of
The Carphone Warehouse's existing retail and mobile service businesses. These
businesses consist of more than 2,400 stores in nine European countries under
the Carphone Warehouse and Phone House brands and The Carphone Warehouse's
share of its existing relationships with Best Buy. Both The Carphone Warehouse
and Best Buy each now own 50 percent of the new company. The Carphone Warehouse
continues to own 100 percent of its fixed line telecoms business in the U.K.,
comprising TalkTalk, AOL Broadband and Opal; and its share of the Virgin Mobile
France joint venture.
For
Further Information
For analyst and institutional inquiries
Peregrine
Riviere
07909 907193
Carla
Bloom
07891 094542
Jennifer
Driscoll
612 291 6110
Charles
Marentette
612 291 6184
Wade
Bronson
612 291 5693
1
For media inquiries
Shane
Conway
07932 199 659
Anthony
Carlisle
(Citigate Dewe
Rogerson)
07973 611 888
020 7638 9571
Sue
Busch
612 291 6114
Best Buy's Forward-Looking and Cautionary Statements:
This
news release contains forward-looking statements within the meaning of the U.S.
Private Securities Litigation Reform Act of 1995 as contained in Section 27A
of the U.S. Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 that reflect Best Buy management's current views and
estimates regarding future market conditions, company performance and financial
results, business prospects, new strategies, the competitive environment and
other events. You can identify these statements by the fact that they use words
such as "anticipate", "believe", "estimate", "expect", "intend", "project", "plan,"
"outlook", and other words and terms of similar meaning. These statements
involve a number of risks and uncertainties that could cause actual results to
differ materially from the potential results discussed in the forward-looking
statements. Among the factors that could cause actual results and outcomes to
differ materially from those contained in such forward-looking statements are
the following: failure to receive necessary approvals for the transaction;
failure to achieve anticipated benefits of the transaction; and integration
challenges relating to the new venture.
Other factors include the following: general economic conditions,
acquisitions and development of new businesses, divestitures, product
availability, sales volumes, pricing actions and promotional activities of
competitors, profit margins, weather, changes in law or regulations, foreign
currency fluctuation, availability of suitable real estate locations, Best Buy's
ability to react to a disaster recovery situation, and the impact of labor
markets and new product introductions on overall profitability. A further list
and description of risks, uncertainties and other matters can be found in Best
Buy's annual report and other reports filed from time to time with the U.S. Securities
and Exchange Commission ("SEC"), including, but not limited to, Best Buy's
Annual Report on Form 10-K filed with the SEC on April 30, 2008. Best
Buy cautions that the foregoing list of important factors is not complete and
assumes no obligation to update any forward-looking statement that it may make.
About
The Carphone Warehouse Group PLC
The
Carphone Warehouse is Europe's largest independent retailer of mobile phones
and related services, with over 2,400 stores across nine countries. Our proposition is to offer customers
impartial advice across the widest range of handsets, networks and tariffs in
the market. We trade as The Carphone
Warehouse in the U.K. and Ireland, and as Phone House in our other European
markets. In addition, under the TalkTalk
and AOL brands we are a
2
leading
provider of residential telecoms services in the U.K., with over 2.7 million
broadband customers and 2.7 million voice customers. The business was founded
in 1989 by CEO Charles Dunstone.
About Best Buy Co., Inc.
Best
Buy Co., Inc. (NYSE: BBY) operates an international portfolio of brands
with a commitment to growth and innovation. Our employees strive to
provide customers around the world with superior experiences by responding to
their unique needs and aspirations. We sell consumer electronics,
home-office products, entertainment software, appliances and related services
through approximately 1,300 retail stores across the United States, throughout
Canada and in China. Our multi-channel operations include: Best Buy
(BestBuy.com, BestBuy.ca, BestBuy.com.cn and Best BuyMobile.com), Future Shop
(FutureShop.ca), Geek Squad (GeekSquad.com and GeekSquad.ca), Pacific Sales
Kitchen and Bath Centers (PacificSales.com), Magnolia Audio Video
(Magnoliaav.com), Jiangsu Five Star Appliance Co. (Five-Star.cn) and Speakeasy
(Speakeasy.net). Best Buy supports the communities in which its employees work
and live through volunteerism and grants that benefit children and education.
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EX - 99 4 a08 - 17833 _ 1ex99 . htm EX - 99 Exhibit 99 June 30 , 2008 For immediate release The Carphone Warehouse Group PLC Announces Results of Extraordinary General Meeting ; Transaction with Best Buy Completed June 30 , 2008 ( London and Minneapolis ) - The Carphone Warehouse Group PLC and Best Buy Co . , Inc . ( NYSE : BBY ) today announced the closing of their transaction to create a new venture aimed at addressing the evolving consumer electronics needs of European consumers , following the passing of resolutions relating to the transaction with Best buy at the extraordinary general meeting held today by The Carphone Warehouse . As a result of the passing of these resolutions , all conditions relating to the completion of the transaction have now been satisfied or waived , and the transaction is therefore now complete in all respects . To effect the transaction , earlier today Best Buy paid The Carphone Warehouse cash consideration of approximately £ 1.1 billion ( $ 2.1 billion ) . The consideration was comprised of cash on hand of $ 1.1 billion and $ 1.0 billion of debt proceeds . The debt proceeds were derived from bank line borrowings of approximately $ 500 million and five - year senior note proceeds of approximately $ 500 million . The effective date of the transaction is the close of business June 28 , 2008 , the end of The Carphone Warehouse 's fiscal first quarter . The closing of the transaction marks the formation of a new company comprised of The Carphone Warehouse 's existing retail and mobile service businesses . These businesses consist of more than 2,400 stores in nine European countries under the Carphone Warehouse and Phone House brands and The Carphone Warehouse 's share of its existing relationships with Best Buy . Both The Carphone Warehouse and Best Buy each now own 50 percent of the new company . The Carphone Warehouse continues to own 100 percent of its fixed line telecoms business in the U . K . , comprising TalkTalk , AOL Broadband and Opal ; and its share of the Virgin Mobile France joint venture . For Further Information For analyst and institutional inquiries Peregrine Riviere 07909 907193 Carla Bloom 07891 094542 Jennifer Driscoll 612 291 6110 Charles Marentette 612 291 6184 Wade Bronson 612 291 5693 1 For media inquiries Shane Conway 07932 199 659 Anthony Carlisle ( Citigate Dewe Rogerson ) 07973 611 888 020 7638 9571 Sue Busch 612 291 6114 Best Buy ' s Forward - Looking and Cautionary Statements : This news release contains forward - looking statements within the meaning of the U . S . Private Securities Litigation Reform Act of 1995 as contained in Section 27A of the U . S . Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that reflect Best Buy management 's current views and estimates regarding future market conditions , company performance and financial results , business prospects , new strategies , the competitive environment and other events . You can identify these statements by the fact that they use words such as " anticipate " , " believe " , " estimate " , " expect " , " intend " , " project " , " plan , " " outlook " , and other words and terms of similar meaning . These statements involve a number of risks and uncertainties that could cause actual results to differ materially from the potential results discussed in the forward - looking statements . Among the factors that could cause actual results and outcomes to differ materially from those contained in such forward - looking statements are the following : failure to receive necessary approvals for the transaction ; failure to achieve anticipated benefits of the transaction ; and integration challenges relating to the new venture . Other factors include the following : general economic conditions , acquisitions and development of new businesses , divestitures , product availability , sales volumes , pricing actions and promotional activities of competitors , profit margins , weather , changes in law or regulations , foreign currency fluctuation , availability of suitable real estate locations , Best Buy 's ability to react to a disaster recovery situation , and the impact of labor markets and new product introductions on overall profitability . A further list and description of risks , uncertainties and other matters can be found in Best Buy 's annual report and other reports filed from time to time with the U . S . Securities and Exchange Commission ( " SEC " ) , including , but not limited to , Best Buy 's Annual Report on Form 10 - K filed with the SEC on April 30 , 2008 . Best Buy cautions that the foregoing list of important factors is not complete and assumes no obligation to update any forward - looking statement that it may make . About The Carphone Warehouse Group PLC The Carphone Warehouse is Europe 's largest independent retailer of mobile phones and related services , with over 2,400 stores across nine countries . Our proposition is to offer customers impartial advice across the widest range of handsets , networks and tariffs in the market . We trade as The Carphone Warehouse in the U . K . and Ireland , and as Phone House in our other European markets . In addition , under the TalkTalk and AOL brands we are a 2 leading provider of residential telecoms services in the U . K . , with over 2 . 7 million broadband customers and 2 . 7 million voice customers . The business was founded in 1989 by CEO Charles Dunstone . About Best Buy Co . , Inc . Best Buy Co . , Inc . ( NYSE : BBY ) operates an international portfolio of brands with a commitment to growth and innovation . Our employees strive to provide customers around the world with superior experiences by responding to their unique needs and aspirations . We sell consumer electronics , home - office products , entertainment software , appliances and related services through approximately 1,300 retail stores across the United States , throughout Canada and in China . Our multi - channel operations include : Best Buy ( BestBuy.com , BestBuy.ca , BestBuy.com.cn and Best BuyMobile . com ) , Future Shop ( FutureShop.ca ) , Geek Squad ( GeekSquad.com and GeekSquad.ca ) , Pacific Sales Kitchen and Bath Centers ( PacificSales.com ) , Magnolia Audio Video ( Magnoliaav.com ) , Jiangsu Five Star Appliance Co . ( Five - Star . cn ) and Speakeasy ( Speakeasy.net ) . Best Buy supports the communities in which its employees work and live through volunteerism and grants that benefit children and education . 3