Will he or won't he? Best Buy founder Schulze faces a big decision

  • Article by: THOMAS LEE , Star Tribune
  • Updated: February 24, 2013 - 11:59 AM

After months of high-stakes negotiating and maneuvering, Best Buy founder Richard Schulze must choose his best play.

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It’s decision time for Best Buy founder Richard Schulze.

Will he make an offer? Could he walk away? Whatever he does on the Feb. 28 deadline for a bid, the move will have a lasting impact on the world’s largest consumer electronics retailer.

Should he make a bid and acquire Best Buy Co. Inc., the publicly traded company will return to its roots as a private chain of stores run by its original brain trust of Schulze, former CEO Brad Anderson and former President Al Lenzmeier. If he abandons his efforts to get his company back, he will cede the future of Best Buy to a new group of executives led by CEO Hubert Joly, who must redefine the electronics retailer for the digital age under the ever-weary, impatient glare of shareholders.

“I think it would be a mistake [to go private] now,” said David Strasser, an analyst with Janney Capital Management. “It’s pretty obvious [Joly and his team] are focused on shareholder value.”

But Schulze could go a number of other directions, say analysts, consultants and investors who follow the company. Here are five scenarios Schulze could pursue and how they might play out:

SCENARIO 1: Schulze makes an offer

Since Best Buy stock is trading over $17 a share, investors and analysts say Richard Schulze will need to offer at least $21 a share. The company could either negotiate with Schulze or let the offer stand. After 30 days, Schulze can seek shareholder approval or endorsement by calling a special shareholders meeting or change the board of directors through a proxy campaign leading up to the regular shareholders meeting in June.

Pro: If the deal goes through, investors get an immediate payout for their shares and Schulze can operate his company without “shareholders breathing down his neck,” said Laura Kennedy, an analyst with Kantar Retail consulting firm in Boston. “Taking it private may still be best for the company. All of the forces that have challenged their business are still there.”

Con: The prospect of a protracted proxy war between the board and Schulze continues to distract Best Buy and threatens to undo its fragile recovery.

Probability: Medium

Schulze may have already missed his chance to buy the company cheaply in December when Best Buy traded as low as $11.40. And since Best Buy sales have stabilized, Schulze may have lost his rationale for taking Best Buy private.

SCENARIO 2: Schulze recruits minority investor

Schulze gets an outside investor to purchase a stake in Best Buy and try to win a seat on the board. Since Schulze already has two seats, he could effectively control a third of the 11-member board.

Pro: Schulze strengthens his control over the company without having to borrow billions of dollars to acquire Best Buy.

Con: Depending on how many shares the investor acquires, it may not be enough for the board to grant the investor a seat.

Probability: High

After months of delays, Schulze and Best Buy say their prolonged dance actually produced something. A well-respected investor buying a sizable piece of Best Buy can fortify the company’s share price. “It shows Mr. Schulze and his potential investment group’s confidence in the new management team,” Alan Rifkin, an analyst with Barclays, wrote in a recent research note.

SCENARIO 3: Schulze does nothing

Confident that Hubert Joly is the right man to lead Best Buy, Schulze keeps his 20 percent stake and rejoins the board.

Pro: If it ain’t broke, then don’t fix it. Plus he can always try to buy the company again next year.

Con: After dragging Best Buy through months of uncertainty and spending lots of money on lawyers, investment bankers and public relations officials, Schulze loses lots of credibility for failing to act.

Probability: Low

Despite Best Buy’s improved health, a source close to Schulze insists he will do something this week, if not make an outright buyout bid. “We’re in the final throes,” the source said. “It’s all going to happen.” What exactly “it” means is far from clear.

SCENARIO 4: Schulze sells, leaves company

Unable to buy the company and frustrated with its leadership, Schulze decides to sell off his stake and departs. Schulze already “drew that line in the sand” when he quit the board last summer, said Michael Pachter, an analyst with Wedbush Securities. In other words, if you don’t agree with me, then I will leave.

Pro: No more stress and conflict. Plus Schulze can claim a degree of credit for helping to right Best Buy, David Strasser of Janney Capital said. Without his agitation, would Best Buy be in the improved situation it enjoys today? Schulze’s departure will also allow Joly to act with a free hand.

Con: No one knows Best Buy better than its founder. The company will lose the insight and experience of a man who almost single-handedly built a retail empire.

Probability: Next to zero

Who are we kidding? Schulze will be forever attached to his baby.

SCENARIO 5: Sides agree to another extension

The company and Schulze already extended the deadline twice, so why not a third time?

Pro: An extension could be advantageous because Schulze and the private equity groups could get better terms for a deal to buy the company.

Con: Does anyone really want to see this saga drag on for several more months? Investors could get tired of the uncertainty and dump the stock.

Probability: Low

If Schulze can’t seal the deal now, he probably never will. An extra few months won’t really change anything.

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