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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
(Mark One)
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year Ended: June 30, 2007
OR
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 0-20322
A. Full title of the plan and the address of the plan, if different from that of the
issuer named below:
Starbucks Corporation
Employee Stock Purchase Plan 1995
B. Name of issuer of the securities held pursuant to the plan and the address of its
principal executive office:
STARBUCKS CORPORATION
2401 Utah Avenue South
Seattle, Washington 98134
(206) 447-1575
(Issuers Telephone Number, Including Area Code)
C O N T E N T S
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FINANCIAL STATEMENTS |
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EXHIBITS |
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23 Consent of Grant Thornton LLP |
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EXHIBIT 23 |
Report of Independent Registered Public Accounting Firm
Plan Administrator
Starbucks Corporation
Employee Stock Purchase Plan 1995
Seattle, Washington
We have audited the accompanying statements of financial condition of the Starbucks Corporation
Employee Stock Purchase Plan 1995 (the Plan) as of June 30, 2007 and 2006, and the related
statements of income and equity for each of the three years in the period ended June 30, 2007.
These financial statements are the responsibility of the Plan Administrator. Our responsibility is
to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting
Oversight Board (United States). Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free of material
misstatement. The Plan is not required to have, nor were we engaged to perform an audit of
its internal control over financial reporting. Our audits included consideration of internal
control over financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plans internal control over financial reporting. Accordingly, we
express no such opinion. An audit also includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a reasonable
basis for our opinion.
In our opinion, the financial statements referred to above, present fairly, in all material
respects, the financial condition of the Starbucks Corporation Employee Stock Purchase Plan 1995
as of June 30, 2007 and 2006, and the related statements of income and equity for each of the three
years in the period ended June 30, 2007, in conformity with accounting principles generally
accepted in the United States of America.
/s/ Grant
Thornton LLP
Seattle, Washington
August 20, 2007
3
Starbucks Corporation
Employee Stock Purchase Plan 1995
STATEMENTS OF FINANCIAL CONDITION
June 30,
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2007 |
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2006 |
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ASSETS |
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Cash |
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$ |
258,814 |
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$ |
347,510 |
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TOTAL |
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$ |
258,814 |
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$ |
347,510 |
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LIABILITIES |
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Deferred participant contributions |
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$ |
258,814 |
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$ |
347,510 |
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EQUITY |
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TOTAL |
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$ |
258,814 |
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$ |
347,510 |
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The accompanying notes are an integral part of these financial statements.
4
Starbucks Corporation
Employee Stock Purchase Plan 1995
STATEMENTS OF INCOME AND EQUITY
Years ended June 30,
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2007 |
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2006 |
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2005 |
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INCOME |
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Employee contributions,
net of decreases in
amounts deferred of
$88,696 and $61,102 and
an increase of
$205,336 respectively |
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$ |
45,923,749 |
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$ |
38,787,813 |
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$ |
29,665,923 |
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EXPENSE |
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Cost of shares purchased |
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45,923,749 |
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38,787,813 |
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29,665,923 |
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NET INCOME |
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EQUITY |
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Beginning of year |
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End of year |
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$ |
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$ |
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$ |
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The accompanying notes are an integral part of these financial statements.
5
Starbucks Corporation
Employee Stock Purchase Plan 1995
NOTES TO FINANCIAL STATEMENTS
June 30, 2007 and 2006
NOTE A PLAN DESCRIPTION
The following description of the Starbucks Corporation Employee Stock Purchase Plan 1995, as
amended (the Plan), provides only general information. Participants should refer to the Plan
prospectus for a more complete description of the Plans provisions.
1. General
The Plan Administrator believes the Plan meets the qualification standards of Section 423 and 421
of the Internal Revenue Code of 1986, as amended (the IRC). The Plan is not subject to the
provisions of the Employee Retirement Income Security Act of 1974, as amended.
The Plan generally covers all regular employees of Starbucks Corporation (the Company) who have
been employed for at least 90 days and have been paid an average of approximately 20 hours or more
per week during the three months preceding the quarterly offering.
On September 20, 2005, the Board of Directors of the Company declared a two-for-one stock split of
its common stock. Shareholders of record as of October 3, 2005 received one additional share for
each share held on the record date.
On September 20, 2005, the Compensation and Management Development Committee of the Companys Board
of Directors amended the Plan to add flexibility for enrollment procedures so that the Company will
have the ability to provide relief to those residing or employed in an area covered by a
Presidentially Declared Disaster and affected by such Presidentially Declared Disaster.
On September 19, 2006, the Compensation and Management Development Committee of the Companys Board
of Directors approved a technical amendment to the Plan effective October 1, 2006 to make
appropriate adjustments mandatory to the number, kind, and the price of shares in the event of
changes in capitalization such as a stock split.
2. Contributions
Participants may make contributions in whole percent increments to the Plan through after tax
payroll deductions (not exceeding 10% of their base pay) for the purpose of purchasing the
Companys common stock. The Plan commenced on July 1, 1995, and participants may purchase shares
on each subsequent September 30, December 31, March 31, and June 30, until such time as the Plan is
terminated (see Termination of the Plan). A maximum of 32,000,000 shares will be offered under the
Plan.
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Starbucks Corporation
Employee Stock Purchase Plan 1995
NOTES TO FINANCIAL STATEMENTS
June 30, 2007 and 2006
NOTE A PLAN DESCRIPTION Continued
3. Purchases and withdrawals
Participants may elect to purchase shares of Starbucks Corporation common stock from the Company at
a price equal to 85% of the lesser of the fair market value on the first or last business day of
each three-month period ending September 30, December 31, March 31, or June 30. If a participant
elects to withdraw from the Plan, or exceeds the $25,000 limit (see Limitations), the Company
refunds the participant for amounts withheld but not yet used to purchase shares. The Plan
purchased 1,751,161 shares during the year ended June 30, 2007 at prices ranging from $22.30 to
$32.10. The Plan purchased 1,566,541 shares during the year ended June 30, 2006 at prices ranging
from $21.29 to $32.10; and 1,432,726 shares during the year ended June 30, 2005 at prices ranging
from $16.25 to $21.96. The Plan has purchased a total of 17,671,486 shares since the beginning of
the Plan, leaving 14,328,514 shares reserved for future issue.
4. Assets
Assets are comprised of cash in participant accounts that were less than the amount necessary to
purchase a full share, and cash contributed to the Plan greater than the cost of the maximum number
of shares allowed to be purchased in any one calendar year (see Limitations). Fractional share
amounts are deferred and are carried over to the next period.
5. Limitations
No employee shall be permitted to subscribe for any shares under the Plan if such employee would
then own shares representing 5% or more of the total combined voting power or value of all classes
of shares of the Company. Additionally, no participant may purchase shares under the Plan with an
aggregate fair market value (determined at the time such right to subscribe is granted) in excess
of $25,000 in any one calendar year. Amounts in excess of $25,000 are refunded to the participant.
6. Termination of the Plan
Upon termination of the Plan, the Company shall refund to each participant the balance of each
participants account. Plan termination shall occur at the earliest of the following:
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The date of the filing of a Statement of Intent to Dissolve by the Company or the effective
date of a merger or consolidation (except with a related company) where the Company is not to
be the surviving corporation, which merger or consolidation is not between or among
corporations related to the Company. In such event, the Company may permit a participating
employee to carry out the right to purchase to the extent that employee payroll deductions
have accumulated; |
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Starbucks Corporation
Employee Stock Purchase Plan 1995
NOTES TO FINANCIAL STATEMENTS
June 30, 2007 and 2006
NOTE A PLAN DESCRIPTION Continued
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The date the Board acts to terminate the Plan; |
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The date when all shares reserved under the Plan have been purchased. |
7. Plan administration
All expenses for administration of the Plan are paid directly by the Company and are not reflected
in the accompanying statements.
8. Plan accounting
The accompanying financial statements have been prepared on the accrual basis of accounting.
9. Use of estimates
In preparing financial statements in conformity with accounting principles generally accepted in
the United States of America (US GAAP), management is required to make estimates and assumptions
that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported amounts of income and expense
during the reporting period. Actual results could differ from those estimates.
10. Tax status
The plan intends to operate under Sections 423 and 421 of the IRC. In the opinion of the Plan
Administrator, the Plan is currently operating in compliance with the applicable requirements of
the IRC. During the years ended June 30, 2007, 2006, and 2005 there was no tax effect on the Plan,
because there was no income. Participants are required to hold shares to the later of two years
from the grant date or one year from the date of purchase under the Plan to avoid additional income
tax liabilities.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons
who administer the employee benefit plan) have duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
STARBUCKS CORPORATION EMPLOYEE STOCK PURCHASE PLAN 1995
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By:
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/s/ Michael Casey
Michael Casey
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Date: August 31, 2007 |
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executive vice president, |
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chief financial officer and |
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chief administrative officer |
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9
EXHIBIT INDEX
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Exhibit No. |
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Description |
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23
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|
Consent of Grant Thornton LLP |
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