-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GUmfuhMkZZS74cmn0AOdr54watPCLQDZ/S7M24mcXbRFunjbJ3XgI82mL7BirKPL cHMLWWr48gH/moFX2Leuuw== 0000950124-04-004160.txt : 20040902 0000950124-04-004160.hdr.sgml : 20040902 20040902164710 ACCESSION NUMBER: 0000950124-04-004160 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040630 FILED AS OF DATE: 20040902 DATE AS OF CHANGE: 20040902 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STARBUCKS CORP CENTRAL INDEX KEY: 0000829224 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 911325671 STATE OF INCORPORATION: WA FISCAL YEAR END: 0928 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20322 FILM NUMBER: 041014325 BUSINESS ADDRESS: STREET 1: P O BOX 34067 CITY: SEATTLE STATE: WA ZIP: 98124-1067 BUSINESS PHONE: 2064471575 MAIL ADDRESS: STREET 1: 2401 UTAH AVENUE SOUTH CITY: SEATTLE STATE: WA ZIP: 98134 11-K 1 v01649e11vk.htm FORM 11-K e11vk
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 11-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended: June 30, 2004

OR

[  ] 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
(Issuer’s Telephone Number, Including Area Code)

 

C O N T E N T S

 

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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, 2004 and 2003, and the related statements of income and equity for each of the three years in the period ended June 30, 2004. 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. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes 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, 2004 and 2003, and the related statements of income and equity for each of the three years in the period ended June 30, 2004, in conformity with accounting principles generally accepted in the United States of America.

/s/ Grant Thornton LLP

Seattle, Washington
August 12, 2004

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Starbucks Corporation
Employee Stock Purchase Plan - 1995

STATEMENTS OF FINANCIAL CONDITION

June 30,

                 
    2004
   2003
ASSETS
                
Cash
   $ 203,276     $ 103,786  
 
    
 		      
 		  
TOTAL
   $ 203,276     $ 103,786  
 
    
 		      
 		  
LIABILITIES
                
Deferred participant contributions
   $ 203,276     $ 103,786  
 
    
 		      
 		  
TOTAL
   $ 203,276     $ 103,786  
 
    
 		      
 		  

The accompanying notes are an integral part of these statements.

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Starbucks Corporation
Employee Stock Purchase Plan - 1995

STATEMENTS OF INCOME AND EQUITY

Years ended June 30,

                         
    2004
   2003
   2002
INCOME
                        
Employee contributions, net of increase in amounts deferred of $99,490, $10,937, and $25,724
   $ 21,343,127     $ 17,703,030     $ 15,484,922  
EXPENSE
                        
Cost of shares purchased
     21,343,127       17,703,030       15,484,922  
 
    
 		      
 		      
 		  
NET INCOME
     —       —       —  
EQUITY
                        
Beginning of year
     —       —       —  
 
    
 		      
 		      
 		  
End of year
   $ —     $ —     $ —  
 
    
 		      
 		      
 		  

The accompanying notes are an integral part of these statements.

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Starbucks Corporation
Employee Stock Purchase Plan - 1995

NOTES TO FINANCIAL STATEMENTS

June 30, 2004 and 2003

NOTE A - PLAN DESCRIPTION

The following description of the Starbucks Corporation Employee Stock Purchase Plan - 1995 (the Plan) provides only general information. Participants should refer to the Plan prospectus for a more complete description of the Plan’s provisions.

1.      General

The Plan Administrator believes the Plan meets the qualification standards of Section 423 of the Internal Revenue Code of 1986, as amended. 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.

2.      Contributions

Participants may make contributions in whole percent increments to the Plan through payroll deductions (not exceeding 10% of their base pay) for the purpose of purchasing the Company’s 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 16,000,000 shares will be offered under the Plan.

3.      Purchases and withdrawals

Participants may elect to purchase shares of the Company’s 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 807,478 shares during the year ended June 30, 2004 at prices ranging from $20.87 to $32.50; 965,032 shares during the year ended June 30, 2003 at prices ranging from $16.58 to $20.87; and 1,032,808 shares during the year ended June 30, 2002, at prices ranging from $12.58 to $19.81 per share. The Plan has purchased a total of 6,460,529 shares since the beginning of the Plan, leaving 9,539,471 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.

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Starbucks Corporation
Employee Stock Purchase Plan - 1995

NOTES TO FINANCIAL STATEMENTS

June 30, 2004 and 2003

NOTE A - PLAN DESCRIPTION - Continued

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. Contribution amounts in excess of this 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 participant’s account. The Plan was amended and restated by the Board of Directors as of June 30, 2000. The Plan term has been extended until the earliest of the following:

  •   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;
 
  •   The date the Board acts to terminate the Plan;
 
  •   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.

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Starbucks Corporation
Employee Stock Purchase Plan - 1995

NOTES TO FINANCIAL STATEMENTS

June 30, 2004 and 2003

NOTE A - PLAN DESCRIPTION - Continued

9.      Use of estimates

In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, 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.

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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

         
By:
  /s/ Michael Casey   Date: September 2, 2004
 
 		    
  Michael Casey    
  executive vice president, chief financial officer    
  and chief administrative officer    

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EXHIBIT INDEX

     
Exhibit No.
   Description
23
  Consent of Grant Thornton LLP

10

EX-23 2 v01649exv23.txt EXHIBIT 23 EXHIBIT 23 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in Registration Statement No. 33-92184 of Starbucks Corporation on Form S-8 of our report dated August 12, 2004, appearing in the Annual Report on Form 11-K of Starbucks Corporation Employee Stock Purchase Plan - 1995 for the year ended June 30, 2004. /s/ Grant Thornton LLP Seattle, Washington September 1, 2004 11 -----END PRIVACY-ENHANCED MESSAGE-----