DOCUMENTS INCORPORATED BY REFERENCE
Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-K
? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended September 29, 2019
or
? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission File Number: 0-20322
.
Starbucks Corporation
(Exact Name of Registrant as Specified in its Charter)
Washington
91-1325671
(State of Incorporation)
(IRS Employer ID)
2401 Utah Avenue South, Seattle, Washington 98134
(206) 447-1575
(Address of principal executive office, zip code, telephone number)
Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock, $0.001 par value per share
SBUX
Nasdaq Global Select Market
Securities Registered Pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes x No ¡§
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ¡§ No x
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the
past 90 days. Yes x No ¡§
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of
Regulation S-T (¡ì 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such
files). Yes x No ¡§
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging
growth company. See the definitions of ¡°large accelerated filer,¡± ¡°accelerated filer,¡± ¡°smaller reporting company¡± and ¡°emerging growth company¡± in Rule 12b-2
of the Exchange Act.
Large accelerated filer
x
Emerging growth company
?
Accelerated filer
¡§
Non-accelerated filer
¡§
Smaller reporting company
?
If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¡§
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
Yes ? No x
The aggregate market value of the voting stock held by non-affiliates of the registrant as of the last business day of the registrant¡¯s most recently completed second
fiscal quarter, based upon the closing sale price of the registrant¡¯s common stock on March 31, 2019 as reported on the NASDAQ Global Select Market was $89.8
billion. As of November 8, 2019, there were 1,181.0 million shares of the registrant¡¯s Common Stock outstanding.
Table of Contents
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive Proxy Statement for the registrant¡¯s Annual Meeting of Shareholders to be held on March 18, 2020 have been incorporated by reference
into Part III of this Annual Report on Form 10-K.
Table of Contents
STARBUCKS CORPORATION
Form 10-K
For the Fiscal Year Ended September 29, 2019
TABLE OF CONTENTS
PART I
Item 1
Business
2
Item 1A
Risk Factors
Item 1B
Unresolved Staff Comments
17
Item 2
Properties
17
Item 3
Legal Proceedings
17
Item 4
Mine Safety Disclosures
17
Item 5
Market for the Registrant¡¯s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities
18
Item 6
Selected Financial Data
20
Item 7
Management¡¯s Discussion and Analysis of Financial Condition and Results of Operations
23
Item 7A
Quantitative and Qualitative Disclosures About Market Risk
43
Item 8
Financial Statements and Supplementary Data
44
Index for Notes to Consolidated Financial Statements
49
Report of Independent Registered Public Accounting Firm
84
Item 9
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
86
Item 9A
Controls and Procedures
86
Item 9B
Other Information
88
Item 10
Directors, Executive Officers and Corporate Governance
89
Item 11
Executive Compensation
89
Item 12
Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
89
Item 13
Certain Relationships and Related Transactions, and Director Independence
89
Item 14
Principal Accounting Fees and Services
89
9
PART II
PART III
PART IV
Item 15
SIGNATURES
Exhibits, Financial Statement Schedules
90
97
Table of Contents
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K includes ¡°forward-looking¡± statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forwardlooking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as ¡°believes,¡± ¡°expects,¡±
¡°anticipates,¡± ¡°estimates,¡± ¡°intends,¡± ¡°plans,¡± ¡°seeks¡± or words of similar meaning, or future or conditional verbs, such as ¡°will,¡± ¡°should,¡± ¡°could,¡± ¡°may,¡±
¡°aims,¡± ¡°intends,¡± or ¡°projects.¡± A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or
circumstances may not occur. You should not place undue reliance on forward-looking statements, which speak only as of the date of this Annual Report on Form
10-K. These forward-looking statements are all based on currently available operating, financial and competitive information and are subject to various risks and
uncertainties. Our actual future results and trends may differ materially depending on a variety of factors, including, but not limited to, the risks and uncertainties
discussed under ¡°Risk Factors¡± and ¡°Management¡¯s Discussion and Analysis of Financial Condition and Results of Operations.¡± Given these risks and
uncertainties, you should not rely on forward-looking statements as a prediction of actual results. Any or all of the forward-looking statements contained in this
Annual Report on Form 10-K and any other public statement made by us, including by our management, may turn out to be incorrect. We are including this
cautionary note to make applicable and take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 for forward-looking
statements. We expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or
otherwise.
1
Table of Contents
PART I
Item 1. Business
General
Starbucks is the premier roaster, marketer and retailer of specialty coffee in the world, operating in 81 markets. Formed in 1985, Starbucks Corporation¡¯s common
stock trades on the NASDAQ Global Select Market (¡°NASDAQ¡±) under the symbol ¡°SBUX.¡± We purchase and roast high-quality coffees that we sell, along with
handcrafted coffee, tea and other beverages and a variety of high-quality food items through company-operated stores. We also sell a variety of coffee and tea
products and license our trademarks through other channels such as licensed stores, as well as grocery and foodservice through our Global Coffee Alliance with
Nestl¨¦ S. A. ("Nestl¨¦"). In addition to our flagship Starbucks Coffee brand, we sell goods and services under the following brands: Teavana, Seattle¡¯s Best Coffee,
Evolution Fresh, Ethos, Starbucks Reserve and Princi.
Our objective is to maintain Starbucks standing as one of the most recognized and respected brands in the world. To achieve this, we are continuing the disciplined
expansion of our global store base, adding stores in both existing, developed markets such as the U.S., and in newer, higher growth markets such as China, as well
as optimizing the mix of company-operated and licensed stores around the world. In addition, by leveraging the experience gained through our traditional store
model, we continue to offer consumers new coffee and other products in a variety of forms, across new categories, diverse channels and alternative store formats.
We also believe our Starbucks Global Social Impact strategy, commitments related to ethically sourcing high-quality coffee, contributing positively to the
communities we do business in and being an employer of choice are contributors to our objective.
In this Annual Report on Form 10-K (¡°10-K¡± or ¡°Report¡±) for the fiscal year ended September 29, 2019 (¡°fiscal 2019¡±), Starbucks Corporation (together with its
subsidiaries) is referred to as ¡°Starbucks,¡± the ¡°Company,¡± ¡°we,¡± ¡°us¡± or ¡°our.¡±
Segment Financial Information
Segment information is prepared on the same basis that our management reviews financial information for operational decision-making purposes. In the fourth
quarter of fiscal 2019, we realigned Starbucks operating segment reporting structure to better reflect the cumulative effect of our streamlining efforts. Specifically,
our previous China/Asia Pacific ("CAP") segment and Europe, Middle East, and Africa ("EMEA") segment have been combined into one International segment.
Concurrently, results of Siren Retail, a non-reportable operating segment consisting of Starbucks ReserveTM Roastery & Tasting Rooms, certain stores under the
Starbucks Reserve brand and Princi operations, which were previously included within Corporate and Other, are now reported within the Americas and
International segments based on the geographical location of the operations.
We have three reportable operating segments: 1) Americas, which is inclusive of the U.S., Canada, and Latin America; 2) International, which is inclusive of
China, Japan, Asia Pacific, Europe, Middle East, and Africa; and 3) Channel Development. Non-reportable operating segments such as Evolution Fresh and
unallocated corporate expenses are reported within Corporate and Other. Revenues from our reportable operating segments as a percentage of total net revenues for
fiscal 2019 were as follows: Americas (69%), International (23%) and Channel Development (8%).
Our Americas and International segments include both company-operated and licensed stores. Our Americas segment is our most mature business and has achieved
significant scale. Certain markets within our International operations are either in various stages of development or undergoing transformations of their business
models. Therefore, they may require a more extensive support organization, relative to their current levels of revenue and operating income, than our Americas
operations.
Our Channel Development segment includes roasted whole bean and ground coffees, Seattle's Best Coffee?, Starbucks- and Teavana-branded single-serve
products, a variety of ready-to-drink beverages, such as Frappuccino?, Starbucks Doubleshot?, Starbucks Refreshers? beverages and TeavanaTM/MC iced tea, and
other branded products sold worldwide outside of our company-operated and licensed stores. Historically our consumer packaged goods ("CPG") have been sold
directly to grocery, warehouse club and specialty retail stores and through institutional foodservice companies. With the establishment of the Global Coffee
Alliance with Nestl¨¦, a large portion of our Channel Development business transitioned to a licensed model in the fourth quarter of fiscal 2018. Our collaborative
relationships with PepsiCo, Inc., Anheuser-Busch InBev, Tingyi Holding Corp., Arla Foods and others for our global ready-to-drink beverage businesses in this
segment are excluded from the Global Coffee Alliance.
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