Form 10-K
Table of Contents

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-K

  þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended October 2, 2011

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)

LOGO

 

Washington   91-1325671
(State of Incorporation)   (IRS Employer ID)

2401 Utah Avenue South

Seattle, Washington 98134

(206) 447-1575

(Address of principal executive offices, zip code, telephone number)

Securities Registered Pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Name of Each Exchange on Which Registered

Common Stock, $0.001 par value per share   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  þ    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  þ

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  þ    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  þ    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation of S-K is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  þ         Accelerated filer  ¨    Non-accelerated filer  ¨       Smaller reporting company  ¨
  (Do not check if a smaller reporting company)        

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  þ

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 April 1, 2011 as reported on the NASDAQ Global Select Market was $27 billion. As of November 11, 2011, there were 745.4 million shares of the registrant’s Common Stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement for the registrant’s Annual Meeting of Shareholders to be held on March 21, 2012 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 October 2, 2011

TABLE OF CONTENTS

 

PART I   

Item 1

  Business      2   

Item 1A

  Risk Factors      9   

Item 1B

  Unresolved Staff Comments      16   

Item 2

  Properties      16   

Item 3

  Legal Proceedings      16   

Item 4

  (Removed and Reserved)      17   
PART II   

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      22   

Item 7A

  Quantitative and Qualitative Disclosures About Market Risk      42   

Item 8

  Financial Statements and Supplementary Data      43   
  Report of Independent Registered Public Accounting Firm      77   

Item 9

  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure      78   

Item 9A

  Controls and Procedures      78   

Item 9B

  Other Information      81   
PART III   

Item 10

  Directors, Executive Officers and Corporate Governance      82   

Item 11

  Executive Compensation      82   

Item 12

  Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters      82   

Item 13

  Certain Relationships and Related Transactions, and Director Independence      82   

Item 14

  Principal Accountant Fees and Services      82   
PART IV   

Item 15

  Exhibits and Financial Statement Schedules      83   

SIGNATURES

     84   

INDEX TO EXHIBITS

     86   


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. Forward-looking 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.

 

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PART I

 

Item 1. Business

General

Starbucks is the premier roaster, marketer and retailer of specialty coffee in the world, operating in more than 50 countries. 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 whole bean coffees that we sell, along with handcrafted coffee and tea beverages and a variety of fresh 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, grocery and national foodservice accounts. In addition to our flagship Starbucks brand, our portfolio also includes Tazo® Tea, Seattle’s Best Coffee®, and Starbucks VIA® Ready Brew.

Our objective is to maintain Starbucks standing as one of the most recognized and respected brands in the world. To achieve this goal, we are continuing the disciplined expansion of our store base, primarily focused on growth in countries outside of the US. In addition, by leveraging the experience gained through our traditional store model, we continue to offer consumers new coffee products in multiple forms, across new categories, and through diverse channels. Starbucks Global Responsibility strategy and commitments related to coffee and the communities we do business in, as well as our focus on being an employer of choice, are also key complements to our business strategies.

In this Annual Report on Form 10-K (“10-K” or “Report”) for the fiscal year ended October 2, 2011 (“fiscal 2011”), Starbucks Corporation (together with its subsidiaries) is referred to as “Starbucks,” the “Company,” “we,” “us” or “our”.

Segment Financial Information

Starbucks has three reportable operating segments: United States (“US”), International, and Global Consumer Products Group (“CPG”). Our Seattle’s Best Coffee operating segment is reported in “Other” with our Digital Ventures business and unallocated corporate expenses that pertain to corporate administrative functions that support our operating segments but are not specifically attributable to or managed by any segment and are not included in the reported financial results of the operating segments. Segment revenues as a percentage of total net revenues for fiscal year 2011 were as follows: US (69%), International (22%), and CPG (7%). The Other category comprised 2% of total net revenues.

The US and International segments both include company-operated stores and licensed stores. The International segment also includes foodservice accounts primarily in Canada and the United Kingdom (“UK”). Our International segment’s largest markets, based on number of company-operated and licensed stores, are Canada, Japan and the UK. The CPG segment includes packaged coffee and tea, Starbucks VIA® Ready Brew and other branded products sold worldwide through channels such as grocery stores, warehouse clubs and convenience stores, and US foodservice accounts.

Financial information for Starbucks reportable operating segments and Other is included in Note 18 to the consolidated financial statements included in Item 8 of this 10-K.

Revenue Components

We generate our revenues through company-operated stores, licensed stores, consumer packaged goods and foodservice operations. Our consumer packaged goods and foodservice operations include packaged coffee and tea sold in grocery and warehouse club stores, licensing arrangements with business partners to use our brands on various products, and arrangements with foodservice companies that support a variety of locations outside our retail store footprint.

 

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Company-operated and Licensed Store Summary as of October 2, 2011

 

     US      As a% of Total
US Stores
    International      As a% of Total
International
Stores
    Total      As a% of
Total Stores
 

Company-operated stores

     6,705         62     2,326         37     9,031         53

Licensed stores

     4,082         38     3,890         63     7,972         47
  

 

 

    

 

 

   

 

 

    

 

 

   

 

 

    

 

 

 

Total

     10,787         100     6,216         100     17,003         100
  

 

 

      

 

 

      

 

 

    

The mix of company-operated versus licensed stores in a given market will vary based on several factors, including the ability to access desirable local retail space, the complexity and expected ultimate size of the market for Starbucks, and the ability to leverage the support infrastructure in an existing geographic region.

Company-operated Stores

Revenue from company-operated stores accounted for 82% of total net revenues during fiscal 2011. Our retail objective is to be the leading retailer and brand of coffee in each of our target markets by selling the finest quality coffee and related products, and by providing each customer a unique Starbucks Experience. The Starbucks Experience is built upon superior customer service as well as clean and well-maintained company-operated stores that reflect the personalities of the communities in which they operate, thereby building a high degree of customer loyalty.

Our strategy for expanding our global retail business is to increase our market share in a disciplined manner, by selectively opening additional stores in new and existing markets, as well as increasing sales in existing stores, to support our long-term strategic objective to maintain Starbucks standing as one of the most recognized and respected brands in the world. Store growth in specific existing markets will vary due to many factors, including the maturity of the market.

The following is a summary of total company-operated store data for the periods indicated:

 

     Net Stores Opened
(Closed) During the
Fiscal Year Ended(1)
    Stores Open as of  
     Oct 2, 2011     Oct 3, 2010     Oct 2, 2011      Oct 3, 2010  

US

     (2     (57     6,705         6,707   

International:

         

Canada

     37        24        836         799   

United Kingdom

     6        (65     607         601   

China

     58        29        278         220   

Germany

     8        (2     150         142   

Thailand

     8        2        141         133   

Other

     27        (3     314         287   
  

 

 

   

 

 

   

 

 

    

 

 

 

Total International

     144        (15     2,326         2,182   
  

 

 

   

 

 

   

 

 

    

 

 

 

Total company-operated

     142        (72     9,031         8,889   
  

 

 

   

 

 

   

 

 

    

 

 

 

 

 

(1) 

Store openings are reported net of closures. In the US, 49 and 13 company-operated stores were opened during 2011 and 2010, respectively, and 51 and 70 stores were closed during 2011 and 2010, respectively. Internationally, 180 and 97 company-operated stores were opened during 2011 and 2010, respectively, and 36 and 112 stores were closed during 2011 and 2010, respectively.

Starbucks retail stores are typically located in high-traffic, high-visibility locations. Our ability to vary the size and format of our stores allows us to locate them in or near a variety of settings, including downtown and suburban retail centers, office buildings, university campuses, and in select rural and off-highway locations. To provide a greater degree of access and convenience for non-pedestrian customers, we continue to selectively expand development of drive-thru retail stores.

 

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Starbucks stores offer a choice of regular and decaffeinated coffee beverages, a broad selection of Italian-style espresso beverages, cold blended beverages, iced shaken refreshment beverages, a selection of premium teas, distinctively packaged roasted whole bean coffees, and a variety of Starbucks VIA® Ready Brew soluble coffees. Starbucks stores also offer a variety of fresh food items, including selections focusing on high-quality ingredients, nutritional value and great flavor. Food items include pastries, prepared breakfast and lunch sandwiches, oatmeal and salads, as well as juices and bottled water. In addition to being offered in our US and Canada stores, during fiscal 2011, we expanded our food warming program into our stores in China, with over 90% of the stores in these markets providing warm food items as of the end of fiscal 2011. A focused selection of beverage-making equipment and accessories are also sold in the stores. Each Starbucks store varies its product mix depending upon the size of the store and its location. To compliment the in-store experience, in company-operated Starbucks stores in the US, we also provide customers free access to wireless internet.

Retail sales mix by product type for company-operated stores:

 

Fiscal Year Ended

   Oct 2, 2011     Oct 3, 2010     Sep 27, 2009  

Beverages

     75     75     76

Food

     19     19     18

Whole bean and soluble coffees

     4     4     3

Coffee-making equipment and other merchandise

     2     2     3
  

 

 

   

 

 

   

 

 

 

Total

     100     100     100
  

 

 

   

 

 

   

 

 

 

Starbucks Card

The Starbucks Card program is designed to increase customer loyalty and the frequency of store visits by registered cardholders. Starbucks customers in the US can earn free beverages through the My Starbucks Rewards® program. Gold Level members earn a free drink after fifteen purchases at participating Starbucks stores. Members also receive free select syrups, milk options and refills on tea or brewed coffee during a store visit. Starbucks Cards are accepted at all company-operated and most licensed stores in North America. The cards are also accepted at a number of international locations.

Licensed Stores

Product sales to and royalty and license fee revenues from US and International licensed stores accounted for 9% of total revenues in fiscal 2011. In our licensed store operations, we leverage the expertise of our local partners and share our operating and store development experience. Licensees provide improved, and at times the only, access to desirable retail space. Most licensees are prominent retailers with in-depth market knowledge and access. As part of these arrangements, we receive royalties and license fees and sell coffee, tea and related products for resale in licensed locations. Employees working in licensed retail locations are required to follow our detailed store operating procedures and attend training classes similar to those given to employees in company-operated stores. For our Seattle’s Best Coffee brand, we use various forms of licensing, including traditional franchising.

 

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Starbucks total licensed stores by region and country as of October 2, 2011 are as follows:

 

Asia Pacific

    

Europe/Middle East/Africa

    

Americas

 

Japan

     935      

Turkey

     153      

US

     4,082   

South Korea

     367      

UK

     128      

Mexico

     318   

Taiwan

     249      

United Arab Emirates

     94      

Canada

     284   

China

     218      

Spain

     75      

Other

     92   

Philippines

     183      

Kuwait

     67         

Malaysia

     121      

Saudi Arabia

     65         

Hong Kong

     117      

Greece

     59         

Indonesia

     109      

Russia

     52         

New Zealand

     35      

Other

     169         
  

 

 

       

 

 

       

 

 

 

Total

     2,334      

Total

     862      

Total

     4,776   
  

 

 

       

 

 

       

 

 

 

In the US, 215 and 166 licensed stores were opened during 2011 and 2010, respectively, and 557 and 106 licensed stores were closed during 2011 and 2010, respectively. The 557 licensed stores that were closed in the US during fiscal 2011 include 475 Seattle’s Best Coffee locations in Borders Bookstores. Internationally, 455 and 335 licensed stores were opened during 2011 and 2010, respectively, and 110 and 100 licensed stores were closed during 2011 and 2010, respectively.

Consumer Packaged Goods

Consumer packaged goods includes both domestic and international sales of packaged coffee and tea to grocery and warehouse club stores. It also includes revenues from product sales to and licensing revenues from manufacturers that produce and market Starbucks and Seattle’s Best Coffee branded products through licensing agreements. Revenues from sales of packaged coffee and tea comprised 4% of total net revenues in fiscal 2011. In prior years through the first several months of fiscal 2011, we sold a selection of Starbucks and Seattle’s Best Coffee branded packaged coffees and Tazo® teas in grocery and warehouse club stores throughout the US and to grocery stores in Canada, the UK and other European countries through a distribution arrangement with Kraft Foods Global, Inc. Kraft managed the distribution, marketing, advertising and promotion of these products as a part of that arrangement. During fiscal 2011, we successfully transitioned these businesses, including the marketing, advertising, and promotion of these products, from our previous distribution arrangement with Kraft and began selling these products directly to the grocery and warehouse club stores. We also sell packaged coffee and tea directly to warehouse club stores in international markets.

Revenues from licensing our branded products accounted for 1% of total net revenues in fiscal 2011. We license the rights to produce and market Starbucks and Seattle’s Best Coffee branded products through several partnerships both domestically and internationally. We also sell ingredients to these licensees to manufacturer our branded products. Significant licensing agreements include:

 

   

The North American Coffee Partnership, a joint venture with the Pepsi-Cola Company in which Starbucks is a 50% equity investor, manufactures and markets ready-to-drink beverages, including bottled Frappuccino® beverages and Starbucks DoubleShot® espresso drink and Seattle’s Best Coffee® ready-to-drink espresso beverages in the US and Canada;

 

   

licensing agreements with Arla, Suntory, and Dong Suh Foods for the manufacturing, marketing and distribution of Starbucks Discoveries®, a ready-to-drink chilled cup coffee beverage, in Europe, Japan and South Korea, respectively;

 

   

a licensing agreement with a partnership formed by Unilever and Pepsi-Cola Company for the manufacturing, marketing and distribution of Starbucks super-premium Tazo® Tea beverages in the US; and

 

   

a licensing agreement with Unilever for the manufacturing, marketing and distribution of Starbucks® super-premium ice cream products in the US.

 

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Foodservice

Revenues from foodservice accounts comprised 4% of total net revenues in fiscal 2011. We sell Starbucks® and Seattle’s Best Coffee® whole bean and ground coffees, a selection of premium Tazo® teas, Starbucks VIA® Ready Brew, and other related products to institutional foodservice companies that service business and industry, education, healthcare, office coffee distributors, hotels, restaurants, airlines and other retailers. We also sell our Seattle’s Best Coffee® through arrangements with national accounts. The majority of the sales in this channel come through national broadline distribution networks with SYSCO Corporation, US FoodserviceTM, and other distributors.

Product Supply

Starbucks is committed to selling only the finest whole bean coffees and coffee beverages. To ensure compliance with our rigorous coffee standards, we control coffee purchasing, roasting and packaging, and the global distribution of coffee used in our operations. We purchase green coffee beans from multiple coffee-producing regions around the world and custom roast them to our exacting standards, for our many blends and single origin coffees.

The price of coffee is subject to significant volatility. Although most coffee trades in the commodity market, high-altitude arabica coffee of the quality sought by Starbucks tends to trade on a negotiated basis at a premium above the “C” coffee commodity coffee price. Both the premium and the commodity price depend upon the supply and demand at the time of purchase. Supply and price can be affected by multiple factors in the producing countries, including weather, political and economic conditions. Price is also impacted by trading activities in the arabica coffee futures market, including hedge funds and commodity index funds. In addition, green coffee prices have been affected in the past, and may be affected in the future, by the actions of certain organizations and associations that have historically attempted to influence prices of green coffee through agreements establishing export quotas or by restricting coffee supplies.

We buy coffee using fixed-price and price-to-be-fixed purchase commitments, depending on market conditions, to secure an adequate supply of quality green coffee. Price-to-be-fixed contracts are purchase commitments whereby the quality, quantity, delivery period, and other negotiated terms are agreed upon, but the date at which the base “C” coffee commodity price component will be fixed has not yet been established. For these types of contracts, either Starbucks or the seller has the option to select a date on which to “fix” the base “C” coffee commodity price prior to the delivery date. Until prices are fixed, we estimate the total cost of these purchase commitments. As of October 2, 2011, we had a total of $1.0 billion in purchase commitments, of which $193 million represented the estimated cost of price-to-be-fixed contracts. All price-to-be-fixed contracts as of October 2, 2011 were at the Company’s option to fix the base “C” coffee commodity price component. Total purchase commitments, together with existing inventory, are expected to provide an adequate supply of green coffee through fiscal 2012.

We depend upon our relationships with coffee producers, outside trading companies and exporters for our supply of green coffee. We believe, based on relationships established with our suppliers, the risk of non-delivery on such purchase commitments is remote.

To help ensure sustainability and future supply of high-quality green coffees and to reinforce our leadership role in the coffee industry, Starbucks operates Farmer Support Centers in Costa Rica and Rwanda, among other locations. The Farmer Support Centers are staffed with agronomists and sustainability experts who work with coffee farming communities to promote best practices in coffee production designed to improve both coffee quality and yields.

In addition to coffee, we also purchase significant amounts of dairy products, particularly fluid milk, to support the needs of our company-operated retail stores. Our highest volumes of dairy purchases are in the US, Canada and the UK. For these markets, we purchase substantially all of our fluid milk requirements from seven dairy suppliers. We believe, based on relationships established with these suppliers, that the risk of non-delivery of sufficient fluid milk to support these retail businesses is remote.

Products other than whole bean coffees and coffee beverages sold in Starbucks stores are obtained through a number of different channels. Beverage ingredients other than coffee and milk, including leaf teas as well as our selection of

 

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ready-to-drink beverages, are purchased from several specialty suppliers, usually under long-term supply contracts. Food products, such as fresh pastries, breakfast sandwiches and lunch items, are purchased from national, regional and local sources. We also purchase a broad range of paper and plastic products, such as cups and cutlery, from several companies to support the needs of our retail stores as well as our manufacturing and distribution operations. We believe, based on relationships established with these suppliers and manufacturers, that the risk of non-delivery is remote.

Competition

Our primary competitors for coffee beverage sales are quick-service restaurants and specialty coffee shops. In almost all markets in which we do business, there are numerous competitors in the specialty coffee beverage business. We believe that our customers choose among specialty coffee retailers primarily on the basis of product quality, service and convenience, as well as price. We continue to experience direct competition from large competitors in the US quick-service restaurant sector and continue to face competition from well-established companies in many international markets and in the US ready-to-drink coffee beverage market.

Our whole bean coffees, ground packaged coffees, Tazo® teas, and Starbucks VIA® Ready Brew compete directly against specialty coffees and teas sold through supermarkets, club stores and specialty retailers. Our whole bean coffees, coffee beverages, and Starbucks VIA® Ready Brew compete indirectly against all other coffees on the market. Starbucks also faces competition from both restaurants and other specialty retailers for prime retail locations and qualified personnel to operate both new and existing stores.

Patents, Trademarks, Copyrights and Domain Names

Starbucks owns and has applied to register numerous trademarks and service marks in the US and in many additional countries throughout the world. Some of our trademarks, including Starbucks, the Starbucks logo, Seattle’s Best Coffee, Frappuccino, Starbucks VIA and Tazo are of material importance. The duration of trademark registrations varies from country to country. However, trademarks are generally valid and may be renewed indefinitely as long as they are in use and/or their registrations are properly maintained.

We own numerous copyrights for items such as product packaging, promotional materials, in-store graphics and training materials. We also hold patents on certain products, systems and designs. In addition, Starbucks has registered and maintains numerous Internet domain names, including “Starbucks.com”, “Starbucks.net”, and “Seattlesbest.com.”

Research and Development

Our research and development teams are responsible for the technical development of food and beverage products and new equipment. We spent approximately $15 million, $9 million and $7 million during fiscal 2011, 2010 and 2009, respectively, on technical research and development activities, in addition to customary product testing and product and process improvements in all areas of our business.

Seasonality and Quarterly Results

Our business is subject to seasonal fluctuations, including fluctuations resulting from the holiday season. Cash flows from operations are considerably higher in the first fiscal quarter than the remainder of the year. This is largely driven by cash received as Starbucks Cards are purchased and loaded during the holiday season. Since revenues from the Starbucks Cards are recognized upon redemption and not when purchased, seasonal fluctuations on the consolidated statements of earnings are much less pronounced. Quarterly results can also be affected by the timing of the opening of new stores and the closing of existing stores. For these reasons, results for any quarter are not necessarily indicative of the results that may be achieved for the full fiscal year.

 

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Employees

Starbucks employed approximately 149,000 people worldwide as of October 2, 2011. In the US, Starbucks employed approximately 112,000 people, with 106,000 in company-operated stores and the remainder in support facilities, store development, and roasting and warehousing operations. Approximately 37,000 employees were employed outside of the US, with 35,000 in company-operated stores and the remainder in regional support facilities and roasting and warehousing operations. The number of Starbucks employees represented by unions is not significant. We believe our current relations with our employees are good.

Executive officers of the registrant

 

Name

   Age     

Position

Howard Schultz

     58       chairman, president and chief executive officer

Cliff Burrows

     52       president, Starbucks Coffee Americas and US

John Culver

     51       president, Starbucks Coffee China and Asia Pacific

Jeff Hansberry

     47       president, Channel Development and president, Seattle’s Best Coffee

Michelle Gass

     43       president, Starbucks Coffee EMEA

Troy Alstead

     48       chief financial officer and chief administrative officer

Paula E. Boggs

     52       executive vice president, general counsel and secretary

Howard Schultz is the founder of Starbucks and serves as the chairman, president and chief executive officer. Mr. Schultz has served as chairman of the board since Starbucks inception in 1985 and he resumed his role as president and chief executive officer in January 2008. From June 2000 to February 2005, Mr. Schultz held the title of chief global strategist. From November 1985 to June 2000, he served as chief executive officer. From November 1985 to June 1994, Mr. Schultz also served as president.

Cliff Burrows joined Starbucks in April 2001 and has served as president, Starbucks Coffee Americas and US since October 2011. From March 2008 to October 2011, Mr. Burrows served as president, Starbucks Coffee US. He served as president, Europe, Middle East and Africa (EMEA) from April 2006 to March 2008. He served as vice president and managing director, UK prior to April 2006. Prior to joining Starbucks, Mr. Burrows served in various management positions with Habitat Designs Limited, a furniture and house wares retailer.

John Culver joined Starbucks in August 2002 and has served as president, Starbucks Coffee China and Asia Pacific since October 2011. From December 2009 to October 2011, he served as president, Starbucks Coffee International. Mr. Culver served as executive vice president; president, Global Consumer Products, Foodservice and Seattle’s Best Coffee from February 2009 to September 2009, and then as president, Global Consumer Products and Foodservice from October 2009 to November 2009. He previously served as senior vice president; president, Starbucks Coffee Asia Pacific from January 2007 to February 2009, and vice president; general manager, Foodservice from August 2002 to January 2007.

Jeff Hansberry joined Starbucks in June 2010 and has served as president, Channel Development, which includes CPG, and president, Seattle’s Best Coffee since October 2011. From June 2010 to October 2011, he served as president, Global Consumer Products and Foodservice. Prior to joining Starbucks, Mr. Hansberry served as vice president and general manager, Popular BU for E. & J. Gallo Winery, a family-owned winery, from November 2008 to May 2010. From September 2007 to November 2008, Mr. Hansberry served as vice president and general manager, Value BU, and from April 2005 to August 2007, he served as vice president and general manager Asia, for E. & J. Gallo Winery. Prior to E. & J. Gallo, Mr. Hansberry held various positions with Procter & Gamble.

Michelle Gass joined Starbucks in 1996 and has served as president, Starbucks Coffee EMEA since October 2011. From September 2009 to October 2011, she served as president, Seattle’s Best Coffee. Ms. Gass served as senior vice president, Marketing and Category from July 2008 to November 2008, and then as executive vice president, Marketing and Category from December 2008 to September 2009. Ms. Gass previously served as senior vice president, Global Strategy, Office of the ceo from January 2008 to July 2008, senior vice president, Global Product

 

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and Brand from August 2007 to January 2008, senior vice president, and U.S. Category Management from May 2004 to August 2007. Ms. Gass served in a number of other positions with Starbucks prior to 2004.

Troy Alstead joined Starbucks in 1992 and has served as chief financial officer and chief administrative officer since November 2008. Mr. Alstead previously served as chief operating officer, Starbucks Greater China from April 2008 to October 2008, senior vice president, Global Finance and Business Operations from August 2007 to April 2008, and senior vice president, Corporate Finance from September 2004 to August 2007. Mr. Alstead served in a number of other senior positions with Starbucks prior to 2004.

Paula E. Boggs joined Starbucks in September 2002 as executive vice president, general counsel and secretary. Prior to joining Starbucks, Ms. Boggs served as vice president, legal, for products, operations and information technology at Dell Computer Corporation from 1997 to 2002. From 1995 to 1997, Ms. Boggs was a partner with the law firm of Preston Gates & Ellis (now K&L Gates). Ms. Boggs served in several roles at the Pentagon, White House and US Department of Justice between 1984 and 1995.

There are no family relationships among any of our directors or executive officers.

Global Responsibility

We are committed to being a deeply responsible company in the communities where we do business around the world. Our focus is on ethically sourcing high-quality coffee, reducing our environmental impacts and contributing positively to communities. Starbucks Global Responsibility strategy and commitments are integral to our overall business strategy. As a result, we believe we deliver benefits to our stakeholders, including employees, business partners, customers, suppliers, shareholders, community members and others. For an overview of Starbucks Global Responsibility strategy and commitments, please visit www.starbucks.com.

Available Information

Starbucks 10-K reports, along with all other reports and amendments filed with or furnished to the Securities and Exchange Commission (“SEC”), are publicly available free of charge on the Investor Relations section of our website at http://investor.starbucks.com or at www.sec.gov as soon as reasonably practicable after these materials are filed with or furnished to the SEC. Our corporate governance policies, code of ethics and Board committee charters and policies are also posted on the Investor Relations section of Starbucks website at http://investor.starbucks.com. The information on our website is not part of this or any other report Starbucks files with, or furnishes to, the SEC.

 

Item 1A. Risk Factors

You should carefully consider the risks described below. If any of the risks and uncertainties described in the cautionary factors described below actually occurs, our business, financial condition and results of operations could be materially and adversely affected. The risks and factors listed below, however, are not exhaustive. Other sections of this 10-K include additional factors that could materially and adversely impact our business, financial condition and results of operations. Moreover, we operate in a very competitive and rapidly changing environment. New factors emerge from time to time and it is not possible to predict the impact of all these factors on our business, financial condition or results of operation.

 

 

Our financial condition and results of operations are sensitive to, and may be adversely affected by, a number of factors, many of which are largely outside our control.

Our operating results have been in the past and will continue to be subject to a number of factors, many of which are largely outside our control. Any one or more of the factors set forth below could adversely impact our business, financial condition and/or results of operations:

 

   

lower customer traffic or average value per transaction, which negatively impacts comparable store sales, net revenues, operating income, operating margins and earnings per share, due to:

 

   

the impact of initiatives by competitors and increased competition generally;

 

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customers trading down to lower priced products within Starbucks, and/or shifting to competitors with lower priced products;

 

   

lack of customer acceptance of new products or price increases necessary to cover costs of new products and/or higher input costs;

 

   

unfavorable general economic conditions in the markets in which we operate that adversely affect consumer spending;

 

   

declines in general consumer demand for specialty coffee products; or

 

   

adverse impacts resulting from negative publicity regarding our business practices or the health effects of consuming our products;

 

   

cost increases that are either wholly or partially beyond our control, such as:

 

   

commodity costs for commodities that can only be partially hedged, such as fluid milk, and high quality arabica coffee;

 

   

labor costs such as increased health care costs, general market wage levels and workers’ compensation insurance costs;

 

   

adverse outcomes of current or future litigation; or

 

   

construction costs associated with new store openings;

 

   

any material interruption in our supply chain beyond our control, such as material interruption of roasted coffee supply due to the casualty loss of any of our roasting plants or the failures of third-party suppliers, or interruptions in service by common carriers that ship goods within our distribution channels, or trade restrictions, such as increased tariffs or quotas, embargoes or customs restrictions;

 

   

delays in store openings for reasons beyond our control, or a lack of desirable real estate locations available for lease at reasonable rates, either of which could keep us from meeting annual store opening targets and, in turn, negatively impact net revenues, operating income and earnings per share;

 

   

the degree to which we enter into, maintain, develop, and are able to negotiate appropriate terms and conditions, and enforce, commercial and other agreements;

 

   

the impact on our business due to labor discord, war, terrorism (including incidents targeting us), political instability and natural disasters; and

 

   

deterioration in our credit ratings, which could limit the availability of additional financing and increase the cost of obtaining financing.

 

 

Economic conditions in the US and certain International markets could adversely affect our business and financial results.

As a retailer that is dependent upon consumer discretionary spending, our results of operations are sensitive to changes in macro-economic conditions. Our customers may have less money for discretionary purchases as a result of job losses, foreclosures, bankruptcies, increased fuel and energy costs, higher interest rates, higher taxes, reduced access to credit and lower home prices. Any resulting decreases in customer traffic and/or average value per transaction will negatively impact our financial performance as reduced revenues result in sales de-leveraging which creates downward pressure on margins. There is also a risk that if negative economic conditions persist for a long period of time or worsen, consumers may make long-lasting changes to their discretionary purchasing behavior, including less frequent discretionary purchases on a more permanent basis.

 

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We may not be successful in implementing important strategic initiatives, which may have an adverse impact on our business and financial results.

There is no assurance that we will be able to implement important strategic initiatives in accordance with our expectations, which may result in an adverse impact on our business and financial results. These strategic initiatives are designed to improve our results of operations and drive long-term shareholder value, and include:

 

   

successfully leveraging Starbucks brand portfolio outside the company-operated store base, including our increased focus on international licensed stores, Starbucks- and Tazo-branded Keurig® K-Cup® portion packs coffees and teas, Starbucks VIA® Ready Brew, and the Seattle’s Best Coffee brand;

 

   

focusing on relevant product innovation and profitable new growth platforms;

 

   

accelerating the growth of our global consumer products business now that we have transitioned from our distribution arrangement with Kraft Foods Global, Inc.;

 

   

balancing disciplined global store growth while meeting target store-level unit economics in a given market; and

 

   

executing a multi-channel advertising and marketing campaign to effectively communicate our message directly to Starbucks consumers and employees.

 

 

We face intense competition in each of our channels and markets, which could lead to reduced profitability.

The specialty coffee market is intensely competitive, including with respect to product quality, service, convenience, and price, and we face significant competition in each of our channels and markets. Accordingly, we do not have leadership positions in all channels and markets. In the US, the ongoing focus by large competitors in the quick-service restaurant sector on selling high-quality specialty coffee beverages could adversely affect our sales and results of operations. Similarly, continued competition from well-established competitors in our international markets could hinder growth and adversely affect our sales and results of operations in those markets. Increased competition in the US packaged coffee and tea and ready-to-drink coffee beverage markets could adversely affect the profitability of the CPG segment.

 

 

We are highly dependent on the financial performance of our US operating segment.

Our financial performance is highly dependent on our US operating segment, as it comprised approximately two thirds of consolidated total net revenues in fiscal 2011. If revenue trends slow or decline our business and financial results could be adversely affected, and because the US segment is relatively mature and produces the large majority of our operating cash flows, could result in reduced cash flows for funding the expansion of our international business and for returning cash to shareholders.

 

 

We are increasingly dependent on the success of our international operations in order to achieve our growth targets.

Our future growth increasingly depends on the growth and sustained profitability of our international operations. Some or all of our international market business units (“MBUs”), which we generally define by the countries in which they operate, may not be successful in their operations or in achieving expected growth, which ultimately requires achieving consistent, stable net revenues and earnings. The performance of our international operations may be adversely affected by economic downturns in one or more of our large MBUs. In particular, our Canada, Japan, UK, and China MBUs account for a significant portion of the net revenue and earnings of our international operations and a decline in the performance of any of these MBUs could have a material adverse impact on the results of our international operations.

Additionally, some factors that will be critical to the success of international MBUs are different than those affecting our US stores and licensees. Tastes naturally vary by region, and consumers in some international markets may not

 

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embrace our products to the same extent as consumers in our US market or other international markets. Occupancy costs and store operating expenses can be higher internationally than in the US due to higher rents for prime store locations or costs of compliance with country-specific regulatory requirements. Because many of our international operations are in an early phase of development, operating expenses as a percentage of related revenues are often higher compared to US operations. Additionally, our international joint venture partners or licensees may face capital constraints or other factors that may limit the speed at which they are able to expand and develop in a certain market.

Our international operations are also subject to additional inherent risks of conducting business abroad, such as:

 

   

foreign currency exchange rate fluctuations;

 

   

changes or uncertainties in economic, legal, regulatory, social and political conditions in our markets;

 

   

interpretation and application of laws and regulations;

 

   

restrictive actions of foreign or US governmental authorities affecting trade and foreign investment, including protective measures such as export and customs duties and tariffs, government intervention favoring local competitors, and restrictions on the level of foreign ownership;

 

   

import or other business licensing requirements;

 

   

the enforceability of intellectual property and contract rights;

 

   

limitations on the repatriation of funds and foreign currency exchange restrictions due to current or new US and international regulations;

 

   

in developing economies, the growth rate in the portion of the population achieving targeted levels of disposable income may not be as fast as we forecast;

 

   

difficulty in staffing, developing and managing foreign operations and supply chain logistics, including ensuring the consistency of product quality and service, due to distance, language and cultural differences;

 

   

local laws that make it more expensive and complex to negotiate with, retain or terminate employees; and

 

   

delays in store openings for reasons beyond our control, competition with locally relevant competitors or a lack of desirable real estate locations available for lease at reasonable rates, any of which could keep us from meeting annual store opening targets and, in turn, negatively impact net revenues, operating income and earnings per share.

Moreover, many of the foregoing risks are particularly acute in developing countries, which are important to our long-term growth prospects.

 

 

Increases in the cost of high-quality arabica coffee beans or other commodities or decreases in the availability of high quality arabica coffee beans or other commodities could have an adverse impact on our business and financial results.

We purchase, roast, and sell high-quality whole bean arabica coffee beans and related coffee products. The price of coffee is subject to significant volatility and, over the last two years, the base “C” coffee commodity price has increased markedly. The high-quality arabica coffee of the quality we seek tends to trade on a negotiated basis at a premium above the “C” price. This premium depends upon the supply and demand at the time of purchase and the amount of the premium can vary significantly. Increases in the “C” coffee commodity price do increase the price of high-quality arabica coffee and also impact our ability to enter into fixed-price purchase commitments. The supply and price of coffee we purchase can also be affected by multiple factors in the producing countries, including weather, natural disasters and political and economic conditions, as well as the actions of certain organizations and associations that have historically attempted to influence prices of green coffee through agreements establishing export quotas or by restricting coffee supplies. Speculative trading in coffee commodities can also influence coffee prices. Because of the significance of coffee beans to our operations, combined with our ability to only partially

 

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mitigate future price risk through purchasing practices and hedging activities, increases in the cost of high-quality arabica coffee beans could have an adverse impact on our profitability. In addition, if we are not able to purchase sufficient quantities of green coffee due to any of the above factors or to a worldwide or regional shortage, we may not be able to fulfill the demand for our coffee, which could have an adverse impact on our profitability.

In addition to coffee, we also purchase significant amounts of dairy products, particularly fluid milk, to support the needs of our company-operated retail stores. Although less material to our operations than coffee or dairy, other commodities including but not limited to those related to food inputs and energy, are important to our operations. Increases in the cost of dairy products and other commodities could have an adverse impact on our profitability.

 

 

Our success depends substantially on the value of our brands.

We believe we have built an excellent reputation globally for the quality of our products, for delivery of a consistently positive consumer experience and for our corporate social responsibility programs. The Starbucks brand has been highly rated in several global brand value studies. To be successful in the future, particularly outside of US, where the Starbucks brand and our other brands are less well-known, we believe we must preserve, grow and leverage the value of our brands across all sales channels. Brand value is based in part on consumer perceptions on a variety of subjective qualities. Even isolated business incidents that erode consumer trust, such as contaminated food or privacy breaches particularly if the incidents receive considerable publicity or result in litigation, can significantly reduce brand value. Consumer demand for our products and our brand equity could diminish significantly if we or our licensees fail to preserve the quality of our products, are perceived to act in an unethical or socially irresponsible manner or fail to deliver a consistently positive consumer experience in each of our markets.

 

 

Our business depends in large part on the success of our business partners and suppliers, and our brand and reputation may be harmed by actions taken by third parties that are outside of our control.

Our business strategy, including our plans for new stores, foodservice, branded products and other initiatives, relies significantly on a variety of business partners, and licensee and partnership relationships, particularly in our international markets. Licensees are often authorized to use our logos and provide branded beverages, food and other products directly to customers. We provide training and support to, and monitor the operations of, these business partners, but the product quality and service they deliver may be diminished by any number of factors beyond our control, including financial pressures. We believe customers expect the same quality of products and service from our licensees as they do from us and we strive to ensure customers have the same experience whether they visit a company-operated or licensed store. Any shortcoming of a Starbucks business partner, particularly an issue affecting the quality of the service experience,the safety of beverages or food or compliance with laws and regulations, may be attributed by customers to us, thus damaging our reputation and brand value and potentially affecting our results of operations.

Our food and beverage products, are sourced from a wide variety of domestic and international business partners in our supply chain operations. We rely on these suppliers and vendors to provide high quality products and to comply with applicable laws. Our ability to find qualified suppliers and vendors who meet our standards and supply products in a timely and efficient manner is a significant challenge, especially with respect to goods sourced from outside the US. A vendor or supplier’s failure to meet our standards, provide products in a timely and efficient manner, and comply with applicable laws is beyond our control. These issues could negatively impact our business and profitability.

 

 

Failure to meet market expectations for our financial performance will likely adversely affect the market price and volatility of our stock.

Failure to meet market expectations going forward, particularly with respect to operating margins, earnings per share, comparable store sales, operating cash flows, and net revenues, will likely result in a decline and/or increased volatility in the market price of our stock. In addition, price and volume fluctuations in the stock market as a whole may affect the market price of our stock in ways that may be unrelated to our financial performance.

 

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The loss of key personnel or difficulties recruiting and retaining qualified personnel could adversely impact our business and financial results.

Much of our future success depends on the continued availability and service of senior management personnel. The loss of any of our executive officers or other key senior management personnel could harm our business. We must continue to recruit, retain and motivate management and other employees sufficient both to maintain our current business and to execute our strategic initiatives, some of which involve ongoing expansion in business channels outside of our traditional company-operated store model. Our success also depends substantially on the contributions and abilities of our retail store employees who we rely on to give customers a superior in-store experience. Accordingly, our performance depends on our ability to recruit and retain high quality employees to work in and manage our stores. If we are unable to recruit, retain and motivate employees sufficient to maintain our current business and support our projected growth, our business and financial performance may be adversely affected.

 

 

Adverse public or medical opinions about the health effects of consuming our products, as well as reports of incidents involving food-borne illnesses, food tampering or food contamination, whether or not accurate, could harm our business.

Some of our products contain caffeine, dairy products, sugar and other active compounds, the health effects of which are the subject of public scrutiny, including the suggestion that excessive consumption of caffeine, dairy products, sugar and other active compounds can lead to a variety of adverse health effects. Particularly in the US, there is increasing consumer awareness of health risks, including obesity, due in part to increased publicity and attention from health organizations, as well as increased consumer litigation based on alleged adverse health impacts of consumption of various food products. While we have a variety of beverage and food items, including items that are coffee-free and have reduced calories, an unfavorable report on the health effects of caffeine or other compounds present in our products, or negative publicity or litigation arising from certain health risks could significantly reduce the demand for our beverages and food products.

Similarly, instances or reports, whether true or not, of unclean water supply, food-borne illnesses, food tampering and food contamination, either during manufacturing, packaging or preparation, have in the past severely injured the reputations of companies in the food processing, grocery and quick-service restaurant sectors and could affect us as well. Any report linking us to the use of unclean water, food-borne illnesses, food tampering or food contamination could damage our brand value and severely hurt sales of our beverages and food products, and possibly lead to product liability claims, litigation (including class actions) or damages. Clean water is critical to the preparation of coffee and tea beverages and our ability to ensure a clean water supply to our stores can be limited, particularly in some international locations. If customers become ill from food-borne illnesses, tampering or contamination, we could also be forced to temporarily close some stores. In addition, instances of food-borne illnesses, food tampering or food contamination, even those occurring solely at the restaurants or stores of competitors, could, by resulting in negative publicity about the foodservice industry, adversely affect our sales on a regional or global basis. A decrease in customer traffic as a result of these health concerns or negative publicity, or as a result of a temporary closure of any of our stores, as well adverse results of claims or litigation, could materially harm our business and results of operations.

 

 

A regional or global health pandemic could severely affect our business.

A health pandemic is a disease outbreak that spreads rapidly and widely by infection and affects many individuals in an area or population at the same time. If a regional or global health pandemic were to occur, depending upon its duration and severity, our business could be severely affected. Customers might avoid public gathering places, such as our stores, in the event of a health pandemic, and governments might limit or ban public gatherings to halt or delay the spread of disease. There is also a risk of customer contamination from being served food or beverage by an employee who has been infected with the disease. A regional or global health pandemic might also adversely impact our business by disrupting or delaying production and delivery of materials and products in the supply chain and by causing staffing shortages in our stores. The impact of a health pandemic on us might be disproportionately greater than on other companies that depend less on the gathering of people together for the sale, use or license of their products and services.

 

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Effectively managing growth both in our retail store business and our global consumer products business is challenging and places significant strain on our management and employees and our operational, financial, and other resources.

Effectively managing growth can be challenging, particularly as we continue to expand into new channels outside the retail store model, increase our focus on our global consumer products business, and expand into new markets internationally where we must balance the need for flexibility and a degree of autonomy for local management against the need for consistency with our goals, philosophy and standards. Growth can make it increasingly difficult to ensure a consistent supply of high quality raw materials, to locate and hire sufficient numbers of key employees, to maintain an effective system of internal controls for a globally dispersed enterprise and to train employees worldwide to deliver a consistently high quality product and customer experience.

 

 

If we pursue strategic acquisitions, divestitures or joint ventures, we may not be able to successfully consummate favorable transactions or successfully integrate acquired businesses.

From time to time we may evaluate potential acquisitions, divestitures, or joint ventures with third parties. These transactions create risks such as:

 

   

disruption of our ongoing business, including loss of management focus on existing businesses;

 

   

problems retaining key personnel;

 

   

operating losses and expenses of the businesses we acquire or in which we invest;

 

   

the potential impairment of tangible assets, intangible assets and goodwill acquired in the acquisitions;

 

   

the difficulty of incorporating an acquired business into our business and unanticipated expenses related to such integration; and

 

   

potential unknown liabilities associated with a business we acquire or in which we invest

In the event of any future acquisitions, we might need to issue additional equity securities, spend our cash, incur debt, or take on contingent liabilities, any of which could reduce our profitability and harm our business.

 

 

We rely heavily on information technology in our operations, and any material failure, inadequacy, interruption or security failure of that technology could harm our ability to effectively operate our business.

We rely heavily on information technology systems across our operations, including for management of our supply chain, point-of-sale processing in our stores, Starbucks Cards, online business and various other processes and transactions. Our ability to effectively manage our business and coordinate the production, distribution and sale of our products depends significantly on the reliability and capacity of these systems. The failure of these systems to operate effectively, problems with transitioning to upgraded or replacement systems, or a breach in security of these systems could cause delays in product sales and reduced efficiency of our operations, and significant capital investments could be required to remediate the problem. Security breaches of our employees or customer private data could also adversely impact our reputation, and could result in litigation against us or the imposition of penalties,

 

 

Failure to comply with applicable laws and regulations could harm our business and financial results.

Our policies and procedures are designed to comply with all applicable laws, accounting and reporting requirements, regulations and tax requirements, including those imposed by the SEC, NASDAQ, and foreign countries, as well as applicable trade, labor, privacy, food, anti-bribery and corruption and merchandise laws. The complexity of the regulatory environment in which we operate and the related cost of compliance are both increasing due to additional legal and regulatory requirements, our ongoing expansion into new markets and new channels, together with the fact that foreign laws occasionally conflict with domestic laws. Failure to comply with the various laws and regulations as well as changes in laws and regulations or the manner in which they are interpreted or applied, may result in damage to our reputation, civil and criminal liability, damages, fines and penalties, increased cost of regulatory compliance and restatements of our financial statements.

 

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Item 1B. Unresolved Staff Comments

None.

 

Item 2. Properties

The significant properties used by Starbucks in connection with its roasting and distribution operations, serving all segments, are as follows:

 

Location

   Approximate Size
in Square Feet
     Owned or
Leased
    

Purpose

Auburn, WA

     351,000         Leased       Warehouse and distribution

Kent, WA

     332,000         Owned       Roasting and distribution

Renton, WA

     125,000         Leased       Warehouse

York County, PA

     450,000         Owned       Roasting and distribution

York County, PA

     298,000         Owned       Warehouse

Carson Valley, NV

     360,000         Owned       Roasting and distribution

Carson Valley, NV

     24,000         Leased       Warehouse

Sandy Run, SC

     117,000         Owned       Roasting and distribution

Portland, OR

     68,000         Leased       Warehouse

Atlanta, GA

     32,000         Leased       Warehouse and distribution

Basildon, United Kingdom

     142,000         Leased       Warehouse and distribution

Amsterdam, Netherlands

     97,000         Leased       Roasting and distribution

We lease approximately one million square feet of office space in Seattle, Washington for corporate administrative purposes. On August 8, 2011, we completed the sale of two commercial buildings located in Seattle, Washington, a 205,000 square foot office building and an adjacent 285,000 square foot office building.

As of October 2, 2011, Starbucks had more than 9,000 company-operated stores, almost all of which are leased. We also lease space in various locations worldwide for regional, district and other administrative offices, training facilities and storage.

 

Item 3. Legal Proceedings

In the first quarter of fiscal 2011, Starbucks notified Kraft Foods Global, Inc. (“Kraft”) that we were discontinuing our distribution arrangement with Kraft on March 1, 2011 due to material breaches by Kraft of its obligations under the Supply and License Agreement between the Company and Kraft, dated March 29, 2004 (the “Agreement”), which defined the main distribution arrangement between the parties. Through our arrangement with Kraft, Starbucks sold a selection of Starbucks and Seattle’s Best Coffee branded packaged coffees in grocery and warehouse club stores throughout the US, and to grocery stores in Canada, the UK and other European countries. Kraft managed the distribution, marketing, advertising and promotion of these products.

Kraft denies it has materially breached the Agreement. On November 29, 2010, Starbucks received a notice of arbitration from Kraft putting the commercial dispute between the parties into binding arbitration pursuant to the terms of the Agreement. In addition to denying it materially breached the Agreement, Kraft further alleges that if Starbucks wished to terminate the Agreement it must compensate Kraft as provided in the Agreement in an amount equal to the fair value of the Agreement, with an additional premium of up to 35% under certain circumstances. The parties are now engaged in extensive discovery with an arbitration trial expected in mid- 2012.

On December 6, 2010, Kraft commenced a federal court action against Starbucks, entitled Kraft Foods Global, Inc. v. Starbucks Corporation, in the U.S. District Court for the Southern District of New York (the “District Court”) seeking injunctive relief to prevent Starbucks from terminating the distribution arrangement until the parties’ dispute is resolved through the arbitration proceeding. On January 28, 2011, the District Court denied Kraft’s request for

 

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injunctive relief. Kraft appealed the District Court’s decision to the Second Circuit Court of Appeals. On February 25, 2011, the Second Circuit Court of Appeals affirmed the District Court’s decision. As a result, Starbucks is in full control of our packaged coffee business as of March 1, 2011.

While Starbucks believes we have valid claims of material breach by Kraft under the Agreement that allowed us to terminate the Agreement and certain other relationships with Kraft without compensation to Kraft, there exists the possibility of material adverse outcomes to Starbucks in the arbitration or to resolve the matter. At this time, the Company is unable to estimate the range of possible outcomes with respect to the arbitration as we have not received any statement or articulation of damages from Kraft nor have we estimated the damages to Starbucks caused by Kraft’s breaches. Information in this regard will be provided during the discovery process and is currently expected to be available in late March or early April 2012. And, although Kraft disclosed to the press and in federal court filings a $750 million offer Starbucks made to Kraft in August 2010 to avoid litigation and ensure a smooth transition of the business, the figure is not a proper basis upon which to estimate a possible outcome of the arbitration but was based upon facts and circumstances at the time. Kraft rejected the offer immediately and did not provide a counter-offer, effectively ending the discussions between the parties with regard to any payment. Moreover, the offer was made prior to our investigation of Kraft’s breaches and without consideration of Kraft’s continuing failure to comply with material terms of the agreements.

Starbucks is party to various other legal proceedings arising in the ordinary course of business, including certain employment litigation cases that have been certified as class or collective actions, but, except as noted above, is not currently a party to any legal proceeding that management believes could have a material adverse effect on our consolidated financial position, results of operations or cash flows.

 

Item 4. (Removed and Reserved)

 

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PART II

 

Item 5. Market for the Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities

SHAREHOLDER INFORMATION

MARKET INFORMATION AND DIVIDEND POLICY

Starbucks common stock is traded on NASDAQ, under the symbol “SBUX.”

The following table shows the quarterly high and low sale prices per share of Starbucks common stock as reported by NASDAQ for each quarter during the last two fiscal years and the quarterly cash dividend declared per share of our common stock during the periods indicated:

 

     High      Low      Cash Dividends
Declared
 

2011:

        

Fourth Quarter

   $ 42.00       $ 33.72       $ 0.17   

Third Quarter

     40.26         34.61         0.13   

Second Quarter

     38.21         30.75         0.13   

First Quarter

     33.15         25.37         0.13   

2010:

        

Fourth Quarter

   $ 27.08       $ 22.50       $ 0.13   

Third Quarter

     28.50         23.95         0.13   

Second Quarter

     26.00         21.26         0.10   

First Quarter

     23.80         18.69         0.00   

As of November 11, 2011, we had approximately 21,900 shareholders of record. This does not include persons whose stock is in nominee or “street name” accounts through brokers.

Future decisions to pay cash dividends continue to be at the discretion of the Board of Directors and will be dependent on our operating performance, financial condition, capital expenditure requirements, and other such factors that the Board of Directors considers relevant.

ISSUER PURCHASES OF EQUITY SECURITIES

The following table provides information regarding repurchases of our common stock during the quarter ended October 2, 2011:

 

     Total
Number of
Shares
Purchased
     Average
Price
Paid  per
Share
     Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs
     Maximum
Number of
Shares that May
Yet Be
Purchased
Under the Plans
or Programs(2)
 

Period(1)

           

July 4, 2011 — July 31, 2011

     0       $ 0         0         10,929,456   

August 1, 2011 — August 28, 2011

     5,454,600         35.86         5,454,600         5,474,856   

August 29, 2011 — October 2, 2011

     1,028,600         37.41         1,028,600         24,446,256   
  

 

 

    

 

 

    

 

 

    

Total

     6,483,200       $ 36.10         6,483,200      
  

 

 

    

 

 

    

 

 

    

 

 

(1) 

Monthly information is presented by reference to our fiscal months during the fourth quarter of fiscal 2011.

 

(2) 

The share repurchase program is conducted under authorizations made from time to time by our Board of Directors. On March 24, 2010 we publicly announced the authorization of up to an additional 15 million shares, on November 15, 2010 we publicly announced the authorization of up to an additional 10 million shares and on November 3, 2011 we publicly announced the authorization of up to an additional 20 million shares. These authorizations have no expiration date.

 

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Performance Comparison Graph

The following graph depicts the total return to shareholders from October 1, 2006 through October 2, 2011, relative to the performance of the Standard & Poor’s 500 Index, the NASDAQ Composite Index, and the Standard & Poor’s 500 Consumer Discretionary Sector, a peer group that includes Starbucks. All indices shown in the graph have been reset to a base of 100 as of October 1, 2006, and assume an investment of $100 on that date and the reinvestment of dividends paid since that date. The stock price performance shown in the graph is not necessarily indicative of future price performance.

LOGO

 

     10/1/06     9/30/07     9/28/08     9/27/09     10/3/10     10/2/11  

Starbucks Corporation

    $100.00           $76.95           $43.94           $58.24           $76.89           $112.30      

S&P 500

    $100.00        $116.44        $90.85        $84.58        $93.17           $94.24      

NASDAQ Composite

    $100.00        $121.84        $92.48        $96.08        $108.39        $110.99   

S&P Consumer Discretionary

    $100.00        $106.33        $82.51        $82.46        $101.94        $108.24   

 

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Item 6. Selected Financial Data

In millions, except earnings per share and store information

The following selected financial data are derived from the consolidated financial statements. The data below should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Risk Factors,” and the consolidated financial statements and notes.

 

As of and for the Fiscal Year Ended(1)

   Oct  2,
2011
(52 Wks)
    Oct  3,
2010
(53 Wks)
    Sep  27,
2009

(52 Wks)
    Sep 28,
2008

(52 Wks)
    Sep  30,
2007

(52 Wks)
 
          

RESULTS OF OPERATIONS

          

Net revenues:

          

Company-operated stores

   $ 9,632.4      $ 8,963.5      $ 8,180.1      $ 8,771.9      $ 7,998.3   

Licensed stores(2)

     1,007.5        875.2        795.0        779.0        660.0   

CPG, foodservice and other(2)

     1,060.5        868.7        799.5        832.1        753.2   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net revenues

   $ 11,700.4      $ 10,707.4      $ 9,774.6      $ 10,383.0      $ 9,411.5   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating income(3)

   $ 1,728.5      $ 1,419.4      $ 562.0      $ 503.9      $ 1,053.9   

Net earnings including noncontrolling interests

     1,248.0        948.3        391.5        311.7        673.7   

Net earnings (loss) attributable to noncontrolling interests

     2.3        2.7        0.7        (3.8     1.1   

Net earnings attributable to Starbucks

     1,245.7        945.6        390.8        315.5        672.6   

EPS — diluted

     1.62        1.24        0.52        0.43        0.87   

Cash dividends declared per share

     0.56        0.36        0.00        0.00        0.00   

Net cash provided by operating activities

     1,612.4        1,704.9        1,389.0        1,258.7        1,331.2   

Capital expenditures (additions to property, plant and equipment)

     531.9        440.7        445.6        984.5        1,080.3   

BALANCE SHEET

          

Total assets

   $ 7,360.4      $ 6,385.9      $ 5,576.8      $ 5,672.6      $ 5,343.9   

Short-term borrowings

     0.0        0.0        0.0        713.0        710.3   

Long-term debt (including current portion)

     549.5        549.4        549.5        550.3        550.9   

Shareholders’ equity

     4,384.9        3,674.7        3,045.7        2,490.9        2,284.1   

STORE INFORMATION

          

Percentage change in comparable store sales(4)

          

United States

     8     7     (6 )%      (5 )%      4

International

     5     6     (2 )%      2     7

Consolidated

     8     7     (6 )%      (3 )%      5

Net stores opened (closed) during the year:

          

United States

          

Company — operated stores

     (2     (57     (474     445        1,065   

Licensed stores(5)

     (342     60        35        438        723   

International(6)

          

Company — operated stores

     144        (16     105        262        310   

Licensed stores

     345        236        289        524        473   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     145        223        (45     1,669        2,571   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Stores open at year end:

          

United States

          

Company-operated stores

     6,705        6,707        6,764        7,238        6,793   

Licensed stores

     4,082        4,424        4,364        4,329        3,891   

International(6)

          

Company-operated stores

     2,326        2,182        2,198        2,093        1,831   

Licensed stores

     3,890        3,545        3,309        3,020        2,496   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

     17,003        16,858        16,635        16,680        15,011   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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(1) 

Our fiscal year ends on the Sunday closest to September 30. The fiscal year ended on October 3, 2010 included 53 weeks with the 53rd week falling in our fourth fiscal quarter.

 

(2)

Includes the revenue reclassification described in Note 1. For fiscal years 2010, 2009, 2008, and 2007, we reclassified $465.7 million, $427.3 million, $392.6 million, and $366.3 million, respectively, from the previously named “Licensing” revenue to “CPG, foodservice and other” revenue.

 

(3) 

Fiscal 2010, 2009, and 2008 results include pretax restructuring charges of $53.0 million, $332.4 million, and $266.9 million, respectively.

 

(4) 

Includes only Starbucks company-operated stores open 13 months or longer. For fiscal year 2010, comparable store sales percentages were calculated excluding the 53rd week. Comparable store sales attributable to our International segment exclude the effect of fluctuations in foreign currency exchange rates.

 

(5) 

Includes the closure of 475 licensed Seattle’s Best Coffee locations in Borders Bookstores during fiscal 2011.

 

(6)

International store data has been adjusted for the acquisition of store locations in Austria and Switzerland in Q4 fiscal 2011 by reclassifying historical information from licensed stores to company-operated stores.

 

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

General

Our fiscal year ends on the Sunday closest to September 30. The fiscal year ended on October 3, 2010 included 53 weeks with the 53rd week falling in the fourth fiscal quarter. The fiscal years ended on October 2, 2011 and September 27, 2009 both included 52 weeks. Comparable store sales percentages for fiscal 2010 are calculated excluding the 53rd week. All references to store counts, including data for new store openings, are reported net of related store closures, unless otherwise noted.

Financial Highlights

 

   

Consolidated operating income was $1.7 billion for fiscal 2011 compared to $1.4 billion in fiscal 2010 and operating margin increased to 14.8% compared to 13.3% in fiscal 2010. The operating margin expansion was driven by increased sales leverage, partially offset by higher commodity costs. Comparable store sales growth at company-operated stores was 8% in fiscal 2011 compared to 7% in fiscal 2010.

 

   

EPS for fiscal 2011 was $1.62, compared to EPS of $1.24 reported in fiscal 2010, with the increase driven by the improved sales leverage and certain gains recorded in the fourth quarter of fiscal 2011. We recognized a gain from a fair market value adjustment resulting from the acquisition of the remaining ownership interest in our joint venture in Switzerland and Austria as well as a gain on the sale of corporate real estate. These gains contributed approximately $0.10 to EPS in fiscal 2011.

 

   

Cash flow from operations was $1.6 billion in fiscal 2011 compared to $1.7 billion in fiscal 2010. Capital expenditures were approximately $532 million in fiscal 2011 compared to $440 million in fiscal 2010. Available operating cash flow after capital expenditures during fiscal 2011 was directed at returning approximately $945 million of cash to our shareholders via share repurchases and dividends.

Overview

Starbucks results for fiscal 2011 reflect the strength and resiliency of our business model, the global power of our brand and the talent and dedication of our employees. Our business has performed well this year despite significant headwinds from commodity costs and a continuingly challenging consumer environment. Strong global comparable stores sales growth of 8% for the full year (US 8% and International 5%) drove increased sales leverage and resulted in higher operating margins and net earnings. This helped mitigate the impact of higher commodity costs, which negatively impacted EPS by approximately $0.20 per share for the year, equivalent to approximately 220 basis points of operating margin. Most of the commodity pressure was related to coffee, with dairy, cocoa, sugar and fuel accounting for the rest.

Our US business continued its strong momentum and contributed 69% of total net revenues in fiscal 2011. We saw benefits from a variety of initiatives including our loyalty program, innovative products such as our Starbucks Petites® platform and other new food and beverage options. We also continued to refine our store efficiency efforts, including the rollout of our new point-of-sale and inventory management systems in our company-operated stores. The combination of these efforts resulted in strong comparable store sales of 8%, which translated to an increase in sales leverage, which more than offset the effect of higher commodity costs.

Our international portfolio, which contributed 22% of total net revenues in fiscal 2011, continues to improve, with an operating margin of 13% for the year. We continue to leverage the valuable lessons learned from the turnaround of our US business, and continue to make progress on scaling the infrastructure of this segment. We are aggressively pursuing the profitable expansion opportunities that exist outside the US, including disciplined growth and scale in our more mature markets, and faster expansion in key emerging markets like China.

Our global consumer products group (“CPG”) represents another important profitable growth opportunity for us. During the second quarter, we successfully transitioned our packaged coffee and tea businesses to an in-house direct model, away from the previous distribution arrangement. This model now gives us total control over the sell-in and distribution to retailers of these products. We also aggressively pursued the opportunities beyond our more

 

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traditional store experience to offer consumers new coffee and other products in multiple forms, across new categories, and through diverse channels, leveraging our strong brand and established retail store base. Examples include the ongoing global expansion of our successful Starbucks VIA® Ready Brew product and Starbucks- and Tazo-branded K-Cup® portion packs which were added to the lineup at the start of fiscal 2012. CPG contributed 7% of total net revenues in fiscal 2011.

Looking toward the future, we recently announced a reorganization of our leadership structure that took effect at the beginning of fiscal 2012. The new structure will enable us to accelerate our global, multi-brand, multi-channel strategy, and to leverage the talent, experience and expertise resident in our senior leadership team. In this new structure, one president will oversee all operations within each of three distinct regions with responsibility for the performance of company-operated stores, as well as for working with licensed and joint-venture business partners in each market within their respective region. The region president will also be responsible for working with Starbucks Global Consumer Products and Foodservice teams to further develop those businesses and execute against our growth plan within the region. The three new regions will be 1) Americas, inclusive of the US, Canada, and Latin America, 2) China and Asia Pacific, and 3) Europe, Middle East, and Africa, collectively referred to as the EMEA region.

Fiscal 2012 — The View Ahead

For fiscal year 2012, we expect moderate revenue growth driven by mid single-digit increased comparable store sales, new store openings and strong growth in the CPG business. Licensed stores will comprise between one-half and two-thirds of new store openings in the Americas, EMEA and China and Asia Pacific regions.

We expect modest consolidated operating margin and EPS improvement compared to fiscal 2011, given our current revenue expectations, along with ongoing spend related to our expanding CPG in-house direct distribution model and higher commodity costs.

We expect increased capital expenditures in fiscal 2012 compared to fiscal 2011, reflecting additional investments in store renovations and in manufacturing capacity.

Operating Segment Overview

Through the end of fiscal 2011, Starbucks had three reportable operating segments: US, International, and CPG. Our Seattle’s Best Coffee operating segment is reported in “Other,” along with our Digital Ventures business and unallocated corporate expenses that pertain to corporate administrative functions that support our operating segments but are not specifically attributable to or managed by any segment and are not included in the reported financial results of the operating segments.

The US and International segments both include company-operated stores and licensed retail stores. Licensed stores generally have a higher operating margin than company-operated stores. Under the licensed model, Starbucks receives a reduced share of the total store revenues, but this is more than offset by the reduction in its share of costs as these are primarily borne by the licensee. The International segment has a higher relative share of licensed stores versus company-operated stores compared to the US segment; however, the US segment has been operating significantly longer than the International segment and has developed deeper awareness of, and attachment to, the Starbucks brand and stores among its customer base. As a result, the more mature US segment has significantly more stores, and higher total revenues than the International segment. Average sales per store are also higher in the US due to various factors including length of time in market and local income levels. Further, certain market costs, particularly occupancy costs, are lower in the US segment compared to the average for the International segment, which comprise a more diverse group of operations. As a result of the relative strength of the brand in the US segment, the number of stores, the higher unit volumes, and the lower market costs, the US segment, despite its higher relative percentage of company-operated stores, has a higher operating margin than the less-developed International segment.

Starbucks International store base continues to expand and we continue to focus on achieving sustainable growth from established international markets while at the same time investing in emerging markets, such as China. Newer

 

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international markets require a more extensive support organization, relative to the current levels of revenue and operating income.

The CPG and Seattle’s Best Coffee segments include packaged coffee and tea and other branded products operations worldwide, as well as the US foodservice business. In prior years through the first several months of fiscal 2011, we sold a selection of Starbucks and Seattle’s Best Coffee branded packaged coffees and Tazo® teas in grocery and warehouse club stores throughout the US and to grocery stores in Canada, the UK and other European countries through a distribution arrangement with Kraft Foods Global, Inc. Kraft managed the distribution, marketing, advertising and promotion of these products as a part of that arrangement. Beginning in the second quarter of fiscal 2011, we successfully transitioned these businesses including the marketing, advertising, and promotion of these products, from our previous distribution arrangement with Kraft and began selling these products directly to the grocery and warehouse club stores. Our CPG segment also includes ready-to-drink beverages, which are primarily manufactured and distributed through The North American Coffee Partnership, a joint venture with the Pepsi-Cola Company. The proportionate share of the results of the joint venture is included, on a net basis, in income from equity investees on the consolidated statements of earnings. The US foodservice business sells coffee and other related products to institutional foodservice companies with the majority of its sales through national broad-line distribution networks. The CPG segment reflects relatively lower revenues, a modest cost structure, and a resulting higher operating margin, compared to the other two reporting segments, which consist primarily of retail stores.

Acquisitions

See Note 17 to the consolidated financial statements in this 10-K.

RESULTS OF OPERATIONS — FISCAL 2011 COMPARED TO FISCAL 2010

Consolidated results of operations (in millions):

Revenues

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     %
Change
    Oct 2,
2011
    Oct 3,
2010
 
            
                         % of Total Net  
           Revenues  

Net revenues:

            

Company-operated stores

   $ 9,632.4       $ 8,963.5         7.5     82.3     83.7

Licensed stores

     1,007.5         875.2         15.1     8.6     8.2

CPG, foodservice and other

     1,060.5         868.7         22.1     9.1     8.1
  

 

 

    

 

 

      

 

 

   

 

 

 

Total net revenues

   $ 11,700.4       $ 10,707.4         9.3     100.0     100.0

Consolidated net revenues were $11.7 billion for fiscal 2011, an increase of 9%, or $993 million over fiscal 2010. The increase was primarily due to an increase in company-operated retail revenues driven by an 8% increase in global comparable stores sales (contributing approximately $672 million). The increase in comparable store sales was due to a 6% increase in number of transactions (contributing approximately $499 million) and a 2% increase in average value per transaction (contributing approximately $173 million). Also contributing to the increase in total net revenues was favorable foreign currency translation (approximately $126 million) resulting from a weakening of the US dollar relative to foreign currencies and an increase in licensed stores revenues (approximately $106 million). This increase was partially offset by the impact of the extra week in fiscal 2010 (approximately $207 million).

 

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Table of Contents

Operating Expenses

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     Oct  2,
2011
    Oct  3,
2010
 
          
                   % of Total Net  
         Revenues  

Cost of sales including occupancy costs

   $ 4,949.3       $ 4,458.6         42.3     41.6

Store operating expenses

     3,665.1         3,551.4         31.3     33.2

Other operating expenses

     402.0         293.2         3.4     2.7

Depreciation and amortization expenses

     523.3         510.4         4.5     4.8

General and administrative expenses

     636.1         569.5         5.4     5.3

Restructuring charges

     0.0         53.0         0.0     0.5
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     10,175.8         9,436.1         87.0     88.1

Gain on sale of properties

     30.2         0.0         0.3     0.0

Income from equity investees

     173.7         148.1         1.5     1.4
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 1,728.5       $ 1,419.4         14.8     13.3

Supplemental ratios as a % of related revenues:

          

Store operating expenses

           38.0     39.6

Cost of sales including occupancy costs as a percentage of total net revenues increased 70 basis points. The increase was primarily due to higher commodity costs (approximately 220 basis points), mainly driven by increased coffee costs. Partially offsetting this increase was lower occupancy costs as a percentage of total net revenues (approximately 70 basis points), driven by increased sales leverage.

Store operating expenses as a percentage of total net revenues decreased 190 basis points primarily due to increased sales leverage.

Other operating expenses as a percentage of total net revenues increased 70 basis points primarily due to higher expenses to support the direct distribution model for packaged coffee and tea (approximately 40 basis points) and the impairment of certain assets in our Seattle’s Best Coffee business associated with the Borders bankruptcy in April 2011 (approximately 20 basis points).

The above changes contributed to an overall increase in operating margin of 150 basis points for fiscal 2011. Considering the impact from all line items, the primary drivers for the increase in operating margin for fiscal 2011 were increased sales leverage (approximately 300 basis points), the absence of restructuring charges in the current year (approximately 50 basis points) and the gain on the sale of properties (approximately 30 basis points). These increases were partially offset by higher commodity costs (approximately 220 basis points).

 

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Table of Contents

Other Income and Expenses

 

Fiscal Year Ended

   Oct 2,
2011
    Oct 3,
2010
    Oct  2,
2011
    Oct  3,
2010
 
        
                 % of Total
Net Revenues
 

Operating income

   $ 1,728.5      $ 1,419.4        14.8     13.3

Interest income and other, net

     115.9        50.3        1.0     0.5

Interest expense

     (33.3     (32.7     (0.3 )%      (0.3 )% 
  

 

 

   

 

 

   

 

 

   

 

 

 

Earnings before income taxes

     1,811.1        1,437.0        15.5     13.4

Income taxes

     563.1        488.7        4.8     4.6
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings including noncontrolling interests

     1,248.0        948.3        10.7     8.9
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings (loss) attributable to noncontrolling interests

     2.3        2.7        0.0     0.0
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings attributable to Starbucks

   $ 1,245.7      $ 945.6        10.6     8.8
  

 

 

   

 

 

   

 

 

   

 

 

 

Effective tax rate including noncontrolling interests

         31.1     34.0

Net interest income and other increased $66 million over the prior year. The increase primarily resulted from the gain recorded in the fourth quarter of fiscal 2011 related to our acquisition of the remaining ownership interest in our joint venture operations in Switzerland and Austria (approximately $55 million).

Income taxes for the fiscal year ended 2011 resulted in an effective tax rate of 31.1% compared to 34.0% for fiscal 2010. The lower rate in fiscal 2011 was primarily due to a benefit from the Switzerland and Austria transaction and to an increase in income in foreign jurisdictions having lower tax rates. The effective tax rate for fiscal 2012 is expected to be approximately 33%.

Operating Segments

The following tables summarize our results of operations by segment for fiscal 2011 and 2010 (in millions).

United States

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     Oct 2,
2011
    Oct 3,
2010
 
          
                   As a % of US Total
Net Revenues
 

Total net revenues

   $ 8,038.0       $ 7,560.4         100.0     100.0

Cost of sales including occupancy costs

   $ 3,093.9       $ 2,906.1         38.5     38.4

Store operating expenses

     2,891.3         2,831.9         36.0     37.5

Other operating expenses

     62.7         55.6         0.8     0.7

Depreciation and amortization expenses

     343.8         350.7         4.3     4.6

General and administrative expenses

     83.7         97.8         1.0     1.3

Restructuring charges

     0.0         27.2         0.0     0.4
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     6,475.4         6,269.3         80.6     82.9
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 1,562.6       $ 1,291.1         19.4     17.1
  

 

 

    

 

 

    

 

 

   

 

 

 

Supplemental ratios as a % of related revenues:

          

Store operating expenses

           38.8     40.3

 

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Table of Contents

Revenues

Total US net revenues for fiscal 2011 increased 6%, or $478 million. The increase was primarily due to an 8% increase in comparable store sales (contributing approximately $576 million), comprised of a 6% increase in transactions (contributing approximately $420 million), and a 2% increase in average value per transaction (contributing approximately $156 million), partially offset by the absence of the extra week in the current year (approximately $143 million).

Operating Expenses

Cost of sales including occupancy costs as a percentage of total US net revenues increased by 10 basis points over the prior year. The increase was primarily due to higher commodity costs (approximately 160 basis points) driven by increased coffee costs, mostly offset by increased sales leverage (approximately 130 basis points).

Store operating expenses as a percentage of total US net revenues decreased 150 basis points primarily due to increased sales leverage.

The above changes contributed to an overall increase in operating margin of 230 basis points for fiscal 2011. Considering the impact from all line items, the primary drivers for the increase in operating margin were increased sales leverage (approximately 360 basis points) and the absence of restructuring charges in the current year (approximately 40 basis points). These increases were partially offset by higher commodity costs (approximately 160 basis points) driven by increased coffee costs.

International

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     Oct 2,
2011
    Oct 3,
2010
 
          
                   As a % of  
             International Total    
Net Revenues
 

Total net revenues

   $ 2,626.1       $ 2,288.8         100.0     100.0

Cost of sales including occupancy costs

   $ 1,259.8       $ 1,078.2         48.0     47.1

Store operating expenses

     773.8         719.5         29.5     31.4

Other operating expenses

     91.9         85.7         3.5     3.7

Depreciation and amortization expenses

     118.5         108.6         4.5     4.7

General and administrative expenses

     132.9         126.6         5.1     5.5

Restructuring charges

     0.0         25.8         0.0     1.1
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     2,376.9         2,144.4         90.5     93.7

Income from equity investees

     100.5         80.8         3.8     3.5
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 349.7       $ 225.2         13.3     9.8
  

 

 

    

 

 

    

 

 

   

 

 

 

Supplemental ratios as a % of related revenues:

          

Store operating expenses

           35.4     37.2

Revenues

Total International net revenues for fiscal 2011 increased 15%, or $337 million. The increases were primarily driven by foreign currency translation resulting from the weakening of the US dollar (approximately $126 million), primarily in relation to the Canadian dollar, comparable store sales of 5% (contributing approximately $96 million), and net new company-operated store openings (approximately $57 million). These increases were partially offset by the absence of the extra week in fiscal 2011 (approximately $45 million). The increase in comparable store sales was due to a 4% increase in transactions (contributing approximately $74 million), and a 1% increase in average value per transaction (contributing approximately $22 million).

 

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Operating Expenses

Cost of sales including occupancy costs as a percentage of total International net revenues increased by 90 basis points compared to the prior year. The increase was primarily due to higher commodity costs (approximately 100 basis points), driven primarily by increased coffee costs. Partially offsetting this increase were lower occupancy costs as a percentage of total net revenues (approximately 40 basis points), primarily due to increased sales leverage.

Store operating expenses as a percentage of total International net revenues decreased 190 basis points primarily due to increased sales leverage (approximately 240 basis points) and fewer impairment charges in the current year compared to fiscal 2010 (approximately 80 basis points). These decreases were partially offset by an increase in salaries and benefits expense to support new store openings (approximately 110 basis points).

The above changes contributed to an overall increase in operating margin of 350 basis points for fiscal 2011. Considering the impact from all line items, the primary drivers for the increase in operating margin for fiscal 2011 were increased sales leverage (approximately 330 basis points), the absence of restructuring charges in the current year (approximately 110 basis points), fewer impairment charges in the current year compared to fiscal 2010 (approximately 80 basis points), partially offset by increased salaries and benefits (approximately 110 basis points) and higher commodity costs (approximately 100 basis points).

Global Consumer Products Group

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     Oct 2,
2011
     Oct 3,
2010
 
                   As a % of CPG
Total Net Revenues
 

Total net revenues

   $ 860.5       $ 707.4         100.0      100.0

Cost of sales including occupancy costs

   $ 492.5       $ 384.9         57.2      54.4

Other operating expenses

     153.9         117.0         17.9      16.5

Depreciation and amortization expenses

     2.4         3.7         0.3      0.5

General and administrative expenses

     14.3         11.0         1.7      1.6
  

 

 

    

 

 

    

 

 

    

 

 

 

Total operating expenses

     663.1         516.6         77.1      73.0

Income from equity investees

     75.6         70.6         8.8      10.0
  

 

 

    

 

 

    

 

 

    

 

 

 

Operating income

   $ 273.0       $ 261.4         31.7      37.0
  

 

 

    

 

 

    

 

 

    

 

 

 

Revenues

Total CPG net revenues for fiscal 2011 increased 22%, or $153 million. The increase was primarily due to the benefit of recognizing full revenue from packaged coffee and tea sales under the direct distribution model for the majority of the year (approximately $70 million). On March 1, 2011, we successfully transitioned to a direct distribution model from our previous distribution arrangement with Kraft for the sale of packaged Starbucks® and Seattle’s Best Coffee® coffee products in grocery and warehouse club stores throughout the US, and to grocery stores in Canada, the UK and other European countries. We successfully transitioned the Tazo® tea business to a direct distribution model in January 2011. Also contributing to the increase were improved revenues from US foodservice (approximately $26 million) and the expanded distribution of Starbucks VIA® Ready Brew in fiscal 2011 (approximately $24 million), partially offset by the extra week in fiscal 2010 (approximately $16 million).

Operating Expenses

Operating margin decreased 530 basis points over the prior year primarily due to increased commodity costs (approximately 830 basis points), driven by higher coffee costs. Partially offsetting the increase in commodity costs were the benefit of price increases (approximately 200 basis points) and lower marketing expenses for Starbucks VIA® Ready Brew in the current year (approximately 120 basis points).

 

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Other

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     %
Change
 

Total net revenues

   $ 175.8       $ 150.8         16.6

Cost of sales

   $ 103.1       $ 89.4         15.3

Other operating expenses

     93.5         34.9         167.9

Depreciation and amortization expenses

     58.6         47.4         23.6

General and administrative expenses

     405.2         334.1         21.3
  

 

 

    

 

 

    

Total operating expenses

     660.4         505.8         30.6

Gain on sale of properties

     30.2         0.0         nm   

Loss from equity investee

     (2.4      (3.3      (27.3 )% 
  

 

 

    

 

 

    

Operating loss

   $ (456.8    $ (358.3      27.5
  

 

 

    

 

 

    

Other is comprised of the Seattle’s Best Coffee operating segment, the Digital Ventures business, and expenses pertaining to corporate administrative functions that support our operating segments but are not specifically attributable to or managed by any segment and are not included in the reported financial results of the operating segments.

Substantially all net revenues in Other are generated from the Seattle’s Best Coffee operating segment. The increase in revenues for Seattle’s Best Coffee was primarily due to the recognition of a full year of sales to national accounts added in the latter part of fiscal 2010 as well as new accounts added during fiscal 2011(approximately $20 million). This was partially offset by the impact of the closure of the Seattle’s Best Coffee locations in Borders Bookstores.

Total operating expenses in fiscal 2011 increased 31%, or $155 million. This increase is the result of an increase of $71 million in general and administrative expenses due to higher corporate expenses to support growth initiatives and higher donations to the Starbucks Foundation. Also contributing was an increase of $59 million in other operating expenses primarily due to the impairment of certain assets in our Seattle’s Best Coffee business associated with the Borders bankruptcy in April 2011 and an increase in marketing expenses. This increase in operating expenses was partially offset by a gain on the sale of corporate real estate in fiscal 2011 (approximately $30 million).

RESULTS OF OPERATIONS — FISCAL 2010 COMPARED TO FISCAL 2009

Consolidated results of operations (in millions):

 

Fiscal Year Ended

   Oct 3,
2010
     Sep 27,
2009
     %
Change
    Oct 3,
2010
    Sep 27,
2009
 
                         % of Total Net
Revenues
 

Net revenues:

            

Company-operated stores

   $ 8,963.5       $ 8,180.1         9.6     83.7     83.7

Licensed stores

     875.2         795.0         10.1     8.2     8.1

CPG, foodservice and other

     868.7         799.5         8.7     8.1     8.2
  

 

 

    

 

 

      

 

 

   

 

 

 

Total net revenues

   $ 10,707.4       $ 9,774.6         9.5     100.0     100.0

Consolidated net revenues were $10.7 billion for fiscal 2010, an increase of 9.5% over fiscal 2009. The increase was primarily due to an increase in company-operated retail revenues driven by a 7% increase in global comparable stores sales (contributing approximately $551 million). The increase in comparable store sales was due to a 4% increase in number of transactions (contributing approximately $298 million) and a 3% increase in average value per transaction (contributing approximately $253 million). Also contributing to the increase in revenues was the extra week in fiscal 2010 (approximately $207 million), foreign currency translation resulting from the weakening of the US dollar primarily in relation to the Canadian dollar (approximately $101 million), and the effect of consolidating our previous joint venture in France (approximately $87 million). This increase was partially offset by a net decrease of 72 company-operated stores from fiscal 2009 (approximately $119 million).

 

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Fiscal Year Ended

   Oct 3,
2010
     Sep 27,
2009
     Oct 3,
2010
    Sep 27,
2009
 
                   % of Total Net
Revenues
 

Cost of sales including occupancy costs

   $ 4,458.6       $ 4,324.9         41.6     44.2

Store operating expenses

     3,551.4         3,425.1         33.2     35.0

Other operating expenses

     293.2         264.4         2.7     2.7

Depreciation and amortization expenses

     510.4         534.7         4.8     5.5

General and administrative expenses

     569.5         453.0         5.3     4.6

Restructuring charges

     53.0         332.4         0.5     3.4
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     9,436.1         9,334.5         88.1     95.5

Income from equity investees

     148.1         121.9         1.4     1.2
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 1,419.4       $ 562.0         13.3     5.7

Supplemental ratios as a % of related revenues:

          

Store operating expenses

           39.6     41.9

Cost of sales including occupancy costs as a percentage of total revenues decreased 260 basis points. The decrease was primarily driven by supply chain efficiencies which contributed to lower food costs (approximately 70 basis points) and lower beverage and paper packaging product costs (approximately 50 basis points). Also contributing to the decrease were lower occupancy costs as a percentage of total net revenues (approximately 80 basis points) primarily due to sales leverage.

Store operating expenses as a percentage of company-operated retail revenues decreased 230 basis points primarily due to increased sales leverage from increased revenues.

Restructuring charges include lease exit and related costs associated with the actions to rationalize our global store portfolio and reduce the global cost structure in fiscal 2009 and 2008. The restructuring charges incurred in fiscal 2010 reflect charges incurred on the previously announced store closures. With the previously-announced store closures essentially complete, we do not expect to report any further restructuring costs related to these activities.

Partially offsetting these favorable fluctuations were increased advertising costs included primarily in other operating expenses and higher performance based compensation expenses, which drove the 70 basis point increase in general and administrative expenses as a percentage of revenues.

 

Fiscal Year Ended

   Oct 3,
2010
    Sep  27,
2009
    Oct  3,
2010
    Sep  27,
2009
 
        
                 % of Total Net  
       Revenues  

Operating income

   $ 1,419.4      $ 562.0        13.3     5.7

Interest income and other, net

     50.3        37.0        0.5     0.4

Interest expense

     (32.7     (39.1     (0.3 )%      (0.4 )% 
  

 

 

   

 

 

   

 

 

   

 

 

 

Earnings before income taxes

     1,437.0        559.9        13.4     5.7

Income taxes

     488.7        168.4        4.6     1.7
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings including noncontrolling interests

     948.3        391.5        8.9     4.0

Net earnings (loss) attributable to noncontrolling interests

     2.7        0.7        0.0     0.0
  

 

 

   

 

 

   

 

 

   

 

 

 

Net earnings attributable to Starbucks

   $ 945.6      $ 390.8        8.8     4.0
  

 

 

   

 

 

   

 

 

   

 

 

 

Effective tax rate including noncontrolling interests

         34.0     30.1

Net interest income and other increased $13 million over the prior period. The increase was driven by the impact of an accounting gain recorded in the first quarter of fiscal 2010 related to our acquisition of a controlling interest in our previous joint venture operations in France. In accordance with accounting principles generally accepted in the United States of America (“GAAP”), the carrying value of the previously held joint venture interest was adjusted to

 

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fair value upon the acquisition of the controlling interest. Also contributing to the increase were favorable fluctuations in unrealized holding gains on our trading securities portfolio of approximately $10 million. This favorability was partially offset by unfavorable foreign currency fluctuations (approximately $11 million), which related primarily to the revaluation of certain trade payables and receivables.

Income taxes for the fiscal year ended 2010 resulted in an effective tax rate of 34.0% compared to 30.1% for fiscal 2009. The lower rate in fiscal 2009 was primarily due to the benefits recognized for retroactive tax credits and an audit settlement.

United States

 

Fiscal Year Ended

   Oct 3,
2010
     Sep  27,
2009
     Oct 3,
2010
    Sep  27,
2009
 
          
                   As a % of US Total  
         Net Revenues  

Total net revenues

   $ 7,560.4       $ 7,061.7         100.0     100.0

Cost of sales including occupancy costs

   $ 2,906.1       $ 2,941.4         38.4     41.7

Store operating expenses

     2,831.9         2,815.1         37.5     39.9

Other operating expenses

     55.6         66.6         0.7     0.9

Depreciation and amortization expenses

     350.7         377.9         4.6     5.4

General and administrative expenses

     97.8         84.8         1.3     1.2

Restructuring charges

     27.2         246.3         0.4     3.5
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     6,269.3         6,532.1         82.9     92.5

Income from equity investees

     0.0         0.5         0.0     0.0
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 1,291.1       $ 530.1         17.1     7.5
  

 

 

    

 

 

    

 

 

   

 

 

 

Supplemental ratios as a % of related revenues:

          

Store operating expenses

           40.3     42.8

US net revenues increased primarily due to an increase in company-operated retail revenues of 7%. This increase is primarily due to a 7% increase in comparable store sales (contributing approximately $452 million), comprised of a 3% increase in transactions (contributing approximately $222 million), and a 4% increase in average value per transaction (contributing approximately $230 million). Also contributing to the increase in total net revenues was the extra week in fiscal 2010 (approximately $143 million), partially offset by a net decrease of 57 company-operated stores from fiscal 2009 (approximately $125 million).

Cost of sales including occupancy costs as a percentage of total revenues decreased by 330 basis points over the prior year. The decrease was primarily driven by supply chain efficiencies which contributed to lower food costs (approximately 90 basis points) and lower beverage and paper packaging product costs (approximately 60 basis points). Also contributing to the decrease were lower occupancy costs as a percentage of total net revenues (approximately 100 basis points) primarily due to sales leverage.

Store operating expenses as a percent of related retail revenues decreased 250 basis points primarily due to increased sales leverage.

Restructuring charges include lease exit and related costs associated with the actions to rationalize our global store portfolio. Restructuring charges in fiscal 2010 decreased $219 million from 2009 due to the completion of our restructuring efforts in the US during fiscal 2010.

 

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International

 

Fiscal Year Ended

   Oct 3,
2010
     Sep  27,
2009
     Oct 3,
2010
    Sep  27,
2009
 
          
                   As a % of  
         International Total
Net Revenues
 

Total net revenues

   $ 2,288.8       $ 1,914.3         100.0     100.0

Cost of sales including occupancy costs

   $ 1,078.2       $ 961.3         47.1     50.2

Store operating expenses

     719.5         610.0         31.4     31.9

Other operating expenses

     85.7         71.2         3.7     3.7

Depreciation and amortization expenses

     108.6         102.2         4.7     5.3

General and administrative expenses

     126.6         105.0         5.5     5.5

Restructuring charges

     25.8         27.0         1.1     1.4
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     2,144.4         1,876.7         93.7     98.0

Income from equity investees

     80.8         53.6         3.5     2.8
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 225.2       $ 91.2         9.8     4.8
  

 

 

    

 

 

    

 

 

   

 

 

 

Supplemental ratios as a % of related revenues:

          

Store operating expenses

           37.2     37.9

International net revenues increased due to foreign currency translation resulting from the weakening of the US dollar primarily in relation to the Canadian dollar (approximately $101 million), comparable store sales of 6% (contributing approximately $99 million), the effect of consolidating our previous joint venture in France (approximately $87 million), and the extra week in fiscal 2010 (approximately $45 million). The increase in comparable store sales was due to a 5% increase in transactions (contributing approximately $78 million), and a 1% increase in average value per transaction (contributing approximately $21 million).

Cost of sales including occupancy costs as a percentage of total revenues decreased by 310 basis points compared to the prior year. The decrease was primarily driven by lower costs for food and beverage components resulting from supply chain efficiencies (approximately 120 basis points). Also contributing to the decrease were lower occupancy costs as a percentage of total net revenues (approximately 120 basis points) primarily due to sales leverage.

Store operating expenses as a percent of related retail revenues decreased 70 basis points primarily due to reduced impairments in fiscal 2010 compared to fiscal 2009.

Restructuring charges include lease exit and related costs associated with the actions to rationalize our global store portfolio. Restructuring charges in fiscal 2010 decreased slightly from 2009 due to the completion of our restructuring efforts internationally by the end of fiscal 2010.

 

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Table of Contents

Global Consumer Products Group

 

Fiscal Year Ended

   Oct 3,
2010
     Sep  27,
2009
     Oct 3,
2010
    Sep  27,
2009
 
          
                   As a % of CPG  
              Total Net Revenues      

Total net revenues

   $ 707.4       $ 674.4         100.0     100.0

Cost of sales including occupancy costs

   $ 384.9       $ 350.5         54.4     52.0

Other operating expenses

     117.0         95.3         16.5     14.1

Depreciation and amortization expenses

     3.7         4.8         0.5     0.7

General and administrative expenses

     11.0         8.8         1.6     1.3

Restructuring charges

     0.0         1.0         0.0     0.1
  

 

 

    

 

 

    

 

 

   

 

 

 

Total operating expenses

     516.6         460.4         73.0     68.3

Income from equity investees

     70.6         67.8         10.0     10.1
  

 

 

    

 

 

    

 

 

   

 

 

 

Operating income

   $ 261.4       $ 281.8         37.0     41.8
  

 

 

    

 

 

    

 

 

   

 

 

 

CPG net revenues increased primarily due to the launch of Starbucks VIA® Ready Brew (approximately $22 million) and the extra week in fiscal 2010 (approximately $16 million).

Operating margin decreased 480 basis points over the prior year due primarily to increased Starbucks VIA® Ready Brew launch expenses.

Other

 

Fiscal Year Ended

   Oct 3,
2010
    Sep  27,
2009
    %
Change
 
      

Total net revenues

   $ 150.8      $ 124.2        21.4

Cost of sales

   $ 89.4      $ 71.7        24.7

Other operating expenses

     34.9        31.3        11.5

Depreciation and amortization expenses

     47.4        49.8        (4.8 )% 

General and administrative expenses

     334.1        254.4        31.3

Restructuring charges

     0.0        58.1        (100.0 )% 
  

 

 

   

 

 

   

Total operating expenses

     505.8        465.3        8.7

Loss from equity investee

     (3.3     0.0        nm   
  

 

 

   

 

 

   

Operating loss

   $ (358.3   $ (341.1     5.0
  

 

 

   

 

 

   

Substantially all of net revenues in Other are generated from the Seattle’s Best Coffee operating segment. The increase in revenues for Seattle’s Best Coffee was primarily due to sales to new national accounts (contributing approximately $13 million).

Operating expenses included in Other relate to Seattle’s Best Coffee and Digital Ventures as well as expenses pertaining to corporate administrative functions that support our operating segments but are not specifically attributable to or managed by any segment and are not included in the reported financial results of the operating segments. Total operating expenses increased $40.5 million primarily as a result of increased general and administrative expenses ($80 million) primarily due to higher performance-based compensation in 2010. This increase was partially offset by a decrease of $58 million in restructuring charges due to the completion of our restructuring activities within the non-store support organization.

 

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SUMMARIZED QUARTERLY FINANCIAL INFORMATION (unaudited; in millions, except EPS)

 

     First      Second      Third      Fourth      Total  

2011:

              

Net revenues

   $ 2,950.8       $ 2,785.7       $ 2,932.2       $ 3,031.9       $ 11,700.4   

Operating income

     501.9         376.1         402.2         448.3         1,728.5   

Net earnings attributable to Starbucks

     346.6         261.6         279.1         358.5         1,245.7   

EPS — diluted

   $ 0.45       $ 0.34       $ 0.36       $ 0.47       $ 1.62   

2010:

              

Net revenues

   $ 2,722.7       $ 2,534.7       $ 2,612.0       $ 2,838.0       $ 10,707.4   

Operating income(1)

     352.6         339.8         327.7         399.3         1,419.4   

Net earnings attributable to Starbucks(1)

     241.5         217.3         207.9         278.9         945.6   

EPS — diluted

   $ 0.32       $ 0.28       $ 0.27       $ 0.37       $ 1.24   

 

 

(1) 

Includes pretax restructuring charges of $18.3 million, $7.9 million, $20.4 million and $6.4 million for the first, second, third and fourth fiscal quarters respectively.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

Investment Overview

Starbucks cash and short-term investments were $2.1 billion and $1.4 billion and as of October 2, 2011 and October 3, 2010, respectively. As of October 2, 2011, approximately $367.5 million of cash was held in foreign subsidiaries. Of our cash held in foreign subsidiaries, $69.5 million is denominated in the US dollar. We actively manage our cash and short-term investments in order to internally fund operating needs domestically and internationally, make scheduled interest and principal payments on our borrowings, and return cash to shareholders through common stock cash dividend payments and share repurchases. Our short-term investments consisted predominantly of US Treasury securities, commercial paper, corporate bonds, and US Agency securities. Also included in our short-term investment portfolio are certificates of deposit placed through an account registry service (“CDARS”), with maturities ranging from 91 days to one year, which we began investing into during the fourth quarter of fiscal year 2011. The principal amounts of the individual certificates of deposit do not exceed the Federal Deposit Insurance Corporation limits.

Our portfolio of long-term available for sale securities consists predominantly of high investment-grade corporate bonds, diversified among industries and individual issuers, as well as certificates of deposits placed through CDARS with maturities greater than 1 year. We also have investments in auction rate securities (“ARS”), all of which are classified as long-term. ARS totaling $28 million and $41 million were outstanding as of October 2, 2011 and October 3, 2010, respectively. The reduction in ARS was due to $16 million in redemptions during the fiscal year, with all redemptions done at par. While the ongoing auction failures will limit the liquidity of these ARS investments for some period of time, we do not believe this will materially impact our ability to fund our working capital needs, capital expenditures, shareholder dividends or other business requirements.

Borrowing capacity

Starbucks previous $1 billion unsecured credit facility (the “2005 credit facility”) was available through November of 2010, when we replaced the 2005 credit facility with a new $500 million unsecured credit facility (the “2010 credit facility”) with various banks, of which $100 million may be used for issuances of letters of credit.

The 2010 credit facility is available for working capital, capital expenditures and other corporate purposes, including acquisitions and share repurchases and is currently set to mature in November 2014. Starbucks has the option, subject to negotiation and agreement with the related banks, to increase the maximum commitment amount by an additional $500 million. The interest rate for any borrowings under the credit facility, based on Starbucks current ratings and fixed charge coverage ratio, is 1.075% over LIBOR. The specific spread over LIBOR will depend upon

 

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our long-term credit ratings assigned by Moody’s and Standard & Poor’s rating agencies and our fixed charge coverage ratio. As with the 2005 credit facility, the 2010 credit facility contains provisions requiring us to maintain compliance with certain covenants, including a minimum fixed charge coverage ratio, which measures our ability to cover financing expenses. As of October 2, 2011 and October 3, 2010, we were in compliance with each of these covenants.

Under Starbucks commercial paper program we may issue unsecured commercial paper notes, up to a maximum aggregate amount outstanding at any time of $500 million, with individual maturities that may vary, but not exceed 397 days from the date of issue. The program is backstopped by the 2010 credit facility, and the combined borrowing limit is $500 million for the commercial paper program and the credit facility. Starbucks may issue commercial paper from time to time, and the proceeds of the commercial paper financing will be used for working capital needs, capital expenditures and other corporate purposes, including acquisitions and share repurchases. The 2005 credit facility was also paired with a commercial paper program whereby we could issue unsecured commercial paper notes, up to a maximum amount outstanding at any time of $1 billion. The commercial paper program was secured by the 2005 credit facility, and the combined borrowing limit was $1 billion for the commercial paper program and the credit facility. During fiscal 2011 and fiscal 2010, there were no borrowings under the credit facilities or commercial paper programs. As of October 2, 2011 and October 3, 2010, a total of $17 million and $15 million in letters of credit were outstanding under the respective revolving credit facility.

The $550 million of 10-year 6.25% Senior Notes also require us to maintain compliance with certain covenants, including limits on future liens and sale and leaseback transactions on certain material properties. As of October 2, 2011 and October 3, 2010, we were in compliance with each of these covenants.

Use of Cash

We expect to use our cash and short-term investments, including any potential future borrowings under the credit facility and commercial paper program, to invest in our core businesses, including new product innovations and related marketing support, as well as other new business opportunities related to our core businesses. We believe that future cash flows generated from operations and existing cash and short-term investments both domestically and internationally will be sufficient to finance capital requirements for our core businesses in those respective markets as well as shareholder distributions for the foreseeable future. However, in the event that we need to repatriate all or a portion of our international cash to the US we would be subject to additional US income taxes.

We may use our available cash resources to make proportionate capital contributions to our equity method and cost method investees. We may also seek strategic acquisitions to leverage existing capabilities and further build our business in support of our growth agenda. Acquisitions may include increasing our ownership interests in our equity method and cost method investees. Any decisions to increase such ownership interests will be driven by valuation and fit with our ownership strategy. Significant new joint ventures, acquisitions and/or other new business opportunities may require additional outside funding.

Other than normal operating expenses, cash requirements for fiscal 2012 are expected to consist primarily of capital expenditures for remodeling and refurbishment of, and equipment upgrades for, existing company-operated stores; systems and technology investments in the stores and in the support infrastructure; new company-operated stores; and additional investments in manufacturing capacity. Total capital expenditures for fiscal 2012 are expected to be in the range of approximately $800 million to $900 million.

During the second quarter of fiscal 2010, we declared our first ever cash dividend to shareholders of $0.10 per share. During the third quarter of fiscal 2010 and each subsequent quarter through the third quarter of fiscal 2011, we declared and paid a cash dividend to shareholders of $0.13 per share totaling $390 million and $171 million paid in fiscal 2011 and 2010, respectively. In the fourth quarter, we declared a cash dividend of $0.17 per share to be paid on December 2, 2011 with an expected payout of $127 million.

During fiscal years 2011 and 2010, we repurchased 16 million and 11 million shares of common stock ($556 million and $286 million, respectively) under share repurchase authorizations. The number of remaining shares authorized for repurchase at October 2, 2011 totaled 24 million.

 

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Cash Flows

Cash provided by operating activities was $1.6 billion for fiscal year 2011, compared to $1.7 billion for fiscal year 2010. The slight decrease was primarily attributable to an increase in inventories, resulting in part from higher coffee prices, partially offset by higher net earnings for the period and an increase in payables, primarily related to green coffee purchases.

Cash used by investing activities for fiscal year 2011 totaled $1.0 billion, compared to $790 million for fiscal year 2010. The increase was primarily due to increased purchases of available-for-sale securities and increased capital expenditures for remodeling and renovating existing company-operated stores, opening new retail stores and investments in information technology systems. The increase was partially offset by increased maturities and calls of available-for-sale securities and cash proceeds from the sale of corporate real estate during the year.

Cash used by financing activities for fiscal year 2011 totaled $608 million, compared to $346 million for fiscal year 2010. The increase was primarily due to an increase in cash returned to shareholders through dividend payments and common share repurchases in fiscal 2011. The increase was partially offset by increased proceeds from the exercise of stock options and the related excess tax benefits, resulting from more stock option exercises during the period.

The following table summarizes our contractual obligations and borrowings as of October 2, 2011, and the timing and effect that such commitments are expected to have on our liquidity and capital requirements in future periods (in millions):

 

     Payments Due by Period  
            Less than 1      1 - 3      3 - 5      More than  

Contractual Obligations(1)

   Total      Year      Years      Years      5 Years  

Operating lease obligations(2)

   $ 4,057.9       $ 751.2       $ 1,330.6       $ 988.1       $ 988.0   

Purchase obligations(3)

     1,099.5         1,018.9         74.6         6.0         0.0   

Debt obligations(4)

     756.3         34.4         68.8         68.8         584.3   

Other obligations(5)

     125.1         22.3         19.7         11.4         71.7   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total

   $ 6,038.8       $ 1,826.8       $ 1,493.7       $ 1,074.3       $ 1,644.0   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

 

 

(1) 

Income tax liabilities for uncertain tax positions were excluded as we are not able to make a reasonably reliable estimate of the amount and period of related future payments. As of October 2, 2011, we had $52.9 million of gross unrecognized tax benefits for uncertain tax positions.

 

(2) 

Amounts include the direct lease obligations, excluding any taxes, insurance and other related expenses.

 

(3) 

Purchase obligations include agreements to purchase goods or services that are enforceable and legally binding on Starbucks and that specify all significant terms. Green coffee purchase commitments comprise 94% of total purchase obligations.

 

(4) 

Debt amounts include principal maturities and scheduled interest payments on our long-term debt.

 

(5) 

Other obligations include other long-term liabilities primarily consisting of asset retirement obligations, capital lease obligations and hedging instruments.

Starbucks currently expects to fund these commitments with operating cash flows generated in the normal course of business.

Off-Balance Sheet Arrangement

Off-balance sheet arrangements relate to certain guarantees and are detailed in Note 15 to the consolidated financial statements in this 10-K.

 

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COMMODITY PRICES, AVAILABILITY AND GENERAL RISK CONDITIONS

Commodity price risk represents Starbucks primary market risk, generated by our purchases of green coffee and dairy products, among other things. We purchase, roast and sell high-quality whole bean arabica coffee and related products and risk arises from the price volatility of green coffee. In addition to coffee, we also purchase significant amounts of dairy products to support the needs of our company-operated stores. The price and availability of these commodities directly impacts our results of operations and can be expected to impact our future results of operations. For additional details see Product Supply in Item 1, as well as Risk Factors in Item 1A of this 10-K.

FINANCIAL RISK MANAGEMENT

Market risk is defined as the risk of losses due to changes in commodity prices, foreign currency exchange rates, equity security prices, and interest rates. We manage our exposure to various market-based risks according to an umbrella risk management policy. Under this policy, market-based risks are quantified and evaluated for potential mitigation strategies, such as entering into hedging transactions. The umbrella risk management policy governs the hedging instruments the business may use and limits the risk to net earnings. We also monitor and limit the amount of associated counterparty credit risk. Additionally, this policy restricts, among other things, the amount of market-based risk we will tolerate before implementing approved hedging strategies and prohibits speculative trading activity. In general, hedging instruments do not have maturities in excess of five years.

The sensitivity analyses disclosed below provide only a limited, point-in-time view of the market risk of the financial instruments discussed. The actual impact of the respective underlying rates and price changes on the financial instruments may differ significantly from those shown in the sensitivity analyses.

Commodity Price Risk

We purchase commodity inputs, including coffee, dairy products and diesel that are used in our operations and are subject to price fluctuations that impact our financial results. In addition to fixed-price and price-to-be-fixed contracts for coffee purchases, we have entered into commodity hedges to manage commodity price risk using financial derivative instruments. We performed a sensitivity analysis based on a 10% change in the underlying commodity prices of our commodity hedges, as of October 2, 2011, and determined that such a change would not have a significant impact on the fair value of these instruments.

Foreign Currency Exchange Risk

The majority of our revenue, expense and capital purchasing activities are transacted in US dollars. However, because a portion of our operations consists of activities outside of the US, we have transactions in other currencies, primarily the Canadian dollar, British pound, euro, and Japanese yen. As a result, we may engage in transactions involving various derivative instruments to hedge revenues, inventory purchases, assets, and liabilities denominated in foreign currencies.

As of October 2, 2011, we had forward foreign exchange contracts that hedge portions of anticipated international revenue streams and inventory purchases. In addition, we had forward foreign exchange contracts that qualify as accounting hedges of our net investment in Starbucks Japan to minimize foreign currency exposure.

Starbucks also had forward foreign exchange contracts that are not designated as hedging instruments for accounting purposes (free standing derivatives), but which largely offset the financial impact of translating certain foreign currency denominated payables and receivables. Increases or decreases in the fair value of these derivatives are generally offset by corresponding decreases or increases in the US dollar value of our foreign currency denominated payables and receivables (i.e. “hedged items”) that would occur within the period.

 

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The following table summarizes the potential impact as of October 2, 2011 to Starbucks future net earnings and other comprehensive income (“OCI”) from changes in the fair value of these derivative financial instruments due in turn to a change in the value of the US dollar as compared to the level of foreign exchange rates. The information provided below relates only to the hedging instruments and does not represent the corresponding changes in the underlying hedged items (in millions):

 

     Increase/(Decrease) to Net Earnings     Increase/(Decrease) to OCI  
     10% Increase  in
Underlying Rate
     10% Decrease  in
Underlying Rate
    10% Increase  in
Underlying Rate
     10% Decrease  in
Underlying Rate
 
            

Foreign currency hedges

   $ 35       $ (35   $ 15       $ (15
  

 

 

    

 

 

   

 

 

    

 

 

 

Equity Security Price Risk

We have minimal exposure to price fluctuations on equity mutual funds and equity exchange-traded funds within our trading portfolio. The trading securities approximate a portion of our liability under the Management Deferred Compensation Plan (“MDCP”). A corresponding liability is included in accrued compensation and related costs on the consolidated balance sheets. These investments are recorded at fair value with unrealized gains and losses recognized in net interest income and other in the consolidated statements of earnings. The offsetting changes in the MDCP liability are recorded in general and administrative expenses. We performed a sensitivity analysis based on a 10% change in the underlying equity prices of our investments as of October 2, 2011 and determined that such a change would not have a significant impact on the fair value of these instruments.

Interest Rate Risk

We utilize short-term and long-term financing and may use interest rate hedges to manage the effect of interest rate changes on our existing debt as well as the anticipated issuance of new debt. As of October 2, 2011 and October 3, 2010, we did not have any interest rate hedge agreements outstanding.

The following table summarizes the impact of a change in interest rates as of October 2, 2011 on the fair value of Starbucks debt (in millions):

 

            Change in Fair Value  
     Fair Value      100 Basis Point Increase in
Underlying Rate
    100 Basis Point Decrease in
Underlying Rate
 
         

Debt

   $ 648       $ (33   $ 33   
  

 

 

    

 

 

   

 

 

 

Our available-for-sale securities comprise a diversified portfolio consisting mainly of fixed income instruments. The primary objectives of these investments are to preserve capital and liquidity. Available-for-sale securities are recorded on the consolidated balance sheets at fair value with unrealized gains and losses reported as a component of accumulated other comprehensive income. We do not hedge the interest rate exposure on our available-for-sale securities. We performed a sensitivity analysis based on a 100 basis point change in the underlying interest rate of our available-for-sale securities as of October 2, 2011, and determined that such a change would not have a significant impact on the fair value of these instruments.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

Critical accounting policies are those that management believes are both most important to the portrayal of our financial condition and results and require the most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Judgments and uncertainties affecting the application of those policies may result in materially different amounts being reported under different conditions or using different assumptions.

 

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We consider financial reporting and disclosure practices and accounting policies quarterly to ensure that they provide accurate and transparent information relative to the current economic and business environment. We believe that of our significant accounting policies, the following policies involve a higher degree of judgment and/or complexity:

Asset Impairment

When facts and circumstances indicate that the carrying values of long-lived assets may not be recoverable, we evaluate long-lived assets for impairment. We first compare the carrying value of the asset to the asset’s estimated future undiscounted cash flows. If the estimated future cash flows are less than the carrying value of the asset, we measure an impairment loss based on the asset’s estimated fair value. For retail assets, the impairment test is performed at the individual store asset group level. The fair value of a store’s assets is estimated using a discounted cash flow model based on internal projections. Key assumptions used in this calculation include revenue growth, operating expenses and a discount rate that we believe a buyer would assume when determining a purchase price for the store. Estimates of revenue growth and operating expenses are based on internal projections and consider a store’s historical performance, local market economics and the business environment impacting the store’s performance. These estimates are subjective and can be significantly impacted by changes in the business or economic conditions. For non-retail assets, fair value is determined using an approach that is appropriate based on the relevant facts and circumstances, which may include discounted cash flows, comparable transactions, or comparable company analyses.

Our impairment loss calculations contain uncertainties because they require management to make assumptions and to apply judgment to estimate future cash flows and asset fair values, including forecasting asset useful lives. Further, our ability to realize undiscounted cash flows in excess of the carrying values of our assets is affected by factors such as the ongoing maintenance and improvement of the assets, changes in economic conditions, and changes in operating performance. During the past three fiscal years, we have not made any material changes in the accounting methodology that we use to assess long-lived asset impairment loss. For the foreseeable future, we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions that we use to calculate long-lived asset impairment losses. However, as we periodically reassess estimated future cash flows and asset fair values, changes in our estimates and assumptions may cause us to realize material impairment charges in the future.

Goodwill Impairment

We test goodwill for impairment on an annual basis during our third fiscal quarter, or more frequently if circumstances, such as material deterioration in performance or a significant number of store closures, indicate reporting unit carrying values may exceed their fair values. If the carrying amount of goodwill exceeds the implied estimated fair value, an impairment charge is recorded to reduce the carrying value to the implied estimated fair value. The fair value of our reporting units is the price a willing buyer would pay for the reporting unit and is typically calculated using a discounted cash flow model. Key assumptions used in this calculation include revenue growth, operating expenses and discount rate that we believe a buyer would assume when determining a purchase price for the reporting unit. Estimates of revenue growth and operating expenses are based on internal projections considering a reporting unit’s past performance and forecasted growth, local market economics and the local business environment impacting the reporting unit’s performance. The discount rate is calculated using an estimated cost of capital for a retail operator to operate the reporting unit in the region. These estimates are highly subjective judgments and can be significantly impacted by changes in the business or economic conditions.

Our impairment loss calculations contain uncertainties because they require management to make assumptions and to apply judgment to estimate the fair value of our reporting units, including estimating future cash flows, and if necessary, the fair value of a reporting units’ assets and liabilities. Further, our ability to realize the future cash flows used in our fair value calculations is affected by factors such as changes in economic conditions, changes in our operating performance, and changes in our business strategies.

 

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As a part of our ongoing operations, we may close certain stores within a reporting unit containing goodwill due to underperformance of the store or inability to renew our lease, among other reasons. We abandon certain assets associated with a closed store including leasehold improvements and other non-transferrable assets. Under GAAP, when a portion of a reporting unit that constitutes a business is to be disposed of, goodwill associated with the business is included in the carrying amount of the business in determining any loss on disposal. Our evaluation of whether the portion of a reporting unit being disposed of constitutes a business occurs on the date of abandonment. Although an operating store meets the accounting definition of a business prior to abandonment, it does not constitute a business on the closure date because the remaining assets on that date do not constitute an integrated set of assets that are capable of being conducted and managed for the purpose of providing a return to investors. As a result, when closing individual stores, we do not include goodwill in the calculation of any loss on disposal of the related assets. As noted above, if store closures are indicative of potential impairment of goodwill at the reporting unit level, we perform an evaluation of our reporting unit goodwill when such closures occur.

During the past three fiscal years, we have not made any material changes in the accounting methodology that we use to assess goodwill impairment loss. For fiscal 2011, we determined the fair value of our reporting units was substantially in excess of their carrying values. Accordingly, we did not recognize any goodwill impairments during the current fiscal year. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions that we use to test for impairment losses on goodwill in the foreseeable future. However, as we periodically reassess our fair value calculations, including estimated future cash flows, changes in our estimates and assumptions may cause us to realize material impairment charges in the future.

Stock-based Compensation

We measure the fair value of stock awards at the grant date based on the fair value of the award and recognize the expense over the related service period. For stock option awards we use the Black-Scholes-Merton option pricing model which requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their stock options before exercising them (“expected term”), the estimated volatility of our common stock price over the expected term and the expected dividend yield. In addition, we are required to estimate the expected forfeiture rate and only recognize expense for those stock awards expected to vest. We estimate the forfeiture rate based on historical experience. Changes in our assumptions could materially affect the estimate of fair value of stock-based compensation.

We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions that we use to calculate stock-based compensation expense for the foreseeable future. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to changes in stock-based compensation expense that could be material in the future. For fiscal 2011, a 10% change in our critical assumptions, including volatility and expected term, would have changed stock-based compensation expense by approximately $15 million for fiscal 2011.

Operating Leases

We lease retail stores, roasting and distribution facilities and office space under operating leases. We provide for an estimate of our asset retirement obligation (“ARO”) at the lease inception date for operating leases with requirements to remove leasehold improvements at the end of the lease term. Our estimates of AROs involve assumptions regarding both the amount and timing of actual future retirement costs. The initial ARO asset and liability represent the present value of the estimated future costs to complete the required work. The ARO asset is depreciated over the same timeframe as the associate leasehold improvements, and the liability is accreted over time. Future actual costs could differ significantly from amounts initially estimated.

We occasionally vacate stores and other locations prior to the expiration of the related lease. For vacated locations with remaining lease commitments, we record an expense for the difference between the present value of our future lease payments and related costs (e.g., real estate taxes and common area maintenance) from the date of closure through the end of the remaining lease term, net of expected future sublease rental income. Key assumptions in our

 

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estimate of future cash flows include estimated sublease income and lease termination costs. These estimates are based on historical experience; our analysis of the specific real estate market, including input from independent real estate firms; and economic conditions that can be difficult to predict. Cash flows are discounted using a rate that coincides with the remaining lease term.

The liability recorded for location closures contains uncertainties because management is required to make assumptions and to apply judgment to estimate the duration of future vacancy periods, the amount and timing of future settlement payments, and the amount and timing of potential sublease rental income.

During the past three fiscal years, we have not made any material changes in the accounting methodology that we use to calculate our lease abandonment accrual. For the foreseeable future, we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions that we use to calculate our lease abandonment accrual. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material.

A 10% change in our key assumptions for our lease abandonment accrual at October 2, 2011, would not have had a significant impact on net earnings for fiscal 2011.

Self Insurance Reserves

We use a combination of insurance and self-insurance mechanisms, including a wholly owned captive insurance entity and participation in a reinsurance treaty, to provide for the potential liabilities for certain risks, including workers’ compensation, healthcare benefits, general liability, property insurance, and director and officers’ liability insurance. Key assumptions used in the estimate of our self insurance reserves include the amount of claims incurred but not reported at the balance sheet date. These liabilities, which are associated with the risks that are retained by Starbucks are not discounted and are estimated, in part, by considering historical claims experience, demographic, exposure and severity factors, and other actuarial assumptions. The estimated accruals for these liabilities could be significantly affected if future occurrences and claims differ from these assumptions and historical trends.

Our self-insured liabilities contain uncertainties because management is required to make assumptions and to apply judgment to estimate the ultimate cost to settle reported claims and claims incurred but not reported at the balance sheet date. Periodically, we review our assumptions to determine the adequacy of our self-insured liabilities.

During the past three fiscal years, we have not made any material changes in the accounting methodology that we use to calculate our self-insurance liabilities. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions that we use to calculate our self-insurance liabilities for the foreseeable future. However, if actual results are not consistent with our estimates or assumptions, we may be exposed to losses or gains that could be material.

A 10% change in our self-insurance reserves at October 2, 2011 would have affected net earnings by approximately $13 million in fiscal 2011.

Income Taxes

We recognize deferred tax assets and liabilities based on the differences between the financial statement carrying amounts and the respective tax bases of our assets and liabilities. Deferred tax assets and liabilities are measured using current enacted tax rates expected to apply to taxable income in the years in which we expect the temporary differences to reverse. We routinely evaluate the likelihood of realizing the benefit of our deferred tax assets and may record a valuation allowance if, based on all available evidence, we determine that some portion of the tax benefit will not be realized.

In addition, our income tax returns are periodically audited by domestic and foreign tax authorities. These audits include questions regarding our tax filing positions, including the timing and amount of deductions taken and the allocation of income among various tax jurisdictions. We evaluate our exposures associated with our various tax filing positions and record a related liability. We adjust our liability for unrecognized tax benefits and income tax provision in the period in which an uncertain tax position is effectively settled, the statute of limitations expires for the relevant taxing authority to examine the tax position, or when more information becomes available.

 

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Deferred tax asset valuation allowances and our liability for unrecognized tax benefits require significant management judgment regarding applicable statutes and their related interpretation, the status of various income tax audits, and our particular facts and circumstances. Although we believe that the judgments and estimates discussed herein are reasonable, actual results could differ, and we may be exposed to losses or gains that could be material. To the extent we prevail in matters for which a liability has been established, or are required to pay amounts in excess of our established liability, our effective income tax rate in a given financial statement period could be materially affected.

Litigation Accruals

We are involved in various claims and legal actions that arise in the ordinary course of business. Legal and other contingency reserves and related disclosures are based on our assessment of the likelihood of a potential loss and our ability to estimate the loss or range of loss, which includes consultation with outside legal counsel and advisors. We record reserves related to legal matters when it is probable that a loss has been incurred and the range of such loss can be reasonably estimated. Such assessments are reviewed each period and revised, based on current facts and circumstances and historical experience with similar claims, as necessary.

Our disclosures of and accruals for litigation claims, if any, contain uncertainties because management is required to use judgment to estimate the probability of a loss and a range of possible losses related to each claim. Footnote 15 to the consolidated financial statements describes the Company’s legal and other contingent liability matters.

As we periodically review our assessments of litigation accruals, we may change our assumptions with respect to loss probabilities and ranges of potential losses. Any changes in these assumptions could have a material impact on our future results of operations.

RECENT ACCOUNTING PRONOUNCEMENTS

See Note 1 to the consolidated financial statements in this 10-K for a detailed description of recent accounting pronouncements. We do not expect these recently issued accounting pronouncements to have a material impact on our results of operations, financial condition, or liquidity in future periods.

 

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

The information required by this item is incorporated by reference to the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Commodity Prices, Availability and General Risk Conditions” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Financial Risk Management” in Item 7 of this Report.

 

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Item 8. Financial Statements and Supplementary Data

STARBUCKS CORPORATION

CONSOLIDATED STATEMENTS OF EARNINGS

(In millions, except per share data)

 

Fiscal Year Ended

   Oct 2,
2011
    Oct 3,
2010
    Sep 27,
2009
 

Net revenues:

      

Company-operated stores

   $ 9,632.4      $ 8,963.5      $ 8,180.1   

Licensed stores

     1,007.5        875.2        795.0   

CPG, foodservice and other

     1,060.5        868.7        799.5   
  

 

 

   

 

 

   

 

 

 

Total net revenues

     11,700.4        10,707.4        9,774.6   

Cost of sales including occupancy costs

     4,949.3        4,458.6        4,324.9   

Store operating expenses

     3,665.1        3,551.4        3,425.1   

Other operating expenses

     402.0        293.2        264.4   

Depreciation and amortization expenses

     523.3        510.4        534.7   

General and administrative expenses

     636.1        569.5        453.0   

Restructuring charges

     0.0        53.0        332.4   
  

 

 

   

 

 

   

 

 

 

Total operating expenses

     10,175.8        9,436.1        9,334.5   

Gain on sale of properties

     30.2        0.0        0.0   

Income from equity investees

     173.7        148.1        121.9   
  

 

 

   

 

 

   

 

 

 

Operating income

     1,728.5        1,419.4        562.0   

Interest income and other, net

     115.9        50.3        37.0   

Interest expense

     (33.3     (32.7     (39.1
  

 

 

   

 

 

   

 

 

 

Earnings before income taxes

     1,811.1        1,437.0        559.9   

Income taxes

     563.1        488.7        168.4   
  

 

 

   

 

 

   

 

 

 

Net earnings including noncontrolling interests

     1,248.0        948.3        391.5   

Net earnings (loss) attributable to noncontrolling interests

     2.3        2.7        0.7   
  

 

 

   

 

 

   

 

 

 

Net earnings attributable to Starbucks

   $ 1,245.7      $ 945.6      $ 390.8   
  

 

 

   

 

 

   

 

 

 

Earnings per share — basic

   $ 1.66      $ 1.27      $ 0.53   

Earnings per share — diluted

   $ 1.62      $ 1.24      $ 0.52   

Weighted average shares outstanding:

      

Basic

     748.3        744.4        738.7   

Diluted

     769.7        764.2        745.9   

Cash dividends declared per share

   $ 0.56      $ 0.36      $ 0.00   

See Notes to Consolidated Financial Statements.

 

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STARBUCKS CORPORATION

CONSOLIDATED BALANCE SHEETS

(In millions, except per share data)

 

     Oct 2,
2011
     Oct 3,
2010
 
ASSETS      

Current assets:

     

Cash and cash equivalents

   $ 1,148.1       $ 1,164.0   

Short-term investments — available-for-sale securities

     855.0         236.5   

Short-term investments — trading securities

     47.6         49.2   

Accounts receivable, net

     386.5         302.7   

Inventories

     965.8         543.3   

Prepaid expenses and other current assets

     161.5         156.5   

Deferred income taxes, net

     230.4         304.2   
  

 

 

    

 

 

 

Total current assets

     3,794.9         2,756.4   

Long-term investments — available-for-sale securities

     107.0         191.8   

Equity and cost investments

     372.3         341.5   

Property, plant and equipment, net

     2,355.0         2,416.5   

Other assets

     297.7         346.5   

Other intangible assets

     111.9         70.8   

Goodwill

     321.6         262.4   
  

 

 

    

 

 

 

TOTAL ASSETS

   $ 7,360.4       $ 6,385.9   
  

 

 

    

 

 

 
LIABILITIES AND EQUITY      

Current liabilities:

     

Accounts payable

     540.0         282.6   

Accrued compensation and related costs

     364.4         400.0   

Accrued occupancy costs

     148.3         173.2   

Accrued taxes

     109.2         100.2   

Insurance reserves

     145.6         146.2   

Other accrued liabilities

     319.0         262.8   

Deferred revenue

     449.3         414.1   
  

 

 

    

 

 

 

Total current liabilities

     2,075.8         1,779.1   

Long-term debt

     549.5         549.4   

Other long-term liabilities

     347.8         375.1   
  

 

 

    

 

 

 

Total liabilities

     2,973.1         2,703.6   

Shareholders’ equity:

     

Common stock ($0.001 par value) — authorized, 1,200.0 shares; issued and outstanding, 744.8 and 742.6 shares, respectively (includes 3.4 common stock units in both periods)

     0.7         0.7   

Additional paid-in capital

     1.1         106.2   

Other additional paid-in-capital

     39.4         39.4   

Retained earnings

     4,297.4         3,471.2   

Accumulated other comprehensive income

     46.3         57.2   
  

 

 

    

 

 

 

Total shareholders’ equity

     4,384.9         3,674.7   

Noncontrolling interests

     2.4         7.6   
  

 

 

    

 

 

 

Total equity

     4,387.3         3,682.3   
  

 

 

    

 

 

 

TOTAL LIABILITIES AND EQUITY

   $ 7,360.4       $ 6,385.9   
  

 

 

    

 

 

 

See Notes to Consolidated Financial Statements.

 

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STARBUCKS CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

 

Fiscal Year Ended

   Oct 2,
2011
     Oct 3,
2010
     Sep 27,
2009
 

OPERATING ACTIVITIES:

        

Net earnings including noncontrolling interests

   $ 1,248.0       $ 948.3       $ 391.5   

Adjustments to reconcile net earnings to net cash provided by operating activities:

        

Depreciation and amortization

     550.0         540.8         563.3   

Gain on sale of properties

     (30.2      0.0         0.0   

Provision for impairments and asset disposals

     36.2         67.7         224.4   

Deferred income taxes, net

     106.2         (42.0      (69.6

Equity in income of investees

     (118.5      (108.6      (78.4

Distributions of income from equity investees

     85.6         91.4         53.0   

Gain resulting from acquisition of joint ventures

     (55.2      (23.1      0.0   

Stock-based compensation

     145.2         113.6         83.2   

Excess tax benefit from exercise of stock options

     (103.9      (36.9      (15.9

Other

     (2.9      7.8         5.4   

Cash provided/(used) by changes in operating assets and liabilities:

        

Accounts receivable

     (88.7      (33.4      59.1   

Inventories

     (422.3      123.2         28.5   

Accounts payable

     227.5         (3.6      (53.0

Accrued taxes

     104.0         0.6         59.2   

Deferred revenue

     35.8         24.2         16.3   

Other operating assets

     (22.5      17.3         61.4   

Other operating liabilities

     (81.9      17.6         60.6   
  

 

 

    

 

 

    

 

 

 

Net cash provided by operating activities

     1,612.4         1,704.9         1,389.0   

INVESTING ACTIVITIES:

        

Purchase of available-for-sale securities

     (966.0      (549.0      (129.2

Maturities and calls of available-for-sale securities

     430.0         209.9         111.0   

Sales of available-for-sale securities

     0.0         1.1         5.0   

Acquisitions, net of cash acquired

     (55.8      (12.0      0.0   

Net (purchases)/sales of equity, other investments and other assets

     (13.2      1.2         (4.8

Additions to property, plant and equipment

     (531.9      (440.7      (445.6

Proceeds from sale of property, plant and equipment

     117.4         0.0         42.5   
  

 

 

    

 

 

    

 

 

 

Net cash used by investing activities

     (1,019.5      (789.5      (421.1

FINANCING ACTIVITIES:

        

Proceeds from issuance of commercial paper

     0.0         0.0         20,965.4   

Repayments of commercial paper

     0.0         0.0         (21,378.5

Proceeds from short-term borrowings

     30.8         0.0         1,338.0   

Repayments of short-term borrowings

     0.0         0.0         (1,638.0

Purchase of noncontrolling interest

     (27.5      (45.8      0.0   

Proceeds from issuance of common stock

     235.4         127.9         57.3   

Excess tax benefit from exercise of stock options

     103.9         36.9         15.9   

Principal payments on long-term debt

     (4.3      (6.6      (0.7

Cash dividends paid

     (389.5      (171.0      0.0   

Repurchase of common stock

     (555.9      (285.6      0.0   

Other

     (0.9      (1.8      (1.6
  

 

 

    

 

 

    

 

 

 

Net cash used by financing activities

     (608.0      (346.0      (642.2

Effect of exchange rate changes on cash and cash equivalents

     (0.8      (5.2      4.3   
  

 

 

    

 

 

    

 

 

 

Net increase/(decrease) in cash and cash equivalents

     (15.9      564.2         330.0   

CASH AND CASH EQUIVALENTS:

        

Beginning of period

     1,164.0         599.8         269.8   
  

 

 

    

 

 

    

 

 

 

End of period

   $ 1,148.1       $ 1,164.0       $ 599.8   
  

 

 

    

 

 

    

 

 

 

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

        

Cash paid during the period for:

        

Interest, net of capitalized interest

   $ 34.4       $ 32.0       $ 39.8   

Income taxes

   $ 350.1       $ 527.0       $ 162.0   

See Notes to Consolidated Financial Statements.

 

45


Table of Contents

STARBUCKS CORPORATION

CONSOLIDATED STATEMENTS OF EQUITY

(In millions)

 

    Common Stock     Additional
Paid-in
Capital
    Other
Additional

Paid-in
Capital
    Retained
Earnings
    Accumulated
Other

Comprehensive
Income/(Loss)
    Shareholders’
Equity
    Noncontrolling
Interest
    Total  
    Shares     Amount                

Balance, September 28, 2008

    735.5      $ 0.7      $ 0.0      $ 39.4      $ 2,402.4      $ 48.4      $ 2,490.9      $ 18.3      $ 2,509.2   

Net earnings

    0.0        0.0        0.0        0.0        390.8        0.0        390.8        0.7        391.5   

Unrealized holding gain, net

    0.0        0.0        0.0        0.0        0.0        1.8        1.8        0.0        1.8   

Translation adjustment, net of tax

    0.0        0.0        0.0        0.0        0.0        15.2        15.2        0.0        15.2   
             

 

 

   

 

 

   

 

 

 

Comprehensive income

                407.8        0.7        408.5   
             

 

 

   

 

 

   

 

 

 

Stock-based compensation expense

    0.0        0.0        84.3        0.0        0.0        0.0        84.3        0.0        84.3   

Exercise of stock options, including tax benefit of $5.3

    4.9        0.0        35.9        0.0        0.0        0.0        35.9        0.0        35.9   

Sale of common stock, including tax benefit of $0.1

    2.5        0.0        26.8        0.0        0.0        0.0        26.8        0.0        26.8   

Net distributions to noncontrolling interests

    0.0        0.0        0.0        0.0        0.0        0.0        0.0        (7.8     (7.8
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance, September 27, 2009

    742.9      $ 0.7      $ 147.0      $ 39.4      $ 2,793.2      $ 65.4      $ 3,045.7      $ 11.2      $ 3,056.9   

Net earnings

    0.0        0.0        0.0        0.0        945.6        0.0        945.6        2.7        948.3   

Unrealized holding loss, net

    0.0        0.0        0.0        0.0        0.0        (17.0     (17.0     0.0        (17.0

Translation adjustment, net of tax

    0.0        0.0        0.0        0.0        0.0        8.8        8.8        0.0        8.8   
             

 

 

   

 

 

   

 

 

 

Comprehensive income

                937.4        2.7        940.1   
             

 

 

   

 

 

   

 

 

 

Stock-based compensation expense

    0.0        0.0        115.6        0.0        0.0        0.0        115.6        0.0        115.6   

Exercise of stock options, including tax benefit of $27.7

    10.1        0.0        137.5        0.0        0.0        0.0        137.5        0.0        137.5   

Sale of common stock, including tax benefit of $0.1

    0.8        0.0        18.5        0.0        0.0        0.0        18.5        0.0        18.5   

Repurchase of common stock

    (11.2     0.0        (285.6     0.0        0.0        0.0        (285.6     0.0        (285.6

Net distributions to noncontrolling interests

    0.0        0.0        0.0        0.0        0.0        0.0        0.0        (0.8     (0.8

Cash dividend

    0.0        0.0        0.0        0.0        (267.6     0.0        (267.6     0.0        (267.6

Purchase of noncontrolling interests

    0.0        0.0        (26.8     0.0        0.0        0.0        (26.8     (5.5     (32.3
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Balance, October 3, 2010

    742.6      $ 0.7      $ 106.2      $ 39.4      $ 3,471.2      $ 57.2      $ 3,674.7      $ 7.6      $ 3,682.3   

Net earnings

    0.0        0.0        0.0        0.0        1,245.7        0.0        1,245.7        2.3        1,248.0   

Unrealized holding loss, net

    0.0        0.0        0.0        0.0        0.0        (4.4     (4.4     0.0        (4.4

Translation adjustment, net of tax

    0.0        0.0        0.0        0.0        0.0        (6.5     (6.5     0.0        (6.5
             

 

 

   

 

 

   

 

 

 

Comprehensive income

                1,234.8        2.3        1,237.1   
             

 

 

   

 

 

   

 

 

 

Stock-based compensation expense

    0.0        0.0        147.2        0.0        0.0        0.0        147.2        0.0        147.2   

Exercise of stock options, including tax benefit of $96.1

    17.3        0.0        312.5        0.0        0.0        0.0        312.5        0.0        312.5   

Sale of common stock, including tax benefit of $0.1

    0.5        0.0        19.1        0.0        0.0        0.0        19.1        0.0        19.1   

Repurchase of common stock

    (15.6     0.0        (555.9     0.0        0.0        0.0        (555.9     0.0        (555.9

Cash dividend

    0.0        0.0        0.0        0.0