1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT: JULY 9, 1998 ----------- STARBUCKS CORPORATION (Exact name of registrant as specified in its charter) WASHINGTON 0-20322 91-1325671 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) ----------- 2401 UTAH AVENUE SOUTH SEATTLE, WASHINGTON 98134 (Address of principal executive offices, including zip code, of Registrants) (206) 447-1575 (Registrants' telephone number, including area code) 2 ITEM 5. OTHER EVENTS On May 28, 1998, Starbucks Corporation ("Starbucks" or the "Company") completed the acquisition of all of the equity interests of Seattle Coffee Holdings Limited ("Seattle Coffee") in a transaction accounted for as a pooling of interests. This Current Report on Form 8-K contains audited supplemental consolidated financial statements as of September 28, 1997 and September 29, 1996, and for each of the three years in the period ended September 28, 1997, which have been restated as if Starbucks and Seattle Coffee had been combined for all periods presented. This Current Report on Form 8-K also contains unaudited supplemental consolidated financial statements for the first and second fiscal quarters of 1998 (the periods ending December 28, 1997and March 29, 1998, respectively), which have also been restated as if Starbucks and Seattle Coffee had been combined for such periods. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a)Financial Statements. The following supplemental consolidated financial statements of Starbucks and its wholly owned subsidiaries, including Seattle Coffee, prepared under the pooling of interests method of accounting are filed as part of this Report: Financial Statements for Fiscal Year 1997 Independent Auditors' Report Supplemental Consolidated Balance Sheets at September 28, 1997 and September 29, 1996 Supplemental Consolidated Statements of Earnings for the Years Ended September 28, 1997, September 29, 1996 and October 1, 1995 Supplemental Consolidated Statements of Cash Flows for the Years Ended September 28, 1997, September 29, 1996 and October 1, 1995 Supplemental Consolidated Statements of Shareholders' Equity for the Years Ended September 28, 1997, September 29, 1996 and October 1, 1995 Notes to Supplemental Consolidated Financial Statements for the Years Ended September 28, 1997, September 29, 1996 and October 1, 1995 Financial Statements for the First Fiscal Quarter of 1998 Supplemental Consolidated Statements of Earnings for the 13 weeks Ended December 28, 1997 and December 29, 1996 Supplemental Consolidated Balance Sheets at December 28, 1997 and September 28, 1997 Supplemental Consolidated Statements of Cash Flows for the 13 weeks Ended December 28, 1997 and December 29, 1996 Notes to Supplemental Quarterly Consolidated Financial Statements for the 13 Weeks Ended December 28, 1997 and December 29, 1996 Financial Statements for the Second Fiscal Quarter of 1998 Supplemental Consolidated Statements of Earnings for the 13 and 26 weeks Ended March 29, 1998 and March 30, 1997 Supplemental Consolidated Balance Sheets at March 29, 1998 and September 28, 1997 Supplemental Consolidated Statements of Cash Flows for the 26 weeks Ended March 29, 1998 and March 30, 1997 Notes to Supplemental Quarterly Consolidated Financial Statements for the 13 and 26 Weeks Ended March 29, 1998 and March 30, 1997 2 3 (c)Exhibits. Exhibit No. Description ----------- ----------- 23 Consent of Deloitte & Touche LLP 27 Financial Data Schedules 99 Supplemental Consolidated Financial Statements 3 4 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Starbucks Corporation (Registrant) Dated: July 8, 1998 /s/ Michael Casey ----------------------------- By: Michael Casey executive vice president, chief financial officer and chief administrative officer 4 5 EXHIBIT INDEX Exhibit No. Description Page No. - ----------- ----------- -------- 23 Consent of Deloitte & Touche 6 27 Financial Data Schedules 7 99 Supplemental Consolidated Financial Statements F-1-F-32 5