8-KOther EventsExhibits & Filings

STARBUCKS CORP 8-K Report, Corporate Update (Feb 16, 2023)

Filed February 16, 2023For Securities:SBUX

Summary

Starbucks Corporation (SBUX) announced the completion of a public offering of senior unsecured notes totaling $1.5 billion on February 16, 2023. The offering consisted of $1 billion in 4.750% Senior Notes due 2026 and $500 million in 4.800% Senior Notes due 2033. These notes are issued under an indenture and will be senior unsecured obligations of the company, ranking equally with other senior unsecured indebtedness. The proceeds from this offering are not explicitly detailed in this filing, but such offerings are typically used for general corporate purposes, capital expenditures, or refinancing existing debt. This debt issuance provides Starbucks with long-term funding at fixed interest rates, potentially hedging against future interest rate increases. Investors should note that the notes are effectively subordinated to any debt or liabilities of Starbucks' subsidiaries. The filing also outlines redemption provisions, including a potential repurchase offer at 101% of principal in the event of a change of control coupled with a downgrade to below investment grade, providing a degree of protection for noteholders under specific adverse scenarios.

Key Highlights

  • 1Starbucks completed a public offering of $1.5 billion in senior unsecured notes on February 16, 2023.
  • 2The offering includes $1 billion of 4.750% Senior Notes due 2026 and $500 million of 4.800% Senior Notes due 2033.
  • 3The notes are senior unsecured obligations, ranking equally with other existing and future senior unsecured debt.
  • 4Interest on both series of notes will be paid semi-annually, starting August 15, 2023.
  • 5The company has the option to redeem the notes, with specific terms and "make-whole" provisions detailed for early redemption.
  • 6A change of control triggering event, defined as a change of control combined with a below investment grade rating, requires Starbucks to make an offer to repurchase the notes at 101% of the principal amount.

Frequently Asked Questions

Starbucks issued a total of $1.5 billion in senior unsecured notes, comprising $1 billion of 4.750% Senior Notes due 2026 and $500 million of 4.800% Senior Notes due 2033.

The specific use of proceeds is not detailed in this 8-K filing. However, companies typically use proceeds from such debt offerings for general corporate purposes, working capital, capital expenditures, or to refinance existing debt.

The Notes are Starbucks' senior unsecured obligations and will rank equally in right of payment with all of the Company's other senior unsecured indebtedness. However, they are effectively subordinated to any existing or future indebtedness or other liabilities, including trade payables, of Starbucks' subsidiaries.

In the event of a change of control triggering event (which requires both a change of control and a downgrade of the notes to below investment grade by Moody's and S&P), Starbucks will be required to offer to repurchase the affected notes at a price of 101% of their principal amount, plus accrued and unpaid interest.