Form 11-K
UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (Fee Required)
For the fiscal year ended May 31, 2003
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (No Fee Required)
For the transition period from to
Commission file number 1-7898
A. Full Title of the Plan and the address of the Plan, if different from that of the issuer named below:
Lowe's Companies Employee Stock Purchase Plan - Stock Options For Everyone
B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office:
Lowe's Companies, Inc. 1605 Curtis Bridge Road Wilkesboro, NC 28697
Lowe's Companies |
Employee Stock Purchase Plan - Stock Options for Everyone |
Form 11-K |
May 31, 2003 |
Table of Contents |
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Page No. |
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Part I - | Exhibit Index | 2 | |
Part II - | Financial Information | ||
Cover Page | 3 | ||
Independent Auditors' Report | 4 | ||
Statements of Net Assets Available for Benefits | |||
as of May 31, 2003 and 2002 | 5 | ||
Statements of Changes in Net Assets Available for Benefits | |||
for the Years Ended May 31, 2003, 2002, and 2001 | 6 | ||
Notes to Financial Statements | 7-8 | ||
Other Information | 9 |
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Lowe's Companies |
Employee Stock Purchase Plan - Stock Options For Everyone |
Exhibit Index |
Form 11-K for the Year Ended May 31, 2003 |
Exhibit No. |
Description of Exhibit | |
23. | Consent of Deloitte & Touche LLP, Independent Auditors | |
32. | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted | |
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
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LOWE'S COMPANIES EMPLOYEE STOCK |
PURCHASE PLAN - STOCK OPTIONS FOR EVERYONE |
Financial Statements as of May 31, 2003 and 2002 and for the Years Ended |
May 31, 2003, 2002, and 2001 and Independent Auditors' Report |
INDEPENDENT AUDITORS' REPORT
To the Participants and Plan Administrator for Lowe's Companies Employee Stock Purchase Plan - Stock Options For Everyone
We have audited the accompanying statements of net assets available for benefits of Lowe's Companies Employee
Stock Purchase Plan - Stock Options For Everyone (the "Plan") as of May 31, 2003 and 2002, and the related
statements of changes in net assets available for benefits for each of the three years in the period ended
May 31, 2003. These financial statements are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits
of the Plan as of May 31, 2003 and 2002, and the changes in its net assets available for benefits for each of the three
years in the period ended May 31, 2003 in conformity with accounting principles generally accepted in the United
States of America.
/s/ DELOITTE & TOUCHE LLP
Charlotte, North Carolina
July 18, 2003
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LOWE'S COMPANIES EMPLOYEE STOCK PURCHASE PLAN - STOCK OPTIONS FOR EVERYONE
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS MAY 31, 2003 AND 2002
May 31, | May 31, | ||
2003 | 2002 | ||
ASSET - Receivable from Plan Sponsor | $ 619,200 | $ 768,716 | |
LIABILITIES: | |||
Fractional Share Interest Due to Plan Participants | (500,755) | (517,552) | |
Withdrawal Amounts Payable | (118,445) | (251,164) | |
Total Liabilities | (619,200) | (768,716) | |
NET ASSETS AVAILABLE FOR BENEFITS | $ - | $ - | |
See the accompanying notes to financial statements. |
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LOWE'S COMPANIES EMPLOYEE STOCK PURCHASE PLAN - STOCK OPTIONS FOR EVERYONE
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED MAY 31, 2003, 2002 AND 2001
May 31, |
May 31, |
May 31, |
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2003 |
2002 |
2001 |
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Increases - Employee Contributions |
$ 56,299,029 |
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$ 49,207,751 |
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$ 34,250,891 |
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Decreases: |
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Purchases of Lowe's Companies, Inc. |
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Common Stock Subsequently Distributed to Plan |
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Participants (1,454,350, 1,342,276 and 1,824,508 shares) |
(51,863,889) |
(45,493,469) |
(30,903,921) |
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Cash Withdrawals |
(3,394,385) |
(3,196,730) |
(3,037,559) |
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Fractional Share Interest Due to Plan Participants |
(500,755) |
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(517,552) |
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(309,411) |
Total Decreases |
(56,299,029) |
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(49,207,751) |
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(34,250,891) |
Net Change |
- |
- |
- |
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Net Assets Available for Benefits: |
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Beginning of year |
- |
- |
- |
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End of year |
$ - |
$ - |
$ - |
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See the accompanying notes to financial statements. |
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LOWE'S COMPANIES EMPLOYEE STOCK PURCHASE PLAN - STOCK OPTIONS FOR EVERYONE |
NOTES TO FINANCIAL STATEMENTS |
FOR THE YEARS ENDED MAY 31, 2003, 2002 AND 2001 |
1. PLAN DESCRIPTION AND SUMMARY OF SIGNIFICANT PLAN PROVISIONS
The Board of Directors of Lowe's Companies, Inc. (the "Company") adopted the Lowe's Companies Employee Stock
Purchase Plan-Stock Options for Everyone (the "Plan") on December 2, 1999. The Plan was approved by the
Company's shareholders at the Annual Meeting of Shareholders on May 26, 2000, and thus became effective on
that date. No option may be granted under the Plan more than ten years after the date the Plan was adopted unless
the Plan is extended before such date. There were 10,000,000 shares of the Company's common stock reserved
under the Plan with 5,378,866 remaining available at May 31, 2003.
The Plan is intended to assist the Company in recruiting and retaining individuals with ability and initiative by
enabling employees to participate in the future success of the Company and to associate their interests with those of
the Company and its shareholders. All full-time employees are eligible to participate in the Plan at their date of
employment. Part-time employees are eligible after one year of service. There are two six-month offering periods each
year. The periods are June 1 through November 30, and December 1 through May 31. Employees must be eligible on
the first day of the offering period in order to participate in that particular offering period. Participation in the Plan by
eligible employees is voluntary.
Participants in the Plan are allowed to purchase stock at a discount price through the use of payroll deductions only
(no lump sum purchases are allowed). The Company makes no contributions to the Plan. Payroll deductions in the
amount of 1% to 20% of base pay may be contributed to the Plan, provided that the contribution does not exceed
the maximum amount of $10,625. Payroll deductions will continue automatically until the participant elects to stop his
or her deductions. If the participant elects to stop payroll deductions during an offering period, all contributions are
refunded. Each Plan participant, at all times, is considered to be fully vested in the Plan and has a right to all cash
amounts withheld from his or her paycheck. Cash proceeds collected from participant payroll deductions are remitted
directly to the Company's operating cash account and are used for general corporate purposes.
The purchase price per share offered under the Plan with respect to any grant date is the lower of 85% of the fair
market value of the share on such grant date or 85% of the fair market value of the share at the end of the offering
period. Payroll deductions that have been accumulated during a particular offering period will be used to purchase
shares of the Company's common stock at the discounted price. The Plan will purchase only whole shares of the
Company's common stock. Residual amounts in a participant's account shall be applied to the next offering period.
E*TRADE is the Broker/Administrator of the Plan. Shares are recorded as purchased on the trade date. Once shares
are purchased, they are distributed to each Plan participant's E*TRADE account. At the end of each offering period,
E*TRADE sends participants a confirmation of shares purchased and the purchase price for that offering period.
They also provide a statement of each participant's account on a quarterly basis.
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The Plan is a stock plan as defined in Section 423 of the Internal Revenue Code of 1986, as amended. The Plan is not
subject to federal income taxes. Substantial tax benefits are provided to participants with respect to the treatment of
stock purchased within the Plan if certain holding period requirements are met.
All costs to administer the Plan are paid by the Company.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements of the Plan have been prepared using the accrual basis of accounting in
accordance with accounting principles generally accepted in the United States of America.
3. INCOME TAXES
The right to purchase shares of common stock under this Plan is intended to be an option granted by the Company
in accordance with an "employee stock purchase plan" within the meaning of Section 423 of the Internal Revenue
Code, and such shares shall be treated in accordance with these provisions for tax purposes.
Employees participating in the Plan are not considered to have income for federal income tax purposes from the
granting of an option to purchase shares. Deductions from an employee's compensation do not reduce the amount
of their income for tax purposes.
4. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right under the Plan to amend or terminate
the Plan subject to certain restrictions. In the event of Plan termination, participants would be 100% vested in their
accounts and any payroll withheld between offering periods would be refunded.
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Signatures
In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report
to be signed on its behalf by the undersigned thereunto duly authorized.
Lowe's Companies, Inc.
August 29, 2003 /s/ Kenneth W. Black, Jr. Date Kenneth W. Black, Jr. Senior Vice President and Chief Accounting Officer
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