FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 10-Q
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þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended
November 28, 2008
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or
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
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For the transition period
from
to
Commission File Number
1-13873
STEELCASE INC.
(Exact name of registrant as
specified in its charter)
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Michigan
(State or other jurisdiction
of incorporation or organization)
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38-0819050
(I.R.S. employer identification
no.)
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901 44th Street SE
Grand Rapids, Michigan
(Address of principal executive
offices)
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49508
(Zip Code)
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(Registrants telephone
number, including area code)
(616) 247-2710
None
(Former name, former address and
former fiscal year, if changed since last report)
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 o
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.
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Large accelerated filer þ
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting Company o
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(Do not check if a smaller reporting company)
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Indicate by check mark whether the registrant is a shell company
(as defined in
Rule 12b-2
of the Exchange
Act). Yes o No þ
As of January 6, 2009, Steelcase Inc. had
78,127,932 shares of Class A Common Stock and
55,604,152 shares of Class B Common Stock outstanding.
STEELCASE INC.
FORM 10-Q
FOR THE QUARTER ENDED NOVEMBER 28, 2008
INDEX
PART I
FINANCIAL INFORMATION
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Item 1.
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Financial
Statements:
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STEELCASE INC.
(in millions,
except per share data)
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Three Months Ended
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Nine Months Ended
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November 28,
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November 23,
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November 28,
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November 23,
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2008
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2007
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2008
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2007
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Revenue
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$
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811.3
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$
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885.9
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$
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2,528.9
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$
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2,519.5
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Cost of sales
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577.0
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589.1
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1,736.8
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1,680.9
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Restructuring costs
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3.8
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(0.1
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17.3
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(0.1
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Gross profit
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230.5
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296.9
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774.8
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838.7
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Operating expenses
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214.6
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244.2
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673.4
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682.7
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Restructuring costs
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0.9
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3.6
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Operating income
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15.0
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52.7
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97.8
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156.0
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Interest expense
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(4.3
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(4.2
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(12.8
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(12.6
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Other (expense) income, net
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(1.3
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3.6
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4.3
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21.8
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Income before income tax expense
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9.4
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52.1
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89.3
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165.2
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Income tax expense
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9.0
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20.8
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35.3
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62.6
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Net income
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$
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0.4
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$
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31.3
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$
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54.0
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$
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102.6
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Earnings per share:
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Basic
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$
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0.00
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$
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0.22
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$
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0.40
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$
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0.72
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Diluted
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$
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0.00
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$
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0.22
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$
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0.40
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$
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0.71
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Dividends declared and paid per common share
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$
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0.15
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$
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0.15
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$
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0.45
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$
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0.45
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See accompanying notes to the condensed consolidated financial
statements.
1
STEELCASE INC.
(in
millions)
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(Unaudited)
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(Restated)
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November 28,
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February 29,
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2008
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2008
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ASSETS
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Current assets:
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Cash and cash equivalents
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$
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163.4
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$
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213.9
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Short-term investments
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56.6
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50.1
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Accounts receivable, net
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368.3
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397.0
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Inventories
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154.4
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146.7
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Other current assets
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124.5
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127.0
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Total current assets
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867.2
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934.7
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Property and equipment, net
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464.7
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478.4
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Company-owned life insurance
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184.1
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210.6
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Goodwill and other intangible assets, net
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277.9
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301.0
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Other assets
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165.3
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199.7
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Total assets
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$
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1,959.2
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$
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2,124.4
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LIABILITIES AND SHAREHOLDERS EQUITY
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Current liabilities:
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Accounts payable
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$
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237.4
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$
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246.9
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Short-term borrowings and current maturities of long-term debt
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4.3
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8.2
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Accrued expenses:
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Employee compensation
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149.4
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181.3
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Employee benefit plan obligations
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32.2
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39.0
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Other
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209.0
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207.6
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Total current liabilities
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632.3
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683.0
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Long-term liabilities:
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Long-term debt less current maturities
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251.0
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250.5
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Employee benefit plan obligations
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180.3
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183.4
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Other long-term liabilities
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84.9
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96.6
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Total long-term liabilities
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516.2
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530.5
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Total liabilities
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1,148.5
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1,213.5
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Shareholders equity:
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Common stock
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59.8
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114.7
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Additional paid-in capital
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6.6
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5.0
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Accumulated other comprehensive (loss) income
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(22.8
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17.4
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Retained earnings
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767.1
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773.8
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Total shareholders equity
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810.7
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910.9
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Total liabilities and shareholders equity
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$
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1,959.2
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$
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2,124.4
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See accompanying notes to the condensed consolidated financial
statements.
2
STEELCASE INC.
(in
millions)
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Nine Months Ended
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November 28,
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November 23,
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2008
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2007
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OPERATING ACTIVITIES
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Net income
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$
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54.0
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$
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102.6
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Depreciation and amortization
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67.5
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70.1
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Impairment of goodwill and intangible assets
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21.1
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Changes in operating assets and liabilities
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(25.6
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(35.3
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Other, net
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15.8
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9.3
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Net cash provided by operating activities
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111.7
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167.8
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INVESTING ACTIVITIES
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Capital expenditures
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(66.2
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(52.6
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Net purchases of investments
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(1.3
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(43.1
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Proceeds from disposal of fixed assets
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4.8
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26.0
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Business divestitures (acquisitions), net of cash sold or
acquired
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15.8
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(7.6
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Other, net
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11.7
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11.9
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Net cash used in investing activities
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(35.2
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(65.4
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FINANCING ACTIVITIES
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Dividends paid
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(60.7
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(64.9
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Common stock repurchases
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(59.0
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(124.5
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Common stock issuances
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0.4
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11.0
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Other, net
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(0.7
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4.3
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Net cash used in financing activities
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(120.0
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(174.1
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Effect of exchange rate changes on cash and cash equivalents
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(7.0
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12.1
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Net decrease in cash and cash equivalents
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(50.5
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(59.6
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Cash and cash equivalents, beginning of period
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213.9
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527.2
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Cash and cash equivalents, end of period
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$
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163.4
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$
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467.6
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See accompanying notes to the condensed consolidated financial
statements.
3
STEELCASE INC.
(Unaudited)
The accompanying condensed consolidated financial statements
have been prepared in accordance with accounting principles
generally accepted in the United States of America
(GAAP) for interim financial information and with
the instructions in Article 10 of
Regulation S-X.
Accordingly, they do not include all of the information and
footnotes for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring
accruals and adjustments) considered necessary for a fair
presentation of the condensed consolidated financial statements
have been included. Results for interim periods should not be
considered indicative of results to be expected for a full year.
Reference should be made to the consolidated financial
statements contained in our Annual Report on
Form 10-K
for the fiscal year ended February 29, 2008
(Form 10-K).
The Condensed Consolidated Balance Sheet at February 29,
2008 was derived from the audited Consolidated Balance Sheet
included in our
Form 10-K.
During Q2 2009, we determined that we had not appropriately
recorded deferred tax liabilities on certain intangible assets
acquired prior to February 29, 2008. Accordingly, we
restated our February 29, 2008 balance sheet to correct
goodwill and deferred tax liabilities related to prior
acquisitions. These corrections increased goodwill by $35.4
($32.8 in our Other category, $1.4 in our North America segment
and $1.2 in our International segment) as reported in the
Condensed Consolidated Balance Sheet as Goodwill and other
intangibles, net and decreased deferred tax assets by a
corresponding amount as reported in the Condensed Consolidated
Balance Sheet as Other assets. We did not amend our
February 29, 2008
Form 10-K
or any other prior period filing, as these corrections were not
considered material to the Consolidated Balance Sheet and had no
impact on our Consolidated Statements of Income, earnings per
share, retained earnings or our cash flows from operating,
financing or investing activities.
As used in this Report, unless otherwise expressly stated or the
content otherwise requires, all references to
Steelcase, we, our,
Company and similar references are to Steelcase Inc.
and its majority-owned subsidiaries. In addition, reference to a
year relates to the fiscal year, ended in February of the year
indicated, rather than the calendar year. Additionally, Q1, Q2,
Q3 and Q4 reference the first, second, third and fourth quarter,
respectively, of the fiscal year indicated. All amounts are in
millions, except share and per share data, data presented as a
percentage or as otherwise indicated.
Certain amounts in the prior years financial statements
have been reclassified to conform to the current year
presentation.
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|
2.
|
NEW ACCOUNTING
STANDARDS
|
In December 2007, the Financial Accounting Standards Board
(FASB) issued Statement of Financial Accounting
Standards (SFAS) No. 141(R), Business
Combinations (SFAS No. 141(R)), to
create greater consistency in the accounting and financial
reporting of business combinations. SFAS No. 141(R)
establishes principles and requirements for how the acquirer in
a business combination (i) recognizes and measures in its
financial statements the identifiable assets acquired, the
liabilities assumed and any controlling interest,
(ii) recognizes and measures the goodwill acquired in the
business combination or a gain from a bargain purchase and
(iii) determines what information to disclose to enable
users of the financial statements to evaluate the nature and
financial effects of the business combination.
SFAS No. 141(R) applies to fiscal years beginning
after December 15, 2008. Earlier adoption is prohibited.
4
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
In December 2007, the FASB issued SFAS No. 160,
Noncontrolling Interests in Consolidated Financial
Statements an Amendment of ARB No. 51
(SFAS No. 160), to establish
accounting and reporting standards for the noncontrolling
interest in a subsidiary and for the deconsolidation of a
subsidiary. SFAS No. 160 establishes accounting and
reporting standards that require (i) the ownership interest
in subsidiaries held by parties other than the parent to be
clearly identified and presented on the balance sheet within
equity, but separate from the parents equity,
(ii) the amount of net income attributable to the parent
and the noncontrolling interest to be clearly identified and
presented on the face of the statement of income and
(iii) changes in a parents ownership interest while
the parent retains its controlling financial interest in its
subsidiary to be accounted for consistently.
SFAS No. 160 applies to fiscal years beginning after
December 15, 2008. Earlier adoption is prohibited.
In February 2008, the FASB issued FASB Staff Position on
Statement 157, Effective Date of FASB Statement
No. 157 (FSP
No. 157-2).
FSP
No. 157-2
delays the effective date of SFAS No. 157, Fair
Value Measurements (SFAS No. 157), for
all nonfinancial assets and liabilities that are not remeasured
at fair value on a recurring basis, to fiscal years beginning
after November 15, 2008. Although we believe the adoption
of SFAS No. 157 for nonfinancial assets and
liabilities may impact the way in which we calculate fair value
of goodwill, indefinite-lived intangible assets, and other
long-lived assets, we do not believe the adoption of FSP
No. 157-2
will have a material impact on our consolidated financial
statements. We applied SFAS No. 157 to all other fair
value measurements effective March 1, 2008. See Note 6
for additional information.
In March 2008, the FASB issued SFAS No. 161,
Disclosures about Derivative Instruments and Hedging
Activities an Amendment of FASB Statement
No. 133 (SFAS No. 161), to
improve financial reporting of derivative instruments and
hedging activities by requiring enhanced disclosures to enable
investors to better understand their effects on an entitys
financial position, financial performance and cash flows.
SFAS No. 161 applies to fiscal years and interim
periods beginning after November 15, 2008. We do not
believe the adoption of this statement will have a material
impact on our future disclosures.
In April 2008, the FASB issued FASB Staff Position
No. 142-3,
Determination of the Useful Life of Intangible Assets
(FSP
No. 142-3),
which amends the factors that should be considered in developing
renewal or extension assumptions used to determine the useful
life of a recognized intangible asset under
SFAS No. 142, Goodwill and Other Intangible
Assets. The intent of FSP
No. 142-3
is to improve the consistency between the useful life of an
intangible asset and the period of expected cash flows used to
measure its fair value.
FSP No. 142-3
applies to fiscal years beginning after December 15, 2008.
Earlier adoption is prohibited. We do not believe the adoption
of this statement will have a material impact on our financial
statements.
In October 2008, the FASB issued FASB Staff Position on
Statement 157, Determining the Fair Value of a Financial
Asset When the Market for That Asset Is Not Active
(FSP
No. 157-3),
which clarifies the application of SFAS No. 157 and
provides an example to illustrate key considerations in
determining the fair value of a financial asset when the market
for that asset is not active. FSP
No. 157-3
was effective on October 10, 2008, the date of issuance.
The provisions of FSP
No. 157-3
did not have
5
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
a significant impact on the techniques used to value the fair
value of our investments in auction rate securities and Canadian
asset-backed commercial paper during Q3 2009 and did not have a
material impact on our financial statements. See Note 6 for
additional information.
|
|
|
FSP
No. FAS 140-4
and FIN 46(R)-8
|
In December 2008, the FASB issued FASB Staff Position
No. FAS 140-4
and FIN 46(R)-8, Disclosures by Public Entities
(Enterprises) about Transfers of Financial Assets and Interests
in Variable Interest Entities, to provide additional
disclosures about transferors continuing involvements with
transferred financial assets and involvement with variable
interest entities. This pronouncement applies to fiscal years
and interim periods beginning after December 15, 2008. We
have not determined the effect, if any, the adoption of this
statement will have on our future disclosures.
During Q2 2009, we sold Custom Cable Industries, Inc.
(Custom Cable), a wholly-owned subsidiary in our
North America segment. Total proceeds including limited seller
financing are expected to aggregate $17.7. In connection with
the sale, we recorded an operating loss of $1.8 within our
Corporate costs during Q2 2009 and expect to record net tax
benefits of approximately $2 during fiscal 2009. Our Condensed
Consolidated Statement of Income for the nine months ended
November 28, 2008 includes $11.2 of revenue, $3.9 of gross
profit, $2.1 of operating expenses and $1.8 of operating income
related to Custom Cable.
Basic earnings per share is based on the weighted-average number
of shares of common stock outstanding during each period.
Diluted earnings per share also includes the effects of shares
and potential shares issued under our stock incentive plans.
However, diluted earnings per share does not reflect the effects
of 4.4 million options for 2009 and 3.4 million
options for 2008 because those potential shares were not
dilutive.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Computation of Earnings per Share
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Net income
|
|
|
$
|
0.4
|
|
|
|
$
|
31.3
|
|
|
|
$
|
54.0
|
|
|
|
$
|
102.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares outstanding for basic earnings per share
(in millions)
|
|
|
|
133.8
|
|
|
|
|
140.9
|
|
|
|
|
134.8
|
|
|
|
|
143.1
|
|
Effect of dilutive stock-based compensation (in millions)
|
|
|
|
0.3
|
|
|
|
|
1.0
|
|
|
|
|
0.5
|
|
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted weighted-average shares outstanding for diluted
earnings per share (in millions)
|
|
|
|
134.1
|
|
|
|
|
141.9
|
|
|
|
|
135.3
|
|
|
|
|
144.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share of common stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
0.00
|
|
|
|
$
|
0.22
|
|
|
|
$
|
0.40
|
|
|
|
$
|
0.72
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
$
|
0.00
|
|
|
|
$
|
0.22
|
|
|
|
$
|
0.40
|
|
|
|
$
|
0.71
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shares outstanding at period end (in millions)
|
|
|
|
133.7
|
|
|
|
|
141.4
|
|
|
|
|
133.7
|
|
|
|
|
141.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
|
|
5.
|
COMPREHENSIVE
(LOSS) INCOME
|
Comprehensive (loss) income is comprised of net income and all
changes to shareholders equity except those due to
investments by, and distributions to, shareholders.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Components of Comprehensive (Loss) Income
|
|
|
2008
|
|
|
|
2007
|
|
Net income
|
|
|
$
|
0.4
|
|
|
|
$
|
31.3
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation
|
|
|
|
(36.7
|
)
|
|
|
|
13.3
|
|
Derivative adjustments, net of tax of $0.0 and $(0.2)
|
|
|
|
(0.1
|
)
|
|
|
|
0.3
|
|
Unrealized net loss on investments, net of tax of $0.2 and $0.0
|
|
|
|
(0.3
|
)
|
|
|
|
|
|
Minimum pension liability, net of tax of $0.5 and $0.7
|
|
|
|
(0.8
|
)
|
|
|
|
(1.2
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
(37.9
|
)
|
|
|
|
12.4
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive (loss) income
|
|
|
$
|
(37.5
|
)
|
|
|
$
|
43.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Components of Comprehensive Income
|
|
|
2008
|
|
|
|
2007
|
|
Net income
|
|
|
$
|
54.0
|
|
|
|
$
|
102.6
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation
|
|
|
|
(39.6
|
)
|
|
|
|
26.5
|
|
Derivative adjustments, net of tax of $0.1 and $(0.1)
|
|
|
|
(0.2
|
)
|
|
|
|
0.1
|
|
Unrealized net gain on investments, net of tax of $(1.5) and $0.0
|
|
|
|
2.6
|
|
|
|
|
|
|
Minimum pension liability, net of tax of $1.6 and $2.3
|
|
|
|
(3.0
|
)
|
|
|
|
(3.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
(40.2
|
)
|
|
|
|
22.8
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
$
|
13.8
|
|
|
|
$
|
125.4
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustments of $36.7 and $39.6 for
the three and nine months ended November 28, 2008,
respectively, reflect the impact of the decline in certain
foreign currency values relative to the U.S. dollar during
each period. As of November 28, 2008, approximately 30% of
our net assets were denominated in currencies other than the
U.S. dollar, the majority of which are denominated in Euros.
We adopted SFAS No. 157 as of March 1, 2008.
SFAS No. 157 defines fair value as the exchange price
that would be received for an asset or paid to transfer a
liability (an exit price) in the principal or most advantageous
market for the asset or liability in an orderly transaction
between market participants. SFAS No. 157 also
specifies a fair value hierarchy based upon the observability of
inputs used in valuation techniques. Observable inputs (highest
level) reflect market data obtained from independent sources,
while unobservable inputs (lowest level) reflect internally
developed market assumptions. In accordance with
SFAS No. 157, fair value measurements are classified
under the following hierarchy:
Level 1 Quoted prices for identical
instruments in active markets.
7
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
Level 2 Quoted prices for similar
instruments in active markets; quoted prices for identical or
similar instruments in markets that are not active; and
model-derived valuations in which all significant inputs or
significant value-drivers are observable in active markets.
Level 3 Model-derived valuations in
which one or more significant inputs or significant
value-drivers are unobservable.
Fair value measurements are classified according to the lowest
level input or value-driver that is significant to the
valuation. A measurement may therefore be classified within
Level 3 even though there may be other significant inputs
that are readily observable.
Assets and liabilities measured at fair value in our Condensed
Consolidated Balance Sheet as of November 28, 2008 are
summarized below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value of Financial Instruments
|
|
|
Level 1
|
|
|
|
Level 2
|
|
|
|
Level 3
|
|
|
|
Total
|
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Managed investment portfolio
|
|
|
$
|
51.9
|
|
|
|
$
|
|
|
|
|
$
|
|
|
|
|
$
|
51.9
|
|
Auction rate securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.7
|
|
|
|
|
23.7
|
|
Available-for-sale securities
|
|
|
|
4.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.7
|
|
Canadian asset-backed commercial paper
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.3
|
|
|
|
|
3.3
|
|
Foreign exchange forward contracts
|
|
|
|
|
|
|
|
|
8.6
|
|
|
|
|
|
|
|
|
|
8.6
|
|
Privately-held equity investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.3
|
|
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
$
|
56.6
|
|
|
|
$
|
8.6
|
|
|
|
$
|
27.3
|
|
|
|
$
|
92.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Managed
Investment Portfolio and Available-for-Sale
Securities
|
Our managed investment portfolio consists of short-term
investments in U.S. Treasury, U.S. Government agency
and corporate debt instruments. Fair values for investments in
our managed investment portfolio and our available-for-sale
securities are based upon valuations for identical instruments
in active markets.
As of November 28, 2008, we held auction rate securities
(ARS) totaling $26.5 of par value for which the
auction market remains effectively shut-down. We have the intent
and ability to hold these securities until a recovery in market
value occurs given our current liquidity and capital structure.
Our estimates of the fair value of these securities have been
based on assumptions we believe market participants would use in
pricing the assets in a current transaction, which could change
significantly over time based on market conditions.
During Q3 2009, we determined through published reports and
other data that the issuer of one of our ARS invested a material
portion of their investment portfolio in asset-backed securities
and other low-grade investments. The parent of this issuer
carries a non-investment grade credit rating from
Standard & Poors. The par value of this security
was $3.3 and we estimated the market value as of
November 28, 2008 to approximate $2.5 based on a discounted
cash flow model using a risk premium and discount rate
commensurate with the risk related to the security. As a result
of our analysis, we recorded a $0.8
other-than-temporary
impairment to this ARS during Q3 2009.
During Q3 2009, we reduced our reserve for unrealized losses on
our other ARS investments by $0.6 based on an increase in the
estimated fair value of these securities. As of
November 28, 2008, we have unrealized losses related to
these securities of $2.0 recorded in Accumulated other
comprehensive
8
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
(loss) income on the Condensed Consolidated Balance
Sheet, as we believe the impairments are temporary. We concluded
no other-than-temporary impairment loss occurred on these
securities as of the end of Q3 2009 as we believe the decline in
market value is due to general market conditions and not
specific underlying credit issues.
|
|
|
Canadian
Asset-Backed Commercial Paper
|
As of November 28, 2008, we held one investment in Canadian
asset-backed commercial paper (ABCP) with an
original par value of Canadian $5.0. As a result of a lack of
liquidity in the Canadian ABCP market, the ABCP did not settle
on maturity and is considered to be in default. We recorded an
impairment of our investment in Q4 2008 of Canadian $0.9. A
restructuring plan was approved by the Superior Court of Ontario
in June 2008. Under the restructuring, we will exchange our ABCP
for a bundle of new long-term floating-rate notes. Consummation
of the restructuring has been delayed as a result of additional
legal actions and turmoil in global financial markets. As a
result of a recent agreement by the Canadian federal government
and some Canadian provincial governments to provide financial
support to the restructuring, we now expect to receive
replacement securities under a revised restructuring plan during
Q4 2009.
Using a discounted cash flow analysis, based on the types of
securities we expect to receive from the restructuring plan, we
evaluated our investment for impairment as of November 28,
2008. Our analysis concluded that no additional impairment was
necessary.
|
|
|
Foreign
Exchange Forward Contract
|
From time to time, we enter into forward contracts to mitigate
the risk of translation into U.S. dollars of certain
foreign-denominated net income, assets and liabilities. We
primarily hedge intercompany working capital loans and certain
forecasted currency flows from intercompany transactions. The
fair value of foreign exchange forward contracts is based on a
valuation model that discounts cash flows resulting from the
differential between the contract price and the market-based
forward rate.
|
|
|
Privately-Held
Equity Investments
|
Privately-held equity investments are carried at the lower of
cost or estimated fair value. For these non-quoted investments,
we review the underlying performance of the privately-held
companies to determine if potential declines in estimated fair
value exist and are other than temporary.
Below is a roll-forward of assets and liabilities measured at
fair value using Level 3 inputs for the nine months ended
November 28, 2008.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Canadian
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset-Backed
|
|
|
|
Privately-
|
|
|
|
|
Auction Rate
|
|
|
|
Commercial
|
|
|
|
Held Equity
|
|
Rollforward of Fair Value Using Level 3 Inputs
|
|
|
Securities
|
|
|
|
Paper
|
|
|
|
Investments
|
|
Balance as of March 1, 2008
|
|
|
$
|
23.9
|
|
|
|
$
|
4.1
|
|
|
|
$
|
1.7
|
|
Reclassified to Level 1 available-for-sale securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.3
|
)
|
Unrealized loss on investments
|
|
|
|
(0.2
|
)
|
|
|
|
|
|
|
|
|
(0.1
|
)
|
Reclassified to other-than-temporary impairment
|
|
|
|
0.8
|
|
|
|
|
|
|
|
|
|
|
|
Other-than-temporary impairment
|
|
|
|
(0.8
|
)
|
|
|
|
|
|
|
|
|
|
|
Currency translation adjustment
|
|
|
|
|
|
|
|
|
(0.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of November 28, 2008
|
|
|
$
|
23.7
|
|
|
|
$
|
3.3
|
|
|
|
$
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
Following is a summary of inventories as of November 28,
2008 and February 29, 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
November 28,
|
|
|
|
February 29,
|
|
Inventories
|
|
|
2008
|
|
|
|
2008
|
|
Finished goods
|
|
|
$
|
100.6
|
|
|
|
$
|
87.9
|
|
Work in process
|
|
|
|
20.5
|
|
|
|
|
20.9
|
|
Raw materials
|
|
|
|
67.1
|
|
|
|
|
67.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
188.2
|
|
|
|
|
176.3
|
|
LIFO reserve
|
|
|
|
(33.8
|
)
|
|
|
|
(29.6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
154.4
|
|
|
|
$
|
146.7
|
|
|
|
|
|
|
|
|
|
|
|
|
The portion of inventories determined by the LIFO method
aggregated $57.4 as of November 28, 2008 and $54.4 as of
February 29, 2008.
|
|
8.
|
COMPANY-OWNED
LIFE INSURANCE
|
Investments in company-owned life insurance policies
(COLI) were made with the intention of utilizing
them as a long-term funding source for post-retirement medical
benefits, deferred compensation and supplemental retirement plan
obligations, which at November 28, 2008 aggregated $207.7,
with a related deferred tax asset of $79.6. However, they do not
represent a committed funding source for these obligations. They
are subject to claims from creditors, and we can designate them
to another purpose at any time.
Following is a summary of COLI as of November 28, 2008 and
February 29, 2008:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ability to Choose
|
|
|
|
|
|
Target Asset
|
|
|
November 28,
|
|
|
|
February 29,
|
|
Type
|
|
|
Investments
|
|
|
Net Return
|
|
|
Allocation
|
|
|
2008
|
|
|
|
2008
|
|
Whole Life Insurance Policies
|
|
|
No ability
|
|
|
A set dividend rate periodically adjusted by insurance companies
|
|
|
Not Applicable
|
|
|
$
|
104.7
|
|
|
|
$
|
100.8
|
|
Variable Life Insurance Policies
|
|
|
Can allocate across a set of choices provided by the insurance
companies
|
|
|
Fluctuates depending on changes in market interest rates and
equity values
|
|
|
25% Fixed
Income
75% Equity
|
|
|
|
79.4
|
|
|
|
|
109.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
184.1
|
|
|
|
$
|
210.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During Q3 2009, significant declines in global equity markets
had the effect of reducing the cash surrender value of our
variable life insurance policies by $(28.8). During that same
period, the cash surrender value associated with our whole life
policies increased by $1.3. The net changes in cash surrender
value, normal insurance expenses and any death benefit gains are
generally allocated 60% to Cost of sales and 40% to
Operating expenses on the Condensed Consolidated
Statements of Income. This allocation is consistent with the
costs associated with the long-term employee benefit obligations
that COLI is intended to fund.
10
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
|
|
9.
|
EMPLOYEE BENEFIT
PLAN OBLIGATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
|
|
|
|
|
|
|
Post-Retirement
|
|
|
|
|
Pension Plans
|
|
|
|
Plans
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Components of Expense
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Service cost
|
|
|
$
|
0.5
|
|
|
|
$
|
0.6
|
|
|
|
$
|
0.2
|
|
|
|
$
|
0.3
|
|
Interest cost
|
|
|
|
1.2
|
|
|
|
|
1.2
|
|
|
|
|
2.1
|
|
|
|
|
1.9
|
|
Amortization of prior year service gain
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.8
|
)
|
|
|
|
(1.8
|
)
|
Expected return on plan assets
|
|
|
|
(0.8
|
)
|
|
|
|
(1.0
|
)
|
|
|
|
|
|
|
|
|
|
|
Adjustment due to plan curtailment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.4
|
)
|
Amortization of unrecognized net actuarial loss
|
|
|
|
0.1
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net expense
|
|
|
$
|
1.0
|
|
|
|
$
|
0.9
|
|
|
|
$
|
0.5
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
|
|
|
|
|
|
|
|
|
Post-Retirement
|
|
|
|
|
Pension Plans
|
|
|
|
Plans
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Components of Expense
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Service cost
|
|
|
$
|
1.5
|
|
|
|
$
|
1.7
|
|
|
|
$
|
0.7
|
|
|
|
$
|
0.9
|
|
Interest cost
|
|
|
|
3.7
|
|
|
|
|
3.5
|
|
|
|
|
6.2
|
|
|
|
|
5.7
|
|
Amortization of prior year service gain
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5.3
|
)
|
|
|
|
(5.3
|
)
|
Expected return on plan assets
|
|
|
|
(2.6
|
)
|
|
|
|
(2.8
|
)
|
|
|
|
|
|
|
|
|
|
|
Adjustment due to plan curtailment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.9
|
)
|
Amortization of unrecognized net actuarial loss
|
|
|
|
0.3
|
|
|
|
|
0.2
|
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net expense
|
|
|
$
|
2.9
|
|
|
|
$
|
2.6
|
|
|
|
$
|
1.5
|
|
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
We expect to contribute approximately $3 to our pension plans
and $12 to our post-retirement benefit plans during 2009. As of
November 28, 2008, contributions of approximately $1.7 and
$8.8 have been made to the respective plans.
We expect to receive approximately $1.2 in Medicare Part D
subsidy reimbursements during 2009 of which we have received
$0.5 during the first three quarters of 2009.
The accrued liability for warranty costs, included within
Accrued expenses: Other on the Condensed Consolidated
Balance Sheets, is based on an estimated amount needed to cover
future warranty obligations for products sold as of the balance
sheet date and is determined by historical product data and
managements knowledge of current events and actions.
|
|
|
|
|
|
Product Warranty
|
|
|
Amount
|
|
Balance as of February 29, 2008
|
|
|
$
|
21.6
|
|
Accruals for warranty charges
|
|
|
|
7.8
|
|
Settlements and adjustments
|
|
|
|
(10.0
|
)
|
|
|
|
|
|
|
Balance as of November 28, 2008
|
|
|
$
|
19.4
|
|
|
|
|
|
|
|
11
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
Our year-to-date effective tax rate increased to 42.5% at
November 28, 2008 from 33% at August 29, 2008,
primarily as a result of the large, non-tax deductible COLI
losses incurred during Q3 2009.
We recorded $9.0 of income tax expense in Q3 2009 which included:
|
|
|
|
|
a year-to-date adjustment of $7.6 to increase tax expense for
the first half of fiscal 2009 to our current estimated effective
tax rate of 42.5%;
|
|
|
|
Q3 2009 income tax expense of $4.0, or 42.5% of the
quarters pre-tax income; and
|
|
|
|
certain favorable adjustments, totaling $(2.6), which resulted
from changes in estimates associated with our fiscal 2008 tax
returns, and the retroactive reinstatement of the
U.S. research tax credit to January 1, 2008.
|
Our effective tax rate estimate does not assume any significant
change (positive or negative) in cash surrender value of COLI
during the fourth quarter. Non-deductible COLI losses have the
effect of increasing our effective tax rate, while non-taxable
COLI income has the opposite effect.
Our federal income tax returns for fiscal years 2004 through
2008 are currently under examination by the Internal Revenue
Service (IRS) in connection with our participation
in the Compliance Assurance Process. We expect the IRS
examination to close in Q4 2009; however, at this time it is not
possible to estimate any potential impact on fiscal 2009 income
tax expense.
We operate within two reportable segments (North America and
International), plus an Other category. Our Other
category includes the Coalesse Group (formerly the Premium
Group), PolyVision and IDEO subsidiaries. Unallocated corporate
expenses are reported as Corporate.
Prior to 2009, the Other category also included our Financial
Services subsidiary. In recent years, we have significantly
reduced the capital invested in, and related operations of,
Financial Services. We now use third parties to provide lease
funding to customers and have reduced the nature and level of
financing services provided to our dealers. As a result, we
integrated the remaining operations of Financial Services into
the North America segment beginning in Q1 2009. Due to the
change in the nature of the operations, we have not reclassified
prior year financial results of Financial Services to North
America; accordingly, the 2008 financial results remain in the
Other category.
12
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
Revenue and operating income (loss) for the three and nine
months ended November 28, 2008 and November 23, 2007
and total assets as of November 28, 2008 and
February 29, 2008 by segment are presented below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Reportable Segment Income Statement Data
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
$
|
443.1
|
|
|
|
$
|
500.0
|
|
|
|
$
|
1,373.5
|
|
|
|
$
|
1,462.4
|
|
International
|
|
|
|
236.0
|
|
|
|
|
230.8
|
|
|
|
|
742.0
|
|
|
|
|
615.6
|
|
Other
|
|
|
|
132.2
|
|
|
|
|
155.1
|
|
|
|
|
413.4
|
|
|
|
|
441.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated revenue
|
|
|
$
|
811.3
|
|
|
|
$
|
885.9
|
|
|
|
$
|
2,528.9
|
|
|
|
$
|
2,519.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
$
|
3.2
|
|
|
|
$
|
52.6
|
|
|
|
$
|
77.6
|
|
|
|
$
|
136.4
|
|
International
|
|
|
|
19.4
|
|
|
|
|
20.2
|
|
|
|
|
44.7
|
|
|
|
|
39.2
|
|
Other
|
|
|
|
(3.1
|
)
|
|
|
|
(12.9
|
)
|
|
|
|
(5.9
|
)
|
|
|
|
1.1
|
|
Corporate
|
|
|
|
(4.5
|
)
|
|
|
|
(7.2
|
)
|
|
|
|
(18.6
|
)
|
|
|
|
(20.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated operating income
|
|
|
$
|
15.0
|
|
|
|
$
|
52.7
|
|
|
|
$
|
97.8
|
|
|
|
$
|
156.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
November 28,
|
|
|
|
February 29,
|
|
Reportable Segment Balance Sheet Data
|
|
|
2008
|
|
|
|
2008
|
|
|
|
|
|
|
|
|
(Restated)
|
|
Total assets
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
$
|
769.5
|
|
|
|
$
|
793.7
|
|
International
|
|
|
|
469.6
|
|
|
|
|
546.8
|
|
Other
|
|
|
|
269.4
|
|
|
|
|
309.7
|
|
Corporate
|
|
|
|
450.7
|
|
|
|
|
474.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated total assets
|
|
|
$
|
1,959.2
|
|
|
|
$
|
2,124.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13.
|
RESTRUCTURING
ACTIVITIES
|
We announced specific actions in March 2008 targeted toward
further modernizing our industrial system, rebalancing our
workforce to better align with our growth opportunities and
improving the profitability at PolyVision. We currently estimate
these actions to cost approximately $30, or $10 less than
initially estimated. However, we continue to estimate the
related savings will approximate $40 on an annualized basis. The
March 2008 announcement includes the following actions:
|
|
|
|
|
Within the North America segment, we are closing one
manufacturing facility and transferring its production, along
with certain products from another facility, to other
manufacturing facilities within our network. We expect these
actions to be completed by the end of Q4 2009. During Q3 2009,
we recorded $1.4 in costs associated with these actions which
included employee termination costs, impairment of certain fixed
assets and relocation costs. We have incurred a cumulative total
of $10.4 in costs related to this initiative during 2009.
|
|
|
|
|
|
Within the Other category, we are closing our Oakland,
California (Metro) manufacturing facility, as we continue to
consolidate front office and manufacturing operations within
other Coalesse Group and North America locations. We expect to
complete this initiative by the end of Q4 2009. We recorded a
charge of $2.3 during Q3 2009, and we have incurred a cumulative
total of $9.3 in costs related to employee termination,
relocation and impairment of certain fixed assets in connection
with this initiative.
|
13
STEELCASE INC.
NOTES TO
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)(Continued)
|
|
|
|
|
Also within the Other Category, we closed a PolyVision facility
during Q1 2009. This closure was linked to a decision to exit a
portion of the public-bid contractor whiteboard fabrication
business where profit margins are the lowest. During 2009, we
incurred cumulative employee termination and relocation costs of
$1.2 associated with this action. We also recorded a credit of
$0.9 in Q2 2009 related to the disposition of a product line
within PolyVisions business.
|
|
|
|
|
|
We launched various white-collar reinvention
initiatives across our business in an effort to curb the
automatic replacement of future attrition and retirements and to
rebalance our global workforce to better align with our growth
opportunities. In connection with these efforts, we expect to
reduce our existing white-collar workforce by approximately 100
jobs by the end of 2009. Some of those jobs will relocate to a
company-owned shared service center, some to third parties and
some may be eliminated as we continue to modernize our
processes. We incurred $0.3 in costs in Q3 2009, for a
cumulative total of $4.0 in employee termination costs
associated with these initiatives during 2009.
|
In December 2008, we announced a series of new actions to
consolidate additional manufacturing and distribution facilities
in North America, reduce our white-collar workforce and other
operating costs globally, and continue and expand our
white-collar reinvention initiatives. We expect these recently
announced restructuring initiatives to cost between $20 and $25
and generate up to $40 of annualized savings once completed. The
majority of these actions are expected to be completed during
the next six months, while the white-collar reinvention
initiatives are expected to take place throughout fiscal 2010.
In Q3 2009, we incurred $0.7 in employee termination costs
associated with these actions.
These restructuring costs and other less significant items are
summarized in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Restructuring Costs
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
$
|
1.9
|
|
|
|
$
|
0.3
|
|
|
|
$
|
9.8
|
|
|
|
$
|
2.0
|
|
International
|
|
|
|
|
|
|
|
|
(0.5
|
)
|
|
|
|
(0.4
|
)
|
|
|
|
(2.1
|
)
|
Other
|
|
|
|
1.9
|
|
|
|
|
0.1
|
|
|
|
|
7.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.8
|
|
|
|
|
(0.1
|
)
|
|
|
|
17.3
|
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.4
|
|
|
|
|
|
|
International
|
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
1.0
|
|
|
|
|
|
|
Other
|
|
|
|
0.7
|
|
|
|
|
|
|
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.9
|
|
|
|
|
|
|
|
|
|
3.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Totals
|
|
|
$
|
4.7
|
|
|
|
$
|
(0.1
|
)
|
|
|
$
|
20.9
|
|
|
|
$
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Below is a summary of the net additions, payments and
adjustments to the restructuring reserve balance during 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Business Exits
|
|
|
|
|
|
|
|
|
Workforce
|
|
|
|
and Related
|
|
|
|
|
|
Restructuring Reserve
|
|
|
Reductions
|
|
|
|
Costs
|
|
|
|
Total
|
|
Reserve balance as of February 29, 2008
|
|
|
$
|
2.5
|
|
|
|
$
|
2.6
|
|
|
|
$
|
5.1
|
|
Additions, net
|
|
|
|
16.5
|
|
|
|
|
4.4
|
|
|
|
|
20.9
|
|
Payments, net
|
|
|
|
(12.3
|
)
|
|
|
|
(1.4
|
)
|
|
|
|
(13.7
|
)
|
Adjustments
|
|
|
|
(0.3
|
)
|
|
|
|
(2.0
|
)
|
|
|
|
(2.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reserve balance as of November 28, 2008
|
|
|
$
|
6.4
|
|
|
|
$
|
3.6
|
|
|
|
$
|
10.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14
The reserve balance as of November 28, 2008 is primarily
related to employee termination costs associated with our
restructuring activities announced in March 2008.
|
|
Item 2.
|
Managements
Discussion and Analysis of Financial Condition and Results of
Operations:
|
This managements discussion and analysis of financial
condition and results of operations should be read in
conjunction with our February 29, 2008 Annual Report on
Form 10-K,
filed with the U.S. Securities and Exchange Commission on
April 28, 2008. Unless the context otherwise indicates,
reference to a year relates to the fiscal year, ended in
February of the year indicated, rather than the calendar year.
Additionally, Q1, Q2, Q3 and Q4 reference the first, second,
third and fourth quarter, respectively, of the fiscal year
indicated. All amounts are in millions, except share and per
share data, data presented as a percentage or as otherwise
indicated.
Financial
Summary
Results of
Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Income Statement Data
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Revenue
|
|
|
$
|
811.3
|
|
|
|
|
100.0
|
%
|
|
|
$
|
885.9
|
|
|
|
|
100.0
|
%
|
|
|
$
|
2,528.9
|
|
|
|
|
100.0
|
%
|
|
|
$
|
2,519.5
|
|
|
|
|
100.0
|
%
|
Cost of sales
|
|
|
|
577.0
|
|
|
|
|
71.1
|
|
|
|
|
589.1
|
|
|
|
|
66.5
|
|
|
|
|
1,736.8
|
|
|
|
|
68.7
|
|
|
|
|
1,680.9
|
|
|
|
|
66.7
|
|
Restructuring costs
|
|
|
|
3.8
|
|
|
|
|
0.5
|
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
17.3
|
|
|
|
|
0.7
|
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
230.5
|
|
|
|
|
28.4
|
|
|
|
|
296.9
|
|
|
|
|
33.5
|
|
|
|
|
774.8
|
|
|
|
|
30.6
|
|
|
|
|
838.7
|
|
|
|
|
33.3
|
|
Operating expenses
|
|
|
|
214.6
|
|
|
|
|
26.5
|
|
|
|
|
244.2
|
|
|
|
|
27.6
|
|
|
|
|
673.4
|
|
|
|
|
26.6
|
|
|
|
|
682.7
|
|
|
|
|
27.1
|
|
Restructuring costs
|
|
|
|
0.9
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.6
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
|
15.0
|
|
|
|
|
1.8
|
|
|
|
|
52.7
|
|
|
|
|
5.9
|
|
|
|
|
97.8
|
|
|
|
|
3.9
|
|
|
|
|
156.0
|
|
|
|
|
6.2
|
|
Interest expense and other (expense) income, net
|
|
|
|
(5.6
|
)
|
|
|
|
(0.7
|
)
|
|
|
|
(0.6
|
)
|
|
|
|
(0.1
|
)
|
|
|
|
(8.5
|
)
|
|
|
|
(0.4
|
)
|
|
|
|
9.2
|
|
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax expense
|
|
|
|
9.4
|
|
|
|
|
1.1
|
|
|
|
|
52.1
|
|
|
|
|
5.8
|
|
|
|
|
89.3
|
|
|
|
|
3.5
|
|
|
|
|
165.2
|
|
|
|
|
6.6
|
|
Income tax expense
|
|
|
|
9.0
|
|
|
|
|
1.1
|
|
|
|
|
20.8
|
|
|
|
|
2.3
|
|
|
|
|
35.3
|
|
|
|
|
1.4
|
|
|
|
|
62.6
|
|
|
|
|
2.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
$
|
31.3
|
|
|
|
|
3.5
|
%
|
|
|
$
|
54.0
|
|
|
|
|
2.1
|
%
|
|
|
$
|
102.6
|
|
|
|
|
4.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Overview
Q3 2009 net income decreased to $0.4, or $0.00 per share,
compared to $31.3, or $0.22 per share, in the same quarter last
year. The decrease in the quarter was largely the result of
lower volume within our North America segment and Other category
and a $27.5 charge related to a reduction in cash surrender
value of our company-owned life insurance policies
(COLI). Higher commodity cost inflation which
continues to out-pace recent pricing actions, increased
restructuring costs and lower interest income also contributed
to the decline in net income, but to a smaller extent. Q3 2008
included a $21.1 impairment charge at PolyVision, which is
included in the Other category. Net income decreased by $48.6
during the first three quarters of 2009 to $54.0, or $0.40 per
diluted share, compared to $102.6, or $0.71 per diluted share,
in the same period last year primarily due to the same factors
noted above for the Q3 2009 decrease in net income.
Revenue was $811.3 in Q3 2009, compared to $885.9 in the same
quarter last year. The overall global economic slowdown and
factors contributing to the turmoil in the capital markets are
influencing the current demand for office furniture. During the
quarter, the rapid acceleration of the credit crisis in North
America contributed to revenue decreasing by 11.4% in our North
America segment and 14.8% in our Other category. Revenue in our
International segment increased 2.3%, despite negative currency
translation effects compared to the prior year. In total, third
quarter revenue included approximately $18
15
of unfavorable currency translation effects versus the same
quarter last year and a minimal net impact from acquisitions and
dispositions during the last four quarters.
Year-to-date revenue increased slightly compared to the same
period last year. Revenue increased by 20.5% in our
International segment offset in part by decreases of 6.1% and
6.4% in our North America segment and Other category,
respectively, compared to the same period last year.
Year-to-date revenue included approximately $35 of net favorable
currency translation effects and an unfavorable impact of $15
related to net dispositions during the last four quarters.
Cost of sales, which is reported separately from restructuring
costs, increased as a percentage of revenue by 460 basis
points during Q3 2009 and 200 basis points year-to-date,
compared to the same periods last year, primarily due to a
significant decline in the cash surrender value of COLI in Q3
2009 and higher commodity cost inflation, which has out-paced
recent pricing actions for the last two quarters. Additionally,
lower fixed cost absorption related to lower volume also had the
effect of increasing cost of sales as a percentage of revenue in
Q3 2009 compared to the prior year.
Operating expenses, which are reported separately from
restructuring costs, decreased by $29.6 in Q3 2009 and by
$9.3 year-to-date compared to the same periods last year.
The decrease in the quarter was primarily due to $21.1 of
impairment charges recorded in the Other category in Q3 2008 and
lower variable compensation expense, partially offset by
declines in the cash surrender value of COLI. For year-to-date
2009, the decrease in operating expenses in Q3 2009 was
partially offset by increases during the first half of 2009,
which included unfavorable currency translation effects,
increased product development and showroom spending, increased
spending related to the launch of our Coalesse brand and
additional growth-related spending in Asia.
Q3 2009 operating income was $15.0, a decrease of $37.7 compared
to the prior year. Year-to-date operating income was $97.8, a
decrease of $58.2 compared to the prior year.
Restructuring costs of $4.7 incurred in Q3 2009 and
$20.9 year-to-date primarily related to the restructuring
activities we announced in March 2008. See Note 13 to the
condensed consolidated financial statements for additional
information.
We increased our year-to-date effective tax rate in Q3 2009 to
42.5% reflecting the impact of the significant non-deductible
COLI losses during Q3 2009. In addition, we recorded favorable
tax adjustments totaling $2.6 resulting from changes in
estimates associated with our fiscal 2008 U.S. tax returns
and the retroactive reinstatement of the U.S. research tax
credit to January 1, 2008. We currently expect our
effective tax rate to approximate 42.5% in Q4 2009; however,
continued volatility in COLI results and the potential
finalization of a multi-year audit with the Internal Revenue
Service in the U.S. could impact this estimate.
16
Interest Expense
and Other (Expense) Income, Net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Interest Expense and Other (Expense) Income, Net
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Interest expense
|
|
|
$
|
(4.3
|
)
|
|
|
$
|
(4.2
|
)
|
|
|
$
|
(12.8
|
)
|
|
|
$
|
(12.6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income, net:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
|
1.0
|
|
|
|
|
5.7
|
|
|
|
|
4.5
|
|
|
|
|
18.5
|
|
Equity in income of unconsolidated ventures
|
|
|
|
1.1
|
|
|
|
|
1.1
|
|
|
|
|
3.4
|
|
|
|
|
3.3
|
|
Elimination of minority interest in consolidated dealers
|
|
|
|
(1.0
|
)
|
|
|
|
(1.6
|
)
|
|
|
|
(3.5
|
)
|
|
|
|
(5.5
|
)
|
Foreign exchange (loss) gain
|
|
|
|
(2.6
|
)
|
|
|
|
1.5
|
|
|
|
|
(3.7
|
)
|
|
|
|
2.9
|
|
Other income (expense), net
|
|
|
|
0.2
|
|
|
|
|
(3.1
|
)
|
|
|
|
3.6
|
|
|
|
|
2.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other (expense) income, net
|
|
|
|
(1.3
|
)
|
|
|
|
3.6
|
|
|
|
|
4.3
|
|
|
|
|
21.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense and other (expense) income, net
|
|
|
$
|
(5.6
|
)
|
|
|
$
|
(0.6
|
)
|
|
|
$
|
(8.5
|
)
|
|
|
$
|
9.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income in Q3 2009 and year-to-date was lower than the
prior year due to lower average cash balances resulting from the
payment of a $1.75 per share special cash dividend in Q4 2008
and lower interest rates earned on those balances. Foreign
exchange losses in Q3 2009 and year-to-date resulted from the
strengthening of the U.S. dollar compared to European and
Canadian currencies, whereas foreign exchange gains in 2008
occurred when the U.S. dollar weakened compared to those
currencies.
Business Segment
Review
See additional information regarding our business segments in
Note 12 to the condensed consolidated financial statements.
North
America
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Income Statement Data North America
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Revenue
|
|
|
$
|
443.1
|
|
|
|
|
100.0
|
%
|
|
|
$
|
500.0
|
|
|
|
|
100.0
|
%
|
|
|
$
|
1,373.5
|
|
|
|
|
100.0
|
%
|
|
|
$
|
1,462.4
|
|
|
|
|
100.0
|
%
|
Cost of sales
|
|
|
|
333.0
|
|
|
|
|
75.2
|
|
|
|
|
341.2
|
|
|
|
|
68.2
|
|
|
|
|
965.3
|
|
|
|
|
70.3
|
|
|
|
|
994.9
|
|
|
|
|
68.0
|
|
Restructuring costs
|
|
|
|
1.9
|
|
|
|
|
0.4
|
|
|
|
|
0.3
|
|
|
|
|
0.1
|
|
|
|
|
9.8
|
|
|
|
|
0.7
|
|
|
|
|
2.0
|
|
|
|
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
108.2
|
|
|
|
|
24.4
|
|
|
|
|
158.5
|
|
|
|
|
31.7
|
|
|
|
|
398.4
|
|
|
|
|
29.0
|
|
|
|
|
465.5
|
|
|
|
|
31.8
|
|
Operating expenses
|
|
|
|
105.0
|
|
|
|
|
23.7
|
|
|
|
|
105.9
|
|
|
|
|
21.2
|
|
|
|
|
319.4
|
|
|
|
|
23.3
|
|
|
|
|
329.1
|
|
|
|
|
22.5
|
|
Restructuring costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.4
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
$
|
3.2
|
|
|
|
|
0.7
|
%
|
|
|
$
|
52.6
|
|
|
|
|
10.5
|
%
|
|
|
$
|
77.6
|
|
|
|
|
5.6
|
%
|
|
|
$
|
136.4
|
|
|
|
|
9.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income was 0.7% of revenue in Q3 2009 compared to
10.5% of revenue in the same quarter last year. Year-to-date
operating income was 5.6% of revenue compared to 9.3% of revenue
in the prior year. The decrease was due to lower fixed cost
absorption related to lower volume, decreases in the cash
surrender value of COLI, higher commodity cost inflation, which
has out-paced recent pricing actions for the last two quarters,
and increased restructuring costs.
North America revenue, which accounted for approximately 54% of
consolidated year-to-date revenue, decreased by 11.4% from the
prior year quarter and 6.1% year-to-date. The decrease in
revenue during the first two quarters of 2009 was primarily due
to decreased project business in the financial services sector;
however, in Q3 2009, revenue declines became more broad based,
negatively impacting many other vertical
17
markets and most geographic regions throughout the
U.S. These declines were partially offset by relative
stability in the higher education, federal government,
healthcare and
technical/professional
sectors. Order rates deteriorated significantly through the
quarter, and we witnessed an increase in project deferrals and
cancellations as business capital spending declined. Net
dispositions had the effect of decreasing revenue by
approximately $8 during Q3 2009 and $42 year-to-date as
compared to the same periods last year. Currency translation had
the effect of decreasing revenue by approximately $5 during Q3
2009 and increasing revenue by approximately
$1 year-to-date as compared to the same periods last year.
Cost of sales increased as a percentage of revenue by
700 basis points in the current quarter versus the same
quarter last year and by 230 basis points year-to-date. In
addition to the COLI losses previously referenced, increases in
cost of sales were driven by lower fixed cost absorption related
to lower volume and increased commodity cost inflation which has
out-paced recent pricing actions for the last two quarters. The
year-to-date deterioration was partially offset by a favorable
property tax settlement recorded in the first quarter and
continued plant efficiencies in the first half of the year.
Operating expenses decreased by $0.9 during Q3 2009 and
$9.7 year-to-date compared to the same periods last year,
but increased as a percentage of revenue due to volume
reductions. The quarter and year-to-date decreases in operating
expense dollars were primarily due to lower variable
compensation expense and lower operating expenses related to the
sale of a non-core business, which were partially offset by
decreases in cash surrender value of COLI and increased spending
on a sales and dealer conference during Q3 2009. Q3 2008
benefited from reductions in variable compensation expense
associated with the impairment charges recorded in the Other
category.
Restructuring costs of $1.9 incurred in Q3 2009 and
$11.2 year-to-date primarily related to the restructuring
activities we announced in March 2008. See Note 13 to the
condensed consolidated financial statements for additional
information.
International
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Income Statement Data International
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Revenue
|
|
|
$
|
236.0
|
|
|
|
|
100.0
|
%
|
|
|
$
|
230.8
|
|
|
|
|
100.0
|
%
|
|
|
$
|
742.0
|
|
|
|
|
100.0
|
%
|
|
|
$
|
615.6
|
|
|
|
|
100.0
|
%
|
Cost of sales
|
|
|
|
155.5
|
|
|
|
|
65.9
|
|
|
|
|
150.9
|
|
|
|
|
65.4
|
|
|
|
|
500.2
|
|
|
|
|
67.4
|
|
|
|
|
407.0
|
|
|
|
|
66.1
|
|
Restructuring credits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.5
|
)
|
|
|
|
(0.2
|
)
|
|
|
|
(0.4
|
)
|
|
|
|
|
|
|
|
|
(2.1
|
)
|
|
|
|
(0.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
80.5
|
|
|
|
|
34.1
|
|
|
|
|
80.4
|
|
|
|
|
34.8
|
|
|
|
|
242.2
|
|
|
|
|
32.6
|
|
|
|
|
210.7
|
|
|
|
|
34.2
|
|
Operating expenses
|
|
|
|
60.9
|
|
|
|
|
25.8
|
|
|
|
|
60.2
|
|
|
|
|
26.0
|
|
|
|
|
196.5
|
|
|
|
|
26.5
|
|
|
|
|
171.5
|
|
|
|
|
27.8
|
|
Restructuring costs
|
|
|
|
0.2
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.0
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
$
|
19.4
|
|
|
|
|
8.2
|
%
|
|
|
$
|
20.2
|
|
|
|
|
8.8
|
%
|
|
|
$
|
44.7
|
|
|
|
|
6.0
|
%
|
|
|
$
|
39.2
|
|
|
|
|
6.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
International reported operating income of 8.2% of revenue in Q3
2009 compared to 8.8% of revenue in the same quarter last year.
Year-to-date operating income was 6.0% of revenue compared to
6.4% of revenue in the prior year. Benefits associated with
improved fixed cost leverage related to higher volume were more
than offset by increases in cost of sales due to commodity cost
inflation, unfavorable currency impacts in the United Kingdom
and the dilutive impact of consolidating an acquisition.
International revenue represented approximately 29% of
consolidated year-to-date revenue. Revenue increased 2.3% from
the same quarter last year and 20.5% year-to-date. The Q3 2009
revenue growth included increases in the United Kingdom, Mexico,
India, Algeria, the region encompassing the former Soviet Union
and the Middle East, and decreases in Spain, France and Japan.
The year-to-date revenue growth also reflected increases in
Germany and China. Currency translation had the effect of
decreasing revenue by approximately $13 during Q3 2009 but
increasing revenue by approximately $34 year-to-date as
compared to the same periods last year. Net acquisitions
completed during the last four quarters had the effect of
increasing revenue by approximately $8 during Q3 2009 and
$27 year-to-date as compared to the same periods last year.
18
Cost of sales as a percentage of revenue increased by
50 basis points in Q3 2009 and 130 basis points
year-to-date compared to 2008. The deterioration was primarily
due to commodity cost inflation, unfavorable currency impacts in
the United Kingdom and the dilutive impact of consolidating an
acquisition.
Operating expenses increased by $0.7 during Q3 2009 and
$25.0 year-to-date compared to the same periods last year.
The year-to-date increase was driven by unfavorable currency
translation effects, net acquisitions completed during the last
four quarters and additional growth-related spending in Asia.
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Income Statement Data Other
|
|
|
2008
|
|
|
|
2007
|
|
|
|
2008
|
|
|
|
2007
|
|
Revenue
|
|
|
$
|
132.2
|
|
|
|
|
100.0
|
%
|
|
|
$
|
155.1
|
|
|
|
|
100.0
|
%
|
|
|
$
|
413.4
|
|
|
|
|
100.0
|
%
|
|
|
$
|
441.5
|
|
|
|
|
100.0
|
%
|
Cost of sales
|
|
|
|
88.5
|
|
|
|
|
67.0
|
|
|
|
|
97.0
|
|
|
|
|
62.5
|
|
|
|
|
271.3
|
|
|
|
|
65.6
|
|
|
|
|
279.0
|
|
|
|
|
63.2
|
|
Restructuring costs
|
|
|
|
1.9
|
|
|
|
|
1.4
|
|
|
|
|
0.1
|
|
|
|
|
0.1
|
|
|
|
|
7.9
|
|
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
41.8
|
|
|
|
|
31.6
|
|
|
|
|
58.0
|
|
|
|
|
37.4
|
|
|
|
|
134.2
|
|
|
|
|
32.5
|
|
|
|
|
162.5
|
|
|
|
|
36.8
|
|
Operating expenses
|
|
|
|
44.2
|
|
|
|
|
33.4
|
|
|
|
|
70.9
|
|
|
|
|
45.7
|
|
|
|
|
138.9
|
|
|
|
|
33.6
|
|
|
|
|
161.4
|
|
|
|
|
36.6
|
|
Restructuring costs
|
|
|
|
0.7
|
|
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.2
|
|
|
|
|
0.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating (loss) income
|
|
|
$
|
(3.1
|
)
|
|
|
|
(2.3
|
)%
|
|
|
$
|
(12.9
|
)
|
|
|
|
(8.3
|
)%
|
|
|
$
|
(5.9
|
)
|
|
|
|
(1.4
|
)%
|
|
|
$
|
1.1
|
|
|
|
|
0.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our Other category includes the Coalesse Group, PolyVision and
IDEO subsidiaries. Q3 2009 revenue decreased 14.8% from the same
quarter last year and 6.4% year-to-date. The decrease in revenue
includes the effects of our decision earlier in 2009 to exit a
portion of the PolyVision public bid contractor whiteboard
fabrication business, as well as the transfer of corporate
whiteboard and certain other corporate technology products to
the Steelcase brand in the North America segment during the
first six months of 2009. In addition, the weakening economy in
the U.S. contributed to decreases in revenue in the
Coalesse Group and IDEO. As discussed in Note 12 to the
condensed consolidated financial statements, prior to 2009, the
Other category also included our Financial Services subsidiary.
The Other category included approximately $2 of operating income
from Financial Services in Q3 2008 and $7 in the first three
quarters of 2008, which primarily related to residual gains from
early lease terminations we had originated and funded in prior
years.
The operating loss for the Other category was $3.1 during Q3
2009 and $5.9 year-to-date, representing an improvement of
$9.8 and decrease of $7.0, compared to the respective prior
periods.
The Q3 and year-to-date 2009 operating losses for the Other
category primarily related to lower operating income performance
within the Coalesse Group and restructuring costs within the
Coalesse Group and PolyVision. Additionally, Q3 and year-to-date
2009 do not benefit from prior year gains within Financial
Services and include a negative impact from transferring certain
PolyVision product lines to the Steelcase brand. The operating
loss in Q3 2008 was primarily due to a $21.1 goodwill and
intangible asset impairment-related charge.
The Coalesse Group recorded lower operating income in Q3 and
year-to-date 2009 versus the same periods last year due to lower
volume, higher cost of sales as a result of temporary
inefficiencies associated with the consolidation of
manufacturing activities announced in March 2008, higher
commodity costs and increased operating expense investments
related to the launch of the Coalesse brand and various new
products.
Net restructuring costs of $2.6 in Q3 2009 and
$9.1 year-to-date 2009 primarily related to the closure of
two manufacturing facilities: one within the Coalesse Group and
one at PolyVision.
19
Corporate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Nine Months Ended
|
|
|
|
November 28,
|
|
|
November 23,
|
|
|
November 28,
|
|
|
November 23,
|
Income Statement Data Corporate
|
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
Operating expenses
|
|
|
$
|
4.5
|
|
|
|
$
|
7.2
|
|
|
|
$
|
18.6
|
|
|
|
$
|
20.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The decrease in corporate expenses was primarily due to lower
variable compensation expense. Approximately 85% of corporate
expenses are charged to the operating segments as part of a
corporate allocation. Unallocated portions of these expenses are
considered general corporate costs and are reported as
Corporate. Corporate costs include executive and portions of
shared service functions such as information technology, human
resources, finance, legal, research and development and
corporate facilities.
Liquidity and
Capital Resources
The following table summarizes our statements of cash flows for
the nine months ended November 28, 2008 and
November 23, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Cash Flow Data
|
|
|
2008
|
|
|
|
2007
|
|
Net cash provided by (used in):
|
|
|
|
|
|
|
|
|
|
|
Operating activities
|
|
|
$
|
111.7
|
|
|
|
$
|
167.8
|
|
Investing activities
|
|
|
|
(35.2
|
)
|
|
|
|
(65.4
|
)
|
Financing activities
|
|
|
|
(120.0
|
)
|
|
|
|
(174.1
|
)
|
Effect of exchange rate changes on cash and cash equivalents
|
|
|
|
(7.0
|
)
|
|
|
|
12.1
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents
|
|
|
|
(50.5
|
)
|
|
|
|
(59.6
|
)
|
Cash and cash equivalents, beginning of period
|
|
|
|
213.9
|
|
|
|
|
527.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period
|
|
|
$
|
163.4
|
|
|
|
$
|
467.6
|
|
|
|
|
|
|
|
|
|
|
|
|
We believe we currently need approximately $50 of cash to fund
the day-to-day operations of our business. Our current target is
to maintain a minimum of $100 of additional cash and short-term
investments as available liquidity for funding investments in
growth initiatives and as a cushion against volatility in the
economy. Our actual cash and short-term investment balances will
fluctuate from quarter to quarter as we plan for and manage
certain seasonal disbursements, particularly the annual payment
of accrued variable compensation and retirement plan
contributions in Q1. These are general guidelines; we may modify
our approach in response to changing market conditions or
opportunities. As of the end of Q3 2009, we held a total of
$220.0 in cash and short-term investments.
Cash provided by
operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Cash Flow Data Operating Activities
|
|
|
2008
|
|
|
|
2007
|
|
Net income
|
|
|
$
|
54.0
|
|
|
|
$
|
102.6
|
|
Depreciation and amortization
|
|
|
|
67.5
|
|
|
|
|
70.1
|
|
Impairment of goodwill and intangible assets
|
|
|
|
|
|
|
|
|
21.1
|
|
Changes in operating assets and liabilities
|
|
|
|
(25.6
|
)
|
|
|
|
(35.3
|
)
|
Other, net
|
|
|
|
15.8
|
|
|
|
|
9.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
$
|
111.7
|
|
|
|
$
|
167.8
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities decreased during the
first three quarters of 2009 primarily related to lower
profitability.
20
Cash used in
investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Cash Flow Data Investing Activities
|
|
|
2008
|
|
|
|
2007
|
|
Capital expenditures
|
|
|
$
|
(66.2
|
)
|
|
|
$
|
(52.6
|
)
|
Net purchases of investments
|
|
|
|
(1.3
|
)
|
|
|
|
(43.1
|
)
|
Proceeds from disposal of fixed assets
|
|
|
|
4.8
|
|
|
|
|
26.0
|
|
Business divestitures (acquisitions), net of cash sold or
acquired
|
|
|
|
15.8
|
|
|
|
|
(7.6
|
)
|
Other, net
|
|
|
|
11.7
|
|
|
|
|
11.9
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
$
|
(35.2
|
)
|
|
|
$
|
(65.4
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities during the first three
quarters of 2009 primarily related to capital expenditures. The
increase in capital expenditures compared to the prior year is
primarily related to an $11.8 progress payment in Q2 2009
associated with a replacement corporate aircraft. Business
divestitures in the current year related primarily to the sale
of a non-core business in our North America segment in Q2 2009.
Cash used in
financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
|
|
|
|
|
November 28,
|
|
|
|
November 23,
|
|
Cash Flow Data Financing Activities
|
|
|
2008
|
|
|
|
2007
|
|
Dividends paid
|
|
|
$
|
(60.7
|
)
|
|
|
$
|
(64.9
|
)
|
Common stock repurchases
|
|
|
|
(59.0
|
)
|
|
|
|
(124.5
|
)
|
Common stock issuances
|
|
|
|
0.4
|
|
|
|
|
11.0
|
|
Other, net
|
|
|
|
(0.7
|
)
|
|
|
|
4.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
$
|
(120.0
|
)
|
|
|
$
|
(174.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
The primary uses of cash in financing activities continue to
relate to dividends and share repurchases.
We paid dividends of $0.15 per common share during each of the
first three quarters of 2009 and 2008. On December 18,
2008, our Board of Directors declared a dividend of $0.08 per
common share to be paid in Q4 2009.
During the first three quarters of 2009, we repurchased
5.1 million shares of common stock for $59.0, which
included $24.2 repurchased under a $100 share repurchase
program completed in March 2008. As of the end of Q3 2009, we
had $215.1 remaining availability under the $250 share
repurchase program approved by our Board of Directors in
December 2007. We have no outstanding share repurchase
commitments.
Share repurchases of Class A common stock to enable
participants to satisfy tax withholding obligations upon vesting
of restricted stock and restricted stock units, pursuant to the
terms of our Incentive Compensation Plan, were $1.7 and $2.8 for
the first three quarters of 2009 and 2008, respectively.
Off-Balance Sheet
Arrangements
During the first three quarters of 2009, no material change in
our off-balance sheet arrangements occurred.
21
Contractual
Obligations
During the first three quarters of 2009, there were no material
changes to our contractual obligations.
Goodwill and
Other Intangible Assets
As of November 28, 2008, Goodwill and other intangible
assets, net, as reported on the Condensed Consolidated
Balance Sheets aggregated $277.9. We analyze our goodwill and
other
non-amortized
intangible assets for impairment on an annual basis during Q4
(Q3 for PolyVision) or more frequently if impairment indicators
are present. Such indicators of impairment include, but are not
limited to, changes in general business conditions and
reductions in expected operating results or cash flows related
to such assets.
During Q3 2009, we experienced a significant decline in the
price of our publicly-traded Class A common stock and,
accordingly, a significant decline in our market capitalization.
We believe the decline in our stock price was principally driven
by the current economic environment and the extraordinary
declines in worldwide stock markets as a whole. We do not
believe that these events impact the fair value of our reporting
units with allocated goodwill; however, they would impact our
ability to reconcile the fair value of our reporting units to
our market capitalization. As part of our annual goodwill
impairment test, we will prepare a reconciliation of the fair
value of our reporting units to our market capitalization. As a
result of this reconciliation process, and if our stock price
remains at current levels for a more extended period of time, it
is possible that we could identify factors impacting enterprise
value that have not yet been reflected in our assessment of
reporting unit fair value. Any consequent reduction in the
estimated fair value of our reporting units as a result of the
identification of such factors could result in a non-cash
goodwill impairment charge.
Liquidity
Facilities
Our total liquidity facilities as of November 28, 2008
consisted of:
|
|
|
|
|
|
Liquidity Facilities
|
|
|
Amount
|
|
Global committed bank facility
|
|
|
$
|
200.0
|
|
Various uncommitted lines
|
|
|
|
106.5
|
|
|
|
|
|
|
|
Total credit lines available
|
|
|
|
306.5
|
|
Less:
|
|
|
|
|
|
Borrowings outstanding
|
|
|
|
4.6
|
|
Standby letters of credit
|
|
|
|
21.4
|
|
|
|
|
|
|
|
Available capacity (subject to covenant constraints)
|
|
|
$
|
280.5
|
|
|
|
|
|
|
|
We have the option of increasing the global committed bank
facility from $200 to $300, subject to customary conditions.
Borrowings under this facility are unsecured and unsubordinated.
There are currently no borrowings outstanding under this
facility, and the facility matures in Q2 2011. The facility
requires us to satisfy two financial covenants: a maximum
leverage ratio covenant, which is measured by the ratio of debt
to trailing four quarter EBITDA (as defined in the credit
agreement) and is required to be less than 3:1, and a minimum
interest coverage ratio, which is measured by the ratio of
trailing four quarter EBITDA (as defined in the credit
agreement) to trailing four quarter interest expense and is
required to be greater than 4:1. We were in compliance with all
covenants under this facility and our other financing facilities
during Q3 2009, and they are fully available for our use,
although the various uncommitted lines are subject to change or
cancellation by the banks at any time. Subsequent to
November 28, 2008, an existing standby letter of credit for
self-insured workers compensation was reissued under our
global committed bank facility which reduced our available
credit line by $18.4.
Total consolidated debt as of November 28, 2008 was $255.3.
Our debt primarily consisted of $249.6 in term notes due in 2012
with an effective interest rate of 6.3%. The term notes contain
no financial covenants.
22
We currently have investments in auction rate securities
(ARS) and one Canadian asset-backed commercial paper
(ABCP) investment with a total par value of $30.5
and an estimated fair value of $27.0. These securities are
included in Other assets on the Condensed Consolidated
Balance Sheets due to the tightening of the U.S. credit
markets and lack of liquid markets for ARS or Canadian ABCP. We
intend to hold these investments until the market recovers and
do not anticipate the need to sell these investments in order to
operate our business. See Note 6 to the condensed
consolidated financial statements for additional information.
The deterioration in the global economy and recent related
decline in global equity markets has adversely impacted our
revenue and operating profitability, particularly in North
America. Accordingly, we have initiated a variety of actions to
conserve cash and maintain liquidity.
|
|
|
|
|
In December 2008, we announced a series of new actions to
consolidate additional manufacturing and distribution facilities
in North America, reduce our white-collar workforce and other
operating costs globally, and continue and expand our
white-collar reinvention initiatives. We expect these recently
announced restructuring initiatives to cost between $20 and $25
and generate up to $40 of annualized savings once completed. See
Note 13 to the condensed consolidated financial statements
for additional information.
|
|
|
|
|
|
In December 2008, our Board of Directors declared a cash
dividend on our common stock of $0.08 per share, compared to
quarterly dividends of $0.15 per share paid in 2008 and
year-to-date 2009.
|
|
|
|
|
|
During Q3 2009, we reduced the level of share repurchases
compared to recent quarters.
|
|
|
|
|
|
We expect to reduce our level of capital expenditures in 2010 to
approximately $50, as compared to an expected $100 for 2009,
with a significant portion dedicated to product development
efforts.
|
The current cash and short-term investment balances, cash
generated from future operations, funds available under existing
credit facilities and funds available from COLI and other long
term investments are expected to be sufficient to finance our
known or foreseeable liquidity needs.
Our long-term debt rating is BBB with a stable outlook from
Standard & Poors and Baa3 with a negative
outlook from Moodys Investor Services.
Recently Issued
Accounting Standards
See Note 2 to the condensed consolidated financial
statements.
Forward-looking
Statements
From time to time, in written and oral statements, we discuss
our expectations regarding future events and our plans and
objectives for future operations. These forward-looking
statements generally are accompanied by words such as
anticipate, believe, could,
estimate, expect, forecast,
intend, may, possible,
potential, predict, project,
or other similar words, phrases or expressions. Forward-looking
statements involve a number of risks and uncertainties that
could cause actual results to vary from our expectations because
of factors such as, but not limited to, competitive and general
economic conditions domestically and internationally; acts of
terrorism, war, governmental action, natural disasters and other
Force Majeure events; changes in the legal and regulatory
environment; our restructuring activities; currency
fluctuations; changes in customer demand; and the other risks
and contingencies detailed in this Report, our most recent
Annual Report on
Form 10-K
and our other filings with the Securities and Exchange
Commission. We undertake no obligation to update, amend, or
clarify forward-looking statements, whether as a result of new
information, future events, or otherwise.
23
|
|
Item 3.
|
Quantitative
and Qualitative Disclosures About Market Risk:
|
The nature of market risks (i.e., the risk of loss arising from
adverse changes in market rates and prices) faced by us at
November 28, 2008 is the same as disclosed in our Annual
Report on
Form 10-K
for the year ended February 29, 2008. The principal market
risks to which we are exposed include foreign exchange risk,
interest rate risk and fixed income and equity price risk.
Foreign Exchange
Risk
During the first three quarters of 2009, no material change in
foreign exchange risk occurred.
Interest Rate
Risk
During the first three quarters of 2009, no material change in
interest rate risk occurred.
Fixed Income and
Equity Price Risk
During the first three quarters of 2009, no material change in
fixed income and equity price risk occurred.
|
|
Item 4.
|
Controls
and Procedures:
|
(a) Disclosure Controls and
Procedures. Our management, under the supervision
and with the participation of our Chief Executive Officer and
Chief Financial Officer, evaluated the effectiveness of our
disclosure controls and procedures (as defined in
Rules 13a-15(e)
or 15d-15(e)
under the Securities Exchange Act of 1934, as amended (the
Exchange Act)), as of November 28, 2008. Based
on such evaluation, our Chief Executive Officer and Chief
Financial Officer concluded that as of November 28, 2008,
our disclosure controls and procedures were effective in
(1) recording, processing, summarizing and reporting, on a
timely basis, information required to be disclosed by us in the
reports that we file or submit under the Exchange Act and
(2) ensuring that information required to be disclosed by
us in such reports is accumulated and communicated to our
management, including our Chief Executive Officer and our Chief
Financial Officer, as appropriate to allow timely decisions
regarding required disclosure.
(b) Internal Control Over Financial
Reporting. There were no changes in our internal
control over financial reporting (as defined in
Rules 13a-15(f)
or 15d-15(f)
under the Exchange Act) during our third fiscal quarter that
have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.
24
PART II. OTHER
INFORMATION
The following risk factor supplements those risk factors
discussed in Part I, Item 1A, Risk
Factors, of our Annual Report on
Form 10-K
for the year ended February 29, 2008.
The effect of
deteriorating global economic conditions and financial markets
may adversely affect our business.
The recent distress in the financial markets has resulted in
extreme volatility in the capital markets and diminished
liquidity and credit availability. There can be no assurance
that our liquidity will not be adversely affected by changes in
the financial markets and the global economy. In addition,
deterioration in our financial results could negatively impact
our credit ratings. The tightening of the credit markets or a
downgrade in our credit ratings could increase our borrowing
costs and make it more difficult for us to access funds, to
refinance our existing indebtedness, to enter into agreements
for new indebtedness or to obtain funding through the issuance
of securities.
In addition, the credit crisis is having a significant negative
impact on many businesses around the world. The credit crisis
could adversely impact our customers, dealers and suppliers as
follows:
|
|
|
|
|
If our customers have difficulty in accessing the necessary
liquidity for their operations, they may be unable to allocate
capital for the purchase of our products and services, or they
may be unable to pay amounts owed to our dealers or us.
|
|
|
|
We rely largely on a network of independent and company-owned
dealers to market, deliver and install our products to
customers. Customer concentration within some of our dealers is
relatively high. If our dealers are unable to access liquidity
or become insolvent, they could be unable to deliver required
products and services and unable to pay amounts owed to us.
|
|
|
|
If our suppliers are unable to access liquidity or become
insolvent, they could be unable to deliver raw materials or
component parts and labor. In addition, some of our suppliers
also serve the automotive industry. Any adverse impacts to the
automotive industry, as a result of the economic slowdown or
credit crisis, could have a ripple effect on these suppliers
which could adversely impact their ability to supply us
necessary parts or labor. Any such disruptions could negatively
impact our ability to deliver products and services to our
dealers
and/or
customers, which in turn could have an adverse impact on our
business, operating results or financial condition.
|
|
|
Item 2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds:
|
Issuer Purchases
of Equity Securities
The following is a summary of share repurchase activity during
Q3 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(d)
|
|
|
|
|
|
|
|
|
|
|
|
|
(c)
|
|
|
|
Approximate Dollar
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Number of
|
|
|
|
Value of Shares
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares Purchased as
|
|
|
|
that May Yet be
|
|
|
|
|
(a)
|
|
|
|
(b)
|
|
|
|
Part of Publicly
|
|
|
|
Purchased
|
|
|
|
|
Total Number of
|
|
|
|
Average Price
|
|
|
|
Announced Plans
|
|
|
|
Under the Plans
|
|
Period
|
|
|
Shares Purchased
|
|
|
|
Paid per Share
|
|
|
|
or Programs (1)
|
|
|
|
or Programs (1)
|
|
8/30/08 10/3/08
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
$
|
220.0
|
|
10/4/08 10/31/08
|
|
|
|
557,700
|
|
|
|
$
|
8.75
|
|
|
|
|
557,700
|
|
|
|
$
|
215.1
|
|
11/1/08 11/28/08
|
|
|
|
|
|
|
|
$
|
|
|
|
|
|
|
|
|
|
$
|
215.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
557,700
|
|
|
|
$
|
8.75
|
|
|
|
|
557,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
In December 2007, our Board of Directors approved a share
repurchase program permitting the repurchase of up to $250 of
shares of our common stock. This program has no specific
expiration date. |
See Exhibit Index.
25
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, thereunto duly authorized.
STEELCASE INC.
Mark T. Mossing
Corporate Controller
and
Chief Accounting
Officer
(Duly Authorized Officer
and
Principal Accounting
Officer)
Date: January 7, 2009
26
Exhibit Index
|
|
|
|
|
|
Exhibit
|
|
|
|
No.
|
|
|
Description
|
|
10
|
.1
|
|
|
Steelcase Inc. Restoration Retirement Plan, as amended and
restated effective January 1, 2009(1)
|
|
10
|
.2
|
|
|
Non-Employee Director Deferred Compensation Plan, as amended and
restated effective January 1, 2009(1)
|
|
10
|
.3
|
|
|
Steelcase Inc. Deferred Compensation Plan, as amended and
restated effective January 1, 2009(1)
|
|
10
|
.4
|
|
|
2009-1
Amendment to the Steelcase Inc. Deferred Compensation Plan, as
amended and restated effective January 1, 2009
|
|
31
|
.1
|
|
|
Certification of CEO pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
31
|
.2
|
|
|
Certification of CFO pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
32
|
.1
|
|
|
Certification of CEO and CFO pursuant to 18 U.S.C.
Section 1350, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
(1) |
|
These documents were previously filed as the like-numbered
exhibits to our
10-Q for the
quarter ended August 29, 2008 and are being refiled to
correct an error in the versions previously filed. |
27