11-K 1 d11k.txt 11-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities and Exchange Act of 1934 (Mark One): [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended February 28, 2001 ----------------- OR [_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from ______________ to __________________ Commission file number 1-13873 A. Full title of the Plan and the address of the Plan, if different from that of the issuer named below: Steelcase Inc. 401(k) Retirement Plan B. Name of issuer of securities held pursuant to the Plan and the address of its principal executive office: Steelcase Inc. 901 44th Street Grand Rapids, Michigan 49508 SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator of the Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Steelcase Inc. 401(k)Retirement Plan Date: August 24, 2001 By: /s/ James P. Keane --------------- -------------------------- James P. Keane Senior Vice President-Finance and Chief Financial Officer Steelcase Inc. Steelcase Inc. 401(k) Retirement Plan Contents ================================================================================ Independent Auditors' Report 3 Financial Statements Statements of Net Assets Available for Benefits - February 28, 2001 and February 29, 2000 4 Statements of Changes in Net Assets Available for Benefits - Years Ended February 28, 2001 and February 29, 2000 5 Notes to Financial Statements 6-10 Supplemental Schedule Assets Held for Investment Purposes at End of Year 11 2 Independent Auditors' Report Plan Administrator of Steelcase Inc. 401(k) Retirement Plan Grand Rapids, Michigan We have audited the accompanying statements of net assets available for benefits of Steelcase Inc. 401(k) Retirement Plan as of February 28, 2001 and February 29, 2000, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above, present fairly, in all material respects, the net assets available for benefits of the Plan as of February 28, 2001 and February 29, 2000, and the changes in its net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental schedule of assets held for investment purposes at end of year is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. Grand Rapids, Michigan June 8, 2001 3 Steelcase Inc. 401(k) Retirement Plan Statements of Net Assets Available for Benefits (amounts in thousands) ================================================================================
February 28, February 29, 2001 2000 -------------------------------------------------------------------------------- Assets Investments $ 349,151 $ 435,861 Participant loans 2,021 - -------------------------------------------------------------------------------- Total Assets 351,172 435,861 Liabilities Pending trade payable - 1 -------------------------------------------------------------------------------- Net Assets Available for Benefits $ 351,172 $ 435,860 ================================================================================
See accompanying notes to financial statements. 4 Steelcase Inc. 401(k) Retirement Plan Statements of Changes in Net Assets Available for Benefits (amounts in thousands) ================================================================================
February 28, February 29, Year ended 2001 2000 -------------------------------------------------------------------------------- Additions Investment income Interest income Investments $ 379 $ 178 Participant loans 92 - Net investment gain (loss) from collective (2,616) 3,949 investment fund Net investment gain (loss) from mutual funds (121,430) 161,068 Net investment gain from common stock 4 1 -------------------------------------------------------------------------------- Total investment income (loss) (123,571) 165,196 Participant contributions 29,254 25,557 Rollover contributions 1,549 812 Employer contributions 21 - -------------------------------------------------------------------------------- Total Additions (92,747) 191,565 -------------------------------------------------------------------------------- Deductions Benefits paid to participants 22,258 18,982 Administrative expenses 1 233 -------------------------------------------------------------------------------- Total Deductions 22,259 19,215 -------------------------------------------------------------------------------- Net increase (decrease) (115,006) 172,350 Transfer from other plans 30,318 - Net Assets Available for Benefits, beginning of year 435,860 263,510 -------------------------------------------------------------------------------- Net Assets Available for Benefits, end of year $ 351,172 $ 435,860 --------------------------------------------------------------------------------
See accompanying notes to financial statements. 5 Steelcase Inc. 401(k) Retirement Plan Notes to Financial Statements (amounts in thousands) ================================================================================ 1. Plan Description The following description of the Steelcase Inc. 401(k) Retirement Plan (Plan) provides only general information. Participants should refer to the Plan agreement or Summary Plan Description (SPD) for a more complete description of the Plan's provisions. General The Plan is a contributory, defined contribution 401(k) plan established for employees of Steelcase Inc. (Company) and its subsidiaries that participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act (ERISA) of 1974. As of September 1, 2000, the Steelcase Inc. Group Retirement Plan was merged into this plan. The provisions of this Plan were fully applied to the participants of the Steelcase Inc. Group Retirement Plan. Contributions The Company contributes an amount equal to pre- tax elective deferrals selected by the participant under BenefitSystems, a cafeteria plan established and maintained by the Company. A participant may elect to defer to the plan on a pre-tax basis specified maximum percentages of eligible compensation (7% for Highly Compensated Employees and 8% for Nonhighly Compensated Employees, increased to 10% effective September 1, 2000 for all participants employed at the following locations: Steelcase North America Wood Furniture Grand Rapids; Brayton International Inc.; Anderson Desk Inc.; Stow Davis Furniture, Inc.; and Steelcase Design Partnership). Brayton International Inc. and Anderson Desk Inc. may each also make matching 6 Steelcase Inc. 401(k) Retirement Plan Notes to Financial Statements (amounts in thousands) ================================================================================ contributions in their discretion on behalf of their employees, at the level and under the conditions determined by them each year. Participant and employer contributions vest immediately. Contributions for a plan year on behalf of a participant are limited as described in the Plan. Participants direct the investment of their contributions into various investment options offered by the Plan. The Plan currently offers a money market fund, eight mutual funds, common stock, a collective investment fund, and a contract with an insurance company as investment options for participants. Participant Accounts Earnings, net gains and losses, and administrative expenses are allocated daily to the accounts of participants. Participant accounts are 100% vested. Contributions to the Plan are allocated to the accounts of the participants on a weekly, bi-weekly or monthly basis. Payment of Benefits Upon termination of service, a participant may elect to receive either a lump-sum distribution equal to the value of the participant's account, annual installments, a partial distribution, an annuity purchased equal to the value of the participant's account or a transfer into another qualified retirement plan or IRA. In-service withdrawals are also available for participants who had an account under the Steelcase Inc. Group Retirement Plan on August 31, 2000, if they experience a hardship, as defined in the Plan, or have reached age 59 1/2. Participant Loans Participants may, with the consent of the plan administrator, borrow up to 50% of their vested account balance or $15 thousand ($50 thousand for loans made prior to September 1, 2000 under the 7 Steelcase Inc. 401(k) Retirement Plan Notes to Financial Statements (amounts in thousands) ================================================================================ Steelcase Inc. Group Retirement Plan), whichever is less. The loans are secured by the balance in the participant's account and bear interest at 8.75%-10.50%. The loans are repaid ratably through payroll deductions over a period of four and one-half years or less. Loans made prior to September 1, 2000 under the Steelcase Inc. Group Retirement Plan must be repaid in five years or less, except that a loan used to purchase the principle residence of the participant, made prior to the merger of the Steelcase Inc. Group Retirement Plan, may exceed five years. 2. Summary of Basis of Accounting Significant Accounting The accompanying financial statements are Policies prepared under the accrual method of accounting. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Investments Investments in collective investment funds, mutual funds and common stock are stated at fair value as determined by Bank of New York, the custodian of the Plan, based on quoted market prices. The CIGNA Chartered Guaranteed Long-Term Account is stated at contract value, which approximates fair value. Contract value represents contributions made under the contract, plus interest at the contract rate, less any withdrawals. Participant loans are stated at cost, which approximates fair value. Payment of Benefits Benefits are recorded when paid. 8 Steelcase Inc. 401(k) Retirement Plan Notes to Financial Statements (amounts in thousands) ================================================================================ 3. Investments The following presents investments that represent 5 percent or more of the Plan's net assets:
February 28, February 29, 2001 2000 ------------------------------------------------------------ VanKampen Emerging Growth $ 133,571 $ 240,020 Fund A Kent Index Equity Fund 76,392 82,468 Old Kent Balanced Collective Investment Fund 36,181 38,531 Kent Short-Term Bond Fund 32,498 28,144 Putnam Investors Fund A 21,425 - ============================================================
4. Plan Termination Although it has not expressed any intent to do so, the Company has the right, under the Plan, to discontinue its contributions at any time and to terminate the Plan, subject to the provisions of ERISA. In the event of Plan termination, after participant accounts are adjusted for any expenses, the trustee will distribute the balance of the accounts to the participants. 5. Related Party Certain Plan investments are shares of mutual funds and Transactions collective investment funds managed by Old Kent Bank. Old Kent Bank is the trustee as defined by the Plan and, therefore, these transactions qualify as party-in- interest. 6. Income Tax Status The Internal Revenue Service has determined and informed the plan administrator in a letter dated March 21, 1996, that the Plan is qualified and the trust established under the Plan is tax-exempt under the appropriate sections of the Internal Revenue Code (IRC). Although the Plan has been amended since receiving the determination letter, the plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. 9 Steelcase Inc. 401(k) Retirement Plan Notes to Financial Statements (amounts in thousands) ================================================================================ 7. Reconciliation The following is a reconciliation of benefits paid to of Financial participants reported in the accompanying financial Statements to statements to Form 5500: Form 5500
February 28, February 29, Year ended 2001 2000 ---------------------------------------------------------------------- Benefits paid to participants per the financial statements $ 22,258 $ 18,982 Amounts allocated to withdrawing participants, beginning of year - (1,022) ---------------------------------------------------------------------- Benefits paid to participants per Form 5500 $ 22,258 $ 17,960 ======================================================================
Amounts allocated to withdrawing participants are recorded on Form 5500 for benefit claims that have been processed and approved for payment prior to February 29, 2000 but not yet paid as of that date. 10 Steelcase Inc. 401(k) Retirement Plan Schedule of Assets Held for Investment Purposes at End of Year (amounts in thousands) EIN: 38-0819050 Plan Number: 011
February 28, 2001 -------------------------------------------------------------------------------------------------------------------------------- (c) Description of Investment, (b) including Maturity Date, Rate of (e) Identity of Issue, Borrower, Lessor Interest, Collateral, Par or (d) Current (a) or Similar Party Maturity Value Cost Value -------------------------------------------------------------------------------------------------------------------------------- * Kent Money Market Fund 9,355 shares ** $ 9,355 Mutual funds Fidelity Advisors Growth Opportunities Fund 266 shares ** 8,123 * Kent Index Equity Fund 3,225 shares ** 76,392 * Kent Short-Term Bond Fund 3,330 shares ** 32,498 Putnam International Growth Fund A 439 shares ** 9,981 Putnam Investors Fund A 1,595 shares ** 21,425 Templeton Foreign Fund A 416 shares ** 4,260 VanKampen Corporate Bond Fund A 1,585 shares ** 10,524 VanKampen Emerging Growth Fund A 2,536 shares ** 133,571 Contract with Insurance Company CIGNA Chartered Guaranteed Long-Term Account 261 shares ** 6,688 * Steelcase Inc. common stock 11 shares 150 153 * Old Kent Balanced Collective Investment Fund 2,003 shares ** 36,181 * Participant loans (8.75%-10.50%) - 2,021 ================================================================================================================================
* A party-in-interest as defined by ERISA. ** The cost of participant-directed investments is not required to be disclosed.