UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 20, 2012
Steelcase Inc.
(Exact name of registrant as specified in its charter)
Michigan |
1-13873 |
38-0819050 |
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
901 44th Street SE, Grand Rapids, Michigan |
49508 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (616) 247-2710
None
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |
||
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
The Company reported its first quarter fiscal year 2013 results today and is furnishing the earnings release as Exhibit 99.1 attached hereto. Members of the public are invited to listen to the Company's webcast conference call on June 21, 2012, at 11:00 a.m. EDT through the link at ir.steelcase.com. Presentation slides are available at ir.steelcase.com. A replay of the webcast, including presentation slides, can also be accessed through the Company's website.
The earnings release contains certain non-GAAP financial measures. A "non-GAAP financial measure" is defined as a numerical measure of a company's financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the statement of operations, balance sheet or statement of cash flows of the Company. Pursuant to the requirements of Regulation G, the Company has provided a reconciliation within the earnings release of non-GAAP financial measures to the most directly comparable GAAP financial measure.
The non-GAAP financial measures used within the Company's earnings release are:
These measures are presented because management uses this information to monitor and evaluate financial results and trends. Therefore, management believes this information is also useful for investors.
The information furnished pursuant to this Item 2.02 and Item 7.01 to this Current Report on Form 8-K (including the exhibit hereto) shall not be considered "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.
Item 7.01. Regulation FD Disclosure.
The Company has updated its investor presentation and will make it available on the Company's website at ir.steelcase.com. The Company uses this presentation from time to time when company executives interact with investors and analysts to discuss our business strategies and long-term goals.
Item 9.01. Financial Statements and Exhibits.
d) EXHIBITS.
Exhibit
99.1
Earnings Release - First Quarter Ended May 25, 2012
Number
Description
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Steelcase Inc.
(Registrant) |
||
June 20, 2012
(Date) |
/s/ MARK T. MOSSING
Mark T. Mossing Corporate Controller and Chief Accounting Officer (Duly Authorized Officer and Principal Accounting Officer) |
EXHIBIT INDEX
Exhibit |
|
99.1
|
Earnings Release - First Quarter Ended May 25, 2012
|
EXHIBIT 99.1
GRAND RAPIDS, Mich., June 20, 2012 (GLOBE NEWSWIRE) -- Steelcase Inc. (NYSE:SCS) today reported first quarter revenue of $675.2 million and net income of $13.2 million, or $0.10 per share. Excluding restructuring costs, adjusted earnings were $0.13 per share. Revenue and earnings per share were within company estimates. Steelcase reported $639.4 million of revenue and earnings of $0.06 per share in the first quarter of the prior year, including restructuring costs of approximately $0.04 per share.
Organic revenue growth in the first quarter was 6 percent after adjusting for approximately $11 million related to unfavorable currency translation effects and the net favorable impact of $6 million associated with acquisitions and divestitures. The Americas posted 14 percent organic growth over the prior year while EMEA experienced an 11 percent organic decline. Revenue growth in the Americas was broad-based and included a higher mix of business from some of the company's largest corporate customers. EMEA reported organic revenue declines in most major markets and also included a higher mix of project business.
"The Americas achieved double-digit organic revenue growth for the seventh consecutive quarter and posted an adjusted operating income margin of 8.9 percent – a significant improvement from 6.9 percent in the prior year," said James P. Hackett, president and CEO. "We expect the momentum in the Americas to continue in the second quarter."
Current quarter operating income of $19.3 million compares to $15.0 million in the prior year. Excluding restructuring costs, first quarter adjusted operating income of $24.4 million compares with $24.9 million in the prior year. Strength in the Americas was offset by weakness in EMEA and the Other category.
Cost of sales was 70.2 percent of revenue in the current quarter compared to 69.8 percent in the prior year.
Operating expenses in the first quarter were $176.7 million compared with $168.2 million in the prior year. The increase was largely due to increased spending on sales, product development and other initiatives in the Americas and Asia Pacific.
Interest expense was $4.5 million in the current quarter compared to $8.4 in the prior year, which included $4.1 million of interest expense associated with senior notes repaid during August 2011. These notes were repaid with proceeds from the issuance of replacement notes in February 2011.
Investment income decreased $1.9 million in the current quarter compared to the prior year primarily due to lower gains in the cash surrender value of variable life company-owned life insurance (COLI).
Other income of $3.8 million in the current quarter compared with $1.9 million in the prior year. The current quarter included a $2.1 million gain from the sale of a small equity investment, which was included in the company's earnings estimate for the quarter.
The company repurchased 1.1 million shares at a cost of $9.3 million in the first quarter. The repurchases were made under a stock repurchase agreement which expires in September 2012. At quarter end, the company had $144 million of remaining availability under its existing share repurchase authorization.
Cash, short-term investments and the cash surrender value of variable life COLI totaled $246.3 million and total debt was $291.0 million at the end of the first quarter.
The Board of Directors of Steelcase Inc. today declared a cash dividend $0.09 per share, to be paid on or before July 13, 2012 to shareholders of record as of July 2, 2012.
"The EMEA results, while disappointing overall, were also negatively impacted by the timing of order patterns and certain project shipments," said David C. Sylvester, senior vice president and CFO. "We expect improved results in the second quarter based on recent order growth and continued efforts to improve our business model across EMEA."
Outlook
First quarter order growth in the Americas approximated 9 percent compared to the prior year, or approximately 11 percent when adjusted for the estimated pull-forward impact of a May 2011 price increase. The company expects second quarter fiscal 2013 revenue to be in the range of $715 to $740 million. This estimate includes an assumption of approximately $22 million from unfavorable currency translation effects compared to the prior year, as well as the negative impact of a small divestiture. The company reported revenue of $700.5 million in the second quarter of fiscal 2012. Adjusted for these impacts, the company projects second quarter organic revenue growth in the range of 5 to 9 percent over the prior year.
Steelcase expects to report earnings between $0.16 and $0.20 per share for the second quarter of fiscal 2013, including restructuring costs of approximately $0.02 per share. Steelcase reported earnings of $0.09 per share in the second quarter of fiscal 2012, including restructuring costs of approximately $0.06 per share.
"The momentum in our performance and the multiple awards won by our brands at this month's NeoCon trade show are further evidence that the market is responding to our insight-led innovation," Mr. Hackett said. "Our ability to leverage our research to design for current and future workplace needs is a vital competitive advantage."
Business Segment Results | |||
(in millions) | |||
(Unaudited) | |||
Three Months Ended | |||
May 25, 2012 |
May 27, 2011 |
% Change |
|
Revenue | |||
Americas (1) | $ 474.6 | $ 408.5 | 16.2 % |
EMEA (2) | 127.5 | 153.9 | (17.2) % |
Other (3) | 73.1 | 77.0 | (5.1) % |
Consolidated revenue | $ 675.2 | $ 639.4 | 5.6 % |
Operating income (loss) | |||
Americas | $ 37.7 | $ 21.1 | |
EMEA | (8.0) | (0.1) | |
Other | (3.4) | 2.6 | |
Corporate (4) | (7.0) | (8.6) | |
Consolidated operating income | $ 19.3 | $ 15.0 | |
Operating income percent | 2.9 % | 2.3 % | |
Revenue Mix | |||
Americas (1) | 70.3 % | 63.9 % | |
EMEA (2) | 18.9 % | 24.1 % | |
Other (3) | 10.8 % | 12.0 % |
Business Segment Footnotes
YEAR OVER YEAR ORGANIC REVENUE GROWTH BY SEGMENT | ||||
Q1 2013 vs. Q1 2012 | ||||
Steelcase Inc. | Americas | EMEA | Other category | |
Q1 2012 revenue | $ 639.4 | $ 408.5 | $ 153.9 | $ 77.0 |
Divestiture | (4.1) | -- | -- | (4.1) |
Currency translation effects* | (10.7) | (0.6) | (10.2) | 0.1 |
Q1 2012 revenue, adjusted | 624.6 | 407.9 | 143.7 | 73.0 |
Q1 2013 revenue | 675.2 | 474.6 | 127.5 | 73.1 |
Dealer acquisition | (10.5) | (10.5) | -- | -- |
Q1 2013 revenue, adjusted | 664.7 | 464.1 | 127.5 | 73.1 |
Organic growth (decline) $ | $ 40.1 | $ 56.2 | $ (16.2) | $ 0.1 |
Organic growth (decline) % | 6 % | 14 % | (11) % | 0 % |
* Currency translation effects represent the estimated net effect of translating Q1 2012 foreign currency revenues using the average exchange rates during Q1 2013. | ||||
PROJECTED ORGANIC REVENUE GROWTH | |||||||
Q2 2013 vs. Q2 2012 | |||||||
Steelcase Inc. | |||||||
Q2 2012 revenue | $ 701 | ||||||
Divestiture | (5) | ||||||
Currency translation effects* | (17) | ||||||
Q2 2012 revenue, adjusted | 679 | ||||||
Q2 2013 revenue, projected | 715 - 740 | ||||||
Organic growth $ | $ 36 -61 | ||||||
Organic growth % | 5 % - 9 % | ||||||
* Currency translation effects represent the estimated net effect of translating Q2 2012 foreign currency revenues using the exchange rate at the end of Q1 2013. |
STEELCASE INC. | |
ADJUSTED EARNINGS PER SHARE | |
Q1 2013 | |
Earnings per share | $ 0.10 |
Restructuring costs per share, net of tax | 0.03 |
Earnings per share, adjusted | $ 0.13 |
Steelcase Inc. | ||||
(Unaudited) | ||||
Three Months Ended | ||||
May 25, 2012 | May 27, 2011 | |||
Revenue | $ 675.2 | 100.0 % | $ 639.4 | 100.0 % |
Cost of sales | 474.1 | 70.2 % | 446.3 | 69.8 % |
Restructuring costs | 5.1 | 0.8 % | 10.0 | 1.6 % |
Gross profit | 196.0 | 29.0 % | 183.1 | 28.6 % |
Operating expenses | 176.7 | 26.2 % | 168.2 | 26.3 % |
Restructuring costs | -- | -- % | (0.1) | -- % |
Operating income | $ 19.3 | 2.8 % | $ 15.0 | 2.3 % |
Interest expense, investment income and other income, net | 0.4 | 0.1 % | (3.5) | (0.5) % |
Income before income tax expense | 19.7 | 2.9 % | 11.5 | 1.8 % |
Income tax expense | 6.5 | 0.9 % | 4.0 | 0.6 % |
Net income | 13.2 | 2.0 % | 7.5 | 1.2 % |
Operating income | 19.3 | 2.8 % | 15.0 | 2.3 % |
Add: restructuring costs | 5.1 | 0.8 % | 9.9 | 1.6 % |
Adjusted operating income | $ 24.4 | 3.6 % | $ 24.9 | 3.9 % |
Americas | ||||
(Unaudited) | ||||
Three Months Ended | ||||
May 25, 2012 | May 27, 2011 | |||
Revenue | $ 474.6 | 100.0 % | $ 408.5 | 100.0 % |
Cost of sales | 330.2 | 69.6 % | 287.5 | 70.4 % |
Restructuring costs | 4.7 | 1.0 % | 7.3 | 1.8 % |
Gross profit | 139.7 | 29.4 % | 113.7 | 27.8 % |
Operating expenses | 102.0 | 21.5 % | 92.6 | 22.7 % |
Restructuring costs | -- | -- % | -- | -- % |
Operating income | $ 37.7 | 7.9 % | $ 21.1 | 5.1 % |
Add: restructuring costs | 4.7 | 1.0 % | 7.3 | 1.8 % |
Adjusted operating income | $ 42.4 | 8.9 % | $ 28.4 | 6.9 % |
EMEA | ||||
(Unaudited) | ||||
Three Months Ended | ||||
May 25, 2012 | May 27, 2011 | |||
Revenue | $ 127.5 | 100.0 % | $ 153.9 | 100.0 % |
Cost of sales | 94.7 | 74.3 % | 108.8 | 70.7 % |
Restructuring costs | 0.4 | 0.3 % | 2.7 | 1.8 % |
Gross profit | 32.4 | 25.4 % | 42.4 | 27.5 % |
Operating expenses | 40.4 | 31.7 % | 42.5 | 27.6 % |
Restructuring costs | -- | -- % | -- | -- % |
Operating loss | $ (8.0) | (6.3) % | $ (0.1) | (0.1) % |
Add: restructuring costs | 0.4 | 0.3 % | 2.7 | 1.8 % |
Adjusted operating income (loss) | $ (7.6) | (6.0) % | $ 2.6 | 1.7 % |
Other | ||||
(Unaudited) | ||||
Three Months Ended | ||||
May 25, 2012 | May 27, 2011 | |||
Revenue | $ 73.1 | 100.0 % | $ 77.0 | 100.0 % |
Cost of sales | 49.2 | 67.3 % | 50.0 | 65.0 % |
Restructuring costs | -- | -- % | -- | -- % |
Gross profit | 23.9 | 32.7 % | 27.0 | 35.0 % |
Operating expenses | 27.3 | 37.4 % | 24.5 | 31.8 % |
Restructuring costs | -- | -- % | (0.1) | (0.1) % |
Operating income (loss) | $ (3.4) | (4.7) % | $ 2.6 | 3.3 % |
Add: restructuring costs | -- | -- % | (0.1) | (0.1) % |
Adjusted operating income (loss) | $ (3.4) | (4.7) % | $ 2.5 | 3.2 % |
Corporate | ||||
(Unaudited) | ||||
Three Months Ended | ||||
May 25, 2012 | May 27, 2011 | |||
Operating expenses | $ 7.0 | $ 8.6 | ||
Add: restructuring costs | -- | -- | ||
Adjusted operating loss | $ (7.0) | $ (8.6) | ||
Webcast
Steelcase will discuss first quarter results and business outlook on a conference call and webcast at 11:00 a.m. EDT tomorrow. Links to the webcast are available at ir.steelcase.com. Related presentation slides will be available on the company's website shortly after this press release is issued.
Non-GAAP Financial Measures
This earnings release contains certain non-GAAP financial measures. A "non-GAAP financial measure" is defined as a numerical measure of a company's financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the statements of income, balance sheets or statements of cash flow of the company. Pursuant to the requirements of Regulation G, the company has provided a reconciliation above of non-GAAP financial measures to the most directly comparable GAAP financial measure.
The non-GAAP financial measures used within the company's earnings release are: (1) organic revenue growth (decline), which represents the change in revenue over the prior year excluding currency translation effects and the impacts of acquisitions and divestitures; (2) adjusted operating income (loss), which represents operating income (loss), excluding restructuring costs; and (3) adjusted earnings per share, which represents earnings per share, excluding restructuring costs, net of tax. These measures are presented because management uses this information to monitor and evaluate financial results and trends. Therefore, management believes this information is also useful for investors.
Forward-looking Statements
From time to time, in written and oral statements, the company discusses its expectations regarding future events and its 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 the company's 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; restructuring activities; changes in raw materials and commodity costs; currency fluctuations; changes in customer demands; and the other risks and contingencies detailed in the company's most recent Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission. Steelcase undertakes no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events or otherwise.
About Steelcase Inc.
For 100 years, Steelcase Inc. has helped create great experiences for the world's leading organizations – wherever work happens. Steelcase and our family of brands – including Steelcase®, Coalesse®, Designtex®, Details®, Nurture®, PolyVision®, and Turnstone® – offer a comprehensive portfolio of furnishings, products and services designed to unlock human promise and support social, economic, and environmental sustainability. We are globally accessible through a network of channels, including approximately 650 dealers. Steelcase is a global, industry-leading, and publicly traded company with fiscal 2012 revenue of $2.75 billion.
The Steelcase Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7606
STEELCASE, INC. | ||
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) | ||
(in millions, except per share data) | ||
Three Months Ended | ||
May 25, 2012 |
May 27, 2011 |
|
Revenue | $ 675.2 | $ 639.4 |
Cost of sales | 474.1 | 446.3 |
Restructuring costs | 5.1 | 10.0 |
Gross profit | 196.0 | 183.1 |
Operating expenses | 176.7 | 168.2 |
Restructuring costs | -- | (0.1) |
Operating income | 19.3 | 15.0 |
Interest expense | (4.5) | (8.4) |
Investment income | 1.1 | 3.0 |
Other income, net | 3.8 | 1.9 |
Income before income tax expense | 19.7 | 11.5 |
Income tax expense | 6.5 | 4.0 |
Net income | $ 13.2 | $ 7.5 |
Earnings per share: | ||
Basic | $ 0.10 | $ 0.06 |
Diluted | $ 0.10 | $ 0.06 |
Dividends declared and paid per common share | $ 0.09 | $ 0.06 |
Weighted average shares outstanding - basic | 128.8 | 134.0 |
Weighted average shares outstanding - diluted | 128.9 | 135.0 |
STEELCASE INC. | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
(in millions) | ||
(Unaudited) | ||
May 25, 2012 |
February 24, 2012 |
|
ASSETS | ||
Current assets: | ||
Cash and cash equivalents | $ 80.5 | $ 112.1 |
Short-term investments | 52.1 | 79.1 |
Accounts receivable, net | 309.3 | 271.4 |
Inventories | 147.5 | 139.5 |
Deferred income taxes | 47.3 | 42.4 |
Other current assets | 43.7 | 57.6 |
Total current assets | 680.4 | 702.1 |
Property, plant and equipment, net | 338.8 | 346.9 |
Company-owned life insurance | 229.3 | 227.6 |
Deferred income taxes | 122.1 | 132.5 |
Goodwill | 174.5 | 176.6 |
Other intangible assets, net | 18.2 | 18.8 |
Other assets | 100.1 | 96.5 |
Total assets | $ 1,663.4 | $ 1,701.0 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Current liabilities: | ||
Accounts payable | $ 210.2 | $ 191.3 |
Short-term borrowings and current portion of long-term debt | 2.6 | 2.6 |
Accrued expenses: | ||
Employee compensation | 89.6 | 123.0 |
Employee benefit plan obligations | 15.6 | 22.6 |
Other | 131.7 | 122.4 |
Total current liabilities | 449.7 | 461.9 |
Long-term liabilities: | ||
Long-term debt less current maturities | 288.4 | 288.9 |
Employee benefit plan obligations | 157.2 | 161.1 |
Other long-term liabilities | 81.4 | 80.5 |
Total long-term liabilities | 527.0 | 530.5 |
Total liabilities | 976.7 | 992.4 |
Shareholders' equity: | ||
Common stock | -- | 1.1 |
Additional paid-in capital | 26.9 | 32.6 |
Accumulated other comprehensive income (loss) | (15.9) | 0.8 |
Retained earnings | 675.7 | 674.1 |
Total shareholders' equity | 686.7 | 708.6 |
Total liabilities and shareholders' equity | $ 1,663.4 | $ 1,701.0 |
STEELCASE INC. | ||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW (Unaudited) | ||
(in millions) | ||
Three Months Ended | ||
May 25, 2012 |
May 27, 2011 |
|
OPERATING ACTIVITIES | ||
Net income | $ 13.2 | $ 7.5 |
Depreciation and amortization | 13.6 | 14.0 |
Changes in cash surrender value of company-owned life insurance | (1.7) | (2.8) |
Changes in deferred income taxes | 8.0 | 5.4 |
Changes in operating assets and liabilities, net of acquisitions and deconsolidations: | ||
Accounts receivable, inventories and accounts payable | (32.7) | (19.7) |
Employee compensation liabilities | (36.7) | (37.9) |
Other assets and liabilities | (9.2) | (21.0) |
Other | 8.6 | 17.8 |
Net cash used in operating activities | (36.9) | (36.7) |
INVESTING ACTIVITIES | ||
Capital expenditures | (10.1) | (18.1) |
Proceeds from disposal of fixed assets | 14.1 | -- |
Purchases of short-term investments | (6.4) | (5.6) |
Liquidations of short-term investments | 33.2 | 39.2 |
Acquisitions, net of divestiture | -- | (17.9) |
Other | 0.1 | 1.6 |
Net cash provided by (used in) investing activities | 30.9 | (0.8) |
FINANCING ACTIVITIES | ||
Dividends paid | (11.6) | (8.0) |
Common stock repurchases | (11.8) | (11.5) |
Other | (0.5) | (3.9) |
Net cash used in financing activities | (23.9) | (23.4) |
Effect of exchange rate changes on cash and cash equivalents | (1.7) | 0.9 |
Net decrease in cash and cash equivalents | (31.6) | (60.0) |
Cash and cash equivalents, beginning of period | 112.1 | 142.2 |
Cash and cash equivalents, end of period | $ 80.5 | $ 82.2 |
CONTACT: Investor Contact: Raj Mehan Investor Relations (616) 246-4251 Media Contact: Laura VanSlyke Public Relations (616) 247-2747