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LA-Z-BOY INCORPORATED
|
(Exact name of registrant as specified in its charter)
|
MICHIGAN
|
|
38-0751137
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
1284 North Telegraph Road, Monroe, Michigan
|
|
48162-3390
|
(Address of principal executive offices)
|
|
(Zip Code)
|
None
|
(Former name, former address and former fiscal year, if changed since last report.)
|
Yes
ü
|
No
o
|
Yes
ü
|
No
o
|
Large accelerated filer
ü
|
Accelerated filer
o
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
Yes
o
|
No
ü
|
Class
|
Outstanding at August 13, 2013
|
|
Common Shares, $1.00 par value
|
52,432,171
|
Page
Number(s)
|
|||
3
|
|||
|
Item 1.
|
3
|
|
|
|
3
|
|
|
|
4
|
|
|
|
5
|
|
|
|
6
|
|
|
|
7
|
|
|
|
8
|
|
|
|
8
|
|
|
|
8
|
|
|
|
9
|
|
|
|
9
|
|
|
|
10
|
|
|
|
10
|
|
|
|
11
|
|
|
|
13
|
|
|
|
13
|
|
|
|
14
|
|
|
|
14
|
|
|
|
15
|
|
|
|
|
|
|
Item 2.
|
17
|
|
|
|
17
|
|
|
|
18
|
|
|
|
19
|
|
|
|
22
|
|
|
|
24
|
|
|
|
24
|
|
|
|
|
|
|
Item 3.
|
24
|
|
|
Item 4.
|
25
|
|
|
|
|
|
25
|
|||
|
Item 1A.
|
25
|
|
|
Item 2.
|
25
|
|
|
Item 6.
|
27
|
|
|
|
|
|
28
|
|
First Quarter Ended
|
|||||||
(Unaudited, amounts in thousands, except per share data)
|
7/27/13
|
7/28/12
|
||||||
Sales
|
$
|
318,913
|
$
|
301,501
|
||||
Cost of sales
|
215,627
|
211,889
|
||||||
Gross profit
|
103,286
|
89,612
|
||||||
Selling, general and administrative expense
|
88,464
|
81,986
|
||||||
Operating income
|
14,822
|
7,626
|
||||||
Interest expense
|
136
|
173
|
||||||
Interest income
|
180
|
121
|
||||||
Other income (expense), net
|
536
|
(121
|
)
|
|||||
Income before income taxes
|
15,402
|
7,453
|
||||||
Income tax expense
|
5,467
|
2,758
|
||||||
Net income
|
9,935
|
4,695
|
||||||
Net income attributable to noncontrolling interests
|
(345
|
)
|
(297
|
)
|
||||
Net income attributable to La-Z-Boy Incorporated
|
$
|
9,590
|
$
|
4,398
|
||||
|
||||||||
Basic weighted average shares outstanding
|
52,343
|
52,193
|
||||||
Basic net income attributable to La-Z-Boy Incorporated per share
|
$
|
0.18
|
$
|
0.08
|
||||
|
||||||||
Diluted weighted average shares outstanding
|
53,051
|
53,040
|
||||||
Diluted net income attributable to La-Z-Boy Incorporated per share
|
$
|
0.18
|
$
|
0.08
|
||||
|
||||||||
Dividends declared per share
|
$
|
0.04
|
—
|
|
First Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Net income
|
$
|
9,935
|
$
|
4,695
|
||||
Other comprehensive income (loss)
|
||||||||
Currency translation adjustment
|
(1,243
|
)
|
233
|
|||||
Change in fair value of cash flow hedges, net of tax
|
(280
|
)
|
81
|
|||||
Net unrealized gains (losses) on marketable securities, net of tax
|
273
|
(304
|
)
|
|||||
Net pension amortization, net of tax
|
547
|
476
|
||||||
Total other comprehensive income (loss)
|
(703
|
)
|
486
|
|||||
Total comprehensive income before allocation to noncontrolling interests
|
9,232
|
5,181
|
||||||
Comprehensive loss (income) attributable to noncontrolling interests
|
109
|
(143
|
)
|
|||||
Comprehensive income attributable to La-Z-Boy Incorporated
|
$
|
9,341
|
$
|
5,038
|
(Unaudited, amounts in thousands)
|
7/27/13
|
4/27/13
|
||||||
Current assets
|
|
|
||||||
Cash and equivalents
|
$
|
139,500
|
$
|
131,085
|
||||
Restricted cash
|
12,693
|
12,686
|
||||||
Receivables, net of allowance of $19,944 at 7/27/13 and $21,607 at 4/27/13
|
139,186
|
160,005
|
||||||
Inventories, net
|
158,031
|
146,343
|
||||||
Deferred income taxes – current
|
20,414
|
20,640
|
||||||
Other current assets
|
27,125
|
30,121
|
||||||
Total current assets
|
496,949
|
500,880
|
||||||
Property, plant and equipment, net
|
113,254
|
118,060
|
||||||
Goodwill
|
12,837
|
12,837
|
||||||
Other intangible assets
|
4,838
|
4,838
|
||||||
Deferred income taxes – long-term
|
29,759
|
30,572
|
||||||
Other long-term assets, net
|
56,369
|
53,184
|
||||||
Total assets
|
$
|
714,006
|
$
|
720,371
|
||||
|
||||||||
Current liabilities
|
||||||||
Current portion of long-term debt
|
$
|
7,564
|
$
|
513
|
||||
Accounts payable
|
52,449
|
50,542
|
||||||
Accrued expenses and other current liabilities
|
84,406
|
99,108
|
||||||
Total current liabilities
|
144,419
|
150,163
|
||||||
Long-term debt
|
393
|
7,576
|
||||||
Other long-term liabilities
|
74,608
|
70,664
|
||||||
Contingencies and commitments
|
—
|
—
|
||||||
Shareholders’ equity
|
||||||||
Preferred shares – 5,000 authorized; none issued
|
—
|
—
|
||||||
Common shares, $1 par value – 150,000 authorized; 52,489 outstanding at 7/27/13 and 52,392 outstanding at 4/27/13
|
52,489
|
52,392
|
||||||
Capital in excess of par value
|
247,738
|
241,888
|
||||||
Retained earnings
|
223,333
|
226,044
|
||||||
Accumulated other comprehensive loss
|
(35,745
|
)
|
(35,496
|
)
|
||||
Total La-Z-Boy Incorporated shareholders' equity
|
487,815
|
484,828
|
||||||
Noncontrolling interests
|
6,771
|
7,140
|
||||||
Total equity
|
494,586
|
491,968
|
||||||
Total liabilities and equity
|
$
|
714,006
|
$
|
720,371
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Cash flows from operating activities
|
|
|
||||||
Net income
|
$
|
9,935
|
$
|
4,695
|
||||
Adjustments to reconcile net income to cash provided by (used for) operating activities
|
||||||||
Deferred income tax expense (benefit)
|
700
|
(180
|
)
|
|||||
Provision for doubtful accounts
|
(1,245
|
)
|
669
|
|||||
Depreciation and amortization
|
5,847
|
5,486
|
||||||
Stock-based compensation expense
|
3,193
|
3,619
|
||||||
Pension plan contributions
|
—
|
(1,160
|
)
|
|||||
Change in receivables
|
21,812
|
19,657
|
||||||
Change in inventories
|
(11,688
|
)
|
(23,273
|
)
|
||||
Change in other assets
|
(1,193
|
)
|
(2,906
|
)
|
||||
Change in payables
|
1,907
|
(4,546
|
)
|
|||||
Change in other liabilities
|
(16,248
|
)
|
(17,407
|
)
|
||||
Net cash provided by (used for) operating activities
|
13,020
|
(15,346
|
)
|
|||||
|
||||||||
Cash flows from investing activities
|
||||||||
Proceeds from disposal of assets
|
2,078
|
922
|
||||||
Capital expenditures
|
(3,216
|
)
|
(5,235
|
)
|
||||
Purchases of investments
|
(6,432
|
)
|
(10,783
|
)
|
||||
Proceeds from sales of investments
|
8,558
|
2,198
|
||||||
Change in restricted cash
|
(6
|
)
|
(6,931
|
)
|
||||
Net cash provided by (used for) investing activities
|
982
|
(19,829
|
)
|
|||||
|
||||||||
Cash flows from financing activities
|
||||||||
Payments on debt
|
(132
|
)
|
(2,121
|
)
|
||||
Stock issued for stock and employee benefit plans
|
763
|
654
|
||||||
Excess tax benefit on stock option exercises
|
3,277
|
873
|
||||||
Purchases of common stock
|
(7,071
|
)
|
(4,012
|
)
|
||||
Dividends paid
|
(2,110
|
)
|
—
|
|||||
Net cash used for financing activities
|
(5,273
|
)
|
(4,606
|
)
|
||||
|
||||||||
Effect of exchange rate changes on cash and equivalents
|
(314
|
)
|
(25
|
)
|
||||
Change in cash and equivalents
|
8,415
|
(39,806
|
)
|
|||||
Cash and equivalents at beginning of period
|
131,085
|
152,370
|
||||||
Cash and equivalents at end of period
|
$
|
139,500
|
$
|
112,564
|
(Unaudited, amounts in thousands)
|
Common
Shares
|
Capital in
Excess of
Par Value
|
Retained
Earnings
|
Accumulated
Other
Compre-
hensive Loss
|
Non-
Controlling
Interests
|
Total
|
||||||||||||||||||
At April 28, 2012
|
$
|
52,244
|
$
|
231,332
|
$
|
189,609
|
$
|
(31,281
|
)
|
$
|
5,911
|
$
|
447,815
|
|||||||||||
Net income
|
46,389
|
793
|
47,182
|
|||||||||||||||||||||
Other comprehensive income (loss)
|
(4,215
|
)
|
339
|
(3,876
|
)
|
|||||||||||||||||||
Stock issued for stock and employee benefit plans, net of cancellations
|
817
|
1,849
|
(1,368
|
)
|
1,298
|
|||||||||||||||||||
Purchases of common stock
|
(669
|
)
|
(5,314
|
)
|
(4,350
|
)
|
(10,333
|
)
|
||||||||||||||||
Stock option and restricted stock expense
|
11,458
|
11,458
|
||||||||||||||||||||||
Tax benefit from exercise of options
|
2,563
|
2,563
|
||||||||||||||||||||||
Dividends paid
|
(4,236
|
)
|
(4,236
|
)
|
||||||||||||||||||||
Change in noncontrolling interests
|
97
|
97
|
||||||||||||||||||||||
At April 27, 2013
|
52,392
|
241,888
|
226,044
|
(35,496
|
)
|
7,140
|
491,968
|
|||||||||||||||||
Net income
|
9,590
|
345
|
9,935
|
|||||||||||||||||||||
Other comprehensive income (loss)
|
(249
|
)
|
(454
|
)
|
(703
|
)
|
||||||||||||||||||
Stock issued for stock and employee benefit plans, net of cancellations
|
462
|
84
|
(4,189
|
)
|
(3,643
|
)
|
||||||||||||||||||
Purchases of common stock
|
(365
|
)
|
(704
|
)
|
(6,002
|
)
|
(7,071
|
)
|
||||||||||||||||
Stock option and restricted stock expense
|
3,193
|
3,193
|
||||||||||||||||||||||
Tax benefit from exercise of options
|
3,277
|
3,277
|
||||||||||||||||||||||
Dividends paid
|
(2,110
|
)
|
(2,110
|
)
|
||||||||||||||||||||
Change in noncontrolling interests
|
(260
|
)
|
(260
|
)
|
||||||||||||||||||||
At July 27, 2013
|
$
|
52,489
|
$
|
247,738
|
$
|
223,333
|
$
|
(35,745
|
)
|
$
|
6,771
|
$
|
494,586
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Beginning balance
|
$
|
1,986
|
$
|
1,537
|
||||
Recoveries
|
—
|
(18
|
)
|
|||||
Write-offs
|
(320
|
)
|
—
|
|||||
Provision for credit losses
|
60
|
—
|
||||||
Ending balance
|
$
|
1,726
|
$
|
1,519
|
(Unaudited, amounts in thousands)
|
7/27/13
|
4/27/13
|
||||||
Raw materials
|
$
|
75,195
|
$
|
70,731
|
||||
Work in process
|
13,055
|
12,182
|
||||||
Finished goods
|
99,624
|
93,273
|
||||||
FIFO inventories
|
187,874
|
176,186
|
||||||
Excess of FIFO over LIFO
|
(29,843
|
)
|
(29,843
|
)
|
||||
Inventories, net
|
$
|
158,031
|
$
|
146,343
|
As of July 27, 2013
|
|
|
|
|||||||||
(Unaudited, amounts in thousands
)
|
Gross
Unrealized Gains
|
Gross
Unrealized Losses
|
Fair Value
|
|||||||||
Equity securities
|
$
|
834
|
$
|
(113
|
)
|
$
|
7,247
|
|||||
Fixed income
|
97
|
(70
|
)
|
30,460
|
||||||||
Mutual funds
|
—
|
—
|
1,983
|
|||||||||
Other
|
1
|
(6
|
)
|
246
|
||||||||
Total securities
|
$
|
932
|
$
|
(189
|
)
|
$
|
39,936
|
|||||
|
||||||||||||
As of April 27, 2013
|
||||||||||||
(Unaudited, amounts in thousands
)
|
Gross
Unrealized Gains
|
Gross
Unrealized Losses
|
Fair Value
|
|||||||||
Equity securities
|
$
|
296
|
$
|
(152
|
)
|
$
|
6,668
|
|||||
Fixed income
|
159
|
(1
|
)
|
33,076
|
||||||||
Mutual funds
|
—
|
—
|
1,126
|
|||||||||
Other
|
1
|
(3
|
)
|
220
|
||||||||
Total securities
|
$
|
456
|
$
|
(156
|
)
|
$
|
41,090
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Proceeds from sales
|
$
|
8,558
|
$
|
1,428
|
||||
Gross realized gains
|
13
|
224
|
||||||
Gross realized losses
|
(36
|
)
|
(26
|
)
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Service cost
|
$
|
311
|
$
|
308
|
||||
Interest cost
|
1,206
|
1,331
|
||||||
Expected return on plan assets
|
(1,699
|
)
|
(1,714
|
)
|
||||
Net amortization
|
891
|
756
|
||||||
Net periodic pension cost
|
$
|
709
|
$
|
681
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Balance as of the beginning of the period
|
$
|
15,525
|
$
|
14,327
|
||||
Accruals during the period
|
3,789
|
3,390
|
||||||
Settlements during the period
|
(3,493
|
)
|
(3,398
|
)
|
||||
Balance as of the end of the period
|
$
|
15,821
|
$
|
14,319
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Equity-based awards expense
|
$
|
3,193
|
$
|
3,619
|
||||
Liability-based awards expense (income)
|
1,904
|
(72
|
)
|
|||||
Total stock-based compensation expense
|
$
|
5,097
|
$
|
3,547
|
(Unaudited, shares/units in thousands)
|
|
Shares/units
granted
|
|
Liability/
Equity
award
|
|
Settlement
|
Stock options
|
|
175
|
|
Equity
|
|
Common shares
|
Stock appreciation rights (“SARs”)
|
|
142
|
|
Liability
|
|
Cash
|
Restricted stock units – employees
|
|
122
|
|
Liability
|
|
Cash
|
Performance-based units
|
|
35
|
|
Liability
|
|
Cash
|
Performance-based shares
|
|
191
|
|
Equity
|
|
Common shares
|
(Unaudited)
|
7/27/13
|
|||
Risk-free interest rate
|
0.84
|
%
|
||
Dividend rate
|
0.84
|
%
|
||
Expected life in years
|
5.0
|
|||
Stock price volatility
|
81.3
|
%
|
||
Fair value per share
|
$
|
11.63
|
(Unaudited)
|
7/27/13
|
|||
Risk-free interest rate
|
1.20
|
%
|
||
Dividend rate
|
0.79
|
%
|
||
Expected life in years
|
4.9
|
|||
Stock price volatility
|
80.5
|
%
|
||
Fair value per share
|
$
|
12.56
|
(Amounts in thousands)
|
Unrealized
gain on
marketable
securities
|
Translation
adjustment
|
Change in
fair value
of cash
flow hedge
|
Net pension amortization
and net
actuarial loss
|
Accumulated
other
comprehensive
loss
|
|||||||||||||||
Balance at April 27, 2013
|
$
|
474
|
$
|
4,779
|
$
|
231
|
$
|
(40,980
|
)
|
$
|
(35,496
|
)
|
||||||||
Changes before reclassifications
|
421
|
(789
|
)
|
(544
|
)
|
—
|
(912
|
)
|
||||||||||||
Amounts reclassified to net income
|
23
|
—
|
88
|
891
|
1,002
|
|||||||||||||||
Tax effect
|
(171
|
)
|
—
|
176
|
(344
|
)
|
(339
|
)
|
||||||||||||
Other comprehensive income (loss) attributable to La-Z- Boy Incorporated
|
273
|
(789
|
)
|
(280
|
)
|
547
|
(249
|
)
|
||||||||||||
Balance at July 27, 2013
|
$
|
747
|
$
|
3,990
|
$
|
(49
|
)
|
$
|
(40,433
|
)
|
$
|
(35,745
|
)
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Sales
|
|
|
||||||
Upholstery segment:
|
|
|
||||||
Sales to external customers
|
$
|
224,352
|
$
|
210,363
|
||||
Intersegment sales
|
30,522
|
27,804
|
||||||
Upholstery segment sales
|
254,874
|
238,167
|
||||||
Casegoods segment:
|
||||||||
Sales to external customers
|
27,276
|
33,317
|
||||||
Intersegment sales
|
2,160
|
1,292
|
||||||
Casegoods segment sales
|
29,436
|
34,609
|
||||||
Retail segment sales
|
66,274
|
57,119
|
||||||
Corporate and Other
|
1,011
|
702
|
||||||
Eliminations
|
(32,682
|
)
|
(29,096
|
)
|
||||
Consolidated sales
|
$
|
318,913
|
$
|
301,501
|
||||
|
||||||||
Operating Income (Loss)
|
||||||||
Upholstery segment
|
$
|
22,236
|
$
|
15,578
|
||||
Casegoods segment
|
557
|
1,279
|
||||||
Retail segment
|
1,926
|
(1,988
|
)
|
|||||
Corporate and Other
|
(9,897
|
)
|
(7,243
|
)
|
||||
Consolidated operating income
|
$
|
14,822
|
$
|
7,626
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Numerator (basic and diluted):
|
|
|
||||||
Net income attributable to La-Z-Boy Incorporated
|
$
|
9,590
|
$
|
4,398
|
||||
Income allocated to participating securities
|
(117
|
)
|
(74
|
)
|
||||
Net income available to common shareholders
|
$
|
9,473
|
$
|
4,324
|
||||
|
||||||||
Denominator:
|
||||||||
Basic weighted average common shares outstanding
|
52,343
|
52,193
|
||||||
Add:
|
||||||||
Contingent common shares
|
254
|
335
|
||||||
Stock option dilution
|
454
|
512
|
||||||
Diluted weighted average common shares outstanding
|
53,051
|
53,040
|
· |
Level 1 — Financial assets and liabilities whose values are based on unadjusted quoted market prices for identical assets and liabilities in an active market that we have the ability to access.
|
· | Level 2 — Financial assets and liabilities whose values are based on quoted prices in markets that are not active or model inputs that are observable for substantially the full term of the asset or liability. |
· | Level 3 — Financial assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. |
As of July 27, 2013
|
Fair Value Measurements
|
|||||||||||
(Unaudited, amounts in thousands)
|
Level 1(a)
|
Level 2(a)
|
Level 3
|
|||||||||
Assets
|
|
|
|
|||||||||
Available-for-sale securities
|
$
|
2,921
|
$
|
35,032
|
$
|
—
|
||||||
Trading securities
|
—
|
1,983
|
—
|
|||||||||
Total
|
$
|
2,921
|
$
|
37,015
|
$
|
—
|
(a) | There were no transfers between Level 1 and Level 2 during fiscal 2014. |
As of April 27, 2013
|
Fair Value Measurements
|
|||||||||||
(Unaudited, amounts in thousands)
|
Level 1(b)
|
Level 2(b)
|
Level 3
|
|||||||||
Assets
|
|
|
|
|||||||||
Available-for-sale securities
|
$
|
1,217
|
$
|
38,747
|
$
|
—
|
||||||
Trading securities
|
—
|
1,126
|
—
|
|||||||||
Total
|
$
|
1,217
|
$
|
39,873
|
$
|
—
|
(b) | There were no transfers between Level 1 and Level 2 during fiscal 2013. |
¾
future income, margins and cash flows
|
¾
future economic performance
|
¾
future growth
|
¾
industry and importing trends
|
¾
adequacy and cost of financial resources
|
¾
management plans
|
· | Upholstery Segment . Our Upholstery segment is our largest segment in terms of revenue and consists of three operating units: La-Z-Boy, our largest operating unit, and the England and Bauhaus operating units. The Upholstery segment manufactures or imports upholstered furniture such as recliners and motion furniture, sofas, loveseats, chairs, sectionals, modulars, ottomans and sleeper sofas. The Upholstery segment sells directly to La-Z-Boy Furniture Galleries® stores, operators of Comfort Studios® locations, major dealers and other independent retailers. |
· | Casegoods Segment . Our Casegoods segment is an importer, marketer, manufacturer and distributor of casegoods (wood) furniture such as bedroom sets, dining room sets, entertainment centers and occasional pieces, and some coordinated upholstered furniture. The Casegoods segment consists of four brands: American Drew, Lea, Hammary, and Kincaid. The Casegoods segment primarily sells to major dealers and other independent retailers. |
· | Retail Segment . Our Retail segment consists of 93 company-owned La-Z-Boy Furniture Galleries® stores located in 11 markets ranging from southern California to the Midwest to the east coast of the United States. The Retail segment primarily sells upholstered furniture, in addition to some casegoods and other accessories, to end consumers through the retail network. |
(Unaudited, amounts in thousands, except percentages)
|
7/27/13
|
7/28/12
|
Percent
Change
|
|||||||||
Consolidated sales
|
$
|
318,913
|
$
|
301,501
|
5.8
|
%
|
||||||
Consolidated operating income
|
14,822
|
7,626
|
94.4
|
%
|
||||||||
Consolidated operating margin
|
4.6
|
%
|
2.5
|
%
|
· | Our gross margin improved 2.7 percentage points in the first quarter of fiscal 2014 compared to the first quarter of fiscal 2013. Our consolidated gross margin increased due in part to the higher weighting of sales in our Retail segment in the first quarter of fiscal 2014, which carry a higher gross margin than our wholesale segments. Gross margin in our upholstery segment benefitted from favorable absorption of fixed costs resulting from sales volume increases. Our Retail segment gross margin improved as a result of improved merchandising and a higher priced product mix. |
· | Selling, General, and Administrative (“SG&A”) expenses as a percentage of sales increased 0.6 percentage points in the first quarter of fiscal 2014 compared to the first quarter of fiscal 2013. |
o | Incentive compensation costs in the first quarter of fiscal 2014 were $2.6 million higher than the first quarter of fiscal 2013, which is an increase of 0.7 percentage points. The main driver of the increase in incentive compensation costs during the first quarter of fiscal 2014 was the increase in our share price during the quarter. Several of our share-based compensation awards are liability-based awards, and their cumulative expense to date is adjusted at the end of each quarter based on the share price on the last day of the reporting period. |
o | The increase in incentive compensation costs was partially offset by a change in the provision for doubtful accounts of $1.9 million, or 0.6 percentage points, due to the continued improvement in the financial health of our customer base, especially our independent La-Z-Boy Furniture Galleries® dealers. |
o | The remainder of the increase in SG&A as a percentage of sales was mainly due to the higher weighting of sales in our Retail segment in the first quarter of fiscal 2014, which operates at a higher SG&A percentage of sales than our wholesale segments. |
(Unaudited, amounts in thousands, except percentages)
|
7/27/13
|
7/28/12
|
Percent
Change
|
|||||||||
Sales
|
$
|
254,874
|
$
|
238,167
|
7.0
|
%
|
||||||
Operating income
|
22,236
|
15,578
|
42.7
|
%
|
||||||||
Operating margin
|
8.7
|
%
|
6.5
|
%
|
· | The segment’s gross margin increased 2.1 percentage points during the first quarter of fiscal 2014 compared to the first quarter of fiscal 2013 due to a combination of factors. Selling price changes, favorable changes in product mix, the benefit of cost reduction initiatives in our plants and the favorable absorption of our plant fixed costs resulting from sales volume increases more than offset the impact of raw material cost increases. |
· | The segment’s SG&A expense as a percentage of sales de creased 0.1 percentage points, mainly due to a change in the provision for doubtful accounts, due to the continued improvement in the financial health of our customer base, especially our independent La-Z-Boy Furniture Galleries® dealers. The favorable absorption of fixed costs resulting from our sales volume increase also positively impacted SG&A costs as a percentage of sales during the quarter. These items were mostly offset by higher incentive compensation costs, advertising costs, commission expenses and costs related to our enterprise resource planning (“ERP”) implementation. |
(Unaudited, amounts in thousands, except percentages)
|
7/27/13
|
7/28/12
|
Percent
Change
|
|||||||||
Sales
|
$
|
29,436
|
$
|
34,609
|
(14.9
|
)%
|
||||||
Operating income
|
557
|
1,279
|
(56.5
|
)%
|
||||||||
Operating margin
|
1.9
|
%
|
3.7
|
%
|
· | The segment’s gross margin declined 0.7 percentage points in the first quarter of fiscal 2014 compared to the first quarter of fiscal 2013. |
· | The segment’s SG&A costs as a percent of sales increased 1.1 percentage points in the first quarter of fiscal 2014 primarily driven by an inability to absorb fixed costs due to the decline in sales volume. |
(Unaudited, amounts in thousands, except percentages)
|
7/27/13
|
7/28/12
|
Percent
Change
|
|||||||||
Sales
|
$
|
66,274
|
$
|
57,119
|
16.0
|
%
|
||||||
Operating income (loss)
|
1,926
|
(1,988
|
)
|
196.9
|
%
|
|||||||
Operating margin
|
2.9
|
%
|
(3.5
|
)%
|
· | The segment’s gross margin improved 1.9 percentage points in the first quarter of fiscal 2014 compared to the first quarter of fiscal 2013, benefitting from a higher priced product mix, differentiated product merchandising, and lower promotional activity. |
· | The segment’s SG&A costs as a percent of sales improved 4.5 percentage points in the first quarter of fiscal 2014, primarily due to g reater leverage of SG&A expenses as a percentage of sales resulting from the higher sales volume. |
(Unaudited, amounts in thousands, except percentages)
|
7/27/13
|
7/28/12
|
Percent
Change
|
|||||||||
Sales
|
|
|
|
|||||||||
Corporate and Other
|
1,011
|
702
|
44.0
|
%
|
||||||||
Eliminations
|
(32,682
|
)
|
(29,096
|
)
|
(12.3
|
)%
|
||||||
|
||||||||||||
Operating loss
|
||||||||||||
Corporate and Other
|
(9,897
|
)
|
(7,243
|
)
|
(36.6
|
)%
|
|
Quarter Ended
|
|||||||
(Unaudited, amounts in thousands)
|
7/27/13
|
7/28/12
|
||||||
Cash Flows Provided By (Used For)
|
|
|
||||||
Net cash provided by (used for) operating activities
|
$
|
13,020
|
$
|
(15,346
|
)
|
|||
Net cash provided by (used for) investing activities
|
982
|
(19,829
|
)
|
|||||
Net cash used for financing activities
|
(5,273
|
)
|
(4,606
|
)
|
||||
Exchange rate changes
|
(314
|
)
|
(25
|
)
|
||||
Change in cash and equivalents
|
$
|
8,415
|
$
|
(39,806
|
)
|
(Amounts in thousands, except per share data)
|
Total
number of
shares
purchased
(1)
|
Average
price
paid per
share
|
Total number
of shares
purchased as
part of
publicly
announced
plan (2)
|
Maximum
number of
shares that
may yet be
purchased
under the
plan
|
||||||||||||
Fiscal May (April 28 – June 1, 2013)
|
144
|
$
|
18.59
|
144
|
4,039
|
|||||||||||
Fiscal June (June 2 – June 29, 2013)
|
210
|
$
|
18.87
|
118
|
3,921
|
|||||||||||
Fiscal July (June 30 – July 27, 2013)
|
228
|
$
|
21.14
|
103
|
3,818
|
|||||||||||
Fiscal First Quarter of 2014
|
582
|
$
|
19.69
|
365
|
3,818
|
(1) | In addition to the 364,800 shares purchased during the quarter as part of our publicly announced director authorization described above, this column includes 217,298 shares purchased from employees to satisfy their withholding tax obligations upon vesting of restricted shares. |
(2) | On October 28, 1987, our board of directors announced the authorization of the plan to repurchase company stock. The plan originally authorized 1.0 million shares and subsequent to October 1987, 22.0 million shares have been added to this plan for repurchase. The authorization has no expiration date. |
Exhibit
Number
|
|
Description
|
|
Certifications of Chief Executive Officer pursuant to Rule 13a-14(a)
|
|
|
Certifications of Chief Financial Officer pursuant to Rule 13a-14(a)
|
|
|
Certifications of Executive Officers pursuant to 18 U.S.C. Section 1350(b)
|
|
(101.INS)
|
|
XBRL Instance Document
|
(101.SCH)
|
|
XBRL Taxonomy Extension Schema Document
|
(101.CAL)
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
(101.LAB)
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
(101.PRE)
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
(101.DEF)
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
LA-Z-BOY INCORPORATED
|
|
|
|
|
|
|
|
(Registrant)
|
Date: August 20, 2013
|
|
|
|
|
|
|
|
|
|
|
|
BY:
|
/s/ Margaret L. Mueller
|
|
|
|
|
|
|
|
|
Margaret L. Mueller
|
||
|
|
Corporate Controller
|
||
|
|
On behalf of the Registrant and as
|
||
|
|
Chief Accounting Officer
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
---|
DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
---|---|---|---|
WILLIAM R. KLESSE Former Chief Executive Officer and Chairman of the Board, Valero Energy DIRECTOR SINCE: 2013 COMMITTEE MEMBERSHIP: | |||
VICKY A. BAILEY Former Assistant Secretary, Domestic Policy and International Affairs, U.S. Department of Energy President, Anderson Stratton International, LLC DIRECTOR SINCE: 2022 COMMITTEE MEMBERSHIP: | |||
ROBERT M. SHEARER Former Managing Director, BlackRock Advisors, LLC DIRECTOR SINCE: 2019 COMMITTEE MEMBERSHIP: | |||
KENNETH B. ROBINSON Former Senior Vice President of Audit and Controls, Exelon Corporation DIRECTOR SINCE: 2023 COMMITTEE MEMBERSHIP: | |||
JACK B. MOORE Former President and Chief Executive Officer, Cameron International INDEPENDENT CHAIRMAN SINCE: 2022 DIRECTOR SINCE: 2016 COMMITTEE MEMBERSHIP: | |||
CLAIRE O’NEILL Former Member of Parliament and Minister for Energy and Clean Growth (UK Govt) DIRECTOR SINCE: 2023 COMMITTEE MEMBERSHIP: | |||
CARLOS M. GUTIERREZ Co-Founder, Executive Chairman and CEO, EmPath, Inc. DIRECTOR SINCE: 2009 COMMITTEE MEMBERSHIP: | |||
AVEDICK B. POLADIAN Former Executive Vice President and Chief Operating Officer, Lowe Enterprises DIRECTOR SINCE: 2008 COMMITTEE MEMBERSHIP: | |||
ANDREW GOULD Former Chairman and Chief Executive Officer, Schlumberger DIRECTOR SINCE: 2020 COMMITTEE MEMBERSHIP: |
Name and Principal
Position
|
Year
|
Salary
|
Bonus
|
Stock
Awards
|
Option
Awards
|
Non-Equity
Incentive Plan
Compensation
|
Nonqualified
Deferred
Compensation
Earnings
|
All Other
Compensation
|
Total
|
||||||||
Vicki Hollub
President and Chief
Executive Officer
|
2023
|
$
1,472,603
|
$
—
|
$
12,028,476
|
$
—
|
$
3,375,000
|
$
174,726
|
$
684,214
|
$
17,735,019
|
||||||||
2022
|
$
1,258,082
|
$
312,000
|
$
7,312,830
|
$
2,437,542
|
$
3,003,000
|
$
96,545
|
$
549,511
|
$
14,969,510
|
|||||||||
2021
|
$
1,000,000
|
$
—
|
$
5,512,829
|
$
1,837,511
|
$
2,400,000
|
$
—
|
$
318,199
|
$
11,068,539
|
|||||||||
Sunil Mathew
Senior Vice President and
Chief Financial Officer
|
2023
|
$
670,411
|
$
—
|
$
3,457,479
|
$
—
|
$
1,050,000
|
$
44,919
|
$
264,122
|
$
5,486,931
|
||||||||
Kenneth Dillon
Senior Vice President and
President, International Oil
and Gas Operations
|
2023
|
$
753,151
|
$
—
|
$
3,742,166
|
$
—
|
$
1,237,500
|
$
101,562
|
$
315,989
|
$
6,150,368
|
||||||||
2022
|
$
705,110
|
$
99,000
|
$
2,625,184
|
$
875,020
|
$
1,303,500
|
$
59,048
|
$
295,601
|
$
5,962,463
|
|||||||||
2021
|
$
675,000
|
$
—
|
$
2,212,632
|
$
737,503
|
$
1,280,000
|
$
—
|
$
169,936
|
$
5,075,071
|
|||||||||
Richard A. Jackson
Senior Vice President and
President, ORCM, Operations
|
2023
|
$
753,151
|
$
—
|
$
3,742,166
|
$
—
|
$
1,200,000
|
$
71,228
|
$
279,206
|
$
6,045,751
|
||||||||
2022
|
$
701,616
|
$
84,000
|
$
2,400,147
|
$
800,032
|
$
1,106,000
|
$
40,166
|
$
251,981
|
$
5,383,942
|
|||||||||
2021
|
$
650,000
|
$
—
|
$
2,100,135
|
$
700,003
|
$
1,040,000
|
$
—
|
$
163,523
|
$
4,653,661
|
|||||||||
Robert L. Peterson
Senior Vice President and
Executive Vice President,
Essential Chemistry, OCC
|
2023
|
$
735,890
|
$
—
|
$
3,421,431
|
$
—
|
$
1,050,000
|
$
80,483
|
$
288,215
|
$
5,576,019
|
||||||||
2022
|
$
701,616
|
$
84,000
|
$
2,400,147
|
$
800,032
|
$
1,106,000
|
$
46,113
|
$
271,909
|
$
5,409,817
|
|||||||||
2021
|
$
650,000
|
$
—
|
$
2,100,135
|
$
700,003
|
$
1,040,000
|
$
—
|
$
170,980
|
$
4,661,118
|
|||||||||
Jeff F. Simmons
Senior Vice President and
Chief Petrotechnical Officer
|
2023
|
$
665,890
|
$
—
|
$
3,346,000
|
$
—
|
$
1,050,000
|
$
125,733
|
$
273,937
|
$
5,461,560
|
No Customers Found
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|---|---|---|
KLESSE WILLIAM R | Director | 182,989 | 0 |
Bennett Peter J. | Director | 134,301 | 6,023 |
Kerrigan Sylvia J | Director | 111,829 | 901 |
Bennett Peter J. | Vice President | 100,179 | 5,610 |
Champion Christopher O | Director | 99,805 | 2,520 |
Kerrigan Sylvia J | SVP & Chief Legal Officer | 80,536 | 499 |
GUTIERREZ CARLOS M | Director | 65,740 | 0 |
Shearer Bob | Director | 53,048 | 0 |
ONeill Claire | Director | 724 | 0 |
Robinson Kenneth B. | Director | 549 | 0 |
BERKSHIRE HATHAWAY INC | Director | 0 | 84,897 |
OCCIDENTAL PETROLEUM CORP /DE/ | Director | 0 | 165,682,000 |