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[ X ]
|
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
[__]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
For Fiscal Year Ended June 3, 2017
|
Commission File No. 001-15141
|
|
Michigan
|
|
38-0837640
|
|
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
|
|
|
|
855 East Main Avenue
|
|
|
|
|
PO Box 302
|
|
|
|
|
Zeeland, Michigan
|
|
49464-0302
|
|
|
(Address of principal
executive offices)
|
|
(Zip Code)
|
|
Registrant's telephone number, including area code: (616) 654 3000
|
|
Securities registered pursuant to Section 12(b) of the Act: None
|
|
Securities registered pursuant to Section 12(g) of the Act:
|
Common Stock, $.20 Par Value
(Title of Class)
|
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
|
|
|
Yes [ X ] No [__]
|
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
|
|
|
Yes [__] No [ X ]
|
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 [ X ] No [__]
|
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
|
|
|
Yes [ X ] No [__]
|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
|
|
|
Yes [__] No [ X ]
|
|
Page No.
|
Part I
|
|
Item 1 Business
|
|
Item 1A Risk Factors
|
|
Item 1B Unresolved Staff Comments
|
|
Item 2 Properties
|
|
Item 3 Legal Proceedings
|
|
Additional Item: Executive Officers of the Registrant
|
|
Item 4 Mine Safety Disclosures
|
|
Part II
|
|
Item 5 Market for the Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities
|
|
Item 6 Selected Financial Data
|
|
Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations
|
|
Item 7A Quantitative and Qualitative Disclosures about Market Risk
|
|
Item 8 Financial Statements and Supplementary Data
|
|
Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosures
|
|
Item 9A Controls and Procedures
|
|
Item 9B Other Information
|
|
Part III
|
|
Item 10 Directors, Executive Officers, and Corporate Governance
|
|
Item 11 Executive Compensation
|
|
Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
|
|
Item 13 Certain Relationships and Related Transactions, and Director Independence
|
|
Item 14 Principal Accountant Fees and Services
|
|
Part IV
|
|
Item 15 Exhibits and Financial Statement Schedule
|
|
Signatures
|
|
Report of Independent Registered Public Accounting Firm on Financial Statement Schedule
|
|
Schedule II Valuation and Qualifying Accounts
|
|
Exhibit Index
|
•
|
Political, social, and economic conditions
|
•
|
Legal and regulatory requirements
|
•
|
Labor and employment practices
|
•
|
Cultural practices and norms
|
•
|
Natural disasters
|
•
|
Security and health concerns
|
•
|
Protection of intellectual property
|
•
|
Changes in foreign currency exchange rates
|
•
|
General economic conditions
|
•
|
Identification and availability of suitable studio locations
|
•
|
Success in negotiating new leases and amending or terminating existing leases on acceptable terms
|
•
|
The success of other retailers in and around our retail locations
|
•
|
Ability to secure required governmental permits and approvals
|
•
|
Hiring and training skilled studio operating personnel
|
•
|
Landlord financial stability
|
Owned Locations
|
Square
Footage
|
|
|
Use
|
Zeeland, Michigan
|
750,800
|
|
|
Manufacturing, Warehouse, Office
|
Spring Lake, Michigan
|
582,700
|
|
|
Manufacturing, Warehouse, Office
|
Holland, Michigan
|
357,400
|
|
|
Warehouse
|
Holland, Michigan
|
293,100
|
|
|
Manufacturing, Office
|
Holland, Michigan
|
238,200
|
|
|
Office, Design
|
Dongguan, China
|
431,600
|
|
|
Manufacturing, Office
|
Sheboygan, Wisconsin
|
207,700
|
|
|
Manufacturing, Warehouse, Office
|
Melksham, United Kingdom
|
170,000
|
|
|
Manufacturing, Warehouse, Office
|
Hildebran, North Carolina
|
93,000
|
|
|
Manufacturing, Office
|
|
|
|
|
|
Leased Locations
|
Square
Footage
|
|
|
Use
|
Hebron, Kentucky
|
316,800
|
|
|
Warehouse
|
Atlanta, Georgia
|
180,200
|
|
|
Manufacturing, Warehouse, Office
|
Bangalore, India
|
104,800
|
|
|
Manufacturing, Warehouse
|
Ningbo, China
|
185,100
|
|
|
Manufacturing, Warehouse, Office
|
Yaphank, New York
|
92,000
|
|
|
Warehouse, Office
|
New York City, New York
|
59,000
|
|
|
Office, Retail
|
Hong Kong, China
|
54,400
|
|
|
Warehouse
|
Brooklyn, New York
|
39,400
|
|
|
Warehouse, Retail
|
Stamford, Connecticut
|
35,300
|
|
|
Office, Retail
|
Name
|
Age
|
Year Elected an Executive Officer
|
Position with the Company
|
Brian C. Walker
|
55
|
1996
|
President and Chief Executive Officer
|
Andrew J. Lock
|
63
|
2003
|
President, Herman Miller International
|
Gregory J. Bylsma
|
52
|
2009
|
President, North America Contract
|
Steven C. Gane
|
62
|
2009
|
President, Specialty Brands
|
Jeffrey M. Stutz
|
46
|
2009
|
Executive Vice President, Chief Financial Officer
|
B. Ben Watson
|
52
|
2010
|
Chief Creative Officer
|
Michael F. Ramirez
|
52
|
2011
|
Executive Vice President, People, Places & Administration
|
H. Timothy Lopez
|
46
|
2014
|
Senior Vice President of Legal Services, General Counsel and Secretary
|
John McPhee
|
54
|
2015
|
President, Herman Miller Consumer
|
John Edelman
|
50
|
2015
|
Chief Executive Officer, Herman Miller Consumer
|
Kevin Veltman
|
42
|
2015
|
Vice President, Investor Relations & Treasurer
|
Jeremy Hocking
|
56
|
2017
|
Executive Vice President, Strategy and Business Development
|
Per Share and Unaudited
|
Market
Price
High
(at close)
|
|
|
Market
Price
Low
(at close)
|
|
|
Market
Price
Close
|
|
|
Earnings
Per Share-
Diluted
|
|
|
Dividends
Declared Per
Share
|
|
|||||
Year ended June 3, 2017:
|
|
|
|
|
|
|
|
|
|
||||||||||
First quarter
|
$
|
36.46
|
|
|
$
|
27.87
|
|
|
$
|
35.94
|
|
|
$
|
0.60
|
|
|
$
|
0.1700
|
|
Second quarter
|
36.14
|
|
|
26.99
|
|
|
32.65
|
|
|
0.53
|
|
|
0.1700
|
|
|||||
Third quarter
|
36.45
|
|
|
29.75
|
|
|
30.45
|
|
|
0.37
|
|
|
0.1700
|
|
|||||
Fourth quarter
|
34.05
|
|
|
28.55
|
|
|
32.70
|
|
|
0.55
|
|
|
0.1700
|
|
|||||
Year
|
$
|
36.46
|
|
|
$
|
26.99
|
|
|
$
|
32.70
|
|
|
$
|
2.05
|
|
|
$
|
0.6800
|
|
Year ended May 28, 2016:
|
|
|
|
|
|
|
|
|
|
||||||||||
First quarter
|
$
|
30.50
|
|
|
$
|
26.75
|
|
|
$
|
26.99
|
|
|
$
|
0.56
|
|
|
$
|
0.1475
|
|
Second quarter
|
32.69
|
|
|
26.28
|
|
|
32.14
|
|
|
0.57
|
|
|
0.1475
|
|
|||||
Third quarter
|
32.11
|
|
|
22.92
|
|
|
26.29
|
|
|
0.46
|
|
|
0.1475
|
|
|||||
Fourth quarter
|
31.64
|
|
|
26.09
|
|
|
31.64
|
|
|
0.67
|
|
|
0.1475
|
|
|||||
Year
|
$
|
32.69
|
|
|
$
|
22.92
|
|
|
$
|
31.64
|
|
|
$
|
2.26
|
|
|
$
|
0.5900
|
|
Period
|
(a) Total Number of
Shares (or Units) Purchased
|
|
|
(b) Average Price Paid
per Share or Unit
|
|
|
(c) Total Number of Share (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
|
|
(d) Maximum Number (or Approximate Dollar Value) of Shares(or Units) that May Yet be Purchased Under the Plans or Programs
(1)
|
|
|
3/5/17 - 4/1/17
|
—
|
|
|
—
|
|
|
—
|
|
|
$
|
115,162,898
|
|
4/2/17 - 4/29/17
|
146,255
|
|
|
32.17
|
|
|
146,255
|
|
|
$
|
110,457,467
|
|
4/30/17 - 6/3/17
|
58,697
|
|
|
33.04
|
|
|
58,697
|
|
|
$
|
108,517,876
|
|
Total
|
204,952
|
|
|
|
|
|
204,952
|
|
|
|
|
2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||||
Herman Miller, Inc.
|
$
|
100
|
|
|
$
|
159
|
|
|
$
|
180
|
|
|
$
|
163
|
|
|
$
|
189
|
|
|
$
|
199
|
|
S&P 500 Index
|
$
|
100
|
|
|
$
|
128
|
|
|
$
|
151
|
|
|
$
|
165
|
|
|
$
|
164
|
|
|
$
|
191
|
|
NASD Non-Financial
|
$
|
100
|
|
|
$
|
128
|
|
|
$
|
159
|
|
|
$
|
192
|
|
|
$
|
189
|
|
|
$
|
240
|
|
Review of Operations
|
|
|
|
|
|
|
|
|
|
|
||||||||||
(In millions, except key ratios and per share data)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
||||||||||
Operating Results
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
$
|
2,278.2
|
|
|
$
|
2,264.9
|
|
|
$
|
2,142.2
|
|
|
$
|
1,882.0
|
|
|
$
|
1,774.9
|
|
|
Gross margin
|
864.2
|
|
|
874.2
|
|
|
791.4
|
|
|
631.0
|
|
|
605.2
|
|
|
|||||
Selling, general, and administrative
(8)
|
600.3
|
|
|
585.6
|
|
|
556.6
|
|
|
590.8
|
|
|
430.4
|
|
|
|||||
Design and research
|
73.1
|
|
|
77.1
|
|
|
71.4
|
|
|
65.9
|
|
|
59.9
|
|
|
|||||
Operating earnings (loss)
|
190.8
|
|
|
211.5
|
|
|
163.4
|
|
|
(25.7
|
)
|
|
114.9
|
|
|
|||||
Earnings (loss) before income taxes
|
177.6
|
|
|
196.6
|
|
|
145.2
|
|
|
(43.4
|
)
|
|
97.2
|
|
|
|||||
Net earnings (loss)
|
124.1
|
|
|
137.5
|
|
|
98.1
|
|
|
(22.1
|
)
|
|
68.2
|
|
|
|||||
Cash flow from operating activities
|
202.1
|
|
|
210.4
|
|
|
167.7
|
|
|
90.1
|
|
|
136.5
|
|
|
|||||
Cash flow used in investing activities
|
(116.3
|
)
|
|
(80.8
|
)
|
|
(213.6
|
)
|
|
(48.2
|
)
|
|
(209.7
|
)
|
|
|||||
Cash flow (used in) provided by financing activities
|
(74.6
|
)
|
|
(106.5
|
)
|
|
6.8
|
|
|
(22.4
|
)
|
|
(16.0
|
)
|
|
|||||
Depreciation and amortization
|
58.9
|
|
|
53.0
|
|
|
49.8
|
|
|
42.4
|
|
|
37.5
|
|
|
|||||
Capital expenditures
|
87.3
|
|
|
85.1
|
|
|
63.6
|
|
|
40.8
|
|
|
50.2
|
|
|
|||||
Common stock repurchased plus cash dividends paid
|
63.2
|
|
|
49.0
|
|
|
37.0
|
|
|
43.0
|
|
|
22.7
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Key Ratios
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Sales growth
|
0.6
|
%
|
|
5.7
|
%
|
|
13.8
|
%
|
|
6.0
|
%
|
|
2.9
|
%
|
|
|||||
Gross margin
(1)
|
37.9
|
|
|
38.6
|
|
|
36.9
|
|
|
33.5
|
|
|
34.1
|
|
|
|||||
Selling, general, and administrative
(1) (8)
|
26.3
|
|
|
25.9
|
|
|
26.0
|
|
|
31.4
|
|
|
24.3
|
|
|
|||||
Design and research
(1)
|
3.2
|
|
|
3.4
|
|
|
3.3
|
|
|
3.5
|
|
|
3.4
|
|
|
|||||
Operating earnings
(1)
|
8.4
|
|
|
9.3
|
|
|
7.6
|
|
|
(1.4
|
)
|
|
6.5
|
|
|
|||||
Net earnings growth (decline)
|
(9.7
|
)
|
|
40.2
|
|
|
543.9
|
|
|
(132.4
|
)
|
|
(9.3
|
)
|
|
|||||
After-tax return on net sales
(4)
|
5.4
|
|
|
6.1
|
|
|
4.6
|
|
|
(1.2
|
)
|
|
3.8
|
|
|
|||||
After-tax return on average assets
(5)
|
9.8
|
|
|
11.3
|
|
|
9.0
|
|
|
(2.3
|
)
|
|
7.6
|
|
|
|||||
After-tax return on average equity
(6)
|
22.3
|
%
|
|
29.1
|
%
|
|
25.0
|
%
|
|
(6.5
|
)%
|
|
24.7
|
%
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Share and Per Share Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings (loss) per share-diluted
|
$
|
2.05
|
|
|
$
|
2.26
|
|
|
$
|
1.62
|
|
|
$
|
(0.37
|
)
|
|
$
|
1.16
|
|
|
Cash dividends declared per share
|
0.68
|
|
|
0.59
|
|
|
0.56
|
|
|
0.53
|
|
|
0.43
|
|
|
|||||
Book value per share at year end
(9)
|
9.82
|
|
|
8.76
|
|
|
7.04
|
|
|
6.14
|
|
|
5.31
|
|
|
|||||
Market price per share at year end
|
32.70
|
|
|
31.64
|
|
|
27.70
|
|
|
31.27
|
|
|
28.11
|
|
|
|||||
Weighted average shares outstanding-diluted
|
60.6
|
|
|
60.5
|
|
|
60.1
|
|
|
59.0
|
|
|
58.8
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial Condition
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
1,306.3
|
|
|
$
|
1,235.2
|
|
|
$
|
1,192.7
|
|
|
$
|
995.6
|
|
|
$
|
951.2
|
|
|
Working capital
(3)
|
106.2
|
|
|
90.5
|
|
|
110.1
|
|
|
83.2
|
|
|
96.8
|
|
|
|||||
Current ratio
(2)
|
1.3
|
|
|
1.2
|
|
|
1.3
|
|
|
1.2
|
|
|
1.3
|
|
|
|||||
Interest-bearing debt and related swap agreements
(10)
|
197.8
|
|
|
221.9
|
|
|
290.0
|
|
|
250.0
|
|
|
250.0
|
|
|
|||||
Stockholders' equity
|
587.7
|
|
|
524.7
|
|
|
420.3
|
|
|
364.3
|
|
|
311.7
|
|
|
|||||
Total capital
(7)
|
785.5
|
|
|
746.6
|
|
|
710.3
|
|
|
614.3
|
|
|
561.7
|
|
|
Review of Operations
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
(In millions, except key ratios and per share data)
|
2012
|
|
2011
|
|
2010
|
|
2009
|
|
2008
|
|
2007
|
||||||||||||
Operating Results
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net sales
|
$
|
1,724.1
|
|
|
$
|
1,649.2
|
|
|
$
|
1,318.8
|
|
|
$
|
1,630.0
|
|
|
$
|
2,012.1
|
|
|
$
|
1,918.9
|
|
Gross margin
|
590.6
|
|
|
538.1
|
|
|
428.5
|
|
|
527.7
|
|
|
698.7
|
|
|
645.9
|
|
||||||
Selling, general, and administrative
(8)
|
400.3
|
|
|
369.0
|
|
|
334.4
|
|
|
359.2
|
|
|
400.9
|
|
|
395.8
|
|
||||||
Design and research
|
52.7
|
|
|
45.8
|
|
|
40.5
|
|
|
45.7
|
|
|
51.2
|
|
|
52.0
|
|
||||||
Operating earnings
|
137.6
|
|
|
123.3
|
|
|
53.6
|
|
|
122.8
|
|
|
246.6
|
|
|
198.1
|
|
||||||
Earnings before income taxes
|
119.5
|
|
|
102.5
|
|
|
34.8
|
|
|
98.9
|
|
|
230.4
|
|
|
187.0
|
|
||||||
Net earnings
|
75.2
|
|
|
70.8
|
|
|
28.3
|
|
|
68.0
|
|
|
152.3
|
|
|
129.1
|
|
||||||
Cash flow from operating activities
|
90.1
|
|
|
89.0
|
|
|
98.7
|
|
|
91.7
|
|
|
213.6
|
|
|
137.7
|
|
||||||
Cash flow used in investing activities
|
(58.4
|
)
|
|
(31.4
|
)
|
|
(77.6
|
)
|
|
(29.5
|
)
|
|
(51.0
|
)
|
|
(37.4
|
)
|
||||||
Cash flow used in financing activities
|
(1.6
|
)
|
|
(50.2
|
)
|
|
(78.9
|
)
|
|
(16.5
|
)
|
|
(86.5
|
)
|
|
(131.5
|
)
|
||||||
Depreciation and amortization
|
37.2
|
|
|
39.1
|
|
|
42.6
|
|
|
41.7
|
|
|
43.2
|
|
|
41.2
|
|
||||||
Capital expenditures
|
28.5
|
|
|
30.5
|
|
|
22.3
|
|
|
25.3
|
|
|
40.5
|
|
|
41.3
|
|
||||||
Common stock repurchased plus cash dividends paid
|
7.9
|
|
|
6.0
|
|
|
5.7
|
|
|
19.5
|
|
|
287.9
|
|
|
185.6
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Key Ratios
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Sales growth (decline)
|
4.5
|
%
|
|
25.1
|
%
|
|
(19.1
|
)%
|
|
(19.0
|
)%
|
|
4.9
|
%
|
|
10.5
|
%
|
||||||
Gross margin
(1)
|
34.3
|
|
|
32.6
|
|
|
32.5
|
|
|
32.4
|
|
|
34.7
|
|
|
33.7
|
|
||||||
Selling, general, and administrative
(1) (8)
|
23.2
|
|
|
22.4
|
|
|
25.4
|
|
|
22.0
|
|
|
19.9
|
|
|
20.6
|
|
||||||
Design and research
(1)
|
3.1
|
|
|
2.8
|
|
|
3.1
|
|
|
2.8
|
|
|
2.5
|
|
|
2.7
|
|
||||||
Operating earnings
(1)
|
8.0
|
|
|
7.5
|
|
|
4.1
|
|
|
7.5
|
|
|
12.3
|
|
|
10.3
|
|
||||||
Net earnings growth (decline)
|
6.2
|
|
|
150.2
|
|
|
(58.4
|
)
|
|
(55.4
|
)
|
|
18.0
|
|
|
30.1
|
|
||||||
After-tax return on net sales
(4)
|
4.4
|
|
|
4.3
|
|
|
2.1
|
|
|
4.2
|
|
|
7.6
|
|
|
6.7
|
|
||||||
After-tax return on average assets
(5)
|
9.0
|
|
|
8.9
|
|
|
3.7
|
|
|
8.7
|
|
|
20.9
|
|
|
19.2
|
|
||||||
After-tax return on average equity
(6)
|
34.4
|
%
|
|
52.5
|
%
|
|
78.1
|
%
|
|
860.8
|
%
|
|
186.4
|
%
|
|
92.7
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Share and Per Share Data
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Earnings per share-diluted
|
$
|
1.29
|
|
|
$
|
1.06
|
|
|
$
|
0.43
|
|
|
$
|
1.25
|
|
|
$
|
2.56
|
|
|
$
|
1.98
|
|
Cash dividends declared per share
|
0.09
|
|
|
0.09
|
|
|
0.09
|
|
|
0.29
|
|
|
0.35
|
|
|
0.33
|
|
||||||
Book value per share at year end
(9)
|
4.13
|
|
|
3.42
|
|
|
1.27
|
|
|
—
|
|
|
0.28
|
|
|
2.35
|
|
||||||
Market price per share at year end
|
17.87
|
|
|
24.56
|
|
|
19.23
|
|
|
14.23
|
|
|
24.80
|
|
|
36.53
|
|
||||||
Weighted average shares outstanding-diluted
|
58.5
|
|
|
57.7
|
|
|
57.5
|
|
|
54.5
|
|
|
59.6
|
|
|
65.1
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Financial Condition
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
843.8
|
|
|
$
|
819.1
|
|
|
$
|
775.3
|
|
|
$
|
772.0
|
|
|
$
|
787.9
|
|
|
$
|
670.9
|
|
Working capital
(3)
|
189.1
|
|
|
193.4
|
|
|
69.2
|
|
|
155.2
|
|
|
170.2
|
|
|
87.7
|
|
||||||
Current ratio
(2)
|
1.7
|
|
|
1.7
|
|
|
1.2
|
|
|
1.5
|
|
|
1.5
|
|
|
1.3
|
|
||||||
Interest-bearing debt and related swap agreement
(10)
|
250.0
|
|
|
250.0
|
|
|
301.2
|
|
|
377.4
|
|
|
375.5
|
|
|
176.2
|
|
||||||
Stockholders' equity
|
240.5
|
|
|
197.2
|
|
|
72.3
|
|
|
0.2
|
|
|
15.6
|
|
|
147.8
|
|
||||||
Total capital
(7)
|
490.5
|
|
|
447.2
|
|
|
373.5
|
|
|
377.6
|
|
|
391.1
|
|
|
324.0
|
|
•
|
North American Furniture Solutions
— Includes the operations associated with the design, manufacture, and sale of furniture products for work-related settings, including office, education, and healthcare environments, throughout the United States and Canada.
|
•
|
ELA Furniture Solution
s — ELA Furniture Solutions includes the operations associated with the design, manufacture and sale of furniture products, primarily for work-related settings, in the Europe, Middle East and Africa
(
EMEA), Latin America and Asia-Pacific geographic regions.
|
•
|
Specialty
— Includes the operations associated with design, manufacture and sale of high-craft furniture products and textiles including Geiger wood products, Maharam textiles and Herman Miller Collection products.
|
•
|
Consumer
— Includes the operations associated with the sale of modern design furnishings and accessories to third party retail distributors, as well as direct to consumer sales through e-commerce, direct mailing catalogs and Design Within Reach (DWR) studios.
|
•
|
Portfolio of Leading Brands -
Herman Miller is a globally-recognized, authentic brand known for working with some of the most outstanding designers in the world. Within the industries in which the company operates, Herman Miller, DWR, Geiger, Maharam, POSH, Nemschoff, Colbrook Bosson Saunders ("CBS") and Naughtone are acknowledged as leading brands that inspire architects and designers to create their best design solutions. This portfolio has enabled Herman Miller to connect with new audiences, channels, geographies and product categories. Leveraging the company's brand equity across the lines of business is an important element of the company's business strategy.
|
•
|
Problem-Solving Design and Innovation
- The company is committed to developing research-based functionality and aesthetically innovative new products and has a history of doing so, in collaboration with a global network of leading independent designers. The company believes its skills and experience in matching problem-solving design with the workplace needs of customers provide the company with a competitive advantage in the marketplace. An important component of the company's business strategy is to actively pursue a program of new product research, design and development. The company accomplishes this through the use of an internal research and engineering staff that engages with third party design resources generally compensated on a royalty basis.
|
•
|
Operational Excellence
- The company was among the first in the industry to embrace the concepts of lean manufacturing. HMPS provides the foundation for all of the company's manufacturing operations. The company is committed to continuously improving both product quality and production and operational efficiency. The company has extended this lean process work to its non-manufacturing processes as well as externally to its manufacturing supply chain and distribution channel. The company believes these concepts hold significant promise for further gains in reliability, quality and efficiency.
|
•
|
Leading Networks
- The company values relationships in all areas of the business. The company considers its network of innovative designers, owned and independent dealers and suppliers to be among the most important competitive factors and vital to the long-term success of the business.
|
•
|
Multi-Channel Reach
- The company has built a unique, multi-channel distribution capability that it considers unique. Through contract furniture dealers, direct customer sales, retail studios, e-Commerce, catalogs and independent retailers, the company serves contract and residential customers across a range of channels and geographies.
|
•
|
Independent and Owned Contract Furniture Dealers
- Most of the company's product sales are made to a network of independently owned and operated contract furniture dealerships doing business in many countries around the world. These dealers purchase the company's products and distribute them to end customers. The company recognizes revenue on product sales through this channel once products are shipped and title passes to the dealer. Many of these dealers also offer furniture-related services, including product installation.
|
•
|
Direct Customer Sales
- The company also sells products and services directly to end customers without an intermediary (e.g., sales to the U.S. federal government). In most of these instances, the company contracts separately with a dealership or third-party installation company to provide sales-related services. The company recognizes revenue on these sales once the related product is shipped to the end customer and installation, if applicable, is substantially complete.
|
•
|
DWR Retail Studios
- At the end of fiscal 2017, the Consumer business unit included 31 retail studios (including 30 operating under the DWR brand and a Herman Miller Flagship store in New York City). This business also operates one outlet studio. These studios are located in metropolitan areas throughout North America. Revenue on sales from these studios is recognized upon shipment and transfer to the customer of both title and risk of loss.
|
•
|
E-Commerce
- The company sells products through its online stores, in which products are available for sale via the company's website, hermanmiller.com as well as through the DWR online store, dwr.com. These sites complement our existing methods of distribution and extend the company's brand to new customers. The company recognizes revenue on these sales upon shipment and transfer to the customer of both title and risk of loss.
|
•
|
DWR Direct-Mail Catalogs
- The company’s consumer business unit utilizes a direct-mail catalog program through its DWR subsidiary. A regular schedule of catalog mailings is maintained throughout the fiscal year and these serve as a key driver of sales across each of DWR’s channels, including retail studios and e-commerce websites. Revenue on sales transacted through this catalog program is recognized upon shipment and transfer to the customer of both title and risk of loss.
|
•
|
Independent Retailers
- Certain products are sold to end customers through independent retail operations. Revenue is recognized on these sales once products are shipped and title and risk of loss passes to the independent retailer.
|
|
Fiscal Year Ended
|
Fiscal Year Ended
|
||||||||||||||||||||||||||||
|
June 3, 2017
|
May 28, 2016
|
||||||||||||||||||||||||||||
|
North America
|
ELA
|
Specialty
|
Consumer
|
Total
|
North America
|
ELA
|
Specialty
|
Consumer
|
Total
|
||||||||||||||||||||
Net sales, as reported
|
$
|
1,342.2
|
|
$
|
385.5
|
|
$
|
232.4
|
|
$
|
318.1
|
|
$
|
2,278.2
|
|
$
|
1,331.8
|
|
$
|
412.6
|
|
$
|
231.8
|
|
$
|
288.7
|
|
$
|
2,264.9
|
|
% change from PY
|
0.8
|
%
|
(6.6
|
)%
|
0.3
|
%
|
10.2
|
%
|
0.6
|
%
|
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Adjustments
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Dealer divestitures
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(8.8
|
)
|
(30.8
|
)
|
—
|
|
—
|
|
(39.6
|
)
|
||||||||||
Currency translation effects
(1)
|
0.7
|
|
13.9
|
|
—
|
|
—
|
|
14.6
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Impact of extra week in FY17
|
(22.7
|
)
|
(6.3
|
)
|
(3.3
|
)
|
(4.7
|
)
|
(37.0
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Organic net sales
|
$
|
1,320.2
|
|
$
|
393.1
|
|
$
|
229.1
|
|
$
|
313.4
|
|
$
|
2,255.8
|
|
$
|
1,323.0
|
|
$
|
381.8
|
|
$
|
231.8
|
|
$
|
288.7
|
|
$
|
2,225.3
|
|
% change from PY
|
(0.2
|
)%
|
3.0
|
%
|
(1.2
|
)%
|
8.6
|
%
|
1.4
|
%
|
|
|
|
|
|
|
Fiscal Year Ended
|
Fiscal Year Ended
|
||||||||||||||||||||||||||||
|
May 28, 2016
|
May 30, 2015
|
||||||||||||||||||||||||||||
|
North America
|
ELA
|
Specialty
|
Consumer
|
Total
|
North America
|
ELA
|
Specialty
|
Consumer
|
Total
|
||||||||||||||||||||
Net sales, as reported
|
$
|
1,331.8
|
|
$
|
412.6
|
|
$
|
231.8
|
|
$
|
288.7
|
|
$
|
2,264.9
|
|
$
|
1,241.9
|
|
$
|
409.9
|
|
$
|
219.9
|
|
$
|
270.5
|
|
$
|
2,142.2
|
|
% change from PY
|
7.2
|
%
|
0.7
|
%
|
5.4
|
%
|
6.7
|
%
|
5.7
|
%
|
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Adjustments
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Currency translation effects
(1)
|
12.5
|
|
26.1
|
|
0.6
|
|
0.8
|
|
40.0
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Acquisition
|
—
|
|
—
|
|
—
|
|
(30.2
|
)
|
(30.2
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Organic net sales
|
$
|
1,344.3
|
|
$
|
438.7
|
|
$
|
232.4
|
|
$
|
259.3
|
|
$
|
2,274.7
|
|
$
|
1,241.9
|
|
$
|
409.9
|
|
$
|
219.9
|
|
$
|
270.5
|
|
$
|
2,142.2
|
|
% change from PY
|
8.2
|
%
|
7.0
|
%
|
5.7
|
%
|
(4.1
|
)%
|
6.2
|
%
|
|
|
|
|
|
|
Fiscal Year Ended
|
Fiscal Year Ended
|
||||||||||||||||||||||||||||||||||
|
June 3, 2017
|
May 28, 2016
|
||||||||||||||||||||||||||||||||||
|
North America
|
ELA
|
Specialty
|
Consumer
|
Corporate
|
Total
|
North America
|
ELA
|
Specialty
|
Consumer
|
Corporate
|
Total
|
||||||||||||||||||||||||
Operating earnings (loss)
|
$
|
137.7
|
|
$
|
30.8
|
|
$
|
17.7
|
|
$
|
5.3
|
|
$
|
(0.7
|
)
|
$
|
190.8
|
|
$
|
152.0
|
|
$
|
35.3
|
|
$
|
16.4
|
|
$
|
8.1
|
|
$
|
(0.3
|
)
|
$
|
211.5
|
|
% Net sales
|
10.3
|
%
|
8.0
|
%
|
7.6
|
%
|
1.7
|
%
|
n/a
|
|
8.4
|
%
|
11.4
|
%
|
8.6
|
%
|
7.1
|
%
|
2.8
|
%
|
n/a
|
|
9.3
|
%
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Less: Non-recurring gain
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(6.1
|
)
|
—
|
|
—
|
|
—
|
|
(6.1
|
)
|
||||||||||||
Less: Gain on sale of dealer
|
(0.7
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
(0.7
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Add: Restructuring and impairment expenses
|
10.3
|
|
1.0
|
|
0.6
|
|
0.6
|
|
—
|
|
12.5
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||||
Adjusted operating earnings (loss)
|
$
|
147.3
|
|
$
|
31.8
|
|
$
|
18.3
|
|
$
|
5.9
|
|
$
|
(0.7
|
)
|
$
|
202.6
|
|
$
|
152.0
|
|
$
|
29.2
|
|
$
|
16.4
|
|
$
|
8.1
|
|
$
|
(0.3
|
)
|
$
|
205.4
|
|
|
Fiscal Year Ended
|
|||||
|
June 3, 2017
|
May 28, 2016
|
||||
Earnings per Share - Diluted
|
$
|
2.05
|
|
$
|
2.26
|
|
|
|
|
||||
After Tax Adjustments
|
|
|
||||
Less: Non-recurring gain
|
—
|
|
(0.09
|
)
|
||
Less: Gain on sale of dealer
|
(0.02
|
)
|
—
|
|
||
Add: Restructuring and impairment expenses
|
0.13
|
|
—
|
|
||
Adjusted Earnings per Share - Diluted
|
$
|
2.16
|
|
$
|
2.17
|
|
|
|
|
||||
Weighted Average Shares Outstanding (used for Calculating Adjusted Earnings per Share) – Diluted
|
60,554,589
|
|
60,529,269
|
|
(Dollars In millions)
|
Fiscal 2017
|
|
% Change from 2016
|
|
Fiscal 2016
|
|
% Change from 2015
|
|
Fiscal 2015
|
||||||||
53 weeks
|
|
|
52 weeks
|
|
|
52 weeks
|
|||||||||||
Net sales
|
$
|
2,278.2
|
|
|
0.6
|
%
|
|
$
|
2,264.9
|
|
|
5.7
|
%
|
|
$
|
2,142.2
|
|
Cost of sales
|
1,414.0
|
|
|
1.7
|
%
|
|
1,390.7
|
|
|
3.0
|
%
|
|
1,350.8
|
|
|||
Gross margin
|
864.2
|
|
|
(1.1
|
)%
|
|
874.2
|
|
|
10.5
|
%
|
|
791.4
|
|
|||
Operating expenses
|
673.4
|
|
|
1.6
|
%
|
|
662.7
|
|
|
5.5
|
%
|
|
628.0
|
|
|||
Operating earnings
|
190.8
|
|
|
(9.8
|
)%
|
|
211.5
|
|
|
29.4
|
%
|
|
163.4
|
|
|||
Net other expenses
|
13.2
|
|
|
(11.4
|
)%
|
|
14.9
|
|
|
(18.1
|
)%
|
|
18.2
|
|
|||
Earnings before income taxes
|
177.6
|
|
|
(9.7
|
)%
|
|
196.6
|
|
|
35.4
|
%
|
|
145.2
|
|
|||
Income tax expense
|
55.1
|
|
|
(7.4
|
)%
|
|
59.5
|
|
|
26.1
|
%
|
|
47.2
|
|
|||
Equity income from nonconsolidated affiliates, net of tax
|
1.6
|
|
|
300.0
|
%
|
|
0.4
|
|
|
300.0
|
%
|
|
0.1
|
|
|||
Net earnings
|
124.1
|
|
|
(9.7
|
)%
|
|
137.5
|
|
|
40.2
|
%
|
|
98.1
|
|
|||
Net earnings attributable to noncontrolling interests
|
0.2
|
|
|
(75.0
|
)%
|
|
0.8
|
|
|
33.3
|
%
|
|
0.6
|
|
|||
Net earnings attributable to Herman Miller, Inc.
|
$
|
123.9
|
|
|
(9.4
|
)%
|
|
$
|
136.7
|
|
|
40.2
|
%
|
|
$
|
97.5
|
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2015
|
|||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales
|
62.1
|
|
|
61.4
|
|
|
63.1
|
|
Gross margin
|
37.9
|
|
|
38.6
|
|
|
36.9
|
|
Selling, general, and administrative expenses
|
25.8
|
|
|
25.9
|
|
|
25.4
|
|
Restructuring and impairment expenses
|
0.5
|
|
|
—
|
|
|
0.6
|
|
Design and research expenses
|
3.2
|
|
|
3.4
|
|
|
3.3
|
|
Total operating expenses
|
29.6
|
|
|
29.3
|
|
|
29.3
|
|
Operating earnings
|
8.4
|
|
|
9.3
|
|
|
7.6
|
|
Net other expenses
|
0.6
|
|
|
0.7
|
|
|
0.8
|
|
Earnings before income taxes
|
7.8
|
|
|
8.7
|
|
|
6.8
|
|
Income tax expense
|
2.4
|
|
|
2.6
|
|
|
2.2
|
|
Equity income from nonconsolidated affiliates, net of tax
|
0.1
|
|
|
—
|
|
|
—
|
|
Net earnings
|
5.4
|
|
|
6.1
|
|
|
4.6
|
|
Net earnings attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
Net earnings attributable to Herman Miller, Inc.
|
5.4
|
|
|
6.0
|
|
|
4.6
|
|
•
|
Fiscal 2017 had 53 weeks as compared to the same period of fiscal 2016, which had 52 weeks. The impact of this additional week increased net sales by approximately
$37 million
.
|
•
|
Incremental sales volumes within the Consumer segment of approximately
$25 million
were due mainly to improvements across several Consumer sales channels, including studios, contract, e-commerce and direct-mail catalogs.
|
•
|
Increased sales volumes within the North American segment of approximately
$23 million
resulted primarily from increased demand within the company's Healthcare business unit, along with growth late in the fiscal year in the North America office furniture business.
|
•
|
Increased sales volumes within the ELA segment of approximately
$17 million
were driven by increases within the Europe, Latin America and Asia regions. The largest increases were due to larger project activity in mainland Europe, Mexico, Brazil, Japan and China.
|
•
|
The impact of the divestiture of the company's dealerships in Australia in fiscal 2016 and Philadelphia, Pennsylvania in fiscal 2017 had the effect of reducing net sales by
$39.6 million
in fiscal 2017 as compared to the prior fiscal year.
|
•
|
Deeper discounting, net of incremental price increases, reduced net sales in fiscal 2017 by roughly
$32 million
as compared to the prior year. Of this change, $26 million related to the North American operating segment.
|
•
|
Foreign currency translation had a negative impact on net sales of approximately
$15 million
.
|
•
|
Increased sales volumes within the North American segment of approximately $108.0 million were driven by a combination of general market growth and company-specific actions taken to improve selling capacity, launch innovative products and refresh showrooms.
|
•
|
Increased sales volumes within the ELA segment of $30.4 million were driven by increases within the Asia region. The largest increases were due to larger project activity in Australia and China.
|
•
|
Incremental sales volume within the Consumer segment related to the acquisition of DWR, which increased sales by $30.2 million. This increase was due the fact that 52 weeks of DWR results were included in our consolidated results for fiscal 2016 as compared to 44 weeks in fiscal 2015.
|
•
|
Increased sales volumes within the Specialty segment of $10.9 million were driven principally by Geiger and the Herman Miller Collection.
|
•
|
Foreign currency translation had a negative impact on sales of $40.0 million.
|
•
|
Incremental price discounting, net of price increases, reduced the company's consolidated gross margin by approximately 90 basis points relative to fiscal 2016.
|
•
|
Higher commodity costs within the North American operating segment in the current fiscal year drove an unfavorable year-over-year margin impact of approximately 40 basis points.
|
•
|
The divestiture of the company's dealerships in Australia and Philadelphia, Pennsylvania in fiscal 2016 and 2017, respectively, resulted in a favorable impact of approximately 30 basis points relative to fiscal 2016.
|
•
|
A decrease in employee incentive costs increased our consolidated gross margin by 30 basis points relative to fiscal 2016. The decrease reflects lower employee incentive costs that are variable based on the achievement of earnings levels for the fiscal year relative to plan.
|
•
|
Improved material cost performance at the company's West Michigan manufacturing facilities driven by process engineering initiatives increased gross margin by approximately 20 basis points as compared to fiscal 2016.
|
•
|
Product mix at the company's West Michigan manufacturing facilities and material usage efficiencies at various international locations had a favorable impact on gross margin.
|
•
|
Lower commodity costs within the North American operating segment in the current fiscal year drove a favorable year-over-year margin impact of approximately 90 basis points.
|
•
|
A decrease in freight expenses, due primarily to lower fuel costs and improved leverage of fixed product distribution costs, drove a favorable impact to gross margin of approximately 40 basis points compared to fiscal 2015.
|
•
|
Inventory-related purchase accounting adjustments related to the acquisition of DWR unfavorably impacted gross margin in the prior year by approximately 30 basis points.
|
•
|
Improved production volume leverage at the company's West Michigan manufacturing facilities increased gross margin by approximately 30 basis points as compared to fiscal 2015.
|
•
|
We estimate that relative changes in foreign currency exchange rates had a negative impact on our consolidated gross margin of approximately 30 basis points relative to last fiscal year.
|
•
|
Improved operating efficiencies at certain international and domestic subsidiaries also provided a favorable impact to gross margin compared to last fiscal year.
|
•
|
Fiscal 2017 results reflected restructuring and impairment expenses of $12.5 million. Restructuring charges related to targeted workforce reductions increased operating expenses by $5.4 million, while the impairment of the Nemschoff trade name increased operating expenses by $7.1 million.
|
•
|
Marketing and selling expenses increased approximately $10 million relative to last fiscal year.
|
•
|
The impact of an extra week in fiscal 2017 increased operating expenses by approximately $9 million.
|
•
|
Incremental costs related to the continued growth and expansion of DWR retail studios of approximately $8 million for the twelve month comparative period.
|
•
|
Increased costs within the company's DWR subsidiary of approximately $5 million as a result of increased investment in information technology, infrastructure to support the contract channel and other business support functions.
|
•
|
Lower employee incentive costs decreased operating expenses by $8.8 million compared to prior fiscal year. The decrease reflects lower incentive compensation costs that are variable based on the achievement of earnings levels for the fiscal year relative to plan.
|
•
|
The divestiture of the company's dealerships in Australia and Philadelphia in fiscal 2016 and 2017, respectively, resulted in a decrease in operating expenses of $14.2 million for the twelve month comparative period.
|
•
|
The remainder of the change was driven mainly by company-wide cost savings initiatives, decreases in stock-based compensation, research and development expenses and changes in foreign currency exchange rates.
|
•
|
Employee incentive costs increased by $14.7 million relative to fiscal 2015. The increase reflects higher incentive compensation costs that are tied to increased earnings for the comparative periods.
|
•
|
Marketing and selling expenses increased $14.5 million relative to fiscal 2015. The increase resulted from new marketing initiatives, particularly within the Consumer segment, as well as increases in selling capacity and sales growth during fiscal
2016
.
|
•
|
Fiscal 2016 included a full 52 weeks of DWR results whereas fiscal 2015 included only 44 weeks. This difference accounts for approximately $13.7 million of the year-over-year increase in consolidated operating expenses.
|
•
|
Design and research expenses increased $5.7 million in fiscal 2016 as compared to the prior year.
|
•
|
Year-over-year changes in currency exchange rates decreased operating expenses by an estimated $10 million.
|
•
|
Fiscal 2015 results reflected restructuring and impairment expenses of $12.7 million.
|
•
|
The remaining change relates to various contributing factors, including but not limited to higher costs for information technology initiatives, wage and benefit inflation, and general variability with higher net sales.
|
◦
|
North American Furniture Solutions
— Includes the operations associated with the design, manufacture and sale of furniture products for work-related settings, including office, education, and healthcare environments, throughout the United States and Canada.
|
◦
|
ELA Furniture Solutions
— Includes EMEA, Latin America, and Asia-Pacific operations associated with the design, manufacture and sale of furniture products, primarily for work-related settings.
|
◦
|
Specialty
— Includes operations associated with the design, manufacture, and sale of high-craft furniture products and textiles including Geiger wood products, Maharam textiles and Herman Miller Collection products.
|
◦
|
Consumer
— Includes operations associated with the sale of modern design furnishings and accessories to third party retail distributors, as well as direct to consumer sales through e-commerce, direct mailing catalogs and DWR retail studios.
|
•
|
The impact of the extra week increased net sales by an estimated $23 million and increased orders by $21 million for fiscal 2017 as compared to the prior year.
|
•
|
Incremental price discounting, net of price increases, in fiscal 2017 decreased net sales by approximately $26 million compared to the prior year.
|
•
|
Sales volumes within the North American segment increased by approximately
$23 million
resulting primarily from increased demand within the company's Healthcare business unit, along with growth late in the year in the North America office furniture business.
|
•
|
The impact of the divestiture of the company's dealership in Philadelphia, Pennsylvania in fiscal 2017 had the effect of reducing net sales by approximately $9 million as compared to fiscal 2016.
|
•
|
Commodity price increases and incremental discounting drove a decrease in gross margins and operating earnings.
|
•
|
Decreased employee incentive costs recorded in operating expenses and cost of goods sold increased operating earnings by $14.1 million compared to prior fiscal year. The decrease reflects lower incentive compensation costs that are variable based on the achievement of earnings levels for the fiscal year relative to plan.
|
•
|
Restructuring charges related to targeted workforce reductions increased operating expenses by $5.4 million, while the impairment of the Nemschoff trade name increased operating expenses by $7.1 million as compared to the prior year.
|
•
|
Operating expenses within the North American segment were higher than the prior year due to the extra week of operations.
|
•
|
Company-wide cost savings initiatives resulted in a decrease in operating expenses relative to the prior year period.
|
•
|
Sales volumes within the North American segment increased by approximately $108 million. This was driven by a combination of general market growth and company-specific actions taken to improve selling capacity, launch innovative products and refresh showrooms.
|
•
|
The impact of foreign currency translation decreased net sales and operating earnings by approximately $13 million and $7 million, respectively.
|
•
|
Changes in pricing, net of incremental discounting, decreased fiscal 2016 net sales by approximately $6 million compared to the prior year.
|
•
|
Operating earnings increased mainly due to improvements in gross margin that were driven by increased sales volumes, improved production volume leverage, a decrease in commodity costs and improved operational efficiency.
|
•
|
Higher incentive compensation expenses had an unfavorable impact on operating earnings of $18.6 million.
|
•
|
Fiscal 2016 included the results of the company’s dealership in Australia that was divested at the end of the fourth quarter of fiscal 2016. Accordingly, net sales for the ELA segment decreased by $30.8 million due to the divestiture. The divestiture also decreased orders by $32.8 million year-over-year.
|
•
|
Increased sales volumes within the ELA segment of approximately
$17 million
were driven by increases within the Europe, Latin America and Asia regions. The largest increases were due to larger project activity in mainland Europe, Mexico, Brazil, Japan and China.
|
•
|
Deeper discounting, net of incremental price increases, decreased fiscal 2017 net sales by an estimated $6 million.
|
•
|
Foreign currency translation decreased net sales by approximately $13.9 million.
|
•
|
The impact of the extra week increased net sales by $6.3 million in fiscal 2017.
|
•
|
The divestiture of the company’s dealership in Australia decreased operating earnings by $1.6 million.
|
•
|
Operating earnings were also reduced in fiscal 2017 by $1.0 million due to restructuring expenses, related primarily to severance costs.
|
•
|
Fiscal 2016 included nonrecurring gains related to the sale of a former manufacturing facility in the United Kingdom and the divestiture of the company’s dealership in Australia. Accordingly, the operating earnings for the ELA segment decreased by $6.1 million due to the nonrecurring gains recorded in fiscal 2016.
|
•
|
Improved sales volumes within Australia, Mexico and China increased in net sales by approximately $31 million.
|
•
|
Changes in pricing, net of incremental discounting, decreased fiscal 2016 net sales by about $2 million compared to the prior year.
|
•
|
The impact of foreign currency translation decreased net sales by approximately $26.1 million.
|
•
|
Gross margin improvements driven by increased sales volumes, manufacturing efficiency as well as decreased material and freight costs provided a favorable impact on operating earnings.
|
•
|
Nonrecurring gains related to the sale of a former manufacturing facility in the United Kingdom and the divestiture of the company’s dealership in Australia increased operating earnings by $6.1 million.
|
•
|
The impact of foreign currency changes decreased fiscal 2015 operating earnings for ELA by approximately $7 million.
|
•
|
The impact of an extra week in fiscal 2017 increased net sales by approximately $3.0 million as compared to the prior year.
|
•
|
Sales volumes within the Specialty segment decreased by approximately $2.0 million. This decrease was driven by lower sales volumes within the Geiger and Maharam subsidiaries, offset by an increase in sales within the Herman Miller Collection business.
|
•
|
Improved operational efficiencies and lower benefit costs had a favorable impact on operating earnings, which was partially offset by increased marketing and selling costs.
|
•
|
Improved sales volumes increased net sales by $10.9 million, which was driven by increases within the Herman Miller Collection and Geiger subsidiary.
|
•
|
Changes in pricing, net of incremental discounting, increased fiscal 2016 net sales by an estimated $2 million compared to the prior year.
|
•
|
Increased sales volumes and improved operational efficiencies had a favorable impact on operating earnings.
|
•
|
Higher incentive compensation expenses and increased marketing and selling costs had an unfavorable impact on operating earnings of $2.3 million and $1.9 million, respectively.
|
•
|
Increased sales volumes of approximately $29.4 million were due to improvements across several Consumer sales channels, including studios, e-commerce, contract and direct-mail catalogs.
|
•
|
The impact of the extra week increased net sales by $4.7 million in fiscal 2017 as compared to prior year.
|
•
|
Operating expenses within the Consumer segment were higher than the prior year primarily as a result of increased investments in information technology, marketing and investments in personnel supporting the contract and e-commerce channels.
|
•
|
Incremental pre-opening costs related to non-comparable studios increased operating expenses relative to the prior year and had a negative impact on operating earnings of approximately $8 million compared to fiscal 2016.
|
•
|
The fiscal year ended May 30, 2015 included 44 weeks of DWR operations (as the acquisition of DWR was completed on July 28, 2014). Accordingly, approximately $30.2 million of the year-over-year net sales increase for this segment is due to the inclusion of DWR operations for the full twelve months of fiscal year 2016.
|
•
|
Adjusted for the impact of this partial period consolidation during fiscal 2015 and the impact of foreign currency translation, which increased net sales by $0.8 million, net sales for the Consumer segment decreased $11.2 million as compared to fiscal 2015. This
|
•
|
The decrease in operating earnings was driven by a reduction in the gross margin percentage at DWR due to a shift in mix to lower margin channels, the impact of promotional activity related to shipping and certain period costs associated with an ERP implementation.
|
•
|
An increase in DWR operating expenses of $8.2 million decreased operating earnings. The increase in operating expenses was due to increased marketing investment, higher staffing levels and incremental occupancy costs that were driven by studio opening costs and double rent associated with new studio openings. These factors were partially offset by inventory-related purchase accounting adjustments that reduced prior year operating earnings by approximately $7.8 million.
|
|
Fiscal Year Ended
|
||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Cash and cash equivalents, end of period
|
$
|
96.2
|
|
|
$
|
84.9
|
|
|
$
|
63.7
|
|
Marketable securities, end of period
|
$
|
8.6
|
|
|
$
|
7.5
|
|
|
$
|
5.7
|
|
Cash provided by operating activities
|
$
|
202.1
|
|
|
$
|
210.4
|
|
|
$
|
167.7
|
|
Cash used for investing activities
|
$
|
(116.3
|
)
|
|
$
|
(80.8
|
)
|
|
$
|
(213.6
|
)
|
Cash provided by (used for) financing activities
|
$
|
(74.6
|
)
|
|
$
|
(106.5
|
)
|
|
$
|
6.8
|
|
Pension and post-retirement benefit plan contributions
|
$
|
(1.1
|
)
|
|
$
|
(1.2
|
)
|
|
$
|
1.4
|
|
Capital expenditures
|
$
|
(87.3
|
)
|
|
$
|
(85.1
|
)
|
|
$
|
(63.6
|
)
|
Stock repurchased
|
$
|
(23.7
|
)
|
|
$
|
(14.1
|
)
|
|
$
|
(3.7
|
)
|
Interest-bearing debt, end of period
|
$
|
199.9
|
|
|
$
|
221.9
|
|
|
$
|
289.8
|
|
Available unsecured credit facilities, end of period
(1)
|
$
|
391.7
|
|
|
$
|
232.1
|
|
|
$
|
164.5
|
|
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Naughtone Holdings Limited
|
$
|
11.6
|
|
|
|
|
|
||||
George Nelson Bubble Lamp Product Line
|
|
|
$
|
3.6
|
|
|
|
||||
Design Within Reach (DWR)
|
|
|
|
|
$
|
154.0
|
|
(In millions, )
|
June 3, 2017
|
|
May 28, 2016
|
||||
Cash and cash equivalents
|
$
|
96.2
|
|
|
$
|
84.9
|
|
Marketable securities
|
$
|
8.6
|
|
|
$
|
7.5
|
|
Availability under revolving lines of credit
|
$
|
391.7
|
|
|
$
|
232.1
|
|
(In millions)
|
Payments due by fiscal year
|
||||||||||||||||||
|
Total
|
|
2018
|
|
2019-2020
|
|
2021-2022
|
|
Thereafter
|
||||||||||
Long-term debt
(1)
|
$
|
199.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50.0
|
|
|
$
|
149.9
|
|
Estimated interest on debt obligations
(2)
|
83.3
|
|
|
11.4
|
|
|
19.3
|
|
|
15.5
|
|
|
37.1
|
|
|||||
Operating leases
|
329.2
|
|
|
47.0
|
|
|
77.5
|
|
|
63.2
|
|
|
141.5
|
|
|||||
Purchase obligations
(3)
|
45.4
|
|
|
35.2
|
|
|
6.2
|
|
|
1.0
|
|
|
3.0
|
|
|||||
Pension plan funding
(4)
|
0.9
|
|
|
0.4
|
|
|
0.1
|
|
|
0.1
|
|
|
0.3
|
|
|||||
Stockholder dividends
(5)
|
10.2
|
|
|
10.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other
(6)
|
18.9
|
|
|
1.7
|
|
|
3.3
|
|
|
3.1
|
|
|
10.8
|
|
|||||
Total
|
$
|
687.8
|
|
|
$
|
105.9
|
|
|
$
|
106.4
|
|
|
$
|
132.9
|
|
|
$
|
342.6
|
|
(In millions)
|
|
Retention Level (per occurrence)
|
||
General liability and auto liability/physical damage
|
|
$
|
1.00
|
|
Workers' compensation and property
|
|
$
|
0.75
|
|
•
|
Discount Rate
— This assumption is established at the end of the fiscal year based on high-quality corporate bond yields. The company utilizes the services of an independent actuarial firm to assist in determining the rate. Future expected actuarially determined cash flows for the company's domestic pension, international pension and post-retirement medical plans are individually discounted at the spot rates under the Mercer Yield Curve to arrive at the plan’s obligations as of the measurement date.
|
•
|
Expected Long-Term Rate of Return
—
The
company bases this assumption on our long-term assumed rates of return for equities and fixed income securities, weighted by the allocation of the invested assets of the pension plan. The company considers likely returns and risk factors specific to the various classes of investments and advice from independent actuaries in establishing this rate. Changes in the investment allocation of plan assets would impact this assumption. A shift to a higher relative percentage of fixed income securities, for example, would result in a lower assumed rate.
|
(In millions)
|
|
|
|
|||||||
Assumption
|
2018 Expense
|
|
June 3, 2017 Obligation
|
|||||||
|
U.S.
|
|
International
|
|
U.S.
|
|
International
|
|||
Discount rate
|
—
|
|
|
$ (1.5) / 1.9
|
|
$ (0.3) / 0.4
|
|
$ (21.2) / 28.8
|
||
Expected return on assets
|
—
|
|
|
$ (0.8) / 0.8
|
|
—
|
|
|
—
|
|
•
|
Expected Volatility
— This represents a measure, expressed as a percentage, of the expected fluctuation in the market price of the company's common stock. As a point of reference, a high volatility percentage would assume a wider expected range of market returns for a particular security. All other assumptions held constant, this would yield a higher stock option valuation than a calculation using a lower measure of volatility. In measuring the fair value of the majority of stock options issued during
fiscal 2017
, we utilized an expected volatility of
26 percent
. Certain options related to the Herman Miller Consumer Holdings (HMCH) Stock Option Plan are classified as a liability within the Consolidated Balance Sheets. As of
June 3, 2017
, an expected volatility of
35 percent
was used in the year end liability valuation.
|
•
|
Expected Term of Options
— This assumption represents the expected length of time between the grant date of a stock option and the date at which it is exercised (option life). The company assumed an average expected term of
4.0 years
in calculating the fair values of the majority of stock options issued during
fiscal 2017
, except for the HMCH Stock Option Plan, where we utilized an average expected term of
2.1 years
.
|
(In millions)
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
Total
(1)
|
||||||||||||||
Long-Term Debt - Fixed rate:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Interest rate = 6.42%
(2)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
149.9
|
|
|
$
|
149.9
|
|
Interest rate = 6.00%
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50.0
|
|
|
Fiscal Years Ended
|
||||||||||
(In millions, except per share data)
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Net sales
|
$
|
2,278.2
|
|
|
$
|
2,264.9
|
|
|
$
|
2,142.2
|
|
Cost of sales
|
1,414.0
|
|
|
1,390.7
|
|
|
1,350.8
|
|
|||
Gross margin
|
864.2
|
|
|
874.2
|
|
|
791.4
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Selling, general and administrative
|
587.8
|
|
|
585.6
|
|
|
543.9
|
|
|||
Restructuring and impairment expenses
|
12.5
|
|
|
—
|
|
|
12.7
|
|
|||
Design and research
|
73.1
|
|
|
77.1
|
|
|
71.4
|
|
|||
Total operating expenses
|
673.4
|
|
|
662.7
|
|
|
628.0
|
|
|||
Operating earnings
|
190.8
|
|
|
211.5
|
|
|
163.4
|
|
|||
Other expenses (income):
|
|
|
|
|
|
||||||
Interest expense
|
15.2
|
|
|
15.4
|
|
|
17.5
|
|
|||
Interest and other investment income
|
(2.2
|
)
|
|
(0.8
|
)
|
|
(0.6
|
)
|
|||
Other, net
|
0.2
|
|
|
0.3
|
|
|
1.3
|
|
|||
Net other expenses
|
13.2
|
|
|
14.9
|
|
|
18.2
|
|
|||
Earnings before income taxes
|
177.6
|
|
|
196.6
|
|
|
145.2
|
|
|||
Income tax expense
|
55.1
|
|
|
59.5
|
|
|
47.2
|
|
|||
Equity earnings from nonconsolidated affiliates, net of tax
|
1.6
|
|
|
0.4
|
|
|
0.1
|
|
|||
Net earnings
|
124.1
|
|
|
137.5
|
|
|
98.1
|
|
|||
Net earnings attributable to noncontrolling interests
|
0.2
|
|
|
0.8
|
|
|
0.6
|
|
|||
Net earnings attributable to Herman Miller, Inc.
|
$
|
123.9
|
|
|
$
|
136.7
|
|
|
$
|
97.5
|
|
|
|
|
|
|
|
||||||
Earnings per share — basic
|
$
|
2.07
|
|
|
$
|
2.28
|
|
|
$
|
1.64
|
|
Earnings per share — diluted
|
$
|
2.05
|
|
|
$
|
2.26
|
|
|
$
|
1.62
|
|
|
|
|
|
|
|
||||||
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
$
|
(7.2
|
)
|
|
$
|
(8.8
|
)
|
|
$
|
(9.7
|
)
|
Pension and post-retirement liability adjustments
|
(12.7
|
)
|
|
0.5
|
|
|
(8.6
|
)
|
|||
Unrealized gains on interest rate swap agreement
|
2.1
|
|
|
—
|
|
|
—
|
|
|||
Unrealized holding gain on available for sale securities
|
0.1
|
|
|
—
|
|
|
—
|
|
|||
Total other comprehensive loss
|
(17.7
|
)
|
|
(8.3
|
)
|
|
(18.3
|
)
|
|||
Comprehensive income
|
106.4
|
|
|
129.2
|
|
|
79.8
|
|
|||
Comprehensive income attributable to noncontrolling interests
|
0.2
|
|
|
0.8
|
|
|
0.6
|
|
|||
Comprehensive income attributable to Herman Miller, Inc.
|
$
|
106.2
|
|
|
$
|
128.4
|
|
|
$
|
79.2
|
|
(In millions, except share and per share data)
|
June 3, 2017
|
|
May 28, 2016
|
||||
Assets
|
|
|
|
||||
Current Assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
96.2
|
|
|
$
|
84.9
|
|
Marketable securities
|
8.6
|
|
|
7.5
|
|
||
Accounts and notes receivable, less allowances of $3.3 in 2017 and $4.3 in 2016
|
186.6
|
|
|
211.0
|
|
||
Inventories, net
|
152.4
|
|
|
128.2
|
|
||
Prepaid taxes
|
17.7
|
|
|
20.4
|
|
||
Other
|
30.4
|
|
|
28.5
|
|
||
Total Current Assets
|
491.9
|
|
|
480.5
|
|
||
|
|
|
|
||||
Property and Equipment:
|
|
|
|
||||
Land and improvements
|
24.0
|
|
|
24.1
|
|
||
Buildings and improvements
|
229.0
|
|
|
205.7
|
|
||
Machinery and equipment
|
662.4
|
|
|
645.3
|
|
||
Construction in progress
|
53.3
|
|
|
53.9
|
|
||
Gross Property and Equipment
|
968.7
|
|
|
929.0
|
|
||
Less: Accumulated depreciation
|
(654.1
|
)
|
|
(648.9
|
)
|
||
Net Property and Equipment
|
314.6
|
|
|
280.1
|
|
||
Goodwill
|
304.5
|
|
|
305.3
|
|
||
Indefinite-lived intangibles
|
78.1
|
|
|
85.2
|
|
||
Other amortizable intangibles, net
|
45.4
|
|
|
50.8
|
|
||
Other assets
|
71.8
|
|
|
33.3
|
|
||
Total Assets
|
$
|
1,306.3
|
|
|
$
|
1,235.2
|
|
|
|
|
|
||||
Liabilities, Redeemable Noncontrolling Interests and Stockholders' Equity
|
|
|
|
||||
Current Liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
148.4
|
|
|
$
|
165.6
|
|
Accrued compensation and benefits
|
79.7
|
|
|
85.2
|
|
||
Accrued warranty
|
47.7
|
|
|
43.9
|
|
||
Unearned revenue
|
33.2
|
|
|
35.4
|
|
||
Other accrued liabilities
|
76.7
|
|
|
59.9
|
|
||
Total Current Liabilities
|
385.7
|
|
|
390.0
|
|
||
|
|
|
|
||||
Long-term debt
|
199.9
|
|
|
221.9
|
|
||
Pension and post-retirement benefits
|
38.5
|
|
|
25.8
|
|
||
Other liabilities
|
69.9
|
|
|
45.8
|
|
||
Total Liabilities
|
694.0
|
|
|
683.5
|
|
||
|
|
|
|
||||
Redeemable noncontrolling interests
|
24.6
|
|
|
27.0
|
|
||
Stockholders' Equity:
|
|
|
|
||||
Preferred stock, no par value (10,000,000 shares authorized, none issued)
|
—
|
|
|
—
|
|
||
Common stock, $0.20 par value (240,000,000 shares authorized, 59,715,824 and
59,868,276
shares issued and outstanding in 2017 and 2016, respectively)
|
11.9
|
|
|
12.0
|
|
||
Additional paid-in capital
|
139.3
|
|
|
142.7
|
|
||
Retained earnings
|
519.5
|
|
|
435.3
|
|
||
Accumulated other comprehensive loss
|
(82.2
|
)
|
|
(64.5
|
)
|
||
Key executive deferred compensation
|
(1.0
|
)
|
|
(1.1
|
)
|
||
Herman Miller, Inc. Stockholders' Equity
|
587.5
|
|
|
524.4
|
|
||
Noncontrolling interests
|
0.2
|
|
|
0.3
|
|
||
Total Stockholders' Equity
|
587.7
|
|
|
524.7
|
|
||
Total Liabilities, Redeemable Noncontrolling Interests and Stockholders' Equity
|
$
|
1,306.3
|
|
|
$
|
1,235.2
|
|
|
Fiscal Years Ended
|
||||||||||
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
|||||||
Preferred Stock
|
|
|
|
|
|
||||||
Balance at beginning of year and end of year
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Common Stock
|
|
|
|
|
|
||||||
Balance at beginning of year
|
$
|
12.0
|
|
|
$
|
11.9
|
|
|
$
|
11.9
|
|
Repurchase and retirement of common stock
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|||
Restricted stock units released
|
—
|
|
|
0.1
|
|
|
—
|
|
|||
Balance at end of year
|
$
|
11.9
|
|
|
$
|
12.0
|
|
|
$
|
11.9
|
|
Additional Paid-in Capital
|
|
|
|
|
|
||||||
Balance at beginning of year
|
$
|
142.7
|
|
|
$
|
135.1
|
|
|
$
|
122.4
|
|
Exercise of stock options
|
9.4
|
|
|
6.6
|
|
|
5.7
|
|
|||
Repurchase and retirement of common stock
|
(23.7
|
)
|
|
(14.1
|
)
|
|
(3.7
|
)
|
|||
Employee stock purchase plan issuances
|
1.9
|
|
|
1.7
|
|
|
1.6
|
|
|||
Stock-based compensation expense
|
9.1
|
|
|
11.9
|
|
|
8.6
|
|
|||
Excess tax benefit for stock-based compensation
|
(0.6
|
)
|
|
0.8
|
|
|
0.4
|
|
|||
Restricted stock units released
|
0.3
|
|
|
0.2
|
|
|
0.2
|
|
|||
Deferred compensation plan
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.5
|
)
|
|||
Directors' fees
|
0.3
|
|
|
0.6
|
|
|
0.4
|
|
|||
Balance at end of year
|
$
|
139.3
|
|
|
$
|
142.7
|
|
|
$
|
135.1
|
|
Retained Earnings
|
|
|
|
|
|
||||||
Balance at beginning of year
|
$
|
435.3
|
|
|
$
|
330.2
|
|
|
$
|
269.6
|
|
Net income attributable to Herman Miller, Inc.
|
123.9
|
|
|
136.7
|
|
|
97.5
|
|
|||
Dividends declared on common stock (per share - 2017: $0.68; 2016: $0.59; 2015: $0.56)
|
(40.9
|
)
|
|
(35.6
|
)
|
|
(33.6
|
)
|
|||
Noncontrolling interests redemption value adjustment
|
1.2
|
|
|
4.0
|
|
|
(3.3
|
)
|
|||
Balance at end year
|
$
|
519.5
|
|
|
$
|
435.3
|
|
|
$
|
330.2
|
|
Accumulated Other Comprehensive Loss
|
|
|
|
|
|
||||||
Balance at beginning of year
|
$
|
(64.5
|
)
|
|
$
|
(56.2
|
)
|
|
$
|
(37.9
|
)
|
Other comprehensive loss
|
(17.7
|
)
|
|
(8.3
|
)
|
|
(18.3
|
)
|
|||
Balance at end of year
|
$
|
(82.2
|
)
|
|
$
|
(64.5
|
)
|
|
$
|
(56.2
|
)
|
Key Executive Deferred Compensation
|
|
|
|
|
|
||||||
Balance at beginning of year
|
$
|
(1.1
|
)
|
|
$
|
(1.2
|
)
|
|
$
|
(1.7
|
)
|
Deferred compensation plan
|
0.1
|
|
|
0.1
|
|
|
0.5
|
|
|||
Balance at end of year
|
$
|
(1.0
|
)
|
|
$
|
(1.1
|
)
|
|
$
|
(1.2
|
)
|
Herman Miller, Inc. Stockholders' Equity
|
$
|
587.5
|
|
|
$
|
524.4
|
|
|
$
|
419.8
|
|
Noncontrolling Interests
|
|
|
|
|
|
||||||
Balance at beginning of year
|
$
|
0.3
|
|
|
$
|
0.5
|
|
|
$
|
—
|
|
Initial origination of noncontrolling interests
|
—
|
|
|
—
|
|
|
6.0
|
|
|||
Net income attributable to noncontrolling interests
|
—
|
|
|
0.3
|
|
|
0.1
|
|
|||
Deconsolidation of entity with noncontrolling interests
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|||
Stock-based compensation expense
|
(0.1
|
)
|
|
—
|
|
|
0.2
|
|
|||
Purchase of noncontrolling interests
|
—
|
|
|
—
|
|
|
(5.8
|
)
|
|||
Balance at end of year
|
$
|
0.2
|
|
|
$
|
0.3
|
|
|
$
|
0.5
|
|
Total Stockholders' Equity
|
$
|
587.7
|
|
|
$
|
524.7
|
|
|
$
|
420.3
|
|
|
Fiscal Years Ended
|
||||||||||
(In millions)
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Cash Flows from Operating Activities:
|
|
|
|
|
|
||||||
Net earnings
|
$
|
124.1
|
|
|
$
|
137.5
|
|
|
$
|
98.1
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation expense
|
52.9
|
|
|
47.0
|
|
|
44.2
|
|
|||
Amortization expense
|
6.0
|
|
|
6.0
|
|
|
5.6
|
|
|||
Provision for losses on accounts receivable and notes receivable
|
—
|
|
|
2.2
|
|
|
1.8
|
|
|||
Earnings from nonconsolidated affiliates net of dividends received
|
(1.5
|
)
|
|
—
|
|
|
0.3
|
|
|||
Gain on sales of property and dealers
|
—
|
|
|
(5.8
|
)
|
|
—
|
|
|||
Deferred taxes
|
14.8
|
|
|
10.4
|
|
|
(8.8
|
)
|
|||
Pension and post-retirement expenses
|
0.5
|
|
|
1.4
|
|
|
0.8
|
|
|||
Restructuring and impairment expenses
|
12.5
|
|
|
—
|
|
|
12.7
|
|
|||
Stock-based compensation
|
8.7
|
|
|
11.9
|
|
|
10.0
|
|
|||
Excess tax benefits from stock-based compensation
|
(0.5
|
)
|
|
(1.4
|
)
|
|
(0.7
|
)
|
|||
Increase (decrease) in long-term liabilities
|
6.2
|
|
|
6.7
|
|
|
(1.2
|
)
|
|||
Changes in current assets and liabilities:
|
|
|
|
|
|
||||||
Decrease (Increase) in accounts receivable
|
17.3
|
|
|
(30.5
|
)
|
|
7.8
|
|
|||
Increase in inventories
|
(29.9
|
)
|
|
(6.0
|
)
|
|
(9.0
|
)
|
|||
Increase in prepaid expenses and other
|
(0.5
|
)
|
|
(11.7
|
)
|
|
(2.5
|
)
|
|||
(Decrease) increase in accounts payable
|
(11.2
|
)
|
|
8.7
|
|
|
1.1
|
|
|||
Increase in accrued liabilities
|
0.8
|
|
|
33.5
|
|
|
6.1
|
|
|||
Other
|
1.9
|
|
|
0.5
|
|
|
1.4
|
|
|||
Net Cash Provided by Operating Activities
|
202.1
|
|
|
210.4
|
|
|
167.7
|
|
|||
|
|
|
|
|
|
||||||
Cash Flows from Investing Activities:
|
|
|
|
|
|
||||||
Net receipts from notes receivable
|
2.4
|
|
|
0.2
|
|
|
0.9
|
|
|||
Marketable securities purchases
|
(2.0
|
)
|
|
(7.8
|
)
|
|
—
|
|
|||
Marketable securities sales
|
0.9
|
|
|
6.1
|
|
|
5.3
|
|
|||
Capital expenditures
|
(87.3
|
)
|
|
(85.1
|
)
|
|
(63.6
|
)
|
|||
Proceeds from sales of property and dealers
|
—
|
|
|
10.7
|
|
|
0.6
|
|
|||
Payments of loans on cash surrender value of life insurance
|
(15.3
|
)
|
|
—
|
|
|
—
|
|
|||
Acquisitions, net of cash received
|
—
|
|
|
(3.6
|
)
|
|
(154.0
|
)
|
|||
Equity investment in non-controlled entities
|
(13.1
|
)
|
|
—
|
|
|
—
|
|
|||
Other, net
|
(1.9
|
)
|
|
(1.3
|
)
|
|
(2.8
|
)
|
|||
Net Cash Used for Investing Activities
|
(116.3
|
)
|
|
(80.8
|
)
|
|
(213.6
|
)
|
|||
|
|
|
|
|
|
||||||
Cash Flows from Financing Activities:
|
|
|
|
|
|
||||||
Repayments of long-term debt
|
—
|
|
|
—
|
|
|
(50.0
|
)
|
|||
Proceeds from credit facility
|
794.4
|
|
|
800.8
|
|
|
796.7
|
|
|||
Repayments of credit facility
|
(816.4
|
)
|
|
(868.8
|
)
|
|
(706.7
|
)
|
|||
Dividends paid
|
(39.4
|
)
|
|
(34.9
|
)
|
|
(33.3
|
)
|
|||
Common stock issued
|
11.7
|
|
|
9.2
|
|
|
7.8
|
|
|||
Common stock repurchased and retired
|
(23.7
|
)
|
|
(14.1
|
)
|
|
(3.7
|
)
|
|||
Excess tax benefits from stock-based compensation
|
0.5
|
|
|
1.4
|
|
|
0.7
|
|
|||
Payment of contingent consideration obligation
|
(2.0
|
)
|
|
—
|
|
|
—
|
|
|||
Purchase of noncontrolling interests
|
(1.5
|
)
|
|
—
|
|
|
(5.8
|
)
|
|||
Other, net
|
1.8
|
|
|
(0.1
|
)
|
|
1.1
|
|
|||
Net Cash Provided by (Used for) Financing Activities
|
(74.6
|
)
|
|
(106.5
|
)
|
|
6.8
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
0.1
|
|
|
(1.9
|
)
|
|
1.3
|
|
|||
Net Increase (Decrease) in Cash and Cash Equivalents
|
11.3
|
|
|
21.2
|
|
|
(37.8
|
)
|
|||
Cash and cash equivalents, Beginning of Year
|
84.9
|
|
|
63.7
|
|
|
101.5
|
|
|||
Cash and Cash Equivalents, End of Year
|
$
|
96.2
|
|
|
$
|
84.9
|
|
|
$
|
63.7
|
|
|
|
|
|
|
|
||||||
Other Cash Flow Information
|
|
|
|
|
|
||||||
Interest paid
|
$
|
13.4
|
|
|
$
|
13.4
|
|
|
$
|
16.9
|
|
Income taxes paid, net of cash received
|
$
|
35.6
|
|
|
$
|
57.6
|
|
|
$
|
48.5
|
|
|
Page No.
|
|
|
||
|
Note 2 -
Acquisitions and Divestitures
|
|
|
Note 3 -
Inventories
|
|
|
||
|
Note 5 -
Long-Term Debt
|
|
|
Note 6 -
Operating Leases
|
|
|
Note 7 -
Employee Benefit Plans
|
|
|
||
|
Note 9 -
Stock-Based Compensation
|
|
|
Note 10 -
Income Taxes
|
|
|
Note 11 -
Fair Value of Financial Instruments
|
|
|
||
|
Note 13 -
Operating Segments
|
|
|
Note 14 -
Accumulated Other Comprehensive Loss
|
|
|
Note 15 -
Redeemable Noncontrolling Interests
|
|
|
Note 16 -
Restructuring and Impairment Activities
|
|
|
Note 17 -
Subsequent Event
|
|
|
Note 18 -
Quarterly Financial Data (Unaudited)
|
(In millions)
|
|
Goodwill
|
|
Indefinite-lived Intangible Assets
|
|
Total Goodwill and Indefinite-lived Intangible Assets
|
||||||
Balance, May 30, 2015
|
|
$
|
303.1
|
|
|
$
|
85.2
|
|
|
$
|
388.3
|
|
Foreign currency translation adjustments
|
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
|||
Acquisition of George Nelson Bubble Lamp product line
|
|
3.2
|
|
|
—
|
|
|
3.2
|
|
|||
Sale of owned dealer
|
|
(0.6
|
)
|
|
—
|
|
|
(0.6
|
)
|
|||
Balance, May 28, 2016
|
|
$
|
305.3
|
|
|
$
|
85.2
|
|
|
$
|
390.5
|
|
Foreign currency translation adjustments
|
|
(0.7
|
)
|
|
—
|
|
|
(0.7
|
)
|
|||
Sale of owned dealer
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|||
Impairment charges
|
|
—
|
|
|
(7.1
|
)
|
|
(7.1
|
)
|
|||
Balance, June 03, 2017
|
|
$
|
304.5
|
|
|
$
|
78.1
|
|
|
$
|
382.6
|
|
|
June 3, 2017
|
||||||||||||||
(In millions)
|
Patent and Trademarks
|
|
Customer Relationships
|
|
Other
|
|
Total
|
||||||||
Gross carrying value
|
$
|
20.5
|
|
|
$
|
55.3
|
|
|
$
|
7.5
|
|
|
$
|
83.3
|
|
Accumulated amortization
|
13.3
|
|
|
19.7
|
|
|
4.9
|
|
|
37.9
|
|
||||
Net
|
$
|
7.2
|
|
|
$
|
35.6
|
|
|
$
|
2.6
|
|
|
$
|
45.4
|
|
|
|
|
|
|
|
|
|
||||||||
|
May 28, 2016
|
||||||||||||||
|
Patent and Trademarks
|
|
Customer Relationships
|
|
Other
|
|
Total
|
||||||||
Gross carrying value
|
$
|
19.8
|
|
|
$
|
55.7
|
|
|
$
|
7.5
|
|
|
$
|
83.0
|
|
Accumulated amortization
|
12.3
|
|
|
15.9
|
|
|
4.0
|
|
|
32.2
|
|
||||
Net
|
$
|
7.5
|
|
|
$
|
39.8
|
|
|
$
|
3.5
|
|
|
$
|
50.8
|
|
(In millions)
|
|
||
2018
|
$
|
6.3
|
|
2019
|
$
|
5.8
|
|
2020
|
$
|
5.7
|
|
2021
|
$
|
5.7
|
|
2022
|
$
|
5.6
|
|
(In millions)
|
|
Retention Level (per occurrence)
|
||
General liability and auto liability/physical damage
|
|
$
|
1.00
|
|
Workers' compensation and property
|
|
$
|
0.75
|
|
•
|
Level 1 — Financial instruments with unadjusted, quoted prices listed on active market exchanges.
|
•
|
Level 2 — Financial instruments lacking unadjusted, quoted prices from active market exchanges, including over-the-counter traded financial instruments. Financial instrument values are determined using prices for recently traded financial instruments with similar underlying terms and direct or indirect observational inputs, such as interest rates and yield curves at commonly quoted intervals.
|
•
|
Level 3 — Financial instruments not actively traded on a market exchange and there is little, if any, market activity. Values are determined using significant unobservable inputs or valuation techniques.
|
Recently Issued Accounting Standards Not Yet Adopted
|
||||||
Standard
|
|
Description
|
|
Date of Adoption
|
|
Effect on the Financial Statements or Other Significant Matters
|
Simplifying the Measurement of Inventory
|
|
Under the updated standard, an entity should measure inventory that is measured using either the first-in, first-out ("FIFO") or average cost methods at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The updated standard should be applied prospectively.
|
|
June 4, 2017
|
|
The company has evaluated the impact of the update and its expected to be immaterial.
|
|
|
|
|
|
|
|
Improvements to Employee Share-Based Payment Accounting
|
|
The standard simplifies several aspects of the accounting for share-based payment awards to employees, including the accounting for income taxes, forfeitures, statutory tax withholding requirements and classification in the statement of cash flows. Different adoption methodologies exist (retrospectively, modified-retrospectively, or prospectively) for the various different features of the standard being updated.
|
|
June 4, 2017
|
|
The company expects the most significant impact from the share-based compensation standard to be driven by the treatment of excess tax benefits/deficiencies and expects the other impacts from the standard to be nominal. The company intends to adopt an entity-wide accounting policy election to account for forfeitures in compensation cost when they occur.
|
|
|
|
|
|
|
|
Recently Issued Accounting Standards Not Yet Adopted (continued)
|
||||||
Standard
|
|
Description
|
|
Date of Adoption
|
|
Effect on the Financial Statements or Other Significant Matters
|
|
|
|
|
|
|
|
Revenue from Contracts with Customers
|
|
The standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard is designed to create greater comparability for financial statement users across industries and jurisdictions and also requires enhanced disclosures. The standard allows for two adoption methods, a full retrospective or modified retrospective approach.
|
|
June 3, 2018
|
|
The company has completed a preliminary review of the impact of the new standard and expects changes in how the company’s performance obligations around product and service revenue are accounted for. Additionally, the company expects changes in the way it recognizes certain pricing elements of its commercial contracts. These changes are not expected to be material to the financial statements. The company expects to adopt the standard in fiscal 2019 using the modified-retrospective approach.
|
|
|
|
|
|
|
|
Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities
|
|
The standard provides guidance for the measurement, presentation and disclosure of financial assets and liabilities. The standard requires entities to measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value and recognize any change in fair value in net income. The standard does not permit early adoption and at adoption a cumulative-effect adjustment to beginning retained earnings should be recorded.
|
|
June 3, 2018
|
|
The company is currently evaluating the impact of adopting this guidance.
|
|
|
|
|
|
|
|
Leases
|
|
Under the updated standard a lessee's rights and obligations under most leases, including existing and new arrangements, would be recognized as assets and liabilities, respectively, on the balance sheet. The standard must be adopted under a modified retrospective approach and early adoption is permitted.
|
|
June 2, 2019
|
|
The standard is expected to have a significant impact on our Consolidated Financial Statements, however the company is currently evaluating the impact.
|
Assets Acquired and Liabilities Assumed on July 28, 2014
|
|||
(In millions)
|
Fair Value
|
||
Purchase price
|
$
|
155.2
|
|
Fair value of the assets acquired:
|
|
||
Cash
|
1.2
|
|
|
Accounts receivable
|
2.2
|
|
|
Inventory
|
47.4
|
|
|
Current deferred tax asset
|
1.5
|
|
|
Other current assets
|
5.5
|
|
|
Goodwill
|
75.6
|
|
|
Other intangible assets
|
68.5
|
|
|
Property
|
32.0
|
|
|
Other long term assets
|
2.4
|
|
|
Total assets acquired
|
236.3
|
|
|
Fair value of liabilities assumed:
|
|
||
Accounts payable
|
20.8
|
|
|
Accrued compensation and benefits
|
1.6
|
|
|
Other accrued liabilities
|
12.3
|
|
|
Long term deferred tax liability
|
14.5
|
|
|
Other long term liabilities
|
0.4
|
|
|
Total liabilities assumed
|
49.6
|
|
|
Redeemable noncontrolling interests
|
25.7
|
|
|
Noncontrolling interests
|
5.8
|
|
|
Net assets acquired
|
$
|
155.2
|
|
Intangible Assets Acquired from the DWR Acquisition
|
|
|||
(In millions)
|
Fair Value
|
Useful Life
|
||
Trade Names and Trademarks
|
$
|
55.1
|
|
Indefinite
|
Exclusive Distribution Agreements
|
0.2
|
|
1.5 years
|
|
Customer Relationships
|
12.0
|
|
10 - 16 years
|
|
Product Development Designs
|
1.2
|
|
7 years
|
|
Total Intangible Assets Acquired
|
$
|
68.5
|
|
|
(In millions)
|
|
June 3, 2017
|
|
May 28, 2016
|
||||
Finished goods and work in process
|
|
$
|
119.0
|
|
|
$
|
102.1
|
|
Raw materials
|
|
33.4
|
|
|
26.1
|
|
||
Total
|
|
$
|
152.4
|
|
|
$
|
128.2
|
|
(in millions)
|
June 3, 2017
|
May 28, 2016
|
||||
Investments in nonconsolidated affiliates
|
$
|
16.2
|
|
$
|
4.2
|
|
(in millions)
|
June 3, 2017
|
May 28, 2016
|
May 30, 2015
|
||||||
Equity earnings from nonconsolidated affiliates
|
$
|
1.6
|
|
$
|
0.4
|
|
$
|
0.1
|
|
Ownership Interest
|
June 3, 2017
|
May 28, 2016
|
Kvadrat Maharam Arabia DMCC
|
50.0%
|
50.0%
|
Kvadrat Maharam Pty Limited
|
50.0%
|
50.0%
|
Kvadrat Maharam Turkey JSC
|
50.0%
|
50.0%
|
Danskina B.V.
|
50.0%
|
50.0%
|
Naughtone Holdings Limited
|
50.0%
|
—%
|
(in millions)
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
|
|||
Sales to nonconsolidated affiliates
|
$
|
4.0
|
|
$
|
2.5
|
|
$
|
2.5
|
|
Purchases from nonconsolidated affiliates
|
$
|
4.2
|
|
$
|
0.9
|
|
$
|
0.5
|
|
(in millions)
|
June 3, 2017
|
May 28, 2016
|
||||
Receivables from nonconsolidated affiliates
|
$
|
0.8
|
|
$
|
0.4
|
|
Payables to nonconsolidated affiliates
|
$
|
0.5
|
|
$
|
0.1
|
|
(In millions)
|
June 3, 2017
|
|
May 28, 2016
|
||||
Series B Senior Notes, 6.42%, due January 3, 2018
|
$
|
149.9
|
|
|
$
|
149.9
|
|
Debt securities, 6.0%, due March 1, 2021
|
50.0
|
|
|
50.0
|
|
||
Syndicated Revolving Line of Credit, due September 2021
|
—
|
|
|
22.0
|
|
||
Total
|
$
|
199.9
|
|
|
$
|
221.9
|
|
(In millions)
|
|
||
2018
|
$
|
—
|
|
2019
|
$
|
—
|
|
2020
|
$
|
—
|
|
2021
|
$
|
50.0
|
|
2022
|
$
|
—
|
|
Thereafter
|
$
|
149.9
|
|
(In millions)
|
|
||
2018
|
$
|
47.0
|
|
2019
|
$
|
42.2
|
|
2020
|
$
|
35.3
|
|
2021
|
$
|
32.5
|
|
2022
|
$
|
30.7
|
|
Thereafter
|
$
|
141.5
|
|
|
Pension Benefits
|
|
Post-Retirement Benefits
|
||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
(In millions)
|
Domestic
|
|
International
|
|
Domestic
|
|
International
|
|
|
|
|
||||||||||||
Change in benefit obligation:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Benefit obligation at beginning of year
|
$
|
1.0
|
|
|
$
|
104.4
|
|
|
$
|
1.1
|
|
|
$
|
112.0
|
|
|
$
|
5.9
|
|
|
$
|
7.7
|
|
Interest cost
|
0.1
|
|
|
2.7
|
|
|
—
|
|
|
3.8
|
|
|
0.2
|
|
|
0.2
|
|
||||||
Foreign exchange impact
|
—
|
|
|
(12.5
|
)
|
|
—
|
|
|
(4.6
|
)
|
|
—
|
|
|
—
|
|
||||||
Actuarial (gain) loss
|
—
|
|
|
23.4
|
|
|
—
|
|
|
(4.4
|
)
|
|
(0.4
|
)
|
|
(1.3
|
)
|
||||||
Benefits paid
|
(0.1
|
)
|
|
(4.2
|
)
|
|
(0.1
|
)
|
|
(2.4
|
)
|
|
(0.7
|
)
|
|
(0.7
|
)
|
||||||
Benefit obligation at end of year
|
$
|
1.0
|
|
|
$
|
113.8
|
|
|
$
|
1.0
|
|
|
$
|
104.4
|
|
|
$
|
5.0
|
|
|
$
|
5.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Change in plan assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Fair value of plan assets at beginning of year
|
$
|
—
|
|
|
$
|
85.0
|
|
|
$
|
—
|
|
|
$
|
92.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Actual return on plan assets
|
—
|
|
|
9.6
|
|
|
—
|
|
|
(1.3
|
)
|
|
—
|
|
|
—
|
|
||||||
Foreign exchange impact
|
—
|
|
|
(10.3
|
)
|
|
—
|
|
|
(3.7
|
)
|
|
—
|
|
|
—
|
|
||||||
Employer contributions
|
0.1
|
|
|
0.4
|
|
|
0.1
|
|
|
0.4
|
|
|
0.7
|
|
|
0.7
|
|
||||||
Benefits paid
|
(0.1
|
)
|
|
(4.2
|
)
|
|
(0.1
|
)
|
|
(2.4
|
)
|
|
(0.7
|
)
|
|
(0.7
|
)
|
||||||
Fair value of plan assets at end of year
|
$
|
—
|
|
|
$
|
80.5
|
|
|
$
|
—
|
|
|
$
|
85.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Funded status:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Under funded status at end of year
|
$
|
(1.0
|
)
|
|
$
|
(33.3
|
)
|
|
$
|
(1.0
|
)
|
|
$
|
(19.4
|
)
|
|
$
|
(5.0
|
)
|
|
$
|
(5.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Components of the amounts recognized in the Consolidated Balance Sheets:
|
|
|
|
|
|||||||||||||||||||
Current liabilities
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
(0.7
|
)
|
|
$
|
(0.7
|
)
|
Non-current liabilities
|
$
|
(0.9
|
)
|
|
$
|
(33.3
|
)
|
|
$
|
(0.9
|
)
|
|
$
|
(19.4
|
)
|
|
$
|
(4.3
|
)
|
|
$
|
(5.2
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Components of the amounts recognized in Accumulated other comprehensive loss before the effect of income taxes:
|
|||||||||||||||||||||||
Unrecognized net actuarial loss (gain)
|
$
|
0.3
|
|
|
$
|
50.9
|
|
|
$
|
0.3
|
|
|
$
|
39.3
|
|
|
$
|
(0.6
|
)
|
|
$
|
(0.2
|
)
|
Accumulated other comprehensive loss
|
$
|
0.3
|
|
|
$
|
50.9
|
|
|
$
|
0.3
|
|
|
$
|
39.3
|
|
|
$
|
(0.6
|
)
|
|
$
|
(0.2
|
)
|
Pension Plans with Accumulated Benefit Obligation in Excess of Plan Assets
|
|||||||
(In millions)
|
2017
|
|
2016
|
||||
Projected benefit obligation
|
$
|
114.8
|
|
|
$
|
105.4
|
|
Accumulated benefit obligation
|
$
|
111.0
|
|
|
$
|
101.8
|
|
Fair value of plan assets
|
$
|
80.5
|
|
|
$
|
85.0
|
|
Components of Net Periodic Benefit Costs and Other Changes Recognized in Other Comprehensive Income:
|
|||||||||||||||||||||||
|
Pension Benefits
|
|
Post-Retirement Benefits
|
||||||||||||||||||||
(In millions)
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||
Domestic:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest cost
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
|
$
|
0.2
|
|
|
$
|
0.2
|
|
Net periodic benefit cost
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
|
$
|
0.2
|
|
|
$
|
0.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
International:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest cost
|
$
|
2.7
|
|
|
$
|
3.8
|
|
|
$
|
4.3
|
|
|
|
|
|
|
|
||||||
Expected return on plan assets
|
(4.7
|
)
|
|
(5.4
|
)
|
|
(5.5
|
)
|
|
|
|
|
|
|
|||||||||
Net amortization
|
2.2
|
|
|
2.8
|
|
|
1.8
|
|
|
|
|
|
|
|
|||||||||
Net periodic benefit cost
|
$
|
0.2
|
|
|
$
|
1.2
|
|
|
$
|
0.6
|
|
|
|
|
|
|
|
Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive (Income):
|
|||||||||||||||
|
Pension Benefits
|
|
Post-Retirement Benefits
|
||||||||||||
(In millions)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Domestic:
|
|
|
|
|
|
|
|
||||||||
Net actuarial gain
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.4
|
)
|
|
$
|
(1.3
|
)
|
Total recognized in other comprehensive loss
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.4
|
)
|
|
$
|
(1.3
|
)
|
|
|
|
|
|
|
|
|
||||||||
International:
|
|
|
|
|
|
|
|
||||||||
Net actuarial loss
|
$
|
18.6
|
|
|
$
|
2.2
|
|
|
|
|
|
||||
Net amortization
|
(2.2
|
)
|
|
(2.8
|
)
|
|
|
|
|
||||||
Total recognized in other comprehensive loss
|
$
|
16.4
|
|
|
$
|
(0.6
|
)
|
|
|
|
|
The weighted-average used in the determination of net periodic benefit cost:
|
|||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
(Percentages)
|
Domestic
|
|
International
|
|
Domestic
|
|
International
|
|
Domestic
|
|
International
|
Discount rate
|
3.51
|
|
3.43
|
|
3.41
|
|
3.50
|
|
3.44
|
|
4.40
|
Compensation increase rate
|
n/a
|
|
2.95
|
|
n/a
|
|
3.20
|
|
n/a
|
|
3.35
|
Expected return on plan assets
|
n/a
|
|
6.10
|
|
n/a
|
|
6.10
|
|
n/a
|
|
6.10
|
|
|
|
|
|
|
|
|
|
|
|
|
The weighted-average used in the determination of the projected benefit obligations:
|
|||||||||||
Discount rate
|
3.53
|
|
2.49
|
|
3.51
|
|
3.43
|
|
3.41
|
|
3.50
|
Compensation increase rate
|
n/a
|
|
3.25
|
|
n/a
|
|
2.95
|
|
n/a
|
|
3.20
|
(In millions)
|
1 Percent Increase
|
|
1 Percent Decrease
|
||||
Effect on total fiscal 2017 service and interest cost components
|
$
|
—
|
|
|
$
|
—
|
|
Effect on post-retirement benefit obligation at June 3, 2017
|
$
|
0.2
|
|
|
$
|
(0.2
|
)
|
Asset Category
|
|
Targeted Asset Allocation Percentage
|
|
Percentage of Plan Assets at Year End
|
||||||||
|
|
2017
|
|
2016
|
||||||||
Fixed income
|
|
20
|
|
27
|
|
|
24
|
|
||||
Common collective trusts
|
|
80
|
|
73
|
|
|
76
|
|
||||
Total
|
|
|
|
100
|
|
|
100
|
|
||||
|
|
|
|
|
|
|
||||||
(In millions)
|
|
International Plan as of June 3, 2017
|
||||||||||
Asset Category
|
|
Level 1
|
|
Level 2
|
|
Total
|
||||||
Cash and cash equivalents
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
Foreign government obligations
|
|
—
|
|
|
21.4
|
|
|
21.4
|
|
|||
Common collective trusts-balanced
|
|
—
|
|
|
58.9
|
|
|
58.9
|
|
|||
Total
|
|
$
|
0.2
|
|
|
$
|
80.3
|
|
|
$
|
80.5
|
|
|
|
|
|
|
|
|
||||||
(In millions)
|
|
International Plan as of May 28, 2016
|
||||||||||
Asset Category
|
|
Level 1
|
|
Level 2
|
|
Total
|
||||||
Cash and cash equivalents
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
Foreign government obligations
|
|
—
|
|
|
20.5
|
|
|
20.5
|
|
|||
Common collective trusts-balanced
|
|
—
|
|
|
64.3
|
|
|
64.3
|
|
|||
Total
|
|
$
|
0.2
|
|
|
$
|
84.8
|
|
|
$
|
85.0
|
|
(In millions)
|
Pension Benefits Domestic
|
|
Pension Benefits International
|
|
Post-Retirement Benefits
|
||||||
2018
|
$
|
0.1
|
|
|
$
|
1.7
|
|
|
$
|
0.7
|
|
2019
|
$
|
0.1
|
|
|
$
|
2.1
|
|
|
$
|
0.6
|
|
2020
|
$
|
0.1
|
|
|
$
|
2.1
|
|
|
$
|
0.6
|
|
2021
|
$
|
0.1
|
|
|
$
|
2.1
|
|
|
$
|
0.5
|
|
2022
|
$
|
0.1
|
|
|
$
|
2.6
|
|
|
$
|
0.5
|
|
2023-2027
|
$
|
0.3
|
|
|
$
|
15.5
|
|
|
$
|
1.7
|
|
(In millions, except shares)
|
2017
|
|
2016
|
|
2015
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Numerator for both basic and diluted EPS, Net earnings attributable to Herman Miller, Inc.
|
$
|
123.9
|
|
|
$
|
136.7
|
|
|
$
|
97.5
|
|
|
|
|
|
|
|
||||||
Denominator:
|
|
|
|
|
|
||||||
Denominator for basic EPS, weighted-average common shares outstanding
|
59,871,805
|
|
|
59,844,540
|
|
|
59,475,297
|
|
|||
Potentially dilutive shares resulting from stock plans
|
682,784
|
|
|
684,729
|
|
|
649,069
|
|
|||
Denominator for diluted EPS
|
60,554,589
|
|
|
60,529,269
|
|
|
60,124,366
|
|
(In millions)
|
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Employee stock purchase program
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
Stock option plans
|
|
2.0
|
|
|
1.9
|
|
|
2.6
|
|
|||
Restricted stock grants
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|||
Restricted stock units
|
|
3.6
|
|
|
3.2
|
|
|
3.7
|
|
|||
Performance share units
|
|
2.8
|
|
|
6.5
|
|
|
3.3
|
|
|||
Total
|
|
$
|
8.7
|
|
|
$
|
11.9
|
|
|
$
|
10.0
|
|
|
|
|
|
|
|
|
||||||
Tax benefit
|
|
$
|
3.1
|
|
|
$
|
4.3
|
|
|
$
|
3.6
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
Risk-free interest rates
(1)
|
1.01
|
%
|
|
1.51
|
%
|
|
1.46
|
%
|
|||
Expected term of options
(2)
|
4.0 years
|
|
|
4.0 years
|
|
|
4.0 years
|
|
|||
Expected volatility
(3)
|
26
|
%
|
|
33
|
%
|
|
36
|
%
|
|||
Dividend yield
(4)
|
2.13
|
%
|
|
2.03
|
%
|
|
1.85
|
%
|
|||
Weighted-average grant-date fair value of stock options:
|
|
|
|
|
|
||||||
Granted with exercise prices equal to the fair market value of the stock on the date of grant
|
$
|
5.50
|
|
|
$
|
6.73
|
|
|
$
|
7.74
|
|
|
|
Shares Under Option
|
|
Weighted-Average Exercise Prices
|
|
Weighted-Average Remaining Contractual Term (Years)
|
|
Aggregate Intrinsic Value
(In millions)
|
|||||
Outstanding at May 28, 2016
|
|
921,380
|
|
|
$
|
25.80
|
|
|
4.20
|
|
$
|
5.5
|
|
Granted at market
|
|
745,141
|
|
|
$
|
31.86
|
|
|
|
|
|
||
Exercised
|
|
(327,299
|
)
|
|
$
|
28.84
|
|
|
|
|
|
||
Forfeited or expired
|
|
(9,520
|
)
|
|
$
|
38.11
|
|
|
|
|
|
||
Outstanding at June 3, 2017
|
|
1,329,702
|
|
|
$
|
28.36
|
|
|
7.26
|
|
$
|
5.8
|
|
Ending vested + expected to vest
|
|
1,325,647
|
|
|
$
|
28.35
|
|
|
7.25
|
|
$
|
5.8
|
|
Exercisable at end of period
|
|
498,522
|
|
|
$
|
22.95
|
|
|
4.37
|
|
$
|
4.9
|
|
|
|
2017
|
|||||
|
|
Shares
|
|
Weighted Average Grant-Date Fair Value
|
|||
Outstanding at May 28, 2016
|
|
20,823
|
|
|
$
|
21.35
|
|
Vested
|
|
(20,323
|
)
|
|
$
|
21.38
|
|
Forfeited
|
|
(500
|
)
|
|
$
|
20.17
|
|
Outstanding at June 3, 2017
|
|
—
|
|
|
$
|
—
|
|
|
Share
Units
|
|
Weighted Average
Grant-Date
Fair Value
|
|
Aggregate Intrinsic Value in Millions
|
|
Weighted-Average
Remaining Contractual
Term (Years)
|
|||||
Outstanding at May 28, 2016
|
377,861
|
|
|
$
|
27.83
|
|
|
$
|
12.0
|
|
|
1.40
|
Granted
|
114,778
|
|
|
$
|
31.83
|
|
|
|
|
|
||
Forfeited
|
(12,951
|
)
|
|
$
|
29.25
|
|
|
|
|
|
||
Released
|
(94,736
|
)
|
|
$
|
28.70
|
|
|
|
|
|
||
Outstanding at June 3, 2017
|
384,952
|
|
|
$
|
28.73
|
|
|
$
|
12.6
|
|
|
1.14
|
Ending vested + expected to vest
|
379,037
|
|
|
29.30
|
|
|
$
|
12.4
|
|
|
1.13
|
|
Share
Units
|
|
Weighted Average Grant-Date Fair Value
|
|
Aggregate Intrinsic
Value in Millions
|
|
Weighted-Average Remaining Contractual Term (Years)
|
|||||
Outstanding at May 28, 2016
|
433,714
|
|
|
$
|
31.74
|
|
|
$
|
13.7
|
|
|
1.20
|
Granted
|
141,218
|
|
|
$
|
29.40
|
|
|
|
|
|
||
Forfeited
|
(43,945
|
)
|
|
$
|
35.75
|
|
|
|
|
|
||
Released
|
(113,040
|
)
|
|
$
|
29.34
|
|
|
|
|
|
||
Outstanding at June 3, 2017
|
417,947
|
|
|
$
|
31.18
|
|
|
$
|
13.7
|
|
|
1.03
|
Ending vested + expected to vest
|
413,358
|
|
|
$
|
31.23
|
|
|
$
|
13.5
|
|
|
1.03
|
|
|
2017
|
|
2016
|
|||
Risk-free interest rates
(1)
|
|
1.29
|
%
|
|
1.07
|
%
|
|
Expected term of options
(2)
|
|
2.1 years
|
|
|
3.1 years
|
|
|
Expected volatility
(3)
|
|
35
|
%
|
|
35
|
%
|
|
Dividend yield
|
|
not applicable
|
|
|
not applicable
|
|
|
Strike price
|
|
$
|
24.39
|
|
|
24.39
|
|
Per share value
(4)
|
|
$
|
3.24
|
|
|
6.52
|
|
|
|
Shares Under Option
|
|
Weighted-Average Exercise Prices
|
|
Weighted-Average Remaining Contractual Term (Years)
|
|
Aggregate Intrinsic Value (In millions)
|
|||||
Outstanding at May 28, 2016
|
|
500,376
|
|
|
$
|
24.07
|
|
|
3.20
|
|
$
|
0.4
|
|
Granted
|
|
40,425
|
|
|
$
|
24.63
|
|
|
|
|
|
||
Exercised
|
|
(2,957
|
)
|
|
$
|
6.40
|
|
|
|
|
|
||
Forfeited
|
|
(11,600
|
)
|
|
$
|
24.39
|
|
|
|
|
|
||
Outstanding at June 3, 2017
|
|
526,244
|
|
|
$
|
24.20
|
|
|
2.20
|
|
$
|
0.1
|
|
Exercisable at end of period
|
|
46,758
|
|
|
$
|
22.30
|
|
|
2.20
|
|
$
|
0.1
|
|
|
|
2017
|
|
2016
|
|
2015
|
|||
Shares of common stock
|
|
9,982
|
|
|
21,988
|
|
|
13,752
|
|
Shares through the deferred compensation program
|
|
2,582
|
|
|
3,118
|
|
|
—
|
|
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Domestic
|
$
|
131.4
|
|
|
$
|
154.9
|
|
|
$
|
142.5
|
|
Foreign
|
46.2
|
|
|
41.7
|
|
|
2.7
|
|
|||
Total
|
$
|
177.6
|
|
|
$
|
196.6
|
|
|
$
|
145.2
|
|
(In millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Current: Domestic - Federal
|
$
|
28.7
|
|
|
$
|
36.4
|
|
|
$
|
43.6
|
|
Domestic - State
|
2.3
|
|
|
6.4
|
|
|
6.3
|
|
|||
Foreign
|
11.1
|
|
|
6.3
|
|
|
6.1
|
|
|||
|
42.1
|
|
|
49.1
|
|
|
56.0
|
|
|||
Deferred: Domestic - Federal
|
9.2
|
|
|
7.5
|
|
|
(5.9
|
)
|
|||
Domestic - State
|
2.8
|
|
|
0.2
|
|
|
(0.6
|
)
|
|||
Foreign
|
1.0
|
|
|
2.7
|
|
|
(2.3
|
)
|
|||
|
13.0
|
|
|
10.4
|
|
|
(8.8
|
)
|
|||
Total income tax provision
|
$
|
55.1
|
|
|
$
|
59.5
|
|
|
$
|
47.2
|
|
(In millions)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Income taxes computed at the United States Statutory rate of 35%
|
|
$
|
62.2
|
|
|
$
|
68.8
|
|
|
$
|
50.8
|
|
Increase (decrease) in taxes resulting from:
|
|
|
|
|
|
|
||||||
Foreign statutory rate differences
|
|
(5.7
|
)
|
|
(4.3
|
)
|
|
(1.0
|
)
|
|||
Manufacturing deduction under the American Jobs Creation Act of 2004
|
|
(3.4
|
)
|
|
(4.8
|
)
|
|
(4.8
|
)
|
|||
State taxes
|
|
3.8
|
|
|
5.2
|
|
|
4.2
|
|
|||
Tax on undistributed foreign earnings
|
|
—
|
|
|
—
|
|
|
(3.9
|
)
|
|||
United Kingdom patent box deduction for research and development
|
|
(2.6
|
)
|
|
(1.7
|
)
|
|
(0.3
|
)
|
|||
Sale of manufacturing facility in the United Kingdom
|
|
—
|
|
|
(1.6
|
)
|
|
—
|
|
|||
Other, net
|
|
0.8
|
|
|
(2.1
|
)
|
|
2.2
|
|
|||
Income tax expense
|
|
$
|
55.1
|
|
|
$
|
59.5
|
|
|
$
|
47.2
|
|
Effective tax rate
|
|
31.1
|
%
|
|
30.3
|
%
|
|
32.6
|
%
|
(In millions)
|
|
2017
|
|
2016
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Compensation-related accruals
|
|
$
|
22.7
|
|
|
$
|
23.2
|
|
Accrued pension and post-retirement benefit obligations
|
|
10.9
|
|
|
9.2
|
|
||
Deferred revenue
|
|
5.3
|
|
|
5.6
|
|
||
Inventory related
|
|
4.1
|
|
|
3.8
|
|
||
Reserves for uncollectible accounts and notes receivable
|
|
1.0
|
|
|
1.2
|
|
||
Other reserves and accruals
|
|
6.1
|
|
|
3.0
|
|
||
Warranty
|
|
17.0
|
|
|
15.7
|
|
||
State and local tax net operating loss carryforwards and credits
|
|
2.7
|
|
|
5.7
|
|
||
Federal net operating loss carryforward
|
|
5.0
|
|
|
7.1
|
|
||
Foreign tax net operating loss carryforwards and credits
|
|
10.0
|
|
|
14.6
|
|
||
Accrued step rent and tenant reimbursements
|
|
4.7
|
|
|
1.9
|
|
||
Other
|
|
4.2
|
|
|
2.8
|
|
||
Subtotal
|
|
93.7
|
|
|
93.8
|
|
||
Valuation allowance
|
|
(10.0
|
)
|
|
(10.6
|
)
|
||
Total
|
|
$
|
83.7
|
|
|
$
|
83.2
|
|
|
|
|
|
|
||||
Deferred tax liabilities:
|
|
|
|
|
||||
Book basis in property in excess of tax basis
|
|
$
|
(37.4
|
)
|
|
$
|
(24.8
|
)
|
Intangible assets
|
|
(47.3
|
)
|
|
(47.4
|
)
|
||
Other
|
|
(3.2
|
)
|
|
(2.2
|
)
|
||
Total
|
|
$
|
(87.9
|
)
|
|
$
|
(74.4
|
)
|
(In millions)
|
|
|
||
Balance at May 30, 2015
|
|
$
|
1.8
|
|
Increases related to current year income tax positions
|
|
0.4
|
|
|
Increases related to prior year income tax positions
|
|
0.1
|
|
|
Decreases related to prior year income tax positions
|
|
(0.1
|
)
|
|
Decreases related to lapse of applicable statute of limitations
|
|
(0.1
|
)
|
|
Decreases related to settlements
|
|
(0.4
|
)
|
|
Balance at May 28, 2016
|
|
1.7
|
|
|
Increases related to current year income tax positions
|
|
0.3
|
|
|
Increases related to prior year income tax positions
|
|
1.1
|
|
|
Decreases related to prior year income tax positions
|
|
(0.1
|
)
|
|
Decreases related to lapse of applicable statute of limitations
|
|
(0.1
|
)
|
|
Decreases related to settlements
|
|
(0.1
|
)
|
|
Balance at June 3, 2017
|
|
$
|
2.8
|
|
(In millions)
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Interest and penalty expense (income)
|
$
|
0.2
|
|
|
$
|
(0.1
|
)
|
|
$
|
0.4
|
|
|
|
|
|
|
|
||||||
Liability for interest and penalties
|
$
|
0.8
|
|
|
$
|
0.7
|
|
|
|
(In millions)
|
|
June 3, 2017
|
|
May 28, 2016
|
||||
Carrying value
|
|
$
|
199.9
|
|
|
$
|
221.9
|
|
Fair value
|
|
$
|
213.0
|
|
|
$
|
241.7
|
|
(In millions)
|
Fair Value Measurements
|
||||||||||||
|
June 3, 2017
|
|
May 28, 2016
|
||||||||||
Financial Assets
|
Quoted Prices With Other Observable Inputs (Level 2)
|
Management Estimates (Level 3)
|
|
Quoted Prices With Other Observable Inputs (Level 2)
|
Management Estimates (Level 3)
|
||||||||
Available-for-sale securities:
|
|
|
|
|
|
||||||||
Mutual funds - fixed income
|
$
|
7.7
|
|
$
|
—
|
|
|
$
|
6.4
|
|
$
|
—
|
|
Mutual funds - equity
|
0.9
|
|
—
|
|
|
0.7
|
|
—
|
|
||||
Government obligations
|
—
|
|
—
|
|
|
0.4
|
|
—
|
|
||||
Foreign currency forward contracts
|
0.5
|
|
—
|
|
|
0.5
|
|
—
|
|
||||
Interest rate swap agreement
|
3.3
|
|
—
|
|
|
—
|
|
—
|
|
||||
Deferred compensation plan
|
12.8
|
|
—
|
|
|
7.9
|
|
—
|
|
||||
Total
|
$
|
25.2
|
|
$
|
—
|
|
|
$
|
15.9
|
|
$
|
—
|
|
|
|
|
|
|
|
||||||||
Financial Liabilities
|
|
|
|
|
|
||||||||
Foreign currency forward contracts
|
$
|
0.6
|
|
$
|
—
|
|
|
$
|
0.8
|
|
$
|
—
|
|
Contingent consideration
|
—
|
|
0.5
|
|
|
—
|
|
2.7
|
|
||||
Total
|
$
|
0.6
|
|
$
|
0.5
|
|
|
$
|
0.8
|
|
$
|
2.7
|
|
(In millions)
|
|
|
|
|
||||
Contingent Consideration
|
|
June 3, 2017
|
|
May 28, 2016
|
||||
Beginning balance
|
|
$
|
2.7
|
|
|
$
|
2.6
|
|
Net realized gains
|
|
(0.2
|
)
|
|
—
|
|
||
Foreign currency translation adjustments
|
|
—
|
|
|
(0.1
|
)
|
||
Settlements
|
|
(2.0
|
)
|
|
(2.5
|
)
|
||
Purchases or additions
|
|
—
|
|
|
2.7
|
|
||
Ending balance
|
|
$
|
0.5
|
|
|
$
|
2.7
|
|
|
June 3, 2017
|
|
May 28, 2016
|
||||||||||||||||||||||||||||
(In millions)
|
Cost
|
|
Unrealized Gain
|
|
Unrealized Loss
|
|
Market Value
|
|
Cost
|
|
Unrealized Gain
|
|
Unrealized Loss
|
|
Market Value
|
||||||||||||||||
Mutual funds - fixed income
|
$
|
7.6
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
7.7
|
|
|
$
|
6.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6.4
|
|
Mutual funds - equity
|
0.9
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
|
0.7
|
|
|
—
|
|
|
—
|
|
|
0.7
|
|
||||||||
Government obligations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
||||||||
Total
|
$
|
8.5
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
8.6
|
|
|
$
|
7.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7.5
|
|
(In millions)
|
Balance Sheet Location
|
|
June 3, 2017
|
|
May 28, 2016
|
||||
Designated derivatives:
|
|
|
|
|
|
||||
Interest rate swap
|
Long-term assets: Other assets
|
|
$
|
3.3
|
|
|
$
|
—
|
|
Non-designated derivatives:
|
|
|
|
|
|
||||
Foreign currency forward contracts
|
Current assets: Other
|
|
$
|
0.5
|
|
|
$
|
0.5
|
|
Foreign currency forward contracts
|
Current liabilities: Other accrued liabilities
|
|
$
|
0.6
|
|
|
$
|
0.8
|
|
(In millions)
|
|
|
Fiscal Year
|
||||||||||
|
Statement of Comprehensive Income Location
|
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Gain recognized on foreign currency forward contracts
|
Other expenses (income): Other, net
|
|
$
|
(1.2
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
(2.1
|
)
|
(In millions)
|
|
Fiscal Year
|
||||||||||
|
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Interest rate swap
|
|
$
|
2.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(In millions)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Accrual balance, beginning
|
|
$
|
43.9
|
|
|
$
|
39.3
|
|
|
$
|
37.7
|
|
Accrual for warranty matters
|
|
22.8
|
|
|
25.5
|
|
|
25.0
|
|
|||
Settlements
|
|
(19.0
|
)
|
|
(20.9
|
)
|
|
(23.4
|
)
|
|||
Accrual balance, ending
|
|
$
|
47.7
|
|
|
$
|
43.9
|
|
|
$
|
39.3
|
|
(In millions)
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
|
|
|
|
|
||||||
Net Sales:
|
|
|
|
|
|
|
||||||
North American Furniture Solutions
|
|
$
|
1,342.2
|
|
|
$
|
1,331.8
|
|
|
$
|
1,241.9
|
|
ELA Furniture Solutions
|
|
385.5
|
|
|
412.6
|
|
|
409.9
|
|
|||
Specialty
|
|
232.4
|
|
|
231.8
|
|
|
219.9
|
|
|||
Consumer
|
|
318.1
|
|
|
288.7
|
|
|
270.5
|
|
|||
Corporate
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
$
|
2,278.2
|
|
|
$
|
2,264.9
|
|
|
$
|
2,142.2
|
|
|
|
|
|
|
|
|
||||||
Depreciation and Amortization:
|
|
|
|
|
|
|
||||||
North American Furniture Solutions
|
|
$
|
32.0
|
|
|
$
|
27.9
|
|
|
$
|
26.5
|
|
ELA Furniture Solutions
|
|
8.8
|
|
|
8.5
|
|
|
8.2
|
|
|||
Specialty
|
|
7.5
|
|
|
7.4
|
|
|
7.4
|
|
|||
Consumer
|
|
10.2
|
|
|
8.6
|
|
|
7.3
|
|
|||
Corporate
|
|
0.4
|
|
|
0.6
|
|
|
0.4
|
|
|||
Total
|
|
$
|
58.9
|
|
|
$
|
53.0
|
|
|
$
|
49.8
|
|
|
|
|
|
|
|
|
||||||
Operating Earnings (Losses):
|
|
|
|
|
|
|
||||||
North American Furniture Solutions
|
|
$
|
137.7
|
|
|
$
|
152.0
|
|
|
$
|
125.2
|
|
ELA Furniture Solutions
|
|
30.8
|
|
|
35.3
|
|
|
25.9
|
|
|||
Specialty
|
|
17.7
|
|
|
16.4
|
|
|
13.5
|
|
|||
Consumer
|
|
5.3
|
|
|
8.1
|
|
|
14.7
|
|
|||
Corporate
|
|
(0.7
|
)
|
|
(0.3
|
)
|
|
(15.9
|
)
|
|||
Total
|
|
$
|
190.8
|
|
|
$
|
211.5
|
|
|
$
|
163.4
|
|
|
|
|
|
|
|
|
||||||
Capital Expenditures:
|
|
|
|
|
|
|
||||||
North American Furniture Solutions
|
|
$
|
47.1
|
|
|
$
|
56.8
|
|
|
$
|
31.7
|
|
ELA Furniture Solutions
|
|
8.5
|
|
|
15.0
|
|
|
20.3
|
|
|||
Specialty
|
|
9.7
|
|
|
3.1
|
|
|
3.7
|
|
|||
Consumer
|
|
22.0
|
|
|
10.2
|
|
|
7.9
|
|
|||
Corporate
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
$
|
87.3
|
|
|
$
|
85.1
|
|
|
$
|
63.6
|
|
|
|
|
|
|
|
|
||||||
Total Assets:
|
|
|
|
|
|
|
||||||
North American Furniture Solutions
|
|
$
|
533.6
|
|
|
$
|
531.7
|
|
|
$
|
504.5
|
|
ELA Furniture Solutions
|
|
230.3
|
|
|
218.4
|
|
|
235.4
|
|
|||
Specialty
|
|
157.9
|
|
|
147.3
|
|
|
151.6
|
|
|||
Consumer
|
|
276.4
|
|
|
245.3
|
|
|
231.8
|
|
|||
Corporate
|
|
108.1
|
|
|
92.5
|
|
|
69.4
|
|
|||
Total
|
|
$
|
1,306.3
|
|
|
$
|
1,235.2
|
|
|
$
|
1,192.7
|
|
|
|
|
|
|
|
|
||||||
Goodwill:
|
|
|
|
|
|
|
||||||
North American Furniture Solutions
|
|
$
|
135.8
|
|
|
$
|
135.8
|
|
|
$
|
135.8
|
|
ELA Furniture Solutions
|
|
40.1
|
|
|
40.9
|
|
|
41.9
|
|
|||
Specialty
|
|
49.8
|
|
|
49.8
|
|
|
49.8
|
|
|||
Consumer
|
|
78.8
|
|
|
78.8
|
|
|
75.6
|
|
|||
Corporate
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
$
|
304.5
|
|
|
$
|
305.3
|
|
|
$
|
303.1
|
|
(In millions)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Net Sales:
|
|
|
|
|
|
|
||||||
Systems
|
|
$
|
639.0
|
|
|
$
|
656.8
|
|
|
$
|
563.4
|
|
Seating
|
|
894.8
|
|
|
855.5
|
|
|
805.5
|
|
|||
Freestanding and storage
|
|
428.8
|
|
|
456.9
|
|
|
484.1
|
|
|||
Other
(1)
|
|
315.6
|
|
|
295.7
|
|
|
289.2
|
|
|||
Total
|
|
$
|
2,278.2
|
|
|
$
|
2,264.9
|
|
|
$
|
2,142.2
|
|
(In millions)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Net Sales:
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
1,690.1
|
|
|
$
|
1,757.0
|
|
|
$
|
1,640.6
|
|
International
|
|
588.1
|
|
|
507.9
|
|
|
501.6
|
|
|||
Total
|
|
$
|
2,278.2
|
|
|
$
|
2,264.9
|
|
|
$
|
2,142.2
|
|
(In millions)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Long-lived assets:
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
328.6
|
|
|
$
|
254.8
|
|
|
$
|
224.2
|
|
International
|
|
45.3
|
|
|
48.1
|
|
|
53.8
|
|
|||
Total
|
|
$
|
373.9
|
|
|
$
|
302.9
|
|
|
$
|
278.0
|
|
|
Year Ended
|
||||||||||
(In millions)
|
June 3, 2017
|
|
May 28, 2016
|
|
May 30, 2015
|
||||||
Cumulative translation adjustments at beginning of period
|
$
|
(29.6
|
)
|
|
$
|
(20.8
|
)
|
|
$
|
(11.1
|
)
|
Translation adjustments (net of tax of $ - , ($0.3) and $0.3)
|
(7.2
|
)
|
|
(8.8
|
)
|
|
(9.7
|
)
|
|||
Balance at end of period
|
(36.8
|
)
|
|
(29.6
|
)
|
|
(20.8
|
)
|
|||
Pension and other post-retirement benefit plans at beginning of period
|
(34.9
|
)
|
|
(35.4
|
)
|
|
(26.8
|
)
|
|||
Adjustments to pension and other post-retirement benefit plans (net of tax of $3.7, ($0.7) and $2.6)
|
(14.5
|
)
|
|
(2.0
|
)
|
|
(10.0
|
)
|
|||
Reclassification to earnings - operating expenses (net of tax of ($0.4), ($0.7) and ($0.4))
|
1.8
|
|
|
2.5
|
|
|
1.4
|
|
|||
Balance at end of period
|
(47.6
|
)
|
|
(34.9
|
)
|
|
(35.4
|
)
|
|||
Interest rate swap agreement at beginning of period
|
—
|
|
|
—
|
|
|
—
|
|
|||
Valuation adjustments (net of tax of ($1.2), $ - and $ -)
|
2.1
|
|
|
—
|
|
|
—
|
|
|||
Balance at end of period
|
2.1
|
|
|
—
|
|
|
—
|
|
|||
Available-for-sale Securities at beginning of period
|
—
|
|
|
—
|
|
|
—
|
|
|||
Unrealized holding gain (net of tax of $ - , $ - and $ -)
|
0.1
|
|
|
—
|
|
|
—
|
|
|||
Balance at end of period
|
0.1
|
|
|
—
|
|
|
—
|
|
|||
Total accumulated other comprehensive loss
|
$
|
(82.2
|
)
|
|
$
|
(64.5
|
)
|
|
$
|
(56.2
|
)
|
|
|
Year Ended
|
||||||
(In millions)
|
|
June 3, 2017
|
|
May 28, 2016
|
||||
Balance at beginning of period
|
|
$
|
27.0
|
|
|
$
|
30.4
|
|
Purchase of redeemable noncontrolling interests
|
|
(1.5
|
)
|
|
—
|
|
||
Net income attributable to redeemable noncontrolling interests
|
|
0.2
|
|
|
0.5
|
|
||
Redemption value adjustment
|
|
(1.2
|
)
|
|
(4.0
|
)
|
||
Other adjustments
|
|
0.1
|
|
|
0.1
|
|
||
Balance at end of period
|
|
$
|
24.6
|
|
|
$
|
27.0
|
|
|
|
Year Ended
|
||
(In millions)
|
|
June 3, 2017
|
||
Beginning Balance
|
|
$
|
0.4
|
|
Restructuring expenses
|
|
5.4
|
|
|
Payments
|
|
(3.4
|
)
|
|
Ending Balance
|
|
$
|
2.4
|
|
(In millions, except per share data)
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
|||||||||
2017
|
Net sales
|
$
|
598.6
|
|
|
$
|
577.5
|
|
|
$
|
524.9
|
|
|
$
|
577.2
|
|
|
Gross margin
(1)
|
230.0
|
|
|
218.0
|
|
|
195.5
|
|
|
220.9
|
|
||||
|
Net earnings attributable to Herman Miller, Inc.
|
36.3
|
|
|
31.7
|
|
|
22.5
|
|
|
33.4
|
|
||||
|
Earnings per share-basic
(1)
|
0.61
|
|
|
0.53
|
|
|
0.38
|
|
|
0.56
|
|
||||
|
Earnings per share-diluted
|
0.60
|
|
|
0.53
|
|
|
0.37
|
|
|
0.55
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
2016
|
Net sales
|
$
|
565.4
|
|
|
$
|
580.4
|
|
|
$
|
536.5
|
|
|
$
|
582.6
|
|
|
Gross Margin
|
216.8
|
|
|
224.4
|
|
|
207.8
|
|
|
225.2
|
|
||||
|
Net earnings attributable to Herman Miller, Inc.
(1)
|
33.5
|
|
|
34.7
|
|
|
27.9
|
|
|
40.7
|
|
||||
|
Earnings per share-basic
|
0.56
|
|
|
0.58
|
|
|
0.46
|
|
|
0.68
|
|
||||
|
Earnings per share-diluted
|
0.56
|
|
|
0.57
|
|
|
0.46
|
|
|
0.67
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
2015
|
Net sales
|
$
|
509.7
|
|
|
$
|
565.4
|
|
|
$
|
516.4
|
|
|
$
|
550.7
|
|
|
Gross margin
|
185.6
|
|
|
205.7
|
|
|
190.5
|
|
|
209.6
|
|
||||
|
Net earnings attributable to Herman Miller, Inc.
(1)
|
25.2
|
|
|
27.8
|
|
|
21.0
|
|
|
23.4
|
|
||||
|
Earnings per share-basic
|
0.43
|
|
|
0.47
|
|
|
0.35
|
|
|
0.39
|
|
||||
|
Earnings per share-diluted
|
0.42
|
|
|
0.46
|
|
|
0.35
|
|
|
0.39
|
|
(a)
|
Disclosure Controls and Procedures.
Under the supervision and with the participation of management, the company's Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 3, 2017 and have concluded that as of that date, the company's disclosure controls and procedures were effective.
|
(b)
|
Management's Annual Report on Internal Control Over Financial Reporting and Attestation Report of the Independent Registered Public Accounting Firm.
Refer to Item 8 for “Management's Report on Internal Control Over Financial Reporting.” The effectiveness of the company's internal control over financial reporting has been audited by Ernst and Young LLP, an independent registered accounting firm, as stated in its report included in Item 8.
|
(c)
|
Changes in Internal Control Over Financial Reporting.
There were no changes in the company's internal control over financial reporting during the fourth quarter ended June 3, 2017, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
|
(a)
|
The following documents are filed as a part of this report:
|
|
||
|
|
|
|
|
|
1.
|
Financial Statements
|
|
|
|
|
|
|
|
|
The following Consolidated Financial Statements of the company are included in this Annual Report on Form 10-K on the pages noted:
|
|||
|
|
|
|
|
|
|
|
|
Page Number in
this Form 10-K
|
|
Consolidated Statements of Comprehensive Income
|
|||
|
Consolidated Balance Sheets
|
|||
|
Consolidated Statements of Stockholders' Equity
|
|||
|
Consolidated Statements of Cash Flows
|
|||
|
Notes to the Consolidated Financial Statements
|
|||
|
Management's Report on Internal Control over Financial Reporting
|
|||
|
Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting
|
|||
|
Report of Independent Registered Public Accounting Firm on Financial Statements
|
|||
|
|
|
||
|
2.
|
Financial Statement Schedule
|
|
|
|
|
|
|
|
|
The following financial statement schedule and related Report of Independent Public Accountants on the Financial Statement Schedule are included in this Annual Report on Form 10-K on the pages noted:
|
|||
|
|
|
|
|
|
|
|
|
Page Number in
this Form 10-K
|
|
Report of Independent Registered Public Accounting Firm on Financial Statement Schedule
|
|||
|
|
|
|
|
|
Schedule II-
|
Valuation and Qualifying Accounts and Reserves for the Years Ended June 3, 2017, May 28, 2016 and May 30, 2015
|
||
|
|
|
|
|
|
All other schedules required by Form 10-K Annual Report have been omitted because they were not applicable, included in the Notes to the Consolidated Financial Statements, or otherwise not required under instructions contained in Regulation S-X.
|
|||
|
|
|
|
|
|
3.
|
Exhibits
|
|
|
|
|
|
|
|
|
Reference is made to the Exhibit Index which is included on pages 85-86.
|
|
||
|
|
|
|
|
HERMAN MILLER, INC.
|
|
|
|
|
||
|
/s/ Jeffrey M. Stutz
|
|
|
|
|
|
By
|
Jeffrey M. Stutz
Chief Financial Officer (Principal Accounting Officer and Duly Authorized Signatory for Registrant) |
|
|
|
|
|
|
/s/ Michael A. Volkema
|
|
/s/ Lisa Kro
|
|
|
Michael A. Volkema
(Chairman of the Board)
|
|
Lisa Kro
(Director)
|
|
|
|
|
|
|
|
/s/ David O. Ulrich
|
|
/s/ Mary Vermeer Andringa
|
|
|
David O. Ulrich
(Director)
|
|
Mary Vermeer Andringa
(Director)
|
|
|
|
|
|
|
|
/s/ Dorothy A. Terrell
|
|
/s/ John R. Hoke III
|
|
|
Dorothy A. Terrell
(Director)
|
|
John R. Hoke III
(Director)
|
|
|
|
|
|
|
|
/s/ David A. Brandon
|
|
/s/ J. Barry Griswell
|
|
|
David A. Brandon
(Director)
|
|
J. Barry Griswell
(Director)
|
|
|
|
|
|
|
|
/s/ Douglas D. French
|
|
/s/ Brian C. Walker
|
|
|
Douglas D. French
(Director)
|
|
Brian C. Walker
(President, Chief Executive Officer, and Director)
|
|
|
|
|
|
|
|
/s/ Heidi Manheimer
|
|
/s/ Jeffrey M. Stutz
|
|
|
Heidi Manheimer
(Director) |
|
Jeffrey M. Stutz
(Chief Financial Officer and Principal Accounting Officer)
|
|
|
|
|
|
|
|
/s/ Brenda Freeman
|
|
|
|
|
Brenda Freeman (Director)
|
|
|
|
Column A
|
Column B
|
|
Column C
|
|
Column D
|
|
Column E
|
||||||||
Description
|
Balance at beginning of period
|
|
Charges to expenses or net sales
|
|
Deductions
(3)
|
|
Balance at end of period
|
||||||||
Year ended June 3, 2017:
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances — uncollectible accounts
(1)
|
$
|
3.4
|
|
|
$
|
—
|
|
|
$
|
(1.1
|
)
|
|
$
|
2.3
|
|
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances — credit memo
(2)
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
|
||||||||
Allowance for possible losses on notes receivable
|
$
|
0.9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
|
|
|
|
|
|
|
||||||||
Valuation allowance for deferred tax asset
|
$
|
10.6
|
|
|
$
|
(0.6
|
)
|
|
$
|
—
|
|
|
$
|
10.0
|
|
|
|
|
|
|
|
|
|
||||||||
Year ended May 28, 2016:
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances — uncollectible accounts
(1)
|
$
|
2.4
|
|
|
$
|
2.3
|
|
|
$
|
(1.3
|
)
|
|
$
|
3.4
|
|
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances — credit memo
(2)
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
|
||||||||
Allowance for possible losses on notes receivable
|
$
|
1.0
|
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
|
|
|
|
|
|
|
||||||||
Valuation allowance for deferred tax asset
|
$
|
11.1
|
|
|
$
|
(1.5
|
)
|
|
$
|
1.0
|
|
|
$
|
10.6
|
|
|
|
|
|
|
|
|
|
||||||||
Year ended May 30, 2015:
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances — uncollectible accounts
(1)
|
$
|
3.4
|
|
|
$
|
0.9
|
|
|
$
|
(1.9
|
)
|
|
$
|
2.4
|
|
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances — credit memo
(2)
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
(0.2
|
)
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
|
||||||||
Allowance for possible losses on notes receivable
|
$
|
0.1
|
|
|
$
|
0.9
|
|
|
$
|
—
|
|
|
$
|
1.0
|
|
|
|
|
|
|
|
|
|
||||||||
Valuation allowance for deferred tax asset
|
$
|
8.5
|
|
|
$
|
(0.6
|
)
|
|
$
|
3.2
|
|
|
$
|
11.1
|
|
|
(3)
|
Articles of Incorporation and Bylaws
|
|
|
|
|
|
|
|
(a)
|
Restated Articles of Incorporation, dated October 4, 2013, is incorporated by reference from Exhibit 3(a) of Registrant's 2014 Form 10-K Annual Report (Commission File No. 001-15141).
|
|
|
|
|
|
|
(b)
|
Amended and Restated Bylaws, dated July 13, 2015, is incorporated by reference from Exhibit 3 of the Registrant's Form 8-K dated July 17, 2015 (Commission File No. 001-15141).
.
|
|
(4)
|
Instruments Defining the Rights of Security Holders
|
|
|
|
|
|
|
|
(a)
|
Specimen copy of Herman Miller, Inc., common stock is incorporated by reference from Exhibit 4(a) of Registrant's 1981 Form 10-K Annual Report (Commission File No. 001-15141).
.
|
|
|
|
|
|
|
(b)
|
Other instruments which define the rights of holders of long-term debt individually represent debt of less than 10% of total assets. In accordance with item 601(b)(4)(iii)(A) of regulation S-K, the Registrant agrees to furnish to the Commission copies of such agreements upon request.
|
|
|
|
|
|
|
(c)
|
Dividend Reinvestment Plan for Shareholders of Herman Miller, Inc., dated January 6, 1997, is incorporated by reference from Exhibit 4(d) of the Registrant's 1997 Form 10-K Annual Report (Commission File No. 000-05813).
|
|
|
|
|
|
|
(d)
|
Third Amended and Restated Credit agreement dated as of July 21, 2014 among Herman Miller, Inc. and various lenders is incorporated by reference from Exhibit 10.1 of the Registrant's Current Report on Form 8-K dated July 22, 2014 (Commission File No. 001-15141).
|
|
(10)
|
Material Contracts
|
|
|
(a)
|
Herman Miller, Inc. 2011 Long-Term Incentive Plan is incorporated by reference from Appendix I of the Registrant's Definitive Proxy Statement dated August 26, 2014, as amended, filed with the Commission as of August 26, 2014 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(b)
|
Herman Miller, Inc. Nonemployee Officer and Director Deferred Compensation Plan is incorporated by reference to Exhibit 10(b) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(c)
|
Form of Change in Control Agreement of the Registrant and James E. Christenson.
|
|
|
(d)
|
Herman Miller, Inc. Executive Equalization Retirement Plan is incorporated by reference from Exhibit 10 (d) of the Registrant's Form 10-K dated July 28, 2015 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(e)
|
Herman Miller, Inc. Executive Incentive Cash Bonus Plan dated April 24, 2006.
(1)
|
|
|
|
|
|
|
(f)
|
Form of Herman Miller, Inc., Long-Term Incentive Plan Stock Option Agreement is incorporated by reference to Exhibit 10(f) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(g)
|
Form of Herman Miller, Inc., Long-Term Incentive Restricted Stock Unit Award is incorporated by reference to Exhibit 10(g) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(h)
|
Form of Herman Miller, Inc., Long-Term Incentive Performance Stock Unit EBITDA Award.
(1)
|
|
|
|
|
|
|
(i)
|
Second Amendment to the Herman Miller, Inc. 2011 Long-Term Incentive Plan is incorporated by reference to Exhibit 10(i) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(j)
|
Form of Herman Miller, Inc. 2011 Long-Term Incentive Plan Performance Share Unit Award is incorporated by reference to Exhibit 10(j) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
|
(k)
|
Employment Agreement between John Edelman and Design Within Reach is incorporated by reference from Exhibit 10(b) of the Registrant's Form 10-Q dated October 8, 2014 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(l)
|
Employment Agreement between John McPhee and Design Within Reach is incorporated by reference from Exhibit 10(c) of the Registrant's Form 10-Q dated October 8, 2014 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(m)
|
Stockholders' Agreement between HM Springboard, Inc., Herman Miller, Inc., John Edelman, and John McPhee is incorporated by reference from Exhibit 10(d) of the Registrant's Form 10-Q dated October 8, 2014 (Commission File No. 001-15141).
(1)(3)
|
|
|
|
|
|
|
(n)
|
HM Springboard, Inc. Stock Option Plan is incorporated by reference from Exhibit 10(e) of the Registrant's Form 10-Q dated October 8, 2014 (Commission File No. 001-15141).
(1)(3)
|
|
|
|
|
|
|
(o)
|
Third Amendment to the Herman Miller, Inc. 2011 Long-Term Incentive Plan is incorporated by reference to Exhibit 10(o) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(p)
|
Form of Herman Miller, Inc. 2011 Long-Term Incentive Plan Conditional Stock Option Award is incorporated by reference from Exhibit 10 (p) of the Registrant's Form 10-K dated July 28, 2015 (Commission File No. 001-15141).
(1)
|
|
|
|
|
|
|
(q)
|
Trust Under the Herman Miller, Inc. Nonemployee Officer and Director Compensation Plan is incorporated by reference to Exhibit 10(q) of the Registrant's Report on Form 10-K dated July 26, 2016 (Commission File No. 001-15141).
(1)
|
|
(21)
|
Subsidiaries
|
|
(23)(a)
|
Consent of Independent Registered Public Accounting Firm
|
|
(24)
|
Power of Attorney (included on the signature page to this Registration Statement)
|
|
(31)(a)
|
Certificate of the Chief Executive Officer of Herman Miller, Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
(31)(b)
|
Certificate of the Chief Financial Officer of Herman Miller, Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
(32)(a)
|
Certificate of the Chief Executive Officer of Herman Miller, Inc., pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
(32)(b)
|
Certificate of the Chief Financial Officer of Herman Miller, Inc., pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
101.INS
|
XBRL Instance Document
(2)
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
(2)
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
(2)
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
(2)
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
(2)
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
(2)
|
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 |
---|
No information found
No Customers Found
Price
Yield
Owner | Position | Direct Shares | Indirect Shares |
---|