þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE
SECURITIES EXCHANGE ACT OF 1934 |
|
For the quarterly period ended November 28, 2008 | ||
or
|
||
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE
SECURITIES EXCHANGE ACT OF 1934 |
Michigan
(State or other jurisdiction of incorporation or organization) |
38-0819050
(I.R.S. employer identification no.) |
|
901 44th Street SE
Grand Rapids, Michigan (Address of principal executive offices) |
49508 (Zip Code) |
Large accelerated filer
þ
|
Accelerated filer o | Non-accelerated filer o | Smaller reporting Company o | |||
(Do not check if a smaller reporting company) |
Item 1.
Financial
Statements:
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
2008
2007
2008
2007
$
811.3
$
885.9
$
2,528.9
$
2,519.5
577.0
589.1
1,736.8
1,680.9
3.8
(0.1
)
17.3
(0.1
)
230.5
296.9
774.8
838.7
214.6
244.2
673.4
682.7
0.9
3.6
15.0
52.7
97.8
156.0
(4.3
)
(4.2
)
(12.8
)
(12.6
)
(1.3
)
3.6
4.3
21.8
9.4
52.1
89.3
165.2
9.0
20.8
35.3
62.6
$
0.4
$
31.3
$
54.0
$
102.6
$
0.00
$
0.22
$
0.40
$
0.72
$
0.00
$
0.22
$
0.40
$
0.71
$
0.15
$
0.15
$
0.45
$
0.45
1
Table of Contents
2
Table of Contents
Nine Months Ended
November 28,
November 23,
2008
2007
$
54.0
$
102.6
67.5
70.1
21.1
(25.6
)
(35.3
)
15.8
9.3
111.7
167.8
(66.2
)
(52.6
)
(1.3
)
(43.1
)
4.8
26.0
15.8
(7.6
)
11.7
11.9
(35.2
)
(65.4
)
(60.7
)
(64.9
)
(59.0
)
(124.5
)
0.4
11.0
(0.7
)
4.3
(120.0
)
(174.1
)
(7.0
)
12.1
(50.5
)
(59.6
)
213.9
527.2
$
163.4
$
467.6
3
Table of Contents
1.
BASIS OF
PRESENTATION
2.
NEW ACCOUNTING
STANDARDS
SFAS No. 141(R)
4
Table of Contents
SFAS No. 160
FSP
No. 157-2
SFAS No. 161
FSP
No. 142-3
FSP
No. 157-3
5
Table of Contents
FSP
No. FAS 140-4
and FIN 46(R)-8
3.
BUSINESS
DIVESTITURE
4.
EARNINGS PER
SHARE
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Computation of Earnings per Share
2008
2007
2008
2007
$
0.4
$
31.3
$
54.0
$
102.6
133.8
140.9
134.8
143.1
0.3
1.0
0.5
1.2
134.1
141.9
135.3
144.3
$
0.00
$
0.22
$
0.40
$
0.72
$
0.00
$
0.22
$
0.40
$
0.71
133.7
141.4
133.7
141.4
6
Table of Contents
5.
COMPREHENSIVE
(LOSS) INCOME
Three Months Ended
November 28,
November 23,
Components of Comprehensive (Loss) Income
2008
2007
$
0.4
$
31.3
(36.7
)
13.3
(0.1
)
0.3
(0.3
)
(0.8
)
(1.2
)
(37.9
)
12.4
$
(37.5
)
$
43.7
Nine Months Ended
November 28,
November 23,
Components of Comprehensive Income
2008
2007
$
54.0
$
102.6
(39.6
)
26.5
(0.2
)
0.1
2.6
(3.0
)
(3.8
)
(40.2
)
22.8
$
13.8
$
125.4
6.
FAIR
VALUE
7
Table of Contents
Fair Value of Financial Instruments
Level 1
Level 2
Level 3
Total
$
51.9
$
$
$
51.9
23.7
23.7
4.7
4.7
3.3
3.3
8.6
8.6
0.3
0.3
$
56.6
$
8.6
$
27.3
$
92.5
Managed
Investment Portfolio and Available-for-Sale
Securities
Auction Rate
Securities
8
Table of Contents
Canadian
Asset-Backed Commercial Paper
Foreign
Exchange Forward Contract
Privately-Held
Equity Investments
Canadian
Asset-Backed
Privately-
Auction Rate
Commercial
Held Equity
Rollforward of Fair Value Using Level 3 Inputs
Securities
Paper
Investments
$
23.9
$
4.1
$
1.7
(1.3
)
(0.2
)
(0.1
)
0.8
(0.8
)
(0.8
)
$
23.7
$
3.3
$
0.3
9
Table of Contents
7.
INVENTORIES
November 28,
February 29,
Inventories
2008
2008
$
100.6
$
87.9
20.5
20.9
67.1
67.5
188.2
176.3
(33.8
)
(29.6
)
$
154.4
$
146.7
8.
COMPANY-OWNED
LIFE INSURANCE
Ability to Choose
Target Asset
November 28,
February 29,
Type
Investments
Net Return
Allocation
2008
2008
Whole Life Insurance Policies
No ability
A set dividend rate periodically adjusted by insurance companies
Not Applicable
$
104.7
$
100.8
Variable Life Insurance Policies
Can allocate across a set of choices provided by the insurance
companies
Fluctuates depending on changes in market interest rates and
equity values
25% Fixed
Income
75% Equity
79.4
109.8
$
184.1
$
210.6
10
Table of Contents
9.
EMPLOYEE BENEFIT
PLAN OBLIGATIONS
Three Months Ended
Post-Retirement
Pension Plans
Plans
November 28,
November 23,
November 28,
November 23,
Components of Expense
2008
2007
2008
2007
$
0.5
$
0.6
$
0.2
$
0.3
1.2
1.2
2.1
1.9
(1.8
)
(1.8
)
(0.8
)
(1.0
)
(0.4
)
0.1
0.1
$
1.0
$
0.9
$
0.5
$
Nine Months Ended
Post-Retirement
Pension Plans
Plans
November 28,
November 23,
November 28,
November 23,
Components of Expense
2008
2007
2008
2007
$
1.5
$
1.7
$
0.7
$
0.9
3.7
3.5
6.2
5.7
(5.3
)
(5.3
)
(2.6
)
(2.8
)
(0.9
)
0.3
0.2
(0.1
)
$
2.9
$
2.6
$
1.5
$
0.4
10.
PRODUCT
WARRANTY
Product Warranty
Amount
$
21.6
7.8
(10.0
)
$
19.4
11
Table of Contents
11.
INCOME
TAXES
a year-to-date adjustment of $7.6 to increase tax expense for
the first half of fiscal 2009 to our current estimated effective
tax rate of 42.5%;
Q3 2009 income tax expense of $4.0, or 42.5% of the
quarters pre-tax income; and
certain favorable adjustments, totaling $(2.6), which resulted
from changes in estimates associated with our fiscal 2008 tax
returns, and the retroactive reinstatement of the
U.S. research tax credit to January 1, 2008.
12.
REPORTABLE
SEGMENTS
12
Table of Contents
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Reportable Segment Income Statement Data
2008
2007
2008
2007
$
443.1
$
500.0
$
1,373.5
$
1,462.4
236.0
230.8
742.0
615.6
132.2
155.1
413.4
441.5
$
811.3
$
885.9
$
2,528.9
$
2,519.5
$
3.2
$
52.6
$
77.6
$
136.4
19.4
20.2
44.7
39.2
(3.1
)
(12.9
)
(5.9
)
1.1
(4.5
)
(7.2
)
(18.6
)
(20.7
)
$
15.0
$
52.7
$
97.8
$
156.0
November 28,
February 29,
Reportable Segment Balance Sheet Data
2008
2008
(Restated)
$
769.5
$
793.7
469.6
546.8
269.4
309.7
450.7
474.2
$
1,959.2
$
2,124.4
13.
RESTRUCTURING
ACTIVITIES
Within the North America segment, we are closing one
manufacturing facility and transferring its production, along
with certain products from another facility, to other
manufacturing facilities within our network. We expect these
actions to be completed by the end of Q4 2009. During Q3 2009,
we recorded $1.4 in costs associated with these actions which
included employee termination costs, impairment of certain fixed
assets and relocation costs. We have incurred a cumulative total
of $10.4 in costs related to this initiative during 2009.
Within the Other category, we are closing our Oakland,
California (Metro) manufacturing facility, as we continue to
consolidate front office and manufacturing operations within
other Coalesse Group and North America locations. We expect to
complete this initiative by the end of Q4 2009. We recorded a
charge of $2.3 during Q3 2009, and we have incurred a cumulative
total of $9.3 in costs related to employee termination,
relocation and impairment of certain fixed assets in connection
with this initiative.
13
Table of Contents
Also within the Other Category, we closed a PolyVision facility
during Q1 2009. This closure was linked to a decision to exit a
portion of the public-bid contractor whiteboard fabrication
business where profit margins are the lowest. During 2009, we
incurred cumulative employee termination and relocation costs of
$1.2 associated with this action. We also recorded a credit of
$0.9 in Q2 2009 related to the disposition of a product line
within PolyVisions business.
We launched various white-collar reinvention
initiatives across our business in an effort to curb the
automatic replacement of future attrition and retirements and to
rebalance our global workforce to better align with our growth
opportunities. In connection with these efforts, we expect to
reduce our existing white-collar workforce by approximately 100
jobs by the end of 2009. Some of those jobs will relocate to a
company-owned shared service center, some to third parties and
some may be eliminated as we continue to modernize our
processes. We incurred $0.3 in costs in Q3 2009, for a
cumulative total of $4.0 in employee termination costs
associated with these initiatives during 2009.
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Restructuring Costs
2008
2007
2008
2007
$
1.9
$
0.3
$
9.8
$
2.0
(0.5
)
(0.4
)
(2.1
)
1.9
0.1
7.9
3.8
(0.1
)
17.3
(0.1
)
1.4
0.2
1.0
0.7
1.2
0.9
3.6
$
4.7
$
(0.1
)
$
20.9
$
(0.1
)
Business Exits
Workforce
and Related
Restructuring Reserve
Reductions
Costs
Total
$
2.5
$
2.6
$
5.1
16.5
4.4
20.9
(12.3
)
(1.4
)
(13.7
)
(0.3
)
(2.0
)
(2.3
)
$
6.4
$
3.6
$
10.0
14
Table of Contents
Item 2.
Managements
Discussion and Analysis of Financial Condition and Results of
Operations:
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Income Statement Data
2008
2007
2008
2007
$
811.3
100.0
%
$
885.9
100.0
%
$
2,528.9
100.0
%
$
2,519.5
100.0
%
577.0
71.1
589.1
66.5
1,736.8
68.7
1,680.9
66.7
3.8
0.5
(0.1
)
17.3
0.7
(0.1
)
230.5
28.4
296.9
33.5
774.8
30.6
838.7
33.3
214.6
26.5
244.2
27.6
673.4
26.6
682.7
27.1
0.9
0.1
3.6
0.1
15.0
1.8
52.7
5.9
97.8
3.9
156.0
6.2
(5.6
)
(0.7
)
(0.6
)
(0.1
)
(8.5
)
(0.4
)
9.2
0.4
9.4
1.1
52.1
5.8
89.3
3.5
165.2
6.6
9.0
1.1
20.8
2.3
35.3
1.4
62.6
2.5
$
0.4
$
31.3
3.5
%
$
54.0
2.1
%
$
102.6
4.1
%
15
Table of Contents
16
Table of Contents
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Interest Expense and Other (Expense) Income, Net
2008
2007
2008
2007
$
(4.3
)
$
(4.2
)
$
(12.8
)
$
(12.6
)
1.0
5.7
4.5
18.5
1.1
1.1
3.4
3.3
(1.0
)
(1.6
)
(3.5
)
(5.5
)
(2.6
)
1.5
(3.7
)
2.9
0.2
(3.1
)
3.6
2.6
(1.3
)
3.6
4.3
21.8
$
(5.6
)
$
(0.6
)
$
(8.5
)
$
9.2
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Income Statement Data North America
2008
2007
2008
2007
$
443.1
100.0
%
$
500.0
100.0
%
$
1,373.5
100.0
%
$
1,462.4
100.0
%
333.0
75.2
341.2
68.2
965.3
70.3
994.9
68.0
1.9
0.4
0.3
0.1
9.8
0.7
2.0
0.2
108.2
24.4
158.5
31.7
398.4
29.0
465.5
31.8
105.0
23.7
105.9
21.2
319.4
23.3
329.1
22.5
1.4
0.1
$
3.2
0.7
%
$
52.6
10.5
%
$
77.6
5.6
%
$
136.4
9.3
%
17
Table of Contents
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Income Statement Data International
2008
2007
2008
2007
$
236.0
100.0
%
$
230.8
100.0
%
$
742.0
100.0
%
$
615.6
100.0
%
155.5
65.9
150.9
65.4
500.2
67.4
407.0
66.1
(0.5
)
(0.2
)
(0.4
)
(2.1
)
(0.3
)
80.5
34.1
80.4
34.8
242.2
32.6
210.7
34.2
60.9
25.8
60.2
26.0
196.5
26.5
171.5
27.8
0.2
0.1
1.0
0.1
$
19.4
8.2
%
$
20.2
8.8
%
$
44.7
6.0
%
$
39.2
6.4
%
18
Table of Contents
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Income Statement Data Other
2008
2007
2008
2007
$
132.2
100.0
%
$
155.1
100.0
%
$
413.4
100.0
%
$
441.5
100.0
%
88.5
67.0
97.0
62.5
271.3
65.6
279.0
63.2
1.9
1.4
0.1
0.1
7.9
1.9
41.8
31.6
58.0
37.4
134.2
32.5
162.5
36.8
44.2
33.4
70.9
45.7
138.9
33.6
161.4
36.6
0.7
0.5
1.2
0.3
$
(3.1
)
(2.3
)%
$
(12.9
)
(8.3
)%
$
(5.9
)
(1.4
)%
$
1.1
0.2
%
19
Table of Contents
Three Months Ended
Nine Months Ended
November 28,
November 23,
November 28,
November 23,
Income Statement Data Corporate
2008
2007
2008
2007
$
4.5
$
7.2
$
18.6
$
20.7
Nine Months Ended
November 28,
November 23,
Cash Flow Data
2008
2007
$
111.7
$
167.8
(35.2
)
(65.4
)
(120.0
)
(174.1
)
(7.0
)
12.1
(50.5
)
(59.6
)
213.9
527.2
$
163.4
$
467.6
Nine Months Ended
November 28,
November 23,
Cash Flow Data Operating Activities
2008
2007
$
54.0
$
102.6
67.5
70.1
21.1
(25.6
)
(35.3
)
15.8
9.3
$
111.7
$
167.8
20
Table of Contents
Nine Months Ended
November 28,
November 23,
Cash Flow Data Investing Activities
2008
2007
$
(66.2
)
$
(52.6
)
(1.3
)
(43.1
)
4.8
26.0
15.8
(7.6
)
11.7
11.9
$
(35.2
)
$
(65.4
)
Nine Months Ended
November 28,
November 23,
Cash Flow Data Financing Activities
2008
2007
$
(60.7
)
$
(64.9
)
(59.0
)
(124.5
)
0.4
11.0
(0.7
)
4.3
$
(120.0
)
$
(174.1
)
21
Table of Contents
Liquidity Facilities
Amount
$
200.0
106.5
306.5
4.6
21.4
$
280.5
22
Table of Contents
In December 2008, we announced a series of new actions to
consolidate additional manufacturing and distribution facilities
in North America, reduce our white-collar workforce and other
operating costs globally, and continue and expand our
white-collar reinvention initiatives. We expect these recently
announced restructuring initiatives to cost between $20 and $25
and generate up to $40 of annualized savings once completed. See
Note 13 to the condensed consolidated financial statements
for additional information.
In December 2008, our Board of Directors declared a cash
dividend on our common stock of $0.08 per share, compared to
quarterly dividends of $0.15 per share paid in 2008 and
year-to-date 2009.
During Q3 2009, we reduced the level of share repurchases
compared to recent quarters.
We expect to reduce our level of capital expenditures in 2010 to
approximately $50, as compared to an expected $100 for 2009,
with a significant portion dedicated to product development
efforts.
23
Table of Contents
Item 3.
Quantitative
and Qualitative Disclosures About Market Risk:
Item 4.
Controls
and Procedures:
24
Table of Contents
Item 1A.
Risk
Factors:
If our customers have difficulty in accessing the necessary
liquidity for their operations, they may be unable to allocate
capital for the purchase of our products and services, or they
may be unable to pay amounts owed to our dealers or us.
We rely largely on a network of independent and company-owned
dealers to market, deliver and install our products to
customers. Customer concentration within some of our dealers is
relatively high. If our dealers are unable to access liquidity
or become insolvent, they could be unable to deliver required
products and services and unable to pay amounts owed to us.
If our suppliers are unable to access liquidity or become
insolvent, they could be unable to deliver raw materials or
component parts and labor. In addition, some of our suppliers
also serve the automotive industry. Any adverse impacts to the
automotive industry, as a result of the economic slowdown or
credit crisis, could have a ripple effect on these suppliers
which could adversely impact their ability to supply us
necessary parts or labor. Any such disruptions could negatively
impact our ability to deliver products and services to our
dealers
and/or
customers, which in turn could have an adverse impact on our
business, operating results or financial condition.
Item 2.
Unregistered
Sales of Equity Securities and Use of Proceeds:
(d)
(c)
Approximate Dollar
Total Number of
Value of Shares
Shares Purchased as
that May Yet be
(a)
(b)
Part of Publicly
Purchased
Total Number of
Average Price
Announced Plans
Under the Plans
Period
Shares Purchased
Paid per Share
or Programs (1)
or Programs (1)
$
$
220.0
557,700
$
8.75
557,700
$
215.1
$
$
215.1
557,700
$
8.75
557,700
(1)
In December 2007, our Board of Directors approved a share
repurchase program permitting the repurchase of up to $250 of
shares of our common stock. This program has no specific
expiration date.
Item 6.
Exhibits:
25
Table of Contents
26
Table of Contents
Exhibit
No.
Description
10
.1
Steelcase Inc. Restoration Retirement Plan, as amended and
restated effective January 1, 2009(1)
10
.2
Non-Employee Director Deferred Compensation Plan, as amended and
restated effective January 1, 2009(1)
10
.3
Steelcase Inc. Deferred Compensation Plan, as amended and
restated effective January 1, 2009(1)
10
.4
2009-1
Amendment to the Steelcase Inc. Deferred Compensation Plan, as
amended and restated effective January 1, 2009
31
.1
Certification of CEO pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
31
.2
Certification of CFO pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
32
.1
Certification of CEO and CFO pursuant to 18 U.S.C.
Section 1350, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
(1)
These documents were previously filed as the like-numbered
exhibits to our
10-Q
for the
quarter ended August 29, 2008 and are being refiled to
correct an error in the versions previously filed.
27
Page | ||||
Article 1 Establishment and Purpose
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1 | |||
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1.1 History of the Plan
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1 | |||
1.2 This
Document
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1 | |||
1.3 Purpose
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1 | |||
1.4 Status of Plan Under ERISA
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1 | |||
1.5 Compliance With Section 409A
|
1 | |||
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Article 2 Definitions
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1 | |||
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Article 3 Administration of Plan
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8 | |||
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3.1 Administrative Committee
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8 | |||
3.2 Responsibility; Indemnification
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8 | |||
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Article 4 Eligibility
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8 | |||
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4.1 Participation
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8 | |||
4.2 Termination of Participation
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9 | |||
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Article 5 Vesting
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9 | |||
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5.1 Vesting Service
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9 | |||
5.2 Vested Percentage
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9 | |||
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Article 6 Benefits
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9 | |||
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6.1 Amount and Form of Benefit
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9 | |||
6.2 Payment of Pre-2005 Accounts
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10 | |||
6.3 Payment of Post-2004 Account
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10 | |||
6.4 Forfeiture of Benefits
|
11 | |||
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Article 7 Change In Control
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12 | |||
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7.1 Vesting
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12 | |||
7.2 Payment
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12 | |||
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Article 8 Amendment and Termination
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12 | |||
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8.1 Amendment
|
12 | |||
8.2 Termination
|
12 | |||
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Article 9 General Provisions
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13 | |||
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9.1 No Right to Participate
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13 | |||
9.2 No Employment Right
|
13 | |||
9.3 No
Assignment or Transfer
|
13 | |||
9.4 Withholding and Payroll Taxes
|
13 | |||
9.5 Incompetent Payee
|
13 | |||
9.6 Governing Law
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13 |
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Page | ||||
9.7 Construction
|
14 | |||
9.8 Disputes
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14 | |||
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Signature
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14 |
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Years of Vested Service | Vested Percentage | |
Less than 2 years
|
0% | |
2 years or more
|
100% |
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STEELCASE INC. | ||||||
|
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By: | /s/ Nancy W. Hickey | |||||
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Its: | Sr. VP, CAO | ||||
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Page | ||||
Article 1 Establishment and Purpose
|
1 | |||
|
||||
1.1 History of Plan
|
1 | |||
1.2 Purpose
|
1 | |||
1.3 This Document
|
1 | |||
1.4 Status of Plan Under ERISA
|
1 | |||
1.5 Compliance with Section 409A
|
1 | |||
|
||||
Article 2 Definitions
|
1 | |||
|
||||
Article 3 Participation
|
5 | |||
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Article 4 Director Payment and Deferrals
|
5 | |||
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4.1 Participant Election Between Deferral and Stock
|
5 | |||
4.2 Participant Election Between Cash and Deferral
|
5 | |||
4.3 Initial and Subsequent Election Periods
|
6 | |||
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Article 5 Deferral Account
|
6 | |||
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5.1 Deferral Accounts
|
6 | |||
5.2 Debits/Credits to Deferral Accounts
|
6 | |||
5.3 Investment Media
|
6 | |||
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Article 6 Payments
|
7 | |||
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6.1 Timing
|
7 | |||
6.2 Form of Payment
|
7 | |||
6.3 Payment Medium
|
8 | |||
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Article 7 Miscellaneous
|
8 | |||
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7.1 No Trust
|
8 | |||
7.2 Nonforfeitability
|
8 | |||
7.3 Spendthrift Provision
|
8 | |||
7.4 Successors, Etc
|
9 | |||
7.5 Severability
|
9 | |||
7.6 Governing Law
|
9 | |||
7.7 Number Construction
|
9 | |||
7.8 Amendment and Termination of Plan
|
9 | |||
7.9 Interpretation and Implementation
|
9 | |||
7.10 Administrative Committee
|
10 | |||
7.11 Claims and Appeals
|
10 | |||
|
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Signature
|
10 |
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STEELCASE INC. | ||||||||||||
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Attest: By: | /s/ John Hagenbush | By: | /s/ Nancy W. Hickey | |||||||||
|
Its: Director Global Compensation | Its: Sr. VP, CAO |
-10-
Page | ||||
Article 1 Establishment and Purpose
|
1 | |||
|
||||
1.1 History of the Plan
|
1 | |||
1.2 This Document
|
1 | |||
1.3 Purpose
|
1 | |||
1.4 Status of Plan Under ERISA
|
1 | |||
1.5 Compliance with Section 409A
|
1 | |||
|
||||
Article 2 Definitions
|
1 | |||
|
||||
Article 3 Eligibility
|
6 | |||
|
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Article 4 Deferral of Base Salary or Bonus
|
7 | |||
|
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4.1 Deferral Elections
|
7 | |||
4.2 Changes and Revocations in Elections
|
7 | |||
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Article 5 Deferral Account
|
7 | |||
|
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5.1 Deferral Accounts
|
7 | |||
5.2 Debits/Credits to Deferral Accounts
|
8 | |||
5.3 Investment Media
|
8 | |||
|
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Article 6 Payments
|
9 | |||
|
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6.1 Timing
|
9 | |||
6.2 Form for Payment
|
9 | |||
6.3 Payment Medium
|
9 | |||
|
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Article 7 Miscellaneous
|
10 | |||
|
||||
7.1 No Trust
|
10 | |||
7.2 Funding Arrangements
|
10 | |||
7.3 Nonforfeitability
|
11 | |||
7.4 Spendthrift Provision
|
11 | |||
7.5 Successors, Etc
|
11 | |||
7.6 Severability
|
11 | |||
7.7 Governing Law
|
11 | |||
7.8 No Employment Rights
|
11 | |||
7.9 Number Construction
|
12 | |||
7.10 Amendment and Termination of Plan
|
12 | |||
7.11 Extension of Coverage
|
12 | |||
7.12 Interpretation and Implementation
|
12 | |||
7.13 Administrative Committee
|
12 | |||
7.14 Claims and Appeals
|
13 | |||
7.15 Other Benefits
|
13 |
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Page | ||||
Signature
|
13 |
-ii-
1.1 | History of the Plan |
1.2 | This Document |
1.3 | Purpose |
1.4 | Status of Plan Under ERISA |
1.5 | Compliance with Section 409A |
2.1 | Administrative Committee |
2.2 | Base Salary |
2.3 | Beneficiary |
2.4 | Bonus |
2.5 | Code |
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2.6 | Company |
2.7 | Competition |
2.8 | Deferral Account |
2.9 | Deferral Date |
2.10 | Deferral Period |
2.11 | Deferral Year |
2.12 | Determination Period |
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2.13 | Disabled or Disability |
2.14 | Election Period |
2.15 | Employee |
2.16 | ERISA |
2.17 | Gross Misconduct |
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2.18 | Key Employee |
2.19 | Participant |
2.20 | Payment Date |
2.21 | Plan |
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2.22 | Plan Year |
2.23 | Related Employer |
2.24 | Separation from Service |
2.25 | Spouse |
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4.1 | Deferral Elections |
4.2 | Changes and Revocations in Elections |
5.1 | Deferral Accounts |
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5.2 | Debits/Credits to Deferral Accounts |
5.3 | Investment Media |
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6.1 | Timing |
6.2 | Form for Payment |
(a) | One lump sum, | ||
(b) | Annual payments over a period of five years, or | ||
(c) | Annual payments over a period of ten years; |
6.3 | Payment Medium |
-9-
Percentage of | ||||
Payment Date | Sub-Account Balance Paid | |||
First Payment Date
|
20 | % | ||
Second Payment Date
|
25 | % | ||
Third Payment Date
|
33 1 / 3 | % | ||
Fourth Payment Date
|
50 | % | ||
Fifth Payment Date
|
100 | % |
7.1 | No Trust |
7.2 | Funding Arrangements |
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7.3 | Nonforfeitability |
7.4 | Spendthrift Provision |
7.5 | Successors, Etc |
7.6 | Severability |
7.7 | Governing Law |
7.8 | No Employment Rights |
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7.9 | Number Construction |
7.10 | Amendment and Termination of Plan |
7.11 | Extension of Coverage |
7.12 | Interpretation and Implementation |
7.13 | Administrative Committee |
-12-
7.14 | Claims and Appeals |
7.15 | Other Benefits |
STEELCASE INC.
|
||||
By: | /s/ Nancy W. Hickey | |||
Its: Sr. VP, CAO | ||||
-13-
STEELCASE INC.
|
||||
Dated: December 22, 2008 | By | /s/ Nancy W. Hickey | ||
Nancy W. Hickey | ||||
Its | Senior Vice President | |||
Chief Administrative Officer | ||||
/s/ James P. Hackett | ||||
Name: | James P. Hackett | |||
Title: |
President and Chief Executive Officer
|
|||
Date: | January 7, 2009 |
/s/ David C. Sylvester | ||||
Name: | David C. Sylvester | |||
Title: | Vice President, Chief Financial Officer | |||
Date: | January 7, 2009 |
/s/ James P. Hackett | ||||
Name: | James P. Hackett | |||
Title: | President and Chief Executive Officer | |||
January 7, 2009 | ||||
/s/ David C. Sylvester | ||||
Name: | David C. Sylvester | |||
Title: | Vice President, Chief Financial Officer | |||
January 7, 2009 | ||||