STEELCASE INC (Form: 10-Q, Received: 09/24/2013 15:58:12)
Table of Contents

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________________
FORM 10-Q
þ
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 
For the quarterly period ended August 23, 2013
or
o
 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from          to
Commission File Number 1-13873
___________________________________________________________
STEELCASE INC.
(Exact name of registrant as specified in its charter)
Michigan
 
38-0819050
(State or other jurisdiction
of incorporation or organization)
 
(I.R.S. employer identification no.)
901 44th Street SE
Grand Rapids, Michigan
(Address of principal executive offices)
 
49508
(Zip Code)  

(Registrant’s telephone number, including area code) (616) 247-2710
None
(Former name, former address and former fiscal year, if changed since last report)
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  þ      No  o
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 (§ 232.405 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  þ      No  o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
 
 
 
 
Large accelerated filer  þ
Accelerated filer  o
Non-accelerated filer  o
Smaller reporting company  o
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  o      No  þ
As of September 19, 2013 , Steelcase Inc. had 89,986,773  shares of Class A Common Stock and 33,899,979  shares of Class B Common Stock outstanding.
 


Table of Contents

STEELCASE INC.
FORM 10-Q


FOR THE QUARTERLY PERIOD ENDED AUGUST 23, 2013

INDEX

 
 
Page No. 
 
 
 
 
 
 
 
 
 
 
 



Table of Contents

PART I. FINANCIAL INFORMATION

Item 1.
Financial Statements:

STEELCASE INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(in millions, except per share data)

 
Three Months Ended
Six Months Ended
 
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Revenue
$
757.6

 
$
744.9

 
$
1,424.7

 
$
1,420.1

Cost of sales
513.4

 
513.4

 
970.6

 
987.5

Restructuring costs
(0.1
)
 
3.4

 
0.1

 
8.5

Gross profit
244.3

 
228.1

 
454.0

 
424.1

Operating expenses
188.9

 
181.0

 
374.0

 
357.7

Restructuring costs
3.4

 
0.3

 
7.6

 
0.3

Operating income
52.0

 
46.8

 
72.4

 
66.1

Interest expense
(4.5
)
 
(4.6
)
 
(8.9
)
 
(9.1
)
Investment income (loss)
(1.8
)
 
1.3

 
(1.2
)
 
2.4

Other income, net
0.6

 
1.7

 
1.8

 
5.5

Income before income tax expense
46.3

 
45.2

 
64.1

 
64.9

Income tax expense
18.7

 
15.7

 
23.3

 
22.2

Net income
$
27.6

 
$
29.5

 
$
40.8

 
$
42.7

Earnings per share:
 

 
 

 
 

 
 

Basic
$
0.22

 
$
0.23

 
$
0.32

 
$
0.33

Diluted
$
0.22

 
$
0.23

 
$
0.32

 
$
0.33

Dividends declared and paid per common share
$
0.10

 
$
0.09

 
$
0.20

 
$
0.18


See accompanying notes to the condensed consolidated financial statements.

1

Table of Contents

STEELCASE INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
(in millions)

 
Three Months Ended
Six Months Ended
 
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Net income
$
27.6

 
$
29.5

 
$
40.8

 
$
42.7

Other comprehensive income (loss), net:
 
 
 
 
 
 
 
Unrealized gain on investments

 
0.6

 
0.2

 
0.7

Minimum pension liability
(1.4
)
 
(1.5
)
 
(2.4
)
 
(3.0
)
Foreign currency translation adjustments
0.7

 
2.9

 
(0.8
)
 
(12.4
)
Total other comprehensive income (loss), net
(0.7
)
 
2.0

 
(3.0
)
 
(14.7
)
Comprehensive income
$
26.9

 
$
31.5

 
37.8

 
28.0


See accompanying notes to the condensed consolidated financial statements.


2

Table of Contents

STEELCASE INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions)

 
(Unaudited)
 
 
August 23,
2013
February 22,
2013
ASSETS
Current assets:
 

 
 

Cash and cash equivalents
$
127.8

 
$
150.4

Short-term investments
43.4

 
100.5

Accounts receivable, net of allowances of $11.7 and $14.5
331.5

 
287.3

Inventories
154.5

 
137.5

Deferred income taxes
44.5

 
56.2

Other current assets
55.5

 
46.7

Total current assets
757.2

 
778.6

Property, plant and equipment, net of accumulated depreciation of $1,220.5 and $1,221.4
361.7

 
353.2

Company-owned life insurance
225.5

 
225.8

Deferred income taxes
109.7

 
101.7

Goodwill
120.6

 
121.4

Other intangible assets, net
18.0

 
19.2

Other assets
95.0

 
89.7

Total assets
$
1,687.7

 
$
1,689.6

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
 

 
 

Accounts payable
$
227.1

 
$
198.6

Short-term borrowings and current maturities of long-term debt
2.5

 
2.6

Accrued expenses:
 

 
 

Employee compensation
112.0

 
129.4

Employee benefit plan obligations
17.3

 
23.8

Other
151.6

 
130.4

Total current liabilities
510.5

 
484.8

Long-term liabilities:
 

 
 

Long-term debt less current maturities
285.2

 
286.4

Employee benefit plan obligations
156.2

 
158.0

Other long-term liabilities
75.4

 
92.4

Total long-term liabilities
516.8

 
536.8

Total liabilities
1,027.3

 
1,021.6

Shareholders’ equity:
 

 
 

Common stock

 

Additional paid-in capital
6.9

 
27.2

Accumulated other comprehensive loss
(7.2
)
 
(4.2
)
Retained earnings
660.7

 
645.0

Total shareholders’ equity
660.4

 
668.0

Total liabilities and shareholders’ equity
$
1,687.7

 
$
1,689.6


See accompanying notes to the condensed consolidated financial statements.

3

Table of Contents

STEELCASE INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(in millions)

 
Six Months Ended
 
August 23,
2013
August 24,
2012
OPERATING ACTIVITIES
 

 
 

Net income
$
40.8

 
$
42.7

Depreciation and amortization
28.9

 
27.4

Changes in cash surrender value of company-owned life insurance
0.3

 
(4.5
)
Changes in deferred income taxes
0.1

 
11.8

Non-cash stock compensation
12.5

 
6.4

Changes in operating assets and liabilities, net of acquisitions and divestiture:
 

 
 

Accounts receivable, inventories and accounts payable
(32.8
)
 
(33.7
)
Employee compensation liabilities
(31.3
)
 
(26.3
)
Employee benefit obligations
(12.2
)
 
(8.6
)
Other assets and liabilities
4.5

 
6.5

Other
6.3

 
7.5

Net cash provided by operating activities
17.1

 
29.2

INVESTING ACTIVITIES
 

 
 

Capital expenditures
(36.4
)
 
(25.8
)
Proceeds from disposal of fixed assets
1.6

 
14.1

Purchases of short-term investments
(17.8
)
 
(14.3
)
Liquidations of short-term investments
74.5

 
41.7

Other
(1.5
)
 
(10.9
)
Net cash provided by investing activities
20.4

 
4.8

FINANCING ACTIVITIES
 

 
 

Dividends paid
(25.1
)
 
(23.0
)
Common stock repurchases
(31.8
)
 
(19.4
)
Other
(2.3
)
 
0.4

Net cash used in financing activities
(59.2
)
 
(42.0
)
Effect of exchange rate changes on cash and cash equivalents
(0.9
)
 
(0.9
)
Net decrease in cash and cash equivalents
(22.6
)
 
(8.9
)
Cash and cash equivalents, beginning of period
150.4

 
112.1

Cash and cash equivalents, end of period
$
127.8

 
$
103.2


See accompanying notes to the condensed consolidated financial statements.


4

Table of Contents

STEELCASE INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.
BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions in Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals and adjustments) considered necessary for a fair presentation of the condensed consolidated financial statements have been included. Results for interim periods should not be considered indicative of results to be expected for a full year. Reference should be made to the consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the fiscal year ended February 22, 2013 (“Form 10-K”). The Condensed Consolidated Balance Sheet as of February 22, 2013 was derived from the audited Consolidated Balance Sheet included in our Form 10-K.
As used in this Quarterly Report on Form 10-Q (“Report”), unless otherwise expressly stated or the context otherwise requires, all references to “Steelcase,” “we,” “our,” “Company” and similar references are to Steelcase Inc. and its subsidiaries in which a controlling interest is maintained. Unless the context otherwise indicates, reference to a year relates to the fiscal year, ended in February of the year indicated, rather than a calendar year. Additionally, Q1, Q2, Q3 and Q4 reference the first, second, third and fourth quarter, respectively, of the fiscal year indicated. All amounts are in millions, except share and per share data, data presented as a percentage or as otherwise indicated.
2.
NEW ACCOUNTING STANDARDS
In February 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income . The guidance requires an entity to present significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income if the amount is reclassified to net income in its entirety in the same reporting period. This presentation may be either on the face of the statement where net income is presented or as a separate disclosure in the notes to the financial statements. For other significant amounts not required to be reclassified in their entirety to net income in the same reporting period, a cross reference to other disclosures that provide additional detail about the reclassification amounts is required. The Company adopted these provisions in Q1 2014, applied prospectively. This update impacts disclosures only, and therefore adoption did not have an impact on our consolidated financial position, results of operations or cash flows. The disclosures required by this update are included in Note 4 .
In July 2012, the FASB amended Accounting Standards Codification ("ASC") 350, Intangibles — Goodwill and Other . This amendment is intended to reduce the cost and complexity of the annual impairment test for indefinite-lived intangible assets other than goodwill by providing entities an option to perform a qualitative assessment to determine whether further impairment testing is necessary. The Company adopted the amended provisions in Q1 2014. This amendment impacts impairment testing steps only, and therefore adoption did not have an impact on our consolidated financial position, results of operations or cash flows.
3.
EARNINGS PER SHARE
Earnings per share is computed using the two-class method. The two-class method determines earnings per share for each class of common stock and participating securities according to dividends or dividend equivalents and their respective participation rights in undistributed earnings. Participating securities include performance units and restricted stock units in which the participants have non-forfeitable rights to dividend equivalents during the performance period. Diluted earnings per share includes the effects of certain performance units in which the participants have forfeitable rights to dividend equivalents during the performance period.

5

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

 
Three Months Ended
Six Months Ended
Computation of Earnings per Share
August 23,
2013
 
August 24,
2012
August 23,
2013
 
August 24,
2012
Net income
$
27.6

 
$
29.5

 
$
40.8

 
$
42.7

Adjustment for earnings attributable to participating securities
(0.5
)
 
(0.4
)
 
(0.6
)
 
(0.6
)
Net income used in calculating earnings per share
$
27.1

 
$
29.1

 
$
40.2

 
$
42.1

Weighted-average common shares outstanding including participating securities (in millions)
125.9

 
127.1

 
126.2

 
127.9

Adjustment for participating securities (in millions)
(2.0
)
 
(1.8
)
 
(1.9
)
 
(1.9
)
Shares used in calculating basic earnings per share (in millions)
123.9

 
125.3

 
124.3

 
126.0

Effect of dilutive stock-based compensation (in millions)
1.9

 
0.6

 
1.9

 
0.5

Shares used in calculating diluted earnings per share (in millions)
125.8

 
125.9

 
126.2

 
126.5

Earnings per share:
 

 
 

 
 

 
 

Basic
$
0.22

 
$
0.23

 
$
0.32

 
$
0.33

Diluted
$
0.22

 
$
0.23

 
$
0.32

 
$
0.33

Total common shares outstanding at period end (in millions)
123.9

 
125.1

 
123.9

 
125.1

 
 
 
 
 
 
 
 
Anti-dilutive options and performance units excluded from computation of diluted earnings per share (in millions)

 
0.9

 

 
0.9

4.
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the three months ended August 23, 2013 :
 
Unrealized gain on investments
Minimum pension liability
Derivative adjustments
Foreign currency translation adjustments
Total
Balance as of May 24, 2013
$
0.8

 
$
17.9

 
$
(0.1
)
 
$
(25.1
)
 
$
(6.5
)
 
Other comprehensive income before reclassifications
0.2

 

 

 
0.7

 
0.9

 
Amounts reclassified from accumulated other comprehensive (loss)
(0.2
)
 
(1.4
)
 

 

 
(1.6
)
 
Net current period other comprehensive income (loss)

 
(1.4
)
 

 
0.7

 
(0.7
)
 
Balance as of August 23, 2013
$
0.8

 
$
16.5

 
$
(0.1
)
 
$
(24.4
)
 
$
(7.2
)
 

6

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table summarizes the changes in accumulated balances of other comprehensive income (loss) for the six months ended August 23, 2013 :
 
Unrealized gain on investments
Minimum pension liability
Derivative adjustments
Foreign currency translation adjustments
Total
Balance as of February 22, 2013
$
0.6

 
$
18.9

 
$
(0.1
)
 
$
(23.6
)
 
$
(4.2
)
 
Other comprehensive income (loss) before reclassifications
0.3

 

 

 
(0.8
)
 
(0.5
)
 
Amounts reclassified from accumulated other comprehensive income (loss)
(0.1
)
 
(2.4
)
 

 

 
(2.5
)
 
Net current period other comprehensive income (loss)
0.2

 
(2.4
)
 

 
(0.8
)
 
(3.0
)
 
Balance as of August 23, 2013
$
0.8

 
$
16.5

 
$
(0.1
)
 
$
(24.4
)
 
$
(7.2
)
 
The following table provides details about reclassifications out of accumulated other comprehensive income (loss) for the three and six months ended August 23, 2013 :
Detail of Accumulated Other Comprehensive
Income (Loss) Components
Amount Reclassified from Accumulated Other Comprehensive Income (Loss)
Affected Line in the Consolidated Statements of Income
Three Months Ended
Six Months Ended
August 23,
2013
August 23,
2013
Unrealized gains on investments
$
(0.2
)
 
$
(0.1
)
 
Other income
 
 

 

 
Income tax expense
 
 
(0.2
)
 
(0.1
)
 
Net income
 
 
 
 
 
 
 
 
Amortization of defined benefit pension items:
 
 
 
 
 
 
Actuarial losses
0.1

 
0.2

 
Cost of sales
 
Actuarial losses
0.2

 
0.5

 
Operating expenses
 
Prior service cost
(1.2
)
 
(2.2
)
 
Cost of sales
 
Prior service cost
(1.3
)
 
(2.4
)
 
Operating expenses
 
 
0.8

 
1.5

 
Income tax expense
 
 
(1.4
)
 
(2.4
)
 
Net of Tax
 
Total reclassifications
$
(1.6
)
 
$
(2.5
)
 
 
 
5.
FAIR VALUE
The carrying amounts for many of our financial instruments, including cash and cash equivalents, accounts and notes receivable, accounts and notes payable, short-term borrowings and certain other liabilities, approximate their fair value due to their relatively short maturities. Our short-term investments, foreign exchange forward contracts and long-term investments are measured at fair value on the Condensed Consolidated Balance Sheets.
Our total debt is carried at cost and was $287.7 and $289.0 as of August 23, 2013 and February 22, 2013 , respectively. The fair value of our total debt is measured using a discounted cash flow analysis based on current market interest rates for similar types of instruments and was approximately $319 and $321 as of August 23, 2013 and February 22, 2013 , respectively.
We periodically use derivative financial instruments to manage exposures to movements in foreign exchange rates and interest rates. The use of these financial instruments modifies the exposure of these risks with the intention to reduce our risk of short-term volatility. We do not use derivatives for speculative or trading purposes.

7

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Assets and liabilities measured at fair value in our Consolidated Balance Sheets as of August 23, 2013 and February 22, 2013 are summarized below:
 
August 23, 2013
Fair Value of Financial Instruments
Level 1
Level 2
Level 3
Total
Assets:
 

 
 

 
 

 
 

Cash and cash equivalents
$
127.8

 
$

 
$

 
$
127.8

Restricted cash
3.5

 

 

 
3.5

Managed investment portfolio and other investments
 
 
 
 
 
 
 
U.S. agency debt securities

 
19.3

 

 
19.3

Corporate debt securities

 
15.3

 

 
15.3

U.S. government debt securities
4.1

 

 

 
4.1

Asset backed securities

 
3.9

 

 
3.9

Other investments

 
0.8

 

 
0.8

Foreign exchange forward contracts

 
0.3

 

 
0.3

Auction rate securities

 

 
9.9

 
9.9

Canadian asset-backed commercial paper restructuring notes

 

 
3.7

 
3.7

 
$
135.4

 
$
39.6

 
$
13.6

 
$
188.6

Liabilities
 

 
 

 
 

 
 

Foreign exchange forward contracts
$

 
$
(1.9
)
 
$

 
$
(1.9
)
 
$

 
$
(1.9
)
 
$

 
$
(1.9
)
 
 
 
 
 
 
 
 
 
February 22, 2013
Fair Value of Financial Instruments
Level 1
Level 2
Level 3
Total
Assets:
 

 
 

 
 

 
 

Cash and cash equivalents
$
150.4

 
$

 
$

 
$
150.4

Restricted cash
3.5

 

 

 
3.5

Managed investment portfolio and other investments
 
 
 
 
 
 
 
U.S. agency debt securities

 
44.1

 

 
44.1

Corporate debt securities

 
30.3

 

 
30.3

U.S. government debt securities
4.4

 

 

 
4.4

Asset backed securities

 
5.5

 

 
5.5

Municipal debt securities

 
14.1

 

 
14.1

Other investments

 
2.1

 

 
2.1

Foreign exchange forward contracts

 
1.3

 

 
1.3

Auction rate securities

 

 
9.8

 
9.8

Canadian asset-backed commercial paper restructuring notes

 

 
3.5

 
3.5

 
$
158.3

 
$
97.4

 
$
13.3

 
$
269.0

Liabilities
 

 
 

 
 

 
 

Foreign exchange forward contracts
$

 
$
(1.9
)
 
$

 
$
(1.9
)
 
$

 
$
(1.9
)
 
$

 
$
(1.9
)


8

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Below is a roll-forward of assets and liabilities measured at fair value using Level 3 inputs for the six months ended August 23, 2013 :
Roll-Forward of Fair Value Using Level 3 Inputs
Auction Rate Securities
Canadian
Asset-Backed
Commercial
Paper
Restructuring Notes
Balance as of February 22, 2013
$
9.8

 
$
3.5

Unrealized gain on investments
0.1

 
0.4

Other-than-temporary impairments

 

Currency translation adjustment

 
(0.2
)
Balance as of August 23, 2013
$
9.9

 
$
3.7

6.
INVENTORIES
Inventories
August 23,
2013
February 22,
2013
Raw materials
$
63.8

 
$
58.7

Work-in-process
12.5

 
13.2

Finished goods
99.5

 
87.0

 
175.8

 
158.9

Less LIFO reserve
21.3

 
21.4

 
$
154.5

 
$
137.5

The portion of inventories determined by the LIFO method was $68.9 as of August 23, 2013 and $70.2 as of February 22, 2013 .
7.
STOCK INCENTIVE PLAN
Performance Units
In Q1 2014, we awarded 419,724 performance units ("PSUs") to our executive officers. Of the PSUs awarded, 209,862 units are earned after a three-year performance period, from 2014 through 2016, based on our total shareholder return relative to a comparison group of companies, which is a market condition, and, if earned, will be issued in the form of shares of Class A Common Stock. The number of shares that may be earned can range from 0% to 200% of the target amount; therefore, the maximum number of shares that can be issued under this award is 419,724 . These PSUs are expensed and recorded in Additional paid-in capital on the Condensed Consolidated Balance Sheets over the performance periods. We used the Monte Carlo simulation model to calculate the fair value of these PSUs on the date of grant. The model resulted in a weighted average grant date fair value of $15.51 per unit for these PSUs, compared to $11.92 and $16.56 per unit for PSUs granted in 2013 and 2012, respectively. The weighted average grant date fair values were determined using the following assumptions:
 
2014 Awards
2013 Awards
2012 Awards
Three-year risk-free interest rate (1)
0.3
%
0.5
%
1.4
%
Expected term
3 years

3 years

3 years

Estimated volatility (2)
44.7
%
49.8
%
50.9
%
_______________________________________
(1)
Based on the U.S. government bond benchmark on the grant date.
(2)
Represents the historical price volatility of the Company’s common stock for the three-year period preceding the grant date.
The remaining 209,862 PSUs awarded during Q1 2014 are earned after a three-year performance period, from 2014 through 2016, based on our three-year average return on invested capital, which is a performance condition, and, if earned, will be issued in the form of shares of Class A Common Stock. The number of shares that

9

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

may be earned can range from 0% to 200% of the target amount, therefore the maximum number of shares that can be issued under this award is 419,724 . These units are expensed and recorded in Additional paid-in capital on the Condensed Consolidated Balance Sheets over the performance periods based on the probability that the performance condition will be met. The expense recorded will be adjusted as the estimate of the total number of PSUs that will ultimately be earned changes. The weighted average grant date fair value of these PSUs was $12.66 . The fair value is equal to the closing stock price on the date of grant.
For all PSUs awarded in Q1 2014, dividend equivalents are calculated based on the actual number of shares earned at the end of the performance period equal to the dividends that would have been payable on the earned shares had they been held during the entire performance period as Class A Common Stock. At the end of the performance period, the dividend equivalents are paid in the form of cash or Class A Common Stock at the discretion of the Board of Directors. In addition, these awards will be forfeited if the participant leaves the Company for reasons other than retirement, disability or death or if the participant engages in any competition with us, as defined in the plan and determined by the Administrative Committee in its discretion. If a change in control occurs at least six months following the award date, the target awards will be deemed to be earned and a pro rata number of units will be vested and paid based upon the length of time within the performance period which has elapsed prior to the effective date of the change in control.
The total PSU expense and associated tax benefit for all outstanding awards for the three and six months ended August 23, 2013 and August 24, 2012 are as follows:
 
Three Months Ended
Six Months Ended
Performance Units
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Expense
$
0.2

 
$
0.7

 
$
5.4

 
$
4.1

 
Tax benefit
0.1

 
0.3

 
2.1

 
1.6

 
The PSU activity for the six months ended August 23, 2013 is as follows:
Maximum Number of Shares That May Be Issued Under Nonvested Units
Total
Weighted-Average
Grant Date
Fair Value per Unit
Nonvested as of February 22, 2013
1,932,030

$
13.96

Granted
839,448

14.08

  Forfeited
(87,100
)
$
12.59

Nonvested as of August 23, 2013
2,684,378

$
14.04

As of August 23, 2013 , there was $4.1 of remaining unrecognized compensation cost related to nonvested PSUs, which is expected to be recognized over a remaining weighted-average period of 2.0  years.
Restricted Stock Units
During the six months ended August 23, 2013 , we awarded 807,313 restricted stock units ("RSUs"), of which 171,775 were awarded to our executive officers. These RSUs have restrictions on transfer, the majority of which lapse three years after the date of grant, at which time the units will be issued as unrestricted shares of Class A Common Stock. Holders of RSUs receive cash dividends equal to the dividends we declare and pay on our Class A Common Stock, which are included in Dividends paid on the Condensed Consolidated Statements of Cash Flows. These awards are subject to forfeiture if a participant leaves our company for reasons other than retirement, disability, death or termination by us without cause prior to the vesting date. RSUs are expensed and recorded in Additional paid-in capital on the Condensed Consolidated Balance Sheets over the requisite service period based on the value of the underlying shares on the date of grant.

10

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The RSU expense and associated tax benefit for all outstanding awards for the three and six months ended August 23, 2013 and August 24, 2012 are as follows:
 
Three Months Ended
Six Months Ended
Restricted Stock Units
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Expense
$
1.2

 
$
0.6

 
$
6.8

 
$
2.2

 
Tax benefit
0.2

 
0.2

 
2.2

 
0.8

 
The RSU activity for the six months ended August 23, 2013 is as follows:
Nonvested Units
Total
Weighted-Average
Grant Date
Fair Value
per Unit
Nonvested as of February 22, 2013
1,221,227

$
9.42

Granted
807,313

12.73

Vested
(26,492
)
8.00

Forfeited
(36,450
)
9.76

Nonvested as of August 23, 2013
1,965,598

$
10.79

As of August 23, 2013 , there was $7.9 of remaining unrecognized compensation cost related to nonvested RSUs, which is expected to be recognized over a weighted-average period of 2.2  years.
8.
REPORTABLE SEGMENTS
Our reportable segments consist of the Americas segment, the EMEA segment and the Other category. Unallocated corporate expenses are reported as Corporate.
As of November 23, 2012, we realigned portions of our reportable segments for financial reporting purposes as a result of the integration of the PolyVision global technology business into the Steelcase Education Solutions group. Prior to this change, the PolyVision global technology business was combined with the PolyVision surfaces business and was reported collectively as PolyVision in the Other category along with Asia Pacific and Designtex. As a result of these changes, the results of the PolyVision technology business are now reported in the Americas and EMEA segments. The PolyVision surfaces business remains in the Other category. Similarly, amounts in the prior years' financial statements have been reclassified to conform to the new segment presentation.
The Americas segment serves customers in the U.S., Canada and Latin America with a portfolio of integrated architecture, furniture and technology products marketed to corporate, government, healthcare, education and retail customers through the Steelcase, Coalesse, Details, Nurture by Steelcase and Turnstone brands.
The EMEA segment serves customers in Europe, the Middle East and Africa primarily under the Steelcase and Coalesse brands, with an emphasis on freestanding furniture systems, storage and seating solutions.
The Other category includes Asia Pacific, Designtex and PolyVision. Asia Pacific serves customers in Asia and Australia primarily under the Steelcase brand with an emphasis on freestanding furniture systems, storage and seating solutions. Designtex designs and sells surface materials including textiles and wall coverings which are specified by architects and designers directly to end-use customers primarily in North America. PolyVision manufactures ceramic steel surfaces for use in multiple applications, but primarily for sale to third-party fabricators to create static whiteboards sold in the primary and secondary education markets in the U.S. and Europe.
Corporate costs include unallocated portions of shared service functions such as information technology, human resources, finance, executive, corporate facilities, legal and research.

11

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Revenue and operating income (loss) for the three and six months ended August 23, 2013 and August 24, 2012 and total assets as of August 23, 2013 and February 22, 2013 by segment are presented below:
 
Three Months Ended
Six Months Ended
Reportable Segment Statement of Operations Data
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Revenue
 

 
 

 
 
 
 
 
Americas
$
558.7

 
$
539.8

 
$
1,037.5

 
$
1,019.0

 
EMEA
132.4

 
140.0

 
259.1

 
269.2

 
Other
66.5

 
65.1

 
128.1

 
131.9

 
 
$
757.6

 
$
744.9

 
$
1,424.7

 
$
1,420.1

 
Operating income (loss)
 

 
 

 
 

 
 

 
Americas
$
78.3

 
$
57.4

 
$
117.0

 
$
91.9

 
EMEA
(15.1
)
 
(4.4
)
 
(25.4
)
 
(13.2
)
 
Other
1.1

 
2.2

 
3.0

 
2.8

 
Corporate
(12.3
)
 
(8.4
)
 
(22.2
)
 
(15.4
)
 
 
$
52.0

 
$
46.8

 
$
72.4

 
$
66.1

 

Reportable Segment Balance Sheet Data
August 23,
2013
February 22,
2013
Total assets
 

 
 

 
Americas
$
965.5

 
$
876.6

 
EMEA
267.8

 
278.1

 
Other
159.4

 
155.9

 
Corporate
295.0

 
379.0

 
 
$
1,687.7

 
$
1,689.6

 
9.
RESTRUCTURING ACTIVITIES
In Q1 2014, we announced restructuring actions in EMEA to improve our global competitiveness by reorganizing the sales, marketing and support functions in France. In Q2 2014, we completed negotiations with the works councils related to these actions. We currently estimate the cash restructuring costs associated with these actions will be approximately $6 , with approximately $5 related to employee termination costs and approximately $1 of business exit and other related costs. We incurred $2.9 and $4.7 of employee termination costs in the EMEA segment during the three and six months ended August 23, 2013 , respectively. We incurred $0.6 and $0.9 of business exit and other related costs in the EMEA segment during the three and six months ended August 23, 2013 , respectively.
In Q2 2013, we announced plans to integrate PolyVision's global technology business into the Steelcase Education Solutions group. We incurred $0.1 and $1.0 of business exit and other related costs in the Americas segment during the three and six months ended August 23, 2013 . These restructuring actions are substantially complete.



12

STEELCASE INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Restructuring costs are summarized in the following table:
 
Three Months Ended
Six Months Ended
Restructuring Costs
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Cost of sales
 

 
 

 
 

 
 

Americas
$
(0.1
)
 
$
3.4

 
$
0.1

 
$
8.2

EMEA

 

 

 
0.3

Other

 

 

 

 
(0.1
)
 
3.4

 
0.1

 
8.5

Operating expenses
 

 
 

 
 

 
 

Americas
0.1

 

 
1.1

 

EMEA
3.3

 

 
6.5

 

Other

 
0.3

 

 
0.3

 
3.4

 
0.3

 
7.6

 
0.3

 Total
$
3.3

 
$
3.7

 
$
7.7

 
$
8.8

Below is a summary of the net additions, payments and adjustments to the restructuring reserve balance for the six months ended August 23, 2013 :
Restructuring Reserve
Employee
Termination Costs
Business Exits
and Related
Costs
Total
Reserve balance as of February 22, 2013
$
7.8

 
$
3.3

 
$
11.1

Additions
5.7

 
2.0

 
7.7

Payments
(3.9
)
 
(1.9
)
 
(5.8
)
Adjustments
(0.3
)
 
0.2

 
(0.1
)
Reserve balance as of August 23, 2013
$
9.3

 
$
3.6

 
$
12.9

The employee termination costs reserve balance as of August 23, 2013 primarily relates to restructuring actions in EMEA.

13


Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations:
This management’s discussion and analysis of financial condition and results of operations should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended February 22, 2013 . Reference to a year relates to the fiscal year, ended in February of the year indicated, rather than the calendar year, unless indicated by a specific date. Additionally, Q1, Q2, Q3 and Q4 reference the first, second, third and fourth quarter, respectively, of the fiscal year indicated. All amounts are in millions, except share and per share data, data presented as a percentage or as otherwise indicated.
Non-GAAP Financial Measures
This item contains certain non-GAAP financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with GAAP in the condensed consolidated statements of income, balance sheets or statements of cash flows of the company. Pursuant to the requirements of Regulation G, we have provided a reconciliation below of non-GAAP financial measures to the most directly comparable GAAP financial measure.
The non-GAAP financial measures used are:  (1) organic revenue growth (decline), which represents the change in revenue excluding estimated currency translation effects and the impacts of acquisitions and divestitures, and (2) adjusted operating income (loss), which represents operating income (loss) excluding restructuring costs. These measures are presented because management uses this information to monitor and evaluate financial results and trends. Therefore, management believes this information is also useful for investors.
Financial Summary
Results of Operations
 
Three Months Ended
Six Months Ended
Statement of Operations Data
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Revenue
$
757.6

 
100.0
 %
 
$
744.9

 
100.0
 %
 
$
1,424.7

 
100.0
 %
 
$
1,420.1

 
100.0
 %
Cost of sales
513.4

 
67.8

 
513.4

 
68.9

 
970.6

 
68.1

 
987.5

 
69.5

Restructuring costs
(0.1
)
 

 
3.4

 
0.5

 
0.1

 

 
8.5

 
0.6

Gross profit
244.3

 
32.2

 
228.1

 
30.6

 
454.0

 
31.9

 
424.1

 
29.9

Operating expenses
188.9

 
24.9

 
181.0

 
24.3

 
374.0

 
26.3

 
357.7

 
25.2

Restructuring costs
3.4

 
0.4

 
0.3

 

 
7.6

 
0.5

 
0.3

 

Operating income
52.0

 
6.9

 
46.8

 
6.3

 
72.4

 
5.1

 
66.1

 
4.7

Interest expense, investment income and other income, net
(5.7
)
 
(0.8
)
 
(1.6
)
 
(0.2
)
 
(8.3
)
 
(0.6
)
 
(1.2
)
 
(0.1
)
Income before income tax expense
46.3

 
6.1

 
45.2

 
6.1

 
64.1

 
4.5

 
64.9

 
4.6

Income tax expense
18.7

 
2.5

 
15.7

 
2.1

 
23.3

 
1.6

 
22.2

 
1.6

Net income
$
27.6

 
3.6
 %
 
$
29.5

 
4.0
 %
 
$
40.8

 
2.9
 %
 
$
42.7

 
3.0
 %
Earnings per share:
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Basic
$
0.22

 
 

 
$
0.23

 
 

 
$
0.32

 
 

 
$
0.33

 
 

Diluted
$
0.22

 
 

 
$
0.23

 
 

 
$
0.32

 
 

 
$
0.33

 
 



14

Table of Contents

Q2 2014 Organic Revenue Growth (Decline)
Americas
EMEA
Other
Consolidated
Q2 2013 revenue
$
539.8

 
$
140.0

 
$
65.1

 
$
744.9

 
Divestiture

 
(2.0
)
 

 
(2.0
)
 
Currency translation effects*
(0.8
)
 
6.4

 
(0.4
)
 
5.2

 
   Q2 2013 revenue, adjusted
539.0

 
144.4

 
64.7

 
748.1

 
Q2 2014 revenue
558.7

 
132.4

 
66.5

 
757.6

 
Dealer acquisitions

 
(6.2
)
 

 
(6.2
)
 
   Q2 2014 revenue, adjusted
558.7

 
126.2

 
66.5

 
751.4

 
Organic growth (decline) $
$
19.7

 
$
(18.2
)
 
$
1.8

 
$
3.3

 
Organic growth (decline) %
4
%
 
(13
)%
 
3
%
 
%
 
 
 
 
 
 
 
 
 
 
* Currency translation effects represent the estimated net effect of translating Q2 2013 foreign currency revenues using the average exchange rates during Q2 2014.

Year-to-Date 2014 Organic Revenue Growth
Americas
EMEA
Other
Consolidated
Year-to-date 2013 revenue
$
1,019.0

 
$
269.2

 
$
131.9

 
$
1,420.1

 
Divestitures

 
(3.3
)
 

 
(3.3
)
 
Currency translation effects*
(1.9
)
 
4.7

 
(0.4
)
 
2.4

 
Year-to-date 2013 revenue, adjusted
1,017.1

 
270.6

 
131.5

 
1,419.2

 
Year-to-date 2014 revenue
1,037.5

 
259.1

 
128.1

 
1,424.7

 
Dealer acquisitions

 
(11.0
)
 

 
(11.0
)
 
Year-to-date 2014 revenue, adjusted
1,037.5

 
248.1

 
128.1

 
1,413.7

 
Organic growth (decline) $
$
20.4

 
$
(22.5
)
 
$
(3.4
)
 
$
(5.5
)
 
Organic growth (decline) %
2
%
 
(8
)%
 
(3
)%
 
 %
 
 
 
 
 
 
 
 
 
 
* Currency translation effects represent the estimated net effect of translating year-to-date 2013 foreign currency revenues using the average exchange rates during year-to-date 2014.
 

 
Three Months Ended
Six Months Ended
Reconciliation of Operating Income to
Adjusted Operating Income
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Operating income
$
52.0

 
6.9
%
 
$
46.8

 
6.3
%
 
$
72.4

 
5.1
%
 
$
66.1

 
4.7
%
Add: Restructuring costs
3.3

 
0.4

 
3.7

 
0.5

 
7.7

 
0.5

 
8.8

 
0.6

Adjusted operating income
$
55.3

 
7.3
%
 
$
50.5

 
6.8
%
 
$
80.1

 
5.6
%
 
$
74.9

 
5.3
%
Overview
In Q2 2014 , we experienced organic revenue growth of less than 1% compared to the prior year. The Americas posted organic revenue growth of 4% over the prior year, marking its fourteenth consecutive quarter of organic growth. In the Americas, Q2 2014 orders grew approximately 10% over the prior year, and order patterns during the quarter resulted in a customer backlog at the end of the quarter which was approximately 19% higher than the prior year. EMEA experienced an organic revenue decline of 13% due to the challenging economic environment in Western Europe, and revenue trends by market continue to be mixed. The Other category experienced organic revenue growth of 3% , as growth in PolyVision and Designtex was partially offset by a decline in Asia Pacific. While order patterns remained mixed in the Other category, orders in Asia Pacific grew by 22% in Q2 2014 when compared to Q2 2013 .
Q2 2014 Compared to Q2 2013
We recorded net income of $27.6 in Q2 2014  and $29.5 in Q2 2013 . Improved operating results in Q2 2014 were more than offset by the impact of a higher effective tax rate and losses in the cash surrender value of variable life company owned life insurance (“COLI”) compared to gains in the prior quarter.
Revenue was $757.6 in Q2 2014 compared to $744.9 in Q2 2013 . Organic revenue growth was less than 1% after adjusting for currency translation effects and the impact of dealer acquisitions, net of a divestiture. Organic revenue growth in the Americas and the Other category of 4% and 3% , respectively, was substantially offset by an

15

Table of Contents

organic revenue decline in EMEA of 13% . Current quarter revenue continued to include a higher than normal mix of project business from some of the company's largest corporate customers.
Operating income was $52.0 in Q2 2014 compared to $46.8 in the prior year. Q2 2014 adjusted operating income of $55.3 increased by $4.8 compared to Q2 2013 adjusted operating income of $50.5 . The improvement was driven by favorable business mix and net benefits from pricing adjustments and recent restructuring actions in the Americas, partially offset by increased losses in EMEA and reduced profitability in the Other category.
Cost of sales was 67.8% of revenue in Q2 2014 , a 110  basis point improvement compared to Q2 2013 . The improvement was primarily driven by favorable business mix and net benefits from pricing adjustments and recent restructuring actions in the Americas, partially offset by margin declines in EMEA and Asia Pacific.
Operating expenses in Q2 2014 of $188.9 increased by $7.9 compared to Q2 2013 operating expenses of $181.0 . Q2 2014 included unfavorable currency translation effects of $1.9, additional operating expenses of $1.9 related to dealer acquisitions, net of a divestiture, $1.7 of increased environmental reserves and $0.9 of higher variable compensation. The remaining increase of $1.5 primarily related to increased spending on marketing and other initiatives in the Americas, net of various cost reduction efforts in EMEA and Asia Pacific.
We recorded restructuring costs of $3.3 in Q2 2014 associated with actions in EMEA announced in Q1 2014. In Q2 2013 , we recorded restructuring costs of $3.7 , $3.5 of which was associated with the North America plant closures announced in Q4 2011.
Income tax expense in Q2 2014 reflects an estimated effective tax rate for the full year of approximately 40% . The higher rate is being driven by the losses in EMEA, which result in deferred tax assets in various jurisdictions for which full valuation allowances have been recorded. Additionally, income tax expense in Q2 2014 included $1.0 of net discrete tax benefits and the additional expense to bring the year-to-date effective tax rate to this higher level. The Q2 2013 effective tax rate was approximately 35% .
Year-to-Date 2014 Compared to Year-to-Date 2013
We recorded year-to-date 2014 net income of $40.8 compared to year-to-date 2013 net income of $42.7 . Improved operating results in year-to-date 2014 were more than offset by the impact of a higher effective tax rate, losses in the cash surrender value of variable life COLI compared to gains in the prior year-to-date period and lower other income, net.
Year-to-date 2014 revenue increased $4.6 or 0.3% compared to year-to-date 2013 . After adjusting for currency translation effects and the net impacts of acquisitions and divestitures, the organic revenue decline was $5.5 or less than 1%. We realized organic revenue growth of 2% in the Americas, while EMEA and the Other category declined by 8% and 3% , respectively.
Year-to-date 2014 operating income grew to $72.4 compared to $66.1 in the prior year. Year-to-date 2014 adjusted operating income improved to $80.1 from $74.9 in the prior year. The improvement was driven by favorable business mix and net benefits from pricing adjustments and recent restructuring actions in the Americas, partially offset by increased losses in EMEA.
Year-to-date 2014 cost of sales was 68.1% , a 140 basis point improvement compared to year-to-date 2013 . The improvement was primarily driven by favorable business mix and net benefits from pricing adjustments and recent restructuring actions in the Americas, partially offset by margin declines in EMEA and Asia Pacific.
Year-to-date 2014 operating expenses of $374.0 increased $16.3 compared to the same period last year. The comparison included additional operating expenses of $4.1 related to dealer acquisitions, net of a divestiture, unfavorable currency translation effects of $1.6, $4.1 of higher variable compensation and $2.1 of increased environmental reserves. The remaining increase of $4.4 over the prior year primarily related to increased spending on marketing and other initiatives in the Americas, net of various cost reduction efforts in EMEA and Asia Pacific.
We recorded year-to-date 2014 restructuring costs of $7.7 compared to $8.8 for year-to-date 2013 . The year-to-date 2014 amount included $6.5 associated with actions in EMEA and $1.0 associated with the completion of the integration of PolyVision's global technology business into the Steelcase Education Solutions group. The year-to-date 2013 amount included $8.0 associated with the North America plant closures announced in Q4 2011.
Our year-to-date 2014 effective tax rate was approximately 36% . This rate reflects an estimated effective tax rate for the full year of approximately 40% , partially offset by net discrete tax benefits of $2.6. Our year-to-date 2013 effective tax rate was approximately 34% .

16

Table of Contents


Interest Expense, Investment Income and Other Income, Net
 
Three Months Ended
Six Months Ended
Interest Expense, Investment Income and Other Income, Net
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Interest expense
$
(4.5
)
 
$
(4.6
)
 
$
(8.9
)
 
$
(9.1
)
Investment income (loss)
(1.8
)
 
1.3

 
(1.2
)
 
2.4

Other income (expense), net:
 

 
 

 
 

 
 

Equity in income of unconsolidated ventures
2.8

 
1.8

 
4.5

 
4.0

Miscellaneous, net
(2.2
)
 
(0.1
)
 
(2.7
)
 
1.5

Total other income, net
0.6

 
1.7

 
1.8

 
5.5

Total interest expense, investment income and other income, net
$
(5.7
)
 
$
(1.6
)
 
$
(8.3
)
 
$
(1.2
)
The Q2 2014 and year-to-date 2014 investment losses compare to Q2 2013 and year-to-date 2013 investment gains. The declines were primarily due to losses in the cash surrender value of variable life COLI during Q2 2014 versus gains in Q2 2013 . Other income, net declined in Q2 2014 primarily due to higher foreign currency losses, partially offset by higher income from joint ventures. Other income, net declined in year-to-date 2014 due to similar factors impacting our Q2 2014 results, as well as a $2.1 gain recognized on the sale of a small equity investment in Q1 2013.
Business Segment Review
As of November 23, 2012, we realigned portions of our reportable segments for financial reporting purposes as a result of the integration of the PolyVision global technology business into the Steelcase Education Solutions group. Prior to this change, the PolyVision global technology business was combined with the PolyVision surfaces business and was reported collectively as PolyVision in the Other category along with Asia Pacific and Designtex. As a result of these changes, the results of the PolyVision technology business are now reported in the Americas and EMEA segments. The PolyVision surfaces business remains in the Other category. Similarly, amounts in the prior years' financial statements have been reclassified to conform to the new segment presentation.
See Note  8 to the condensed consolidated financial statements for additional information regarding our business segments.
Americas
The Americas segment serves customers in the U.S., Canada and Latin America with a portfolio of integrated architecture, furniture and technology products marketed to corporate, government, healthcare, education and retail customers through the Steelcase, Coalesse, Details, Nurture by Steelcase and Turnstone brands.
 
Three Months Ended
Six Months Ended
Statement of Operations Data — Americas
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Revenue
$
558.7

 
100.0
%
 
$
539.8

 
100.0
%
 
$
1,037.5

 
100.0
%
 
$
1,019.0

 
100.0
%
Cost of sales
366.6

 
65.6

 
369.2

 
68.4

 
690.1

 
66.5

 
702.9

 
69.0

Restructuring costs
(0.1
)
 

 
3.4

 
0.7

 
0.1

 

 
8.2

 
0.8

Gross profit
192.2

 
34.4

 
167.2

 
30.9

 
347.3

 
33.5

 
307.9

 
30.2

Operating expenses
113.8

 
20.4

 
109.8

 
20.3

 
229.2

 
22.1

 
216.0

 
21.2

Restructuring costs
0.1

 

 

 

 
1.1

 
0.1

 

 

Operating income
$
78.3

 
14.0
%
 
$
57.4

 
10.6
%
 
$
117.0

 
11.3
%
 
$
91.9

 
9.0
%


17

Table of Contents

 
Three Months Ended
Six Months Ended
Reconciliation of Operating Income to
Adjusted Operating Income — Americas
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Operating income
$
78.3

 
14.0
%
 
$
57.4

 
10.6
%
 
$
117.0

 
11.3
%
 
$
91.9

 
9.0
%
Add: restructuring costs

 

 
3.4

 
0.7

 
1.2

 
0.1

 
8.2

 
0.8

Adjusted operating income
$
78.3

 
14.0
%
 
$
60.8

 
11.3
%
 
$
118.2

 
11.4
%
 
$
100.1

 
9.8
%
Operating income in the Americas of $78.3 in Q2 2014 increased by $20.9 compared to Q2 2013 operating income of $57.4 . Adjusted operating income increased by $17.5 in Q2 2014 compared to Q2 2013 . The improvement was driven by organic revenue growth, favorable business mix and net benefits from pricing adjustments and recent restructuring actions, offset in part by increased spending on marketing and other initiatives. The $18.1 improvement in year-to-date 2014 adjusted operating income was due to similar factors impacting the Q2 2014 results.
The Americas revenue represented 73.7% of consolidated revenue in Q2 2014 . Revenue for Q2 2014 was $558.7 compared to $539.8 in Q2 2013 . After adjusting for $0.8 of currency translation effects, organic revenue growth was $19.7 or 4% compared to the prior year. Current quarter orders and customer backlog grew 10% and 19%, respectively, compared to the prior year, driven by a high level of activity during August. Revenue growth in Q2 2014 is categorized as follows:
Product categories — Six out of nine categories grew in Q2 2014 , led by Architectural Solutions, Details and Nurture. The Wood category declined due to a strong prior year.
Vertical markets — Insurance Services, Education and Health Care experienced strong growth while Federal Government continued to decline year-over-year, and Energy declined significantly compared to a strong prior year.
Geographic regions — Strength in the South and East Business Groups was more than enough to offset a decline in the West Business Group.
Contract type — Project business had strong growth while continuing business grew modestly.
Year-to-date 2014 organic revenue growth was $20.4 or 2% .
Cost of sales improved 280 basis point to 65.6% of revenue in Q2 2014 compared to 68.4% of revenue in Q2 2013 . The improvement was largely driven by favorable business mix and net benefits from pricing adjustments and recent restructuring actions. Year-to-date 2014 cost of sales improved by 250 basis points and was affected by the same factors as the Q2 2014 results.
Operating expenses increased by $4.0 in Q2 2014 compared to the same period last year but remained flat as a percentage of sales. The increase primarily related to $1.2 of higher variable compensation expense and higher spending on marketing and other initiatives. Year-to-date 2014 operating expenses increased by $13.2 . The increase primarily related to $4.4 of increased variable compensation and higher spending on sales, marketing and other initiatives.
There were net restructuring costs of zero in Q2 2014 . Year-to-date 2014 restructuring costs were $1.2 and related to the completion of the integration of PolyVision's global technology business into the Steelcase Education Solutions group. Restructuring costs of $3.4 in Q2 2013 and $8.2 in year-to-date 2013 primarily related to the consolidation of manufacturing facilities announced in Q4 2011.
EMEA
The EMEA segment serves customers in Europe, the Middle East and Africa primarily under the Steelcase and Coalesse brands, with an emphasis on freestanding furniture systems, seating and storage solutions.

18


 
Three Months Ended
Six Months Ended
Statement of Operations Data — EMEA
August 23,
2013
August 24,
2012
August 23,
2013
August 24,
2012
Revenue
$
132.4

 
100.0
 %
 
$
140.0

 
100.0
 %
 
$
259.1

 
100.0
 %
 
$
269.2

 
100.0
 %
Cost of sales
101.9

 
77.0

 
102.6

 
73.3

 
195.9

 
75.6