UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
March 28, 2005
Commission File Number 1-13873
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STEELCASE INC.
Michigan 38-0819050
(State of incorporation) (IRS employer identification number)
901 44th Street SE
Grand Rapids, Michigan 49508
(Address of principal executive offices) (Zip code)
(616) 247-2710
______________________
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2.):
_ Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
_ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CRF 240.14a-12)
_ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
_ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 2.05. Costs Associated with Exit or Disposal Activities
Steelcase Inc. announced its plans to continue consolidation of its North
America operations by closing certain of its facilities in the Grand Rapids,
Michigan area over the next two years. The estimated net pre-tax restructuring
charges of $25 to $30 million related to this action consist of net costs of
employee terminations, the impairment of certain fixed assets and cost of
relocating production lines. In addition, the company estimates it will incur $4
to $7 million of costs related to disruption during the transition period, which
are not classified as restructuring costs. The Board of Directors committed to
the course of action on March 25, 2005.
The expected ranges of net pre-tax restructuring charges are summarized in
the following table:
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Estimated Range (in millions)
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Cash
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Severance $16.0 $19.0
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Relocation costs 3.0 5.0
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Non-cash
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Fixed asset impairment 10.0 12.0
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Benefit plan curtailment gain (4.0) (6.0)
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Total pre-tax charges $25.0 $30.0
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In addition to the cash portion of the restructuring costs shown above, the
Company expects to make cash investments in new capital that will bring the
total expected cash outlay to $20 to $25 million.
As the North American office furniture industry contracted over the last
several years, the Company took actions to reduce costs, including actions to
reduce excess capacity. However, the Company believes it currently has
significant excess manufacturing capacity remaining.
The Company is in the process of building a new and more flexible industrial
system through a number of initiatives, including efforts to implement lean
manufacturing and reduce product complexity. The Company believes this new
industrial system will help improve productivity and reduce fixed costs thereby
improving profitability. The actions announced today are consistent with these
strategies. As a result of these actions, the Company expects that manufacturing
space will be reduced by approximately 2.6 million square feet and total
headcount will be reduced by approximately 600 hourly and salaried employees.
The Company believes that after these actions are implemented, it will have
sufficient capacity to meet anticipated customer demand.
The restructuring charges outlined above remain subject to additional
analysis. An amendment will be filed to disclose any material changes.
ITEM 2.06. Material Impairments.
The disclosure included under Item 2.05 above is incorporated herein by
reference.
ITEM 7.01. Regulation FD Disclosure.
Steelcase Inc. issued a press release dated March 28, 2005 relating to the
matters described in the foregoing items. A copy of that press release is
furnished as Exhibit 99.1 hereto.
The information in Item 7.01 of this Form 8-K and Exhibit 99.1 shall not be
deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934,
nor shall such information be deemed incorporated by reference in any such
filing under the Securities Act of 1933, except as shall be expressly set forth
by specific reference in such filing.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
STEELCASE INC.
Date: March 28, 2005
/S/ JAMES P. KEANE
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James P. Keane
Senior Vice President,
Chief Financial Officer
(Duly Authorized Officer and
Principal Financial Officer)
EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press release dated March 28, 2005
Exhibit 99.1