Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 03, 2016 | Jan. 09, 2017 | |
Document Entity Information [Abstract] | ||
Document Type | 10-Q | |
Entity Registrant Name | MILLER HERMAN INC | |
Entity Common Stock, Shares Outstanding | 59,907,704 | |
Entity Central Index Key | 66,382 | |
Document Period End Date | Dec. 3, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --06-03 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 577.5 | $ 580.4 | $ 1,176.1 | $ 1,145.8 |
Cost of sales | 359.5 | 356 | 728.1 | 704.6 |
Gross margin | 218 | 224.4 | 448 | 441.2 |
Operating expenses: | ||||
Selling, general, and administrative | 149 | 149.7 | 303.2 | 292.8 |
Restructuring expenses | 1 | 0 | 1 | 0 |
Design and research | 18.4 | 19.2 | 37.8 | 37.8 |
Total operating expenses | 168.4 | 168.9 | 342 | 330.6 |
Operating earnings | 49.6 | 55.5 | 106 | 110.6 |
Other expenses: | ||||
Interest expense | 3.9 | 3.9 | 7.6 | 7.8 |
Other, net | 0.4 | (0.4) | (0.2) | 0.1 |
Earnings before income taxes and equity income | 45.3 | 52 | 98.6 | 102.7 |
Income tax expense | 14.5 | 17.2 | 31.6 | 34.2 |
Equity income from nonconsolidated affiliates, net of tax | 0.8 | 0.1 | 1.1 | 0.2 |
Net earnings | 31.6 | 34.9 | 68.1 | 68.7 |
Net earnings (loss) attributable to noncontrolling interests | (0.1) | 0.2 | 0.1 | 0.5 |
Net earnings attributable to Herman Miller, Inc. | $ 31.7 | $ 34.7 | $ 68 | $ 68.2 |
Earnings per share — basic | $ 0.53 | $ 0.58 | $ 1.13 | $ 1.14 |
Earnings per share — diluted | 0.53 | 0.57 | 1.13 | 1.13 |
Dividends declared, per share | $ 0.170 | $ 0.148 | $ 0.340 | $ 0.295 |
Other comprehensive loss, net of tax | ||||
Foreign currency translation adjustments | $ (5.7) | $ (1) | $ (10.4) | $ (4.5) |
Pension and other post-retirement plans | 0.3 | 0.5 | 1.6 | 1.4 |
Interest rate swap agreement | 4.2 | 0 | 4.2 | 0 |
Other comprehensive loss | (1.2) | (0.5) | (4.6) | (3.1) |
Comprehensive income | 30.4 | 34.4 | 63.5 | 65.6 |
Comprehensive income (loss) attributable to noncontrolling interests | (0.1) | 0.2 | 0.1 | 0.5 |
Comprehensive income attributable to Herman Miller, Inc. | $ 30.5 | $ 34.2 | $ 63.4 | $ 65.1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 71.9 | $ 84.9 |
Marketable securities | 7.8 | 7.5 |
Accounts and notes receivable, net | 195.2 | 211 |
Inventories, net | 150.3 | 128.2 |
Prepaid expenses and other | 45.1 | 48.9 |
Total current assets | 470.3 | 480.5 |
Property and equipment, at cost | 954.6 | 929 |
Less — accumulated depreciation | (659.8) | (648.9) |
Net property and equipment | 294.8 | 280.1 |
Goodwill | 304.6 | 305.3 |
Indefinite-lived intangibles | 85.2 | 85.2 |
Other amortizable intangibles, net | 47.8 | 50.8 |
Other noncurrent assets | 70.2 | 33.3 |
Total Assets | 1,272.9 | 1,235.2 |
Current Liabilities: | ||
Accounts payable | 161.9 | 165.6 |
Accrued compensation and benefits | 74.3 | 85.2 |
Accrued warranty | 44.6 | 43.9 |
Other accrued liabilities | 102.1 | 95.3 |
Total current liabilities | 382.9 | 390 |
Long-term debt | 219.6 | 221.9 |
Pension and post-retirement benefits | 22 | 25.8 |
Other liabilities | 54.4 | 45.8 |
Total Liabilities | 678.9 | 683.5 |
Redeemable noncontrolling interests | 25.4 | 27 |
Stockholders' Equity: | ||
Preferred stock, no par value (10,000,000 shares authorized, none issued) | 0 | 0 |
Common stock, $0.20 par value (240,000,000 shares authorized, 59,899,365 and 59,868,276 shares issued and outstanding in 2017 and 2016, respectively) | 12 | 12 |
Additional paid-in capital | 143.3 | 142.7 |
Retained earnings | 483.2 | 435.3 |
Accumulated other comprehensive loss | (69.1) | (64.5) |
Key executive deferred compensation plans | (1.1) | (1.1) |
Herman Miller, Inc. Stockholders' Equity | 568.3 | 524.4 |
Noncontrolling Interests | 0.3 | 0.3 |
Total Stockholders' Equity | 568.6 | 524.7 |
Total Liabilities, Redeemable Noncontrolling Interests, and Stockholders' Equity | $ 1,272.9 | $ 1,235.2 |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 03, 2016 | May 28, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock Value | $ 0 | $ 0 |
Preferred stock Shares Authorized | 10,000,000 | 10,000,000 |
Preferred stock Shares Issued | 0 | 0 |
Common Stock Par Value | $ 0.20 | $ 0.20 |
Common stock Shares Authorized | 240,000,000 | 240,000,000 |
Common Stock, Shares, Outstanding | 59,899,365 | 59,868,276 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 03, 2016 | Nov. 28, 2015 | |
Cash Flows from Operating Activities: | ||
Net earnings | $ 68.1 | $ 68.7 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 28.3 | 27.6 |
Stock-based compensation | 6.5 | 6.5 |
Excess tax benefits from stock-based compensation | (0.4) | (1) |
Pension and post-retirement expenses | 0.2 | 0.8 |
(Earnings) loss from nonconsolidated affiliates | (1) | 0.6 |
Deferred taxes | 2 | (4.2) |
Restructuring expenses | 1 | 0 |
Increase in current assets | (13.2) | (42.1) |
(Decrease) increase in current liabilities | (1.4) | 10.9 |
Increase in non-current liabilities | 4.1 | 4.6 |
Other, net | 0.2 | 0.8 |
Net Cash Provided by Operating Activities | 94.4 | 73.2 |
Cash Flows from Investing Activities: | ||
Proceeds from sales of property | 0 | 3.1 |
Acquisitions, net of cash received | 0 | (3.6) |
Equity investment in non-controlled entities | (14.5) | 0 |
Capital expenditures | (46.7) | (35.2) |
Payments of loans on cash surrender value of life insurance | (15.3) | 0 |
Other, net | (0.8) | 1 |
Net Cash Used in Investing Activities | (77.3) | (34.7) |
Cash Flows from Financing Activities: | ||
Dividends paid | (19) | (17.2) |
Proceeds from issuance of long-term debt | 468.3 | 422.1 |
Payments of long-term debt | (470.6) | (455.1) |
Payment of deferred financing costs | (1.4) | 0 |
Common stock issued | 6.5 | 5.6 |
Common stock repurchased and retired | (12.1) | (3.7) |
Excess tax benefits from stock-based compensation | 0.4 | 1 |
Purchase of redeemable noncontrolling interests | (1.5) | 0 |
Payment of contingent consideration | 1 | 0 |
Other, net | 0.1 | 0 |
Net Cash Provided by (Used in) Financing Activities | (30.3) | (47.3) |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | 0.2 | (0.2) |
Net Decrease in Cash and Cash Equivalents | (13) | (9) |
Cash and Cash Equivalents, Beginning of Period | 84.9 | 63.7 |
Cash and Cash Equivalents, End of Period | $ 71.9 | $ 54.7 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Millions | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Key Executive Deferred Compensation | Noncontrolling Interests |
Balance at beginning of year at May. 30, 2015 | $ 0 | $ 11.9 | $ 135.1 | $ 330.2 | $ (56.2) | $ (1.2) | $ 0.5 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Restricted stock units released | 0.1 | 1.7 | ||||||
Repurchase and retirement of common stock | (3.7) | |||||||
Exercise of stock options | 4.6 | |||||||
Stock-based compensation expense | 4.5 | |||||||
Excess tax benefit for stock-based compensation | 0.5 | |||||||
Employee stock purchase plan issuances | 0.9 | |||||||
Net income attributable to Herman Miller, Inc. | $ 68.2 | 68.2 | ||||||
Dividends declared on common stock (per share - 2017: $0.340; 2016; $0.295) | (17.8) | |||||||
Noncontrolling interests redemption value adjustment | (0.4) | |||||||
Other comprehensive loss | (3.1) | (3.1) | ||||||
Net income attributable to noncontrolling interests | 0.5 | 0.2 | ||||||
Balance at end of period at Nov. 28, 2015 | 476 | 0 | 12 | 143.6 | 380.2 | (59.3) | 0.7 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity Attributable to Parent | 475.3 | |||||||
Stockholders' Equity Attributable to Parent | 524.4 | |||||||
Balance at beginning of year at May. 28, 2016 | 524.7 | 0 | 12 | 142.7 | 435.3 | (64.5) | $ (1.1) | 0.3 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Restricted stock units released | 0 | 1.9 | ||||||
Repurchase and retirement of common stock | (12) | |||||||
Exercise of stock options | 5.5 | |||||||
Stock-based compensation expense | 4.4 | |||||||
Excess tax benefit for stock-based compensation | (0.3) | |||||||
Employee stock purchase plan issuances | 1.1 | |||||||
Net income attributable to Herman Miller, Inc. | 68 | 68 | ||||||
Dividends declared on common stock (per share - 2017: $0.340; 2016; $0.295) | (20.4) | |||||||
Noncontrolling interests redemption value adjustment | 0.3 | |||||||
Other comprehensive loss | (4.6) | (4.6) | ||||||
Net income attributable to noncontrolling interests | 0.1 | 0 | ||||||
Balance at end of period at Dec. 03, 2016 | 568.6 | $ 0 | $ 12 | $ 143.3 | $ 483.2 | $ (69.1) | $ 0.3 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity Attributable to Parent | $ 568.3 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | May 28, 2016 | |
Statement of Stockholders' Equity [Abstract] | |||||
Dividends declared, per share | $ 0.170 | $ 0.148 | $ 0.340 | $ 0.295 | |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 568.6 | $ 476 | $ 568.6 | $ 476 | $ 524.7 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Dec. 03, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis Of Presentation | Basis of Presentation The condensed consolidated financial statements have been prepared by Herman Miller, Inc. (“the company”) in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Management believes the disclosures made in this document are adequate with respect to interim reporting requirements. The accompanying unaudited condensed consolidated financial statements, taken as a whole, contain all adjustments that are of a normal recurring nature necessary to present fairly the financial position of the company as of December 3, 2016 . Operating results for the three and six months ended December 3, 2016 , are not necessarily indicative of the results that may be expected for the year ending June 3, 2017 . It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the company's annual report on Form 10-K for the year ended May 28, 2016 . The company's fiscal year ends on the Saturday closest to May 31. Fiscal 2017 , the year ending June 3, 2017 , and fiscal 2016 , the year ended May 28, 2016 , contain 53 and 52 weeks, respectively. The six months ended December 3, 2016 and November 28, 2015 |
New Accounting Standards
New Accounting Standards | 6 Months Ended |
Dec. 03, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Standards | Recently Issued Accounting Standards Not Yet Adopted Standard Description Effective Date 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 the 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 is currently evaluating the impact of adopting this guidance. 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 is currently evaluating the possible adoption methodologies and the implications of adoption on our consolidated financial statements. Statement of Cash Flows The standard amends the guidance on the classification of certain cash receipts and payments in the statement of cash flows. The primary purpose of the standard is to reduce the diversity in practice by laying out consistent principles. The standard must be adopted under a modified retrospective approach and early adoption is permitted. 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. |
Acquisitions
Acquisitions | 6 Months Ended |
Dec. 03, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Naughtone Holdings Limited On June 3, 2016, the company acquired 50 percent of the outstanding equity of Naughtone Holdings Limited ("Naughtone"), a leader in soft seating products, stools, occasional and meeting tables, for $12.4 million in consideration. Consequently, the company acquired a noncontrolling equity interest in Naughtone. In the second quarter of fiscal 2017, the company paid additional purchase consideration of approximately $0.6 million |
Inventories
Inventories | 6 Months Ended |
Dec. 03, 2016 | |
Inventories [Abstract] | |
Inventories, Net | Inventories, net (In millions) December 3, 2016 May 28, 2016 Finished goods $ 119.7 $ 102.1 Raw materials 30.6 26.1 Total $ 150.3 $ 128.2 |
Goodwill and Indefinite-lived I
Goodwill and Indefinite-lived Intangibles | 6 Months Ended |
Dec. 03, 2016 | |
Goodwill and Indefinite-lived Intangibles [Abstract] | |
Goodwill and Indefinite-lived Intangibles | Goodwill and Indefinite-lived Intangibles Goodwill and other indefinite-lived intangible assets included in the Condensed Consolidated Balance Sheets consisted of the following as of December 3, 2016 and May 28, 2016 : (In millions) Goodwill Indefinite-lived Intangible Assets Total Goodwill and Indefinite-lived Intangible Assets May 28, 2016 $ 305.3 $ 85.2 $ 390.5 Foreign currency translation adjustments (0.7 ) — (0.7 ) December 3, 2016 $ 304.6 $ 85.2 $ 389.8 |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Dec. 03, 2016 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The following table summarizes the components of net periodic benefit costs for the company's International defined benefit pension plan for the periods indicated: Three Months Ended Six Months Ended (In millions) December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Service cost $ — $ — $ — $ — Interest cost 0.8 1.0 1.5 2.0 Expected return on plan assets (1.3 ) (1.4 ) (2.5 ) (2.8 ) Net amortization loss 0.6 0.7 1.2 1.4 Net periodic benefit cost $ 0.1 $ 0.3 $ 0.2 $ 0.6 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Dec. 03, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table reconciles the numerators and denominators used in the calculations of basic and diluted earnings per share (EPS): Three Months Ended Six Months Ended December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Numerators : Numerator for both basic and diluted EPS, net earnings attributable to Herman Miller, Inc. - in millions $ 31.7 $ 34.7 $ 68.0 $ 68.2 Denominators : Denominator for basic EPS, weighted-average common shares outstanding 59,954,194 59,891,876 59,942,049 59,812,900 Potentially dilutive shares resulting from stock plans 400,566 519,664 440,883 536,359 Denominator for diluted EPS 60,354,760 60,411,540 60,382,932 60,349,259 Antidilutive equity awards not included in weighted-average common shares - diluted 875,847 479,912 685,450 520,722 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Dec. 03, 2016 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The following table summarizes the stock-based compensation expense and related income tax effect for the periods indicated: (In millions) Three Months Ended Six Months Ended December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Stock-based compensation expense $ 3.1 $ 2.6 $ 6.5 $ 6.5 Related income tax effect 1.2 1.0 2.4 2.4 Stock-based compensation expense recognized in the Condensed Consolidated Statements of Comprehensive Income for the three and six month periods ended December 3, 2016 and November 28, 2015 has been reduced for estimated forfeitures, as it is based on awards ultimately expected to vest. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ. Forfeitures are estimated based on historical experience. The following is a detail of the company issued common stock related to the exercise of stock options and vesting of restricted stock and performance share units: (Shares) Six Months Ended December 3, 2016 November 28, 2015 Stock Options 197,632 185,949 Restricted Stock Units 86,664 163,430 Performance Share Units 113,040 55,825 |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 03, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The company recognizes interest and penalties related to uncertain tax benefits through income tax expense in its Condensed Consolidated Statement of Comprehensive Income. Interest and penalties recognized in the company's Condensed Consolidated Statement of Comprehensive Income were negligible for the three and six month periods ended December 3, 2016 and November 28, 2015 , respectively. The company's recorded liability for potential interest and penalties related to uncertain tax benefits was: (In millions) December 3, 2016 May 28, 2016 Liability for interest and penalties $ 0.9 $ 0.7 Liability for uncertain tax positions, current 3.0 2.4 The company is subject to periodic audits by domestic and foreign tax authorities. Currently, the company is undergoing routine periodic audits in both domestic and foreign tax jurisdictions. It is reasonably possible that the amounts of unrecognized tax benefits could change in the next twelve months as a result of the audits. Tax payments related to these audits, if any, are not expected to be material to the company's Condensed Consolidated Statements of Comprehensive Income. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Dec. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The company's financial instruments consist of cash equivalents, marketable securities, accounts and notes receivable, deferred compensation plan, accounts payable, debt, redeemable noncontrolling interests, interest rate swap and foreign currency exchange contracts. The company's financial instruments, other than long-term debt, are recorded at fair value. The carrying value and fair value of the company's long-term debt, including current maturities, is as follows for the periods indicated: (In millions) December 3, 2016 May 28, 2016 Carrying value $ 219.6 $ 221.9 Fair value $ 235.2 $ 241.7 The following describes the methods the company uses to estimate the fair value of financial assets and liabilities, which have not significantly changed in the current period: Available-for-sale securities — The company's available-for-sale marketable securities primarily include equity and fixed income mutual funds and government obligations. These investments are recorded at fair value using quoted prices for similar securities. Foreign currency exchange contracts — The company's foreign currency exchange contracts are valued using an approach based on foreign currency exchange rates obtained from active markets. The estimated fair value of forward currency exchange contracts is based on month-end spot rates as adjusted by market-based current activity. These forward contracts are not designated as hedging instruments. Interest rate swap agreement — The company's interest rate swap agreement value is determined using a market approach based on rates obtained from active markets. The interest rate swap agreement is designated as a cash flow hedging instrument. Deferred compensation plan — The company's deferred compensation plan primarily includes various domestic and international mutual funds that are recorded at fair value using quoted prices for similar securities. The following tables set forth financial assets and liabilities measured at fair value in the Condensed Consolidated Balance Sheets and the respective pricing levels to which the fair value measurements are classified within the fair value hierarchy as of December 3, 2016 and May 28, 2016 . (In millions) Fair Value Measurements December 3, 2016 May 28, 2016 Financial Assets Quoted Prices with Other Observable Inputs (Level 2) Management Estimate (Level 3) Quoted Prices with Management Estimate (Level 3) Available-for-sale marketable securities: Government obligations $ — $ — $ 0.4 $ — Mutual funds - fixed income 7.0 — 6.4 — Mutual funds - equity 0.8 — 0.7 — Foreign currency forward contracts 1.0 — 0.5 — Interest rate swap agreement 6.4 — — — Deferred compensation plan 8.9 — 7.9 — Total $ 24.1 $ — $ 15.9 $ — Financial Liabilities Foreign currency forward contracts $ 1.1 $ — $ 0.8 $ — Contingent consideration — 1.7 — 2.7 Total $ 1.1 $ 1.7 $ 0.8 $ 2.7 The table below presents a reconciliation for liabilities measured at fair value using significant unobservable inputs (Level 3) (in millions). Contingent Consideration December 3, 2016 May 28, 2016 Beginning balance $ 2.7 $ 2.6 Foreign currency translation adjustments — (0.1 ) Settlements (1.0 ) (2.5 ) Purchases or additions — 2.7 Ending balance $ 1.7 $ 2.7 The contingent consideration liabilities represent future payment obligations that relate to business and product line acquisitions. These payments are based on the future performance of the acquired businesses. The contingent consideration liabilities are valued using estimates based on discount rates that reflect the risk involved and the projected sales and earnings of the acquired businesses. The estimates are updated and the liabilities are adjusted to fair value on a quarterly basis. The following is a summary of the carrying and market values of the company's marketable securities as of the respective dates. December 3, 2016 May 28, 2016 (In millions) Cost Unrealized Gain Unrealized Loss Market Value Cost Unrealized Unrealized Market Government obligations $ — $ — $ — $ — $ 0.4 $ — $ — $ 0.4 Mutual funds - fixed income 7.0 — — 7.0 6.4 — — 6.4 Mutual funds - equity 0.8 $ — — 0.8 0.7 — — 0.7 Total $ 7.8 $ — $ — $ 7.8 $ 7.5 $ — $ — $ 7.5 Adjustments to the fair value of available-for-sale securities are recorded as increases or decreases, net of income taxes, within accumulated other comprehensive loss in stockholders’ equity. The cost of securities sold is based on the specific identification method; realized gains and losses resulting from such sales are included in the Condensed Consolidated Statements of Comprehensive Income within "Other, net". The company reviews its investment portfolio for any unrealized losses that would be deemed other-than-temporary and require the recognition of an impairment loss in earnings. If the cost of an investment exceeds its fair value, the company evaluates, among other factors, general market conditions, the duration and extent to which the fair value is less than its cost, the company's intent to hold the investment, and whether it is more likely than not that the company will be required to sell the investment before recovery of the cost basis. The company also considers the type of security, related industry and sector performance, and published investment ratings. Once a decline in fair value is determined to be other-than-temporary, an impairment charge is recorded and a new cost basis in the investment is established. If conditions within individual markets, industry segments, or macro-economic environments deteriorate, the company could incur future impairments. The company views its available-for-sale portfolio as available for use in its current operations. Accordingly, the investments are recorded within Current Assets within the Condensed Consolidated Balance Sheets. Derivative Instruments and Hedging Activities In September, 2016, the company entered into an interest rate swap agreement. The interest rate swap is for an aggregate notional amount of $150.0 million with a forward start date of January 3, 2018 and a termination date of January 3, 2028. As a result of the Swap Transaction, the company effectively will convert $150.0 million of its outstanding indebtedness from a LIBOR-based floating interest rate plus applicable margin to a 1.949 percent fixed interest rate plus applicable margin under the agreement as of the forward start date. The company entered into the interest rate swap agreement to manage its exposure to interest changes and its overall cost of borrowing. The interest rate swap agreement was enacted by the company to exchange variable rate for fixed rate payments over the life of the agreement without the exchange of the underlying notional amounts. The notional amount of the interest rate swap agreement is used to measure interest to be paid or received and does not represent the amount of exposure to credit loss. The differential paid or received on the interest rate swap agreement is recognized as an adjustment to interest expense. The interest rate swap was a designated cash flow hedge as of December 3, 2016. Since a designated derivative meets hedge accounting criteria, the fair value of the hedge is recorded in the Consolidated Statement of Stockholders’ Equity as a component of Accumulated other comprehensive loss, net of tax. The ineffective portion of the change in fair value of the derivative is immediately recognized in earnings. The interest rate swap agreement is assessed for hedge effectiveness on a quarterly basis. As of December 3, 2016, the fair value of the company’s interest rate swap was $6.4 million and was recorded within Other noncurrent assets within the Condensed Consolidated Balance Sheets. For the three and six month periods ended December 3, 2016, the gain recorded within Other comprehensive loss, net of tax, for the effective portion of the designated cash flow hedge was $4.2 million . For the three and six month periods ended December 3, 2016, there were no gains or losses recognized against earnings for hedge ineffectiveness and there were no |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 03, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies And Contingencies | Commitments and Contingencies Product Warranties The company provides coverage to the end-user for parts and labor on products sold under its warranty policy and for other product-related matters. The standard length of warranty is twelve years for the majority of products sold; however, this varies depending on the product classification. The company does not sell or otherwise issue warranties or warranty extensions as stand-alone products. Reserves have been established for the various costs associated with the company's warranty program and are included in the Condensed Consolidated Balance Sheets under “Accrued warranty.” General warranty reserves are based on historical claims experience and other currently available information. These reserves are adjusted once an issue is identified and the actual cost of correction becomes known or can be estimated. (In millions) Three Months Ended Six Months Ended December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Accrual Balance — beginning $ 43.9 $ 39.5 $ 43.9 $ 39.3 Accrual for product-related matters 5.7 6.6 10.9 12.2 Settlements and adjustments (5.0 ) (5.5 ) (10.2 ) (10.9 ) Accrual Balance — ending $ 44.6 $ 40.6 $ 44.6 $ 40.6 Guarantees The company is periodically required to provide performance bonds to do business with certain customers. These arrangements are common and generally have terms ranging between one and three years. The bonds are required to provide assurance to customers that the products and services they have purchased will be installed and/or provided properly and without damage to their facilities. The bonds are provided by various bonding agencies. However, the company is ultimately liable for claims that may occur against them. As of December 3, 2016 , the company had a maximum financial exposure related to performance bonds totaling approximately $8.7 million . The company has no history of claims, nor is it aware of circumstances that would require it to pay, under any of these arrangements. The company also believes that the resolution of any claims that might arise in the future, either individually or in the aggregate, would not materially affect the company's financial statements. Accordingly, no liability has been recorded in respect to these bonds as of either December 3, 2016 or May 28, 2016 . The company has entered into standby letter of credit arrangements for purposes of protecting various insurance companies and lessors against default on insurance premium and lease payments. As of December 3, 2016 , the company had a maximum financial exposure from these standby letters of credit totaling approximately $8.4 million , all of which is considered usage against the company's revolving credit facility. The company has no history of claims, nor is it aware of circumstances that would require it to perform under any of these arrangements, and believes that the resolution of any claims that might arise in the future, either individually or in the aggregate, would not materially affect the company's financial statements. Accordingly, no liability has been recorded in respect of these arrangements as of December 3, 2016 and May 28, 2016 . Contingencies |
Debt
Debt | 6 Months Ended |
Dec. 03, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt as of December 3, 2016 and May 28, 2016 consisted of the following obligations: (In millions) December 3, 2016 May 28, 2016 Series B senior notes, due January 3, 2018 $ 149.9 $ 149.9 Debt securities, due March 1, 2021 50.0 50.0 Syndicated revolving line of credit, due September 2021 19.7 22.0 Total $ 219.6 $ 221.9 On September 13, 2016, the company entered into a fourth amendment and restatement of its unsecured syndicated revolving line of credit which provides the company with up to $400 million in revolving variable interest borrowing capacity and includes an "accordion feature" allowing the company to increase, at its option and subject to the approval of the participating banks, the aggregate borrowing capacity of the facility by up to $200 million . The facility will expire in September 2021 and outstanding borrowings bear interest at rates based on the prime rate, federal funds rate, LIBOR, or negotiated rates as outlined in the agreement. Interest is payable periodically throughout the period if borrowings are outstanding. As of December 3, 2016 , the total debt outstanding related to borrowings under the syndicated revolving line of credit was $19.7 million . These borrowings are included within Long-term debt in the Condensed Consolidated Balance Sheet. As of December 3, 2016 , the total usage against the facility was $28.1 million , of which $8.4 million related to outstanding letters of credit. As of May 28, 2016 , total usage against the previous syndicated revolving line of credit was $30.7 million , $8.7 million |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Dec. 03, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The following table provides an analysis of the changes in accumulated other comprehensive loss for the six months ended December 3, 2016 : (In millions) Cumulative Translation Adjustments Pension and Other Post-retirement Benefit Plans Interest Rate Swap Agreement Accumulated Other Comprehensive income Balance at May 28, 2016 $ (29.6 ) $ (34.9 ) $ — $ (64.5 ) Current period other comprehensive income (loss) (10.4 ) 1.1 6.4 (2.9 ) Tax (expense) benefit — 0.5 (2.2 ) (1.7 ) Balance at December 3, 2016 $ (40.0 ) $ (33.3 ) $ 4.2 $ (69.1 ) The following table provides an analysis of the changes in accumulated other comprehensive loss for the six months ended November 28, 2015 : (In millions) Cumulative Translation Adjustments Pension and Other Post-retirement Benefit Plans Interest Rate Swap Agreement Accumulated Other Comprehensive income Balance at May 30, 2015 $ (20.8 ) $ (35.4 ) $ — $ (56.2 ) Current period other comprehensive income (loss) (4.5 ) 1.9 — (2.6 ) Tax (expense) benefit — (0.5 ) — (0.5 ) Balance at November 28, 2015 $ (25.3 ) $ (34.0 ) $ — $ (59.3 ) |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 6 Months Ended |
Dec. 03, 2016 | |
Redeemable Noncontrolling Interests [Abstract] | |
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests Redeemable noncontrolling interests are reported on the Consolidated Balance Sheets in mezzanine equity in “Redeemable noncontrolling interests.” The company recognizes changes to the redemption value of redeemable noncontrolling interests as they occur and adjusts the carrying value to equal the redemption value at the end of each reporting period. The redemption amounts have been estimated based on the fair value of the subsidiary, determined based on a weighting of the discounted cash flow and market methods. This represents a level 3 fair value measurement. Changes in the company’s Redeemable noncontrolling interests for the six months ended December 3, 2016 and November 28, 2015 are as follows: Six Months Ended (In millions) December 3, 2016 November 28, 2015 Beginning Balance $ 27.0 $ 30.4 Purchase of redeemable noncontrolling interests (1.5 ) — Net income attributable to redeemable noncontrolling interests 0.1 0.3 Redemption value adjustment (0.3 ) 0.4 Other adjustments 0.1 0.1 Ending Balance $ 25.4 $ 31.2 |
Operating Segments
Operating Segments | 6 Months Ended |
Dec. 03, 2016 | |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |
Operating Segments | Operating Segments The company's reportable segments consist of North American Furniture Solutions, ELA ("EMEA, Latin America, and Asia Pacific") Furniture Solutions, Specialty, and Consumer. The North American Furniture Solutions reportable segment 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 the operations associated with the design, manufacture, and sale of furniture products, primarily for work-related settings, in the EMEA, Latin America, and Asia-Pacific geographic regions. Specialty includes the 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. The Consumer segment 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 eCommerce and DWR studios. The company also reports a “Corporate” category consisting primarily of unallocated corporate expenses including restructuring, impairment, acquisition-related costs, and other unallocated corporate costs. The accounting policies of the reportable operating segments are the same as those of the company. Additionally, the company employs a methodology for allocating corporate costs and assets with the underlying objective of this methodology being to allocate corporate costs according to the relative usage of the underlying resources and to allocate corporate assets according to the relative expected benefit. The company has determined that allocation based on relative net sales is appropriate. The majority of corporate costs are allocated to the operating segments. However, certain costs generally considered the result of isolated business decisions are not subject to allocation and are evaluated separately from the rest of the regular ongoing business operations. For example, restructuring charges that are reflected in operating earnings are allocated to the “Corporate” category. The performance of the operating segments is evaluated by the company's management using various financial measures. The following is a summary of certain key financial measures for the respective fiscal periods indicated. Three Months Ended Six Months Ended (In millions) December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Net Sales: North American Furniture Solutions $ 329.5 $ 348.1 $ 694.6 $ 686.2 ELA Furniture Solutions 107.6 100.7 204.9 203.2 Specialty 60.8 57.7 121.6 115.5 Consumer 79.6 73.9 155.0 140.9 Corporate — — — — Total $ 577.5 $ 580.4 $ 1,176.1 $ 1,145.8 Operating Earnings (Loss): North American Furniture Solutions $ 31.0 $ 41.4 $ 74.2 $ 82.2 ELA Furniture Solutions 10.8 7.3 18.0 13.9 Specialty 5.9 4.2 11.1 8.5 Consumer 1.8 2.7 2.6 6.5 Corporate 0.1 (0.1 ) 0.1 (0.5 ) Total $ 49.6 $ 55.5 $ 106.0 $ 110.6 (In millions) December 3, 2016 May 28, 2016 Total Assets: North American Furniture Solutions $ 542.8 $ 531.7 ELA Furniture Solutions 230.5 218.4 Specialty 153.2 147.3 Consumer 262.5 245.3 Corporate 83.9 92.5 Total $ 1,272.9 $ 1,235.2 |
Subsequent Event Subsequent Eve
Subsequent Event Subsequent Event | 6 Months Ended |
Dec. 03, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event |
Restructuring Activities (Notes
Restructuring Activities (Notes) | 6 Months Ended |
Dec. 03, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activities | 16. Restructuring Activities During the second quarter of fiscal 2017, the company announced restructuring actions involving targeted workforce reductions within the North American, ELA and Specialty segments. These actions resulted in the recognition of restructuring expenses related to severance costs totaling $1.0 million |
Inventories (Policies)
Inventories (Policies) | 6 Months Ended |
Dec. 03, 2016 | |
Inventories [Abstract] | |
Inventory, Policy | Inventories are valued at the lower of cost or market and include material, labor, and overhead. The inventories at our West Michigan manufacturing operations are valued using the last-in, first-out (LIFO) method, whereas inventories of certain other subsidiaries are valued using the first-in, first-out (FIFO) method |
Fair Value Measurements (Polici
Fair Value Measurements (Policies) | 6 Months Ended |
Dec. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments, Policy | Adjustments to the fair value of available-for-sale securities are recorded as increases or decreases, net of income taxes, within accumulated other comprehensive loss in stockholders’ equity. The cost of securities sold is based on the specific identification method; realized gains and losses resulting from such sales are included in the Condensed Consolidated Statements of Comprehensive Income within "Other, net". |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Inventories [Abstract] | |
Schedule of Inventory, Current | (In millions) December 3, 2016 May 28, 2016 Finished goods $ 119.7 $ 102.1 Raw materials 30.6 26.1 Total $ 150.3 $ 128.2 |
Goodwill and Indefinite-lived28
Goodwill and Indefinite-lived Intangibles (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Goodwill and Indefinite-lived Intangibles [Abstract] | |
Goodwill and Indefinite-lived Intangibles | Goodwill and other indefinite-lived intangible assets included in the Condensed Consolidated Balance Sheets consisted of the following as of December 3, 2016 and May 28, 2016 : (In millions) Goodwill Indefinite-lived Intangible Assets Total Goodwill and Indefinite-lived Intangible Assets May 28, 2016 $ 305.3 $ 85.2 $ 390.5 Foreign currency translation adjustments (0.7 ) — (0.7 ) December 3, 2016 $ 304.6 $ 85.2 $ 389.8 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Employee Benefit Plans [Abstract] | |
Schedule of Defined Benefit Plans Disclosures | Three Months Ended Six Months Ended (In millions) December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Service cost $ — $ — $ — $ — Interest cost 0.8 1.0 1.5 2.0 Expected return on plan assets (1.3 ) (1.4 ) (2.5 ) (2.8 ) Net amortization loss 0.6 0.7 1.2 1.4 Net periodic benefit cost $ 0.1 $ 0.3 $ 0.2 $ 0.6 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | The following table reconciles the numerators and denominators used in the calculations of basic and diluted earnings per share (EPS): Three Months Ended Six Months Ended December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Numerators : Numerator for both basic and diluted EPS, net earnings attributable to Herman Miller, Inc. - in millions $ 31.7 $ 34.7 $ 68.0 $ 68.2 Denominators : Denominator for basic EPS, weighted-average common shares outstanding 59,954,194 59,891,876 59,942,049 59,812,900 Potentially dilutive shares resulting from stock plans 400,566 519,664 440,883 536,359 Denominator for diluted EPS 60,354,760 60,411,540 60,382,932 60,349,259 Antidilutive equity awards not included in weighted-average common shares - diluted 875,847 479,912 685,450 520,722 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Stock-Based Compensation [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following table summarizes the stock-based compensation expense and related income tax effect for the periods indicated: (In millions) Three Months Ended Six Months Ended December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Stock-based compensation expense $ 3.1 $ 2.6 $ 6.5 $ 6.5 Related income tax effect 1.2 1.0 2.4 2.4 |
Schedule of Share-based Compensation, Activity | The following is a detail of the company issued common stock related to the exercise of stock options and vesting of restricted stock and performance share units: (Shares) Six Months Ended December 3, 2016 November 28, 2015 Stock Options 197,632 185,949 Restricted Stock Units 86,664 163,430 Performance Share Units 113,040 55,825 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Long-term Debt Instruments | The carrying value and fair value of the company's long-term debt, including current maturities, is as follows for the periods indicated: (In millions) December 3, 2016 May 28, 2016 Carrying value $ 219.6 $ 221.9 Fair value $ 235.2 $ 241.7 December 3, 2016 and May 28, 2016 consisted of the following obligations: (In millions) December 3, 2016 May 28, 2016 Series B senior notes, due January 3, 2018 $ 149.9 $ 149.9 Debt securities, due March 1, 2021 50.0 50.0 Syndicated revolving line of credit, due September 2021 19.7 22.0 Total $ 219.6 $ 221.9 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | The following tables set forth financial assets and liabilities measured at fair value in the Condensed Consolidated Balance Sheets and the respective pricing levels to which the fair value measurements are classified within the fair value hierarchy as of December 3, 2016 and May 28, 2016 . (In millions) Fair Value Measurements December 3, 2016 May 28, 2016 Financial Assets Quoted Prices with Other Observable Inputs (Level 2) Management Estimate (Level 3) Quoted Prices with Management Estimate (Level 3) Available-for-sale marketable securities: Government obligations $ — $ — $ 0.4 $ — Mutual funds - fixed income 7.0 — 6.4 — Mutual funds - equity 0.8 — 0.7 — Foreign currency forward contracts 1.0 — 0.5 — Interest rate swap agreement 6.4 — — — Deferred compensation plan 8.9 — 7.9 — Total $ 24.1 $ — $ 15.9 $ — Financial Liabilities Foreign currency forward contracts $ 1.1 $ — $ 0.8 $ — Contingent consideration — 1.7 — 2.7 Total $ 1.1 $ 1.7 $ 0.8 $ 2.7 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The table below presents a reconciliation for liabilities measured at fair value using significant unobservable inputs (Level 3) (in millions). Contingent Consideration December 3, 2016 May 28, 2016 Beginning balance $ 2.7 $ 2.6 Foreign currency translation adjustments — (0.1 ) Settlements (1.0 ) (2.5 ) Purchases or additions — 2.7 Ending balance $ 1.7 $ 2.7 |
Unrealized Gain (Loss) on Investments | The following is a summary of the carrying and market values of the company's marketable securities as of the respective dates. December 3, 2016 May 28, 2016 (In millions) Cost Unrealized Gain Unrealized Loss Market Value Cost Unrealized Unrealized Market Government obligations $ — $ — $ — $ — $ 0.4 $ — $ — $ 0.4 Mutual funds - fixed income 7.0 — — 7.0 6.4 — — 6.4 Mutual funds - equity 0.8 $ — — 0.8 0.7 — — 0.7 Total $ 7.8 $ — $ — $ 7.8 $ 7.5 $ — $ — $ 7.5 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Product Warranty Liability | General warranty reserves are based on historical claims experience and other currently available information. These reserves are adjusted once an issue is identified and the actual cost of correction becomes known or can be estimated. (In millions) Three Months Ended Six Months Ended December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Accrual Balance — beginning $ 43.9 $ 39.5 $ 43.9 $ 39.3 Accrual for product-related matters 5.7 6.6 10.9 12.2 Settlements and adjustments (5.0 ) (5.5 ) (10.2 ) (10.9 ) Accrual Balance — ending $ 44.6 $ 40.6 $ 44.6 $ 40.6 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The carrying value and fair value of the company's long-term debt, including current maturities, is as follows for the periods indicated: (In millions) December 3, 2016 May 28, 2016 Carrying value $ 219.6 $ 221.9 Fair value $ 235.2 $ 241.7 December 3, 2016 and May 28, 2016 consisted of the following obligations: (In millions) December 3, 2016 May 28, 2016 Series B senior notes, due January 3, 2018 $ 149.9 $ 149.9 Debt securities, due March 1, 2021 50.0 50.0 Syndicated revolving line of credit, due September 2021 19.7 22.0 Total $ 219.6 $ 221.9 |
Accumulated Other Comprehensi35
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table provides an analysis of the changes in accumulated other comprehensive loss for the six months ended December 3, 2016 : (In millions) Cumulative Translation Adjustments Pension and Other Post-retirement Benefit Plans Interest Rate Swap Agreement Accumulated Other Comprehensive income Balance at May 28, 2016 $ (29.6 ) $ (34.9 ) $ — $ (64.5 ) Current period other comprehensive income (loss) (10.4 ) 1.1 6.4 (2.9 ) Tax (expense) benefit — 0.5 (2.2 ) (1.7 ) Balance at December 3, 2016 $ (40.0 ) $ (33.3 ) $ 4.2 $ (69.1 ) The following table provides an analysis of the changes in accumulated other comprehensive loss for the six months ended November 28, 2015 : (In millions) Cumulative Translation Adjustments Pension and Other Post-retirement Benefit Plans Interest Rate Swap Agreement Accumulated Other Comprehensive income Balance at May 30, 2015 $ (20.8 ) $ (35.4 ) $ — $ (56.2 ) Current period other comprehensive income (loss) (4.5 ) 1.9 — (2.6 ) Tax (expense) benefit — (0.5 ) — (0.5 ) Balance at November 28, 2015 $ (25.3 ) $ (34.0 ) $ — $ (59.3 ) |
Redeemable Noncontrolling Int36
Redeemable Noncontrolling Interests (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Redeemable Noncontrolling Interests [Abstract] | |
Redeemable Noncontrolling Interest | Changes in the company’s Redeemable noncontrolling interests for the six months ended December 3, 2016 and November 28, 2015 are as follows: Six Months Ended (In millions) December 3, 2016 November 28, 2015 Beginning Balance $ 27.0 $ 30.4 Purchase of redeemable noncontrolling interests (1.5 ) — Net income attributable to redeemable noncontrolling interests 0.1 0.3 Redemption value adjustment (0.3 ) 0.4 Other adjustments 0.1 0.1 Ending Balance $ 25.4 $ 31.2 |
Operating Segments (Tables)
Operating Segments (Tables) | 6 Months Ended |
Dec. 03, 2016 | |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |
Schedule of Segment Reporting Information, by Segment | (In millions) December 3, 2016 May 28, 2016 Total Assets: North American Furniture Solutions $ 542.8 $ 531.7 ELA Furniture Solutions 230.5 218.4 Specialty 153.2 147.3 Consumer 262.5 245.3 Corporate 83.9 92.5 Total $ 1,272.9 $ 1,235.2 Three Months Ended Six Months Ended (In millions) December 3, 2016 November 28, 2015 December 3, 2016 November 28, 2015 Net Sales: North American Furniture Solutions $ 329.5 $ 348.1 $ 694.6 $ 686.2 ELA Furniture Solutions 107.6 100.7 204.9 203.2 Specialty 60.8 57.7 121.6 115.5 Consumer 79.6 73.9 155.0 140.9 Corporate — — — — Total $ 577.5 $ 580.4 $ 1,176.1 $ 1,145.8 Operating Earnings (Loss): North American Furniture Solutions $ 31.0 $ 41.4 $ 74.2 $ 82.2 ELA Furniture Solutions 10.8 7.3 18.0 13.9 Specialty 5.9 4.2 11.1 8.5 Consumer 1.8 2.7 2.6 6.5 Corporate 0.1 (0.1 ) 0.1 (0.5 ) Total $ 49.6 $ 55.5 $ 106.0 $ 110.6 |
Acquisitions (Details)
Acquisitions (Details) - Naughtone Holdings Limited - USD ($) $ in Millions | Sep. 30, 2016 | Jun. 03, 2016 |
Business Acquisition [Line Items] | ||
Purchase price | $ 0.6 | $ 12.4 |
Percentage of voting interests acquired | 50.00% |
Inventories - Schedule of Inven
Inventories - Schedule of Inventory, Current (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Inventories [Abstract] | ||
Finished goods | $ 119.7 | $ 102.1 |
Raw materials | 30.6 | 26.1 |
Total | $ 150.3 | $ 128.2 |
Goodwill and Indefinite-lived40
Goodwill and Indefinite-lived Intangibles (Details) $ in Millions | 6 Months Ended |
Dec. 03, 2016USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning | $ 305.3 |
Foreign currency translation adjustments | (0.7) |
Goodwill, ending | 304.6 |
Indefinite-lived Intangible Assets [Roll Forward] | |
Indefinite-Lived Intangible Assets (Excluding Goodwill), beginning | 85.2 |
Foreign currency translation adjustments | 0 |
Indefinite-Lived Intangible Assets (Excluding Goodwill), ending | 85.2 |
Rollforward of Goodwill and Indefinite-lived Intangible Assets [Roll Forward] | |
Goodwill and indefinite-lived intangibles, beginning | 390.5 |
Foreign currency translation adjustments | (0.7) |
Goodwill and indefinite-lived intangibles, ending | $ 389.8 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - Foreign Pension Plan - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | |
Defined Benefit Plan Disclosure | ||||
Service cost | $ 0 | $ 0 | $ 0 | |
Interest cost | $ 0.8 | 1 | 1.5 | 2 |
Expected return on plan assets | (1.3) | (1.4) | (2.5) | (2.8) |
Net amortization loss | 0.6 | 0.7 | 1.2 | 1.4 |
Net periodic benefit cost | $ 0.1 | $ 0.3 | $ 0.2 | $ 0.6 |
Earnings Per Share Earnings Per
Earnings Per Share Earnings Per Share - Schedule of Calculation of Numerator and Denominator in Earnings Per Share (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | |
Earnings Per Share [Abstract] | ||||
Numerator for both basic and diluted EPS, net earnings attributable to Herman Miller, Inc. - in millions | $ 31.7 | $ 34.7 | $ 68 | $ 68.2 |
Denominator for basic EPS, weighted-average common shares outstanding | 59,954,194 | 59,891,876 | 59,942,049 | 59,812,900 |
Potentially dilutive shares resulting from stock plans | 400,566 | 519,664 | 440,883 | 536,359 |
Denominator for diluted EPS | 60,354,760 | 60,411,540 | 60,382,932 | 60,349,259 |
Antidilutive equity awards not included in weighted-average common shares - diluted | 875,847 | 479,912 | 685,450 | 520,722 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 3.1 | $ 2.6 | $ 6.5 | $ 6.5 |
Related income tax effect | $ 1.2 | $ 1 | $ 2.4 | $ 2.4 |
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | ||||
Stock Options | 197,632 | 185,949 | ||
Restricted Stock Units (RSUs) | ||||
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | ||||
Restricted Stock Units | 86,664 | 163,430 | ||
Performance Share Units | 86,664 | 163,430 | ||
Performance Share Units | ||||
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | ||||
Restricted Stock Units | 113,040 | 55,825 | ||
Performance Share Units | 113,040 | 55,825 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Income Tax Disclosure [Abstract] | ||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $ 0.9 | $ 0.7 |
Liability for Uncertain Tax Positions, Current | $ 3 | $ 2.4 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Long-term Debt (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Fair Value Disclosures [Abstract] | ||
Long-term debt, Carrying value | $ 219.6 | $ 221.9 |
Long-term debt, Fair value | $ 235.2 | $ 241.7 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Hierarchy (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | $ 7.8 | $ 7.5 |
Interest rate swap agreement | 6.4 | |
US Treasury and Government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 0 | 0.4 |
Fixed Income Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 7 | 6.4 |
Mutual funds - equity | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 0.8 | 0.7 |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Deferred compensation plan | 8.9 | 7.9 |
Total | 24.1 | 15.9 |
Contingent consideration | 0 | 0 |
Total | 1.1 | 0.8 |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | Foreign Exchange Forward | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Foreign currency forward contracts | 1 | 0.5 |
Foreign currency forward contracts | 1.1 | 0.8 |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap agreement | 6.4 | 0 |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | US Treasury and Government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 0 | 0.4 |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | Fixed Income Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 7 | 6.4 |
Fair Value, Inputs, Level 2 | Fair Value, Measurements, Recurring | Mutual funds - equity | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 0.8 | 0.7 |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Deferred compensation plan | 0 | 0 |
Total | 0 | 0 |
Contingent consideration | 1.7 | 2.7 |
Total | 1.7 | 2.7 |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | Foreign Exchange Forward | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Foreign currency forward contracts | 0 | 0 |
Foreign currency forward contracts | 0 | 0 |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Interest rate swap agreement | 0 | 0 |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | US Treasury and Government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 0 | 0 |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | Fixed Income Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | 0 | 0 |
Fair Value, Inputs, Level 3 | Fair Value, Measurements, Recurring | Mutual funds - equity | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale marketable securities | $ 0 | $ 0 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements - Contingent Consideration (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Dec. 03, 2016 | May 28, 2016 | |
Fair Value Disclosures [Abstract] | ||
Beginning balance | $ 2.7 | $ 2.6 |
Foreign currency translation adjustments | 0 | (0.1) |
Settlements | (1) | (2.5) |
Purchases or additions | 0 | 2.7 |
Ending balance | $ 1.7 | $ 2.7 |
Fair Value Measurements - Unrea
Fair Value Measurements - Unrealized Gain (Loss) on Investments (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cost | $ 7.8 | $ 7.5 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Market Value | 7.8 | 7.5 |
US Treasury and Government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cost | 0 | 0.4 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Market Value | 0 | 0.4 |
Fixed Income Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cost | 7 | 6.4 |
Unrealized Gain | 0 | |
Unrealized Loss | 0 | |
Market Value | 7 | 6.4 |
Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cost | 0.8 | 0.7 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Market Value | $ 0.8 | $ 0.7 |
Fair Value Measurements Fair 49
Fair Value Measurements Fair Value Measurements (Details) - USD ($) | Sep. 13, 2016 | Dec. 03, 2016 | Dec. 03, 2016 |
Derivative [Line Items] | |||
Interest Rate Cash Flow Hedge Asset at Fair Value | $ 6,400,000 | $ 6,400,000 | |
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | 4,200,000 | 4,200,000 | |
Gain (Loss) on Cash Flow Hedge Ineffectiveness, Net | 0 | 0 | |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | $ 0 | $ 0 | |
Interest Rate Swap [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 150,000,000 | ||
Debt Conversion, Original Debt, Amount | $ 150,000,000 | ||
Debt Conversion, Converted Instrument, Rate | 1.949% |
Fair Value Measurements Fair 50
Fair Value Measurements Fair Value Measurements Parenthetical (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 03, 2016 | Dec. 03, 2016 | |
Derivative [Line Items] | ||
Gain (Loss) on Cash Flow Hedge Ineffectiveness, Net | $ 0 | $ 0 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | $ 0 | $ 0 |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies (Details) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 03, 2016 | May 28, 2016 | |
Loss Contingencies [Line Items] | ||
Warranty Length | 12 years | |
Performance Guarantee [Member] | ||
Loss Contingencies [Line Items] | ||
Guarantor Obligations, Maximum Exposure, Undiscounted | $ 8.7 | |
Guarantor Obligations, Current Carrying Value | 0 | $ 0 |
Financial Standby Letter of Credit [Member] | ||
Loss Contingencies [Line Items] | ||
Guarantor Obligations, Maximum Exposure, Undiscounted | 8.4 | |
Guarantor Obligations, Current Carrying Value | $ 0 | $ 0 |
Minimum [Member] | Performance Guarantee [Member] | ||
Loss Contingencies [Line Items] | ||
Guarantor Obligations, Period | 1 year | |
Maximum [Member] | Performance Guarantee [Member] | ||
Loss Contingencies [Line Items] | ||
Guarantor Obligations, Period | 3 years |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Product Warranty Liability (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Accrual Balance — beginning | $ 43.9 | $ 39.5 | $ 43.9 | $ 39.3 |
Accrual for product-related matters | 5.7 | 6.6 | 10.9 | 12.2 |
Settlements and adjustments | (5) | (5.5) | (10.2) | (10.9) |
Accrual Balance — ending | $ 44.6 | $ 40.6 | $ 44.6 | $ 40.6 |
Commitments and Contingencies53
Commitments and Contingencies Commitments and Contingencies (Parenthetical) (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Performance Guarantee [Member] | ||
Loss Contingencies [Line Items] | ||
Guarantor Obligations, Current Carrying Value | $ 0 | $ 0 |
Financial Standby Letter of Credit [Member] | ||
Loss Contingencies [Line Items] | ||
Guarantor Obligations, Current Carrying Value | $ 0 | $ 0 |
Schedule of Long Term Debt (Det
Schedule of Long Term Debt (Details) - USD ($) $ in Millions | Dec. 03, 2016 | May 28, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 219.6 | $ 221.9 |
Revolving Line of Credit, Domestic | ||
Debt Instrument [Line Items] | ||
Long-term debt | 19.7 | 22 |
Series B [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 149.9 | 149.9 |
Debt, Debt Securities [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 50 | $ 50 |
Debt (Details)
Debt (Details) - USD ($) | Dec. 03, 2016 | May 28, 2016 |
Line of Credit Facility [Line Items] | ||
Long-term debt | $ 219,600,000 | $ 221,900,000 |
Borrowings on revolver and outstanding letters of credit | 28,100,000 | 30,700,000 |
Revolving Line of Credit, Domestic | ||
Line of Credit Facility [Line Items] | ||
Long-term debt | 19,700,000 | 22,000,000 |
Revolving line of credit, maximum borrowing capacity | 400,000,000 | |
Revolving line of credit, allowed increase in borrowing capacity | 200,000,000 | |
Letters of Credit Outstanding, Amount | $ 8,400,000 | $ 8,700,000 |
Accumulated Other Comprehensi56
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 03, 2016 | Nov. 28, 2015 | |
Accumulated Other Comprehensive Income (Loss) | ||
Balance at beginning of year | $ 524.7 | |
Balance at end of period | 568.6 | $ 476 |
Cumulative Translation Adjustments | ||
Accumulated Other Comprehensive Income (Loss) | ||
Balance at beginning of year | (29.6) | (20.8) |
Current period other comprehensive income (loss) | (10.4) | (4.5) |
Tax (expense) benefit | 0 | 0 |
Balance at end of period | (40) | (25.3) |
Pension and Other Post-retirement Benefit Plans | ||
Accumulated Other Comprehensive Income (Loss) | ||
Balance at beginning of year | (34.9) | (35.4) |
Current period other comprehensive income (loss) | 1.1 | 1.9 |
Tax (expense) benefit | 0.5 | (0.5) |
Balance at end of period | (33.3) | (34) |
Interest Rate Swap Agreement | ||
Accumulated Other Comprehensive Income (Loss) | ||
Balance at beginning of year | 0 | 0 |
Current period other comprehensive income (loss) | 6.4 | 0 |
Tax (expense) benefit | (2.2) | 0 |
Balance at end of period | 4.2 | 0 |
Accumulated Other Comprehensive income | ||
Accumulated Other Comprehensive Income (Loss) | ||
Balance at beginning of year | (64.5) | (56.2) |
Current period other comprehensive income (loss) | (2.9) | (2.6) |
Tax (expense) benefit | (1.7) | (0.5) |
Balance at end of period | $ (69.1) | $ (59.3) |
Redeemable Noncontrolling Int57
Redeemable Noncontrolling Interests (Details) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 03, 2016 | Nov. 28, 2015 | |
Redeemable Noncontrolling Interest [Line Items] | ||
Redeemable Noncontrolling Interests, Beginning | $ 27 | |
Redeemable Noncontrolling Interests, Ending | 25.4 | |
Herman Miller Consumer Holdings | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Redeemable Noncontrolling Interests, Beginning | 27 | $ 30.4 |
Purchase of redeemable noncontrolling interests | (1.5) | 0 |
Net income attributable to redeemable noncontrolling interests | 0.1 | 0.3 |
Redemption value adjustment | (0.3) | 0.4 |
Other adjustments | 0.1 | 0.1 |
Redeemable Noncontrolling Interests, Ending | $ 25.4 | $ 31.2 |
Operating Segments (Details)
Operating Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | May 28, 2016 | |
Segment Reporting Information | |||||
Net Sales: | $ 577.5 | $ 580.4 | $ 1,176.1 | $ 1,145.8 | |
Operating Earnings (Loss): | 49.6 | 55.5 | 106 | 110.6 | |
Total Assets | 1,272.9 | 1,272.9 | $ 1,235.2 | ||
North American Furniture Solutions | |||||
Segment Reporting Information | |||||
Net Sales: | 329.5 | 348.1 | 694.6 | 686.2 | |
Operating Earnings (Loss): | 31 | 41.4 | 74.2 | 82.2 | |
Total Assets | 542.8 | 542.8 | 531.7 | ||
ELA Furniture Solutions | |||||
Segment Reporting Information | |||||
Net Sales: | 107.6 | 100.7 | 204.9 | 203.2 | |
Operating Earnings (Loss): | 10.8 | 7.3 | 18 | 13.9 | |
Total Assets | 230.5 | 230.5 | 218.4 | ||
Specialty | |||||
Segment Reporting Information | |||||
Net Sales: | 60.8 | 57.7 | 121.6 | 115.5 | |
Operating Earnings (Loss): | 5.9 | 4.2 | 11.1 | 8.5 | |
Total Assets | 153.2 | 153.2 | 147.3 | ||
Consumer | |||||
Segment Reporting Information | |||||
Net Sales: | 79.6 | 73.9 | 155 | 140.9 | |
Operating Earnings (Loss): | 1.8 | 2.7 | 2.6 | 6.5 | |
Total Assets | 262.5 | 262.5 | 245.3 | ||
Corporate | |||||
Segment Reporting Information | |||||
Net Sales: | 0 | 0 | 0 | 0 | |
Operating Earnings (Loss): | 0.1 | $ (0.1) | 0.1 | $ (0.5) | |
Total Assets | $ 83.9 | $ 83.9 | $ 92.5 |
Restructuring Activities (Detai
Restructuring Activities (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 03, 2016 | Nov. 28, 2015 | Dec. 03, 2016 | Nov. 28, 2015 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring expenses | $ 1 | $ 0 | $ 1 | $ 0 |