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Form 8-K MILLER HERMAN INC For: Dec 17

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December 17, 2014 4:04 PM EST
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report: December�17, 2014
(Date of earliest event reported)
HERMAN MILLER, INC.
(Exact name of registrant as specified in its charter)

Michigan
(State or Other Jurisdiction of
incorporation)
001-15141
(Commission File No.)
38-0837640�
(IRS Employer
Identification no.)
�
�
�
855 East Main Avenue
Zeeland, Michigan
(Address of Principal Executive Offices)
�
49464
(Zip Code)
�
(616) 654-3000
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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. below):
[__] ����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 CFR 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 2.02. ����Results of Operations and Financial Condition
On December�17, 2014, Herman Miller, Inc. issued a press release announcing its financial results for the quarter ended November�29, 2014. A copy of the press release is attached as Exhibit 99.1. Also, a copy of the supplemental financial data for the quarter ended November�29, 2014 is attached as Exhibit 99.2.
The information in this Form 8-K and the attached Exhibits shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.����Financial Statements and Exhibits.
Exhibits.
99.1��������Press release dated December�17, 2014.
99.2��������Supplemental financial data for the quarter ended November�29, 2014.




SIGNATURE
��������Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated:
December�17, 2014
HERMAN MILLER, INC.
�
�
�
�(Registrant)
�
�
�
By:
/s/ Kevin J. Veltman
�Kevin J. Veltman
�
�
�
�
Vice President of Investor Relations & Treasurer (Duly Authorized Signatory for Registrant)




















Herman Miller Reports Strong Sales and Earnings Growth in the Second Quarter of Fiscal Year 2015
Webcast to be held Thursday, December 18, 2014, at 9:30 AM EST
Release
Immediate
Date
December 17, 2014
Contact
Kevin Veltman (616) 654 3973 or [email protected]
�
Greg Bylsma (616) 654 7578 or [email protected]
�
Media: Mark Schurman (616) 654 5498 or [email protected]
Address
Herman Miller, Inc., 855 East Main Avenue, PO Box 302, Zeeland, MI 49464-0302
Internet
www.hermanmiller.com

NOTE: A data supplement with additional financial information relating to the periods covered by this press release is available for download from the companys website at http://www.hermanmiller.com/about-us/investors.html.

Herman Miller, Inc. (NASDAQ: MLHR), today announced results for its second quarter ended November�29, 2014. Net sales in the quarter totaled $565.4 million, an increase of 20.2% from the same quarter last fiscal year. New orders in the second quarter of $572.1 million were 13.8% above the prior year level.

The company's results include a full quarter of activity related to the July 2014 acquisition of Design Within Reach, Inc. ("DWR"). On an organic basis, which adjusts for the impact of acquisitions, divestitures and foreign currency translation, sales and orders in the second quarter increased 8.8% and 2.5%, respectively, from the same quarter last fiscal year.

Operating earnings in the second quarter were 8.3% of net sales compared to an operating loss of 26.6% reported in the same quarter last year. The companys earnings in the current year second quarter were reduced by $5.0 million due to costs associated with the DWR acquisition. The operating loss in the second quarter of last fiscal year was driven by expenses related to the company's domestic pension plan termination and an asset impairment charge associated with property in Ningbo, China. Excluding these items, adjusted operating earnings in the second quarter were 9.1% of net sales compared to 8.5% in the same quarter of last fiscal year.

Herman Miller reported net earnings of $0.46 per share on a diluted basis in the second quarter. This compares to a diluted loss per share of $1.37 in the same quarter last fiscal year. Excluding acquisition-related expenses recognized in the current period, adjusted diluted earnings per share in the second quarter totaled $0.51. This compares to adjusted diluted earnings of $0.42 per share in the second quarter of fiscal 2014. Adjusted earnings per share increased 21.4% from the same quarter of fiscal year 2014.

Brian Walker, Chief Executive Officer, stated, This quarter we delivered solid sales and adjusted earnings growth in virtually all of our segments. Gross margin improvement was once again an important component of our earnings growth, supported by higher volumes and reflecting our continuing drive for improved product and channel mix. With our first full quarter of DWR results reflected in our Consumer business, we are also encouraged by the significant progress on integration activities related to this important strategic investment.

Walker added, This was our 12th consecutive quarter of year-over-year organic order growth. While we are pleased the positive trend continued and believe the macro dynamics remain favorable in all of our focused segments, the growth rate this quarter was less than we anticipated. This was, in part, attributed to a difficult year-on-year comparison caused by two particularly large projects recorded in our North American segment in the second quarter of last year. With that said, we believe the underlying pace of order growth in our North American segment has also been impacted by gaps in sales capacity and delays in some new product introductions. In response, we have amplified our focus and resources in support of ameliorating these issues and believe we will have the majority of them behind us in the third quarter."


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FINANCIAL HIGHLIGHTS (Dollars in millions, except per share data)
�
�
�
�
(Unaudited)
�
(Unaudited)
�
�
Three Months Ended
�
Six Months Ended
�
�
11/29/2014
11/30/2013
% Chg.
11/29/2014
11/30/2013
% Chg.
Net Sales
$
565.4

$
470.5

20.2
�%
$
1,075.1

$
938.6

14.5
�%
Gross Margin %
36.4
%
25.3
�%
N/A

36.4
%
30.8
�%
N/A

Operating Expenses
$
159.0

$
240.1

(33.8
)%
$
302.4

$
371.0

(18.5
)%
Restructuring and Impairment Expenses
$


$
4.0

N/A

$


$
4.0

N/A

Operating Earnings (Loss) %
8.3
%
(26.6
)%
N/A

8.3
%
(9.2
)%
N/A

Adjusted Operating Earnings % *
9.1
%
8.5
�%
N/A

9.2
%
8.9
�%
N/A

Adjusted EBITDA*
$
64.8

$
50.8

27.6
�%
$
124.0

$
105.4

17.6
�%
Net Earnings (Loss) Attributable to Herman Miller, Inc.
$
27.8

$
(80.6
)
134.5
�%
$
53.0

$
(58.1
)
191.2
�%
Earnings (Loss) Per Share  Diluted
$
0.46

$
(1.37
)
133.6
�%
$
0.88

$
(0.99
)
188.9
�%
Adj. Earnings Per Share  Diluted *
$
0.51

$
0.42

21.4
�%
$
0.98

$
0.84

16.7
�%
Orders
$
572.1

$
502.9

13.8
�%
$
1,089.1

$
974.1

11.8
�%
Backlog
$
332.5

$
307.9

8.0
�%
�
�
�
*Items indicated represent non-GAAP measurements; see the reconciliations of non-GAAP financial measures and related explanations in the supplemental data file available for download at http://www.hermanmiller.com/about-us/investors.html. A copy of this supplemental data file has also been included with the earnings press release filed on Form 8-K with the Securities & Exchange Commission.

Second Quarter Fiscal 2015 Financial Results

Sales for the quarter within Herman Millers North American reportable segment were $315.3 million, an increase of 6.1% from the same quarter last fiscal year. On an organic basis, segment sales increased 7.6% on a year-over-year basis. New orders in the second quarter totaled $319.3 million, a decrease of 4.3% from the year ago period, reflecting choppy demand patterns from the project side of the business, particularly related to certain large customer projects in the prior year that did not repeat. On an organic basis, segment orders in the second quarter were 3.1% lower than last year.

Net sales within the ELA segment totaled $114.3 million in the second quarter of fiscal 2015. This represents a 10.9% increase from the same quarter of last fiscal year and reflects strong growth from the EMEA geographic region. New orders in this segment totaled $112.4 million in the second quarter, representing a year-over-year increase of 7.7%. On an organic basis, segment sales increased 13.7% and orders increased 10.5% from the second quarter of last year.

Net sales in the second quarter within Herman Millers Specialty segment totaled $55.4 million. This represents a 4.1% increase over sales in the same quarter last year. New orders in the quarter of $53.2 million increased 2.7% from the year ago period.

The Consumer segment benefited this quarter from a combination of acquired and organic growth relative to the prior year period. Net sales in the quarter of $80.4 million were up $63.3 million from last year. The majority of this year-over-year increase relates to the acquisition of DWR, which added sales of $61.0 million, net of eliminations. The remaining growth in segment sales was driven by organic demand increases from wholesale and e-commerce customers. Orders in the second quarter of $87.2 million were up by $74.2 million from the prior year, and were also driven by a combination of acquisition and organic growth activity. On an organic basis, adjusted for the DWR acquisition, segment sales increased 14.0% and orders increased 79.2%. This significant percentage increase in orders resulted, in part, from a year-on-year shift in the timing of retail stocking orders in advance of the holiday season.

Herman Miller's consolidated gross margin in the second quarter totaled 36.4% compared to 25.3% reported in the same quarter of last fiscal year. Inventory adjustments associated with the DWR acquisition reduced gross margin by $4.8 million in the quarter. Excluding these items, the company's adjusted gross margin percentage was 37.2%. The company's reported gross margin in the second quarter of last fiscal year was reduced by $50.3 million of legacy pension expenses related to the pension


-more-


plan termination. Excluding these pension charges, the company's adjusted gross margin percentage was 36.0% in the prior year second quarter. On an adjusted basis, gross margin in the second quarter of fiscal 2015 improved 120 basis points from the same period last year. This year-over-year improvement is primarily attributed to favorable product and channel mix, including the addition of DWR, which more than offset unfavorable currency impacts from a stronger U.S. Dollar.
Greg Bylsma, Chief Financial Officer, stated, "Solid organic sales growth and continued gross margin expansion combined to fuel a year-over-year improvement in adjusted operating earnings, resulting in the achievement of the commitments we established at the start of the quarter. Our strategic investments in higher margin market segments and product categories are having a favorable impact. We continue to maintain a strong balance sheet, using operating cash flows to repay an additional $23.0 million of the debt incurred last quarter in connection with the DWR acquisition."
Herman Miller reported operating expenses in the second quarter of $159.0 million compared to operating expenses, excluding impairment, of $240.1 million in the same quarter a year ago. Excluding legacy pension charges of $111.0 million, adjusted operating expenses totaled $129.1 million in the second quarter of last fiscal year. On an adjusted basis, operating expenses in the second quarter increased $29.7 million, the majority of which relates to the addition of DWR and variability driven by net sales growth.

In addition to the above, the prior year second quarter included a pretax asset impairment charge totaling $4.0 million related to property located in Ningbo, China.

Herman Millers effective income tax rate in the second quarter was 33.8% compared to 37.6% in the same quarter last fiscal year. Excluding the impact of legacy pension charges, the company's effective tax rate would have been approximately 32.0% in the second quarter of fiscal 2014.

The company ended the second quarter with total cash and cash equivalents of $64.7 million. Cash flow generated from operations in the second quarter was $38.7 million compared to a net cash outflow from operations of $10.7 million in the same quarter last fiscal year. Through the first six months of fiscal 2015 operating cash flows were $80.7 million compared to $27.5 million during the same period of the prior year. Prior year operating cash flows included $49 million of cash contributions in the second quarter required to complete the pension termination. Herman Miller ended the second quarter with total debt of $327.0 million, down from $350.0 million at the end of the first quarter.

Looking forward, Herman Miller expects net sales in the third quarter of fiscal 2015 to be in the range of $510 million to $530 million. Diluted earnings per share in the quarter are expected to range between $0.33 and $0.37. On a full year basis, Herman Miller expects net sales for fiscal 2015 to be in the range of $2.145 billion to $2.185 billion. Diluted earnings per share for the full fiscal year are expected to range between $1.71 and $1.79. On an adjusted basis, full year diluted earnings per share are expected to range between $1.80 and $1.88.
Mr. Walker concluded, Our third quarter outlook reflects the normal seasonality that results from the holidays observed in this period. We expect the fourth quarter to be impacted by the typical seasonal rebound complemented by promotional activities planned in our Consumer business. Herman Miller continues to deliver on our strategy for new and diversified growth and greater profitability. We have more work to do as we implement and integrate across our business but we are greatly encouraged by the early returns on those efforts, the improving market conditions in our key regions and segments, and our greater opportunities still ahead."

The company will host a live webcast to discuss the results of the second quarter of fiscal 2015 on Thursday, December 18, 2014, at 9:30 a.m. EST. To ensure your access to the webcast, you should allow extra time to visit the companys website at www.hermanmiller.com to download the streaming software necessary to participate. An online archive of the presentation will be available on the website later that day.




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About Herman Miller
Herman Millers inspiring designs, inventive technologies and strategic services help people do great things and organizations to perform at their best. The companys award-winning products and services generated approximately $1.9 billion in revenue in fiscal 2014. A past recipient of the Smithsonian Institution's Cooper-Hewitt National Design Award, Herman Miller designs can be found in the permanent collections of museums worldwide. Innovative business practices and a commitment to social responsibility have also helped establish Herman Miller as a recognized global leader. In 2014, Herman Miller again received the Human Rights Campaign Foundations top rating in its annual Corporate Equality Index and was named among the 50 Best U.S. Manufacturers by Industry Week. Herman Miller is included in the Dow Jones Sustainability World Index and trades on the NASDAQ Global Select Market under the symbol MLHR.

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act, as amended, that are based on managements beliefs, assumptions, current expectations, estimates, and projections about the office furniture industry, the economy, and the company itself. Words like anticipates, believes, confident, estimates, expects, forecasts, likely, plans, projects, should, variations of such words, and similar expressions identify such forward-looking statements. These statements do not guarantee future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict with regard to timing, extent, likelihood, and degree of occurrence. These risks include, without limitation, employment and general economic conditions, the pace of economic recovery in the U.S. and international markets, the level of anticipated pension expenses, the pace and level of government procurement, the impact of the Affordable Care Act on healthcare markets, the increase in white-collar employment, the willingness of customers to undertake capital expenditures, the types of products purchased by customers, competitive-pricing pressures, the availability and pricing of raw materials, our reliance on a limited number of suppliers, currency fluctuations, the ability to increase prices to absorb the additional costs of raw materials, the financial strength of our dealers and customers, the mix of our products purchased by customers, our ability to attract and retain key executives and other qualified employees, our ability to continue to make product innovations, the success of newly introduced products, our ability to serve all of our markets, possible acquisitions, divestitures or alliances, the outcome of pending litigation or governmental audits or investigations, political risk in the markets we serve, and other risks identified in our filings with the Securities and Exchange Commission. Therefore, actual results and outcomes may materially differ from what we express or forecast. Furthermore, Herman Miller, Inc. undertakes no obligation to update, amend or clarify forward-looking statements.


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Financial highlights for the quarter ended November�29, 2014, follow:

Herman Miller, Inc.
Condensed Consolidated Statements of Operations
(Unaudited) (Dollars in millions, except per share and common share data)


Three Months Ended
������
November 29, 2014
November 30, 2013
Net Sales
$
565.4

100.0
%
$
470.5

100.0
�%
Cost of Sales
359.7

63.6
%
351.6

74.7
�%
Gross Margin
205.7

36.4
%
118.9

25.3
�%
Operating Expenses
159.0

28.1
%
240.1

51.0
�%
Restructuring and Impairment Expenses



%
4.0

0.9
�%
Operating Earnings (Loss)
46.7

8.3
%
(125.2
)
(26.6
)%
Other Expenses, net
4.7

0.8
%
4.1

0.9
�%
Earnings (Loss) Before Income Taxes and Equity Income
42.0

7.4
%
(129.3
)
(27.5
)%
Income Tax Expense (Benefit)
14.2

2.5
%
(48.6
)
(10.3
)%
Equity Income, net of tax



%
0.1


�%
Net Earnings (Loss)
27.8

4.9
%
(80.6
)
(17.1
)%
Net Earnings (Loss) Attributable to Noncontrolling Interests



%



�%
Net Earnings (Loss) Attributable to Herman Miller, Inc.
$
27.8

4.9
%
$
(80.6
)
(17.1
)%









Amounts per Common Share Attributable to Herman Miller, Inc.








Earnings (Loss) Per Share  Basic

$0.47




($1.37
)


Weighted Average Basic Common Shares
59,445,577



58,923,648



Earnings (Loss) Per Share  Diluted

$0.46




($1.37
)


Weighted Average Diluted Common Shares
60,024,518



58,923,648







-more-



Herman Miller, Inc.
Condensed Consolidated Statements of Operations
(Unaudited) (Dollars in millions, except per share and common share data)


�
Six Months Ended
������
November 29, 2014
November 30, 2013
Net Sales
$
1,075.1

100.0
%
$
938.6

100.0
�%
Cost of Sales
683.8

63.6
%
649.7

69.2
�%
Gross Margin
391.3

36.4
%
288.9

30.8
�%
Operating Expenses
302.4

28.1
%
371.0

39.5
�%
Restructuring and Impairment Expenses



%
4.0

0.4
�%
Operating Earnings (Loss)
88.9

8.3
%
(86.1
)
(9.2
)%
Other Expenses, net
9.4

0.9
%
8.7

0.9
�%
Earnings (Loss) Before Income Taxes and Equity Income
79.5

7.4
%
(94.8
)
(10.1
)%
Income Tax Expense (Benefit)
26.6

2.5
%
(36.6
)
(3.9
)%
Equity Income, net of tax
0.1


%
0.1


�%
Net Earnings (Loss)
53.0

4.9
%
(58.1
)
(6.2
)%
Net Earnings (Loss) Attributable to Noncontrolling Interests



%



�%
Net Earnings (Loss) Attributable to Herman Miller, Inc.
$
53.0

4.9
%
$
(58.1
)
(6.2
)%
�
�
�
�
�
Amounts per Common Share Attributable to Herman Miller, Inc.
�
�
�
�
Earnings (Loss) Per Share  Basic

$0.89

�

($0.99
)
�
Weighted Average Basic Common Shares
59,370,718

�
58,825,377

�
Earnings (Loss) Per Share  Diluted

$0.88

�

($0.99
)
�
Weighted Average Diluted Common Shares
59,952,634

�
58,825,377

�



















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Herman Miller, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited) (Dollars in millions, except per share and common share data)

�
Six Months Ended
������
November 29, 2014
November 30, 2013
Net Earnings
$
53.0

$
(58.1
)
Cash Flows provided by Operating Activities
80.7

27.5

Cash Flows used for Investing Activities
(176.5
)
(26.3
)
Cash Flows from Financing Activities
58.5

(10.3
)
Effect of Exchange Rates
0.5

(0.3
)
Change in Cash
(36.8
)
(9.4
)
Cash, Beginning of Period
101.5

82.7

Cash, End of Period
$
64.7

$
73.3




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Herman Miller, Inc.
Condensed Consolidated Balance Sheets
(Unaudited) (Dollars in millions)
�
November 29, 2014
May 31, 2014
ASSETS
�
�
Current Assets:
�
�
Cash and Cash Equivalents
$
64.7

$
101.5

Marketable Securities
6.6

11.1

Accounts and Notes Receivable, net
198.6

204.3

Inventories, net
126.3

78.4

Prepaid Expenses and Other
65.1

56.5

Total Current Assets
461.3

451.8

Net Property and Equipment
234.1

195.2

Other Assets
498.5

343.9

Total Assets
$
1,193.9

$
990.9

�
�
�
LIABILITIES & STOCKHOLDERS' EQUITY
�
�
Current Liabilities:
�
�
Current Maturities of Long-term Debt
$
50.0

$
50.0

Accounts Payable
160.7

136.9

Accrued Liabilities
181.6

169.2

Total Current Liabilities
392.3

356.1

Long-term Debt
277.0

200.0

Other Liabilities
86.3

62.7

Total Liabilities
755.6

618.8

Redeemable Noncontrolling Interests
27.0



Total Stockholders' Equity
411.3

372.1

Total Liabilities and Stockholders Equity
$
1,193.9

$
990.9




-end-


Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)






Earnings Release Data Supplement
Herman Miller, Inc. (together with its consolidated subsidiaries, the "company", "we", "our" or "us") provides this supplement to assist investors in evaluating the company's financial and operating results and metrics. We suggest that the narratives to each of the tables included in this supplement be read in conjunction with the financial tables. The financial information included in this supplement contains certain non-GAAP financial measures, as explained in more detail in Section II below. The company intends to update this supplement on a quarterly basis.












Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)

I. Operating Segment Information

The table below summarizes select financial information, for the periods indicated, related to each of the companys reportable operating segments. The North American Furniture Solutions 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. The business associated with the company's owned contract furniture dealers is also included in the North American Furniture Solutions segment. The ELA Furniture Solutions segment includes EMEA, Latin America, and Asia-Pacific. ELA includes the operations associated with the design, manufacture, and sale of furniture products, primarily for work-related settings, in these aforementioned geographic regions. The Specialty segment 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 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 Design Within Reach retail studios. The Corporate category consists primarily of unallocated corporate expenses including, if applicable to the periods shown, restructuring, impairment, acquisition related costs, and other unallocated corporate costs.
�
�
Three Months Ended
Six Months Ended
Net Sales
�
11/29/2014
11/30/2013
11/29/2014
11/30/2013
North America
�
$
315.3

$
297.1

$
636.4

$
615.3

ELA
�
114.3

103.1

209.7

184.7

Specialty
�
55.4

53.2

110.0

105.2

Consumer
�
80.4

17.1

119.0

33.4

Corporate
�








Total
�
$
565.4

$
470.5

$
1,075.1

$
938.6

�
�
�
�
�
�
% Change in Net Sales
�
�
�
�
�
North America
�
6.1
%
�
3.4
%
�
ELA
�
10.9
%
�
13.5
%
�
Specialty
�
4.1
%
�
4.6
%
�
Consumer
�
370.2
%
�
256.3
%
�
Corporate
�
n/a

�
n/a

�
Total
�
20.2
%
�
14.5
%
�
�
�
�
�
�
�
Operating Earnings (Loss)
�
�
�
�
�
North America
�
$
32.3

$
(119.0
)
$
68.5

$
(85.0
)
ELA
�
10.4

8.2

13.5

8.1

Specialty
�
2.8

(8.9
)
5.7

(7.1
)
Consumer
�
1.5

(1.3
)
3.8

2.1

Corporate
�
(0.3
)
(4.2
)
(2.6
)
(4.2
)
Total
�
$
46.7

$
(125.2
)
$
88.9

$
(86.1
)
�
�
�
�
�
�
Operating Earnings (Loss) % Net Sales
�
�
�
�
�
North America
�
10.2
%
(40.1
)%
10.8
%
(13.8
)%
ELA
�
9.1
%
8.0
�%
6.4
%
4.4
�%
Specialty
�
5.1
%
(16.7
)%
5.2
%
(6.7
)%
Consumer
�
1.9
%
(7.6
)%
3.2
%
6.3
�%
Corporate
�
n/a

n/a

n/a

n/a

Total
�
8.3
%
(26.6
)%
8.3
%
(9.2
)%





Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)

II. Non-GAAP Financial Measures
This presentation contains certain non-GAAP financial measures; including Adjusted Earnings per Share, Adjusted Operating Earnings, Adjusted EBITDA, and Organic Growth (Decline). Adjusted Earnings per Share and Adjusted Operating Earnings are calculated by excluding from Earnings per Share and Operating Earnings items that we believe are not indicative of our ongoing operating performance. For the periods covered by this release, such items consist of expenses associated with restructuring actions taken to adjust our cost structure to the current business climate, transition-related expenses, including amortization and settlement expenses, relating to defined benefit pension plans that we have terminated, expenses associated with acquisition related inventory adjustments, and transaction expenses associated with our acquisition of DWR. Adjusted EBITDA is calculated by excluding depreciation and amortization from Adjusted Operating Earnings. We present Adjusted Earnings per Share, Adjusted Operating Earnings, and Adjusted EBITDA because we consider them to be important supplemental measures of our performance and believe them to be useful in analyzing ongoing results from operations. Organic Growth (Decline) represents the change in revenue and orders, excluding currency translation effects and the impacts of acquisitions and divestitures.

Adjusted Earnings per Share, Adjusted Operating Earnings, Adjusted EBITDA and Organic Growth (Decline) are not measurements of our financial performance under GAAP and should not be considered an alternative to the related GAAP measurement. These non-GAAP measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. In addition, you should be aware that in the future we may incur expenses similar to the adjustments in this presentation. Our presentation of non-GAAP measures should not be construed as an indication that our future results will be unaffected by unusual or infrequent items. We compensate for these limitations by providing equal prominence of our GAAP results.
A. Reconciliation of Earnings per Share to Adjusted Earnings per Share
�
Three Months Ended
Six Months Ended
�
�
11/29/2014
11/30/2013
11/29/2014
11/30/2013
Earnings per Share - Diluted
�
$
0.46

$
(1.37
)
$
0.88

$
(0.99
)
Add: Legacy Pension Expenses
�


1.74



1.77

Add: Restructuring / Impairment Expenses
�


0.05



0.05

Add: Acquisition-Related Inventory Adjustments
�
0.05



0.08

0.01

Add: Acquisition Expenses
�




0.02



Adjusted Earnings per Share  Diluted
�
$
0.51

$
0.42

$
0.98

$
0.84

�
�
�
�
�
�
Weighted Average Shares Outstanding used for Calculating Adjusted Earnings per Share  Diluted
�
60,024,518

59,537,605

59,952,634

59,445,301

�
�
�
�
�
�
B. Reconciliation of Operating Earnings to Adjusted Operating Earnings and Adjusted EBITDA
�
Three Months Ended
Six Months Ended
�
�
11/29/2014
11/30/2013
11/29/2014
11/30/2013
Operating Earnings
�
$
46.7

$
(125.2
)
$
88.9

$
(86.1
)
Add: Legacy Pension Expenses
�


161.3



164.4

Add: Restructuring / Impairment Expenses
�


4.0



4.0

Add: Acquisition-Related Inventory Adjustments
�
4.8



7.8

1.4

Add: Acquisition Expenses
�
0.2



2.2



Adjusted Operating Earnings
�
$
51.7

$
40.1

$
98.9

$
83.7

�
�
�
�
�
�
Less: Other, net
�
0.1

(0.2
)
0.1

(0.1
)
Add: Depreciation and Amortization
�
13.2

10.5

25.2

21.6

Adjusted EBITDA
�
$
64.8

$
50.8

$
124.0

$
105.4

�
�
�
�
�
�
�




Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)
C. Reconciliation of Operating Earnings to Adjusted Operating Earnings and Adjusted EBITDA by Segment





















Three Months Ended
Three Months Ended

11/29/14
11/30/13

North America
ELA
Specialty
Consumer
Corporate
Total
North America
ELA
Specialty
Consumer
Corporate
Total














Operating Earnings (Loss)
$
32.3

$
10.4

$
2.8

$
1.5

$
(0.3
)
$
46.7

$
(119.0
)
$
8.2

$
(8.9
)
$
(1.3
)
$
(4.2
)
$
(125.2
)
% Net Sales
10.2
%
9.1
%
5.1
%
1.9
%
n/a

8.3
%
(40.1
)%
8.0
%
(16.7
)%
(7.6
)%
n/a

(26.6
)%

























Add: Restructuring / Impairment Expenses




















4.0

4.0

Add: Acquisition-Related Inventory Adjustments






4.8



4.8













Add: Legacy Pension Expenses












144.3



11.7

5.3



161.3

Acquisition Expenses








0.2

0.2






































Adjusted Operating Earnings (Loss)
$
32.3

$
10.4

$
2.8

$
6.3

$
(0.1
)
$
51.7

$
25.3

$
8.2

$
2.8

$
4.0

$
(0.2
)
$
40.1

% Net Sales
10.2
%
9.1
%
5.1
%
7.8
%
n/a

9.1
%
8.5
�%
8.0
%
5.3
�%
23.4
�%
n/a

8.5
�%
�
�
�
�
�
�
�
�
�
�
�
�
�
Less: Other, net








0.1

0.1









(0.2
)
(0.2
)
Add: Depreciation and Amortization
7.0

2.2

1.8

2.1

0.1

13.2

7.6

1.4

1.3

0.2



10.5

Adjusted EBITDA
$
39.3

$
12.6

$
4.6

$
8.4

$
(0.1
)
$
64.8

$
32.9

$
9.6

$
4.1

$
4.2

$


$
50.8















Six Months Ended
Six Months Ended

11/29/14
11/30/13

North America
ELA
Specialty
Consumer
Corporate
Total
North America
ELA
Specialty
Consumer
Corporate
Total














Operating Earnings (Loss)
$
68.5

$
13.5

$
5.7

$
3.8

$
(2.6
)
$
88.9

$
(85.0
)
$
8.1

$
(7.1
)
$
2.1

$
(4.2
)
$
(86.1
)
% Net Sales
10.8
%
6.4
%
5.2
%
3.2
%
n/a

8.3
%
(13.8
)%
4.4
%
(6.7
)%
6.3
�%
n/a

(9.2
)%

























Add: Restructuring / Impairment Expenses




















4.0

4.0

Add: Acquisition-Related Inventory Adjustments






7.8



7.8





1.4





1.4

Add: Legacy Pension Expenses












147.0



12.2

5.2



164.4

Acquisition Expenses








2.2

2.2













Adjusted Operating Earnings
$
68.5

$
13.5

$
5.7

$
11.6

$
(0.4
)
$
98.9

$
62.0

$
8.1

$
6.5

$
7.3

$
(0.2
)
$
83.7

% Net Sales
10.8
%
6.4
%
5.2
%
9.7
%
n/a

9.2
%
10.1
�%
4.4
%
6.2
�%
21.9
�%
n/a

8.9
�%

























Less: Other, net








0.1

0.1









(0.1
)
(0.1
)
Add: Depreciation and Amortization
14.2

4.4

3.5

3.0

0.1

25.2

14.7

3.4

3.0

0.5



21.6

Adjusted EBITDA
$
82.7

$
17.9

$
9.2

$
14.6

$
(0.4
)
$
124.0

$
76.7

$
11.5

$
9.5

$
7.8

$
(0.1
)
$
105.4











Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)
D. Organic Sales Growth (Decline) by Segment
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Three Months Ended
Three Months Ended
�
11/29/14
11/30/13
�
North America
ELA
Specialty
Consumer
Corporate
Total
North America
ELA
Specialty
Consumer
Corporate
Total
Net Sales, as reported
$
315.3

$
114.3

$
55.4

$
80.4

$


$
565.4

$
297.1

$
103.1

$
53.2

$
17.1

$


$
470.5

% change from PY
6.1
%
10.9
%
4.1
%
370.2
%
n/a

20.2
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Proforma Adjustments
�
�
�
�
�
�
�
�
�
�
�
�
Dealer Divestitures












(2.7
)








(2.7
)
Currency Translation Effects (1)
1.6

2.9



0.1



4.6













Acquisition






(66.8
)


(66.8
)












Acquisition Intercompany Elimination






5.8



5.8













Net sales, proforma
$
316.9

$
117.2

$
55.4

$
19.5

$


$
509.0

$
294.4

$
103.1

$
53.2

$
17.1

$


$
467.8

% change from PY
7.6
%
13.7
%
4.1
%
14.0
%
n/a

8.8
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Six Months Ended
Six Months Ended
�
11/29/14
11/30/13
�
North America
ELA
Specialty
Consumer
Corporate
Total
North America
ELA
Specialty
Consumer
Corporate
Total
Net Sales, as reported
$
636.4

$
209.7

$
110.0

$
119.0

$


$
1,075.1

$
615.3

$
184.7

$
105.2

$
33.4

$


$
938.6

% change from PY
3.4
%
13.5
%
4.6
%
256.3
%
n/a

14.5
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Proforma Adjustments
�
�
�
�
�
�
�
�
�
�
�
�
Dealer Divestitures












(5.3
)








(5.3
)
Currency Translation Effects (1)
2.4

1.0

0.1

0.1



3.6













Acquisition






(88.4
)


(88.4
)












Acquisition Intercompany Elimination






7.4



7.4













Net sales, proforma
$
638.8

$
210.7

$
110.1

$
38.1

$


$
997.7

$
610.0

$
184.7

$
105.2

$
33.4

$


$
933.3

% change from PY
4.7
%
14.1
%
4.7
%
14.1
%
n/a

6.9
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
(1) Currency translation effects represent the estimated net impact of translating current period sales and orders using the average exchange rates applicable to the comparable prior year period





Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)
E. Organic Order Growth (Decline) by Segment
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Three Months Ended
Three Months Ended
�
11/29/14
11/30/13
�
North America
ELA
Specialty
Consumer
Corporate
Total
North America
ELA
Specialty
Consumer
Corporate
Total
Orders, as reported
$
319.3

$
112.4

$
53.2

$
87.2

$


$
572.1

$
333.7

$
104.4

$
51.8

$
13.0

$


$
502.9

% change from PY
(4.3
)%
7.7
%
2.7
%
570.8
%
n/a

13.8
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Proforma Adjustments
�
�
�
�
�
�
�
�
�
�
�
�
Dealer Divestitures












(2.7
)








(2.7
)
Currency Translation Effects (1)
1.6

3.0







4.6













Acquisition






(73.1
)


(73.1
)












Acquisition Intercompany Elimination






9.2



9.2













Orders, proforma
$
320.9

$
115.4

$
53.2

$
23.3

$


$
512.8

$
331.0

$
104.4

$
51.8

$
13.0

$


$
500.2

% change from PY
(3.1
)%
10.5
%
2.7
%
79.2
%
n/a

2.5
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Six Months Ended
Six Months Ended
�
11/29/14
11/30/13
�
North America
ELA
Specialty
Consumer
Corporate
Total
North America
ELA
Specialty
Consumer
Corporate
Total
Orders, as reported
$
632.0

$
224.2

$
110.3

$
122.6

$


$
1,089.1

$
632.4

$
203.6

$
105.2

$
32.9

$


$
974.1

% change from PY
(0.1
)%
10.1
%
4.8
%
272.6
%
n/a

11.8
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
Proforma Adjustments
�
�
�
�
�
�
�
�
�
�
�
�
Dealer Divestitures












(5.3
)








(5.3
)
Currency Translation Effects (1)
2.6

1.0







3.6













Acquisition






(93.5
)


(93.5
)












Acquisition Intercompany Elimination






10.3



10.3













Orders, proforma
$
634.6

$
225.2

$
110.3

$
39.4

$


$
1,009.5

$
627.1

$
203.6

$
105.2

$
32.9

$


$
968.8

% change from PY
1.2
�%
10.6
%
4.8
%
19.8
%
n/a

4.2
%
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
�
(1) Currency translation effects represent the estimated net impact of translating current period sales and orders using the average exchange rates applicable to the comparable prior year period





Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)

F. DWR Studio Annualized Net Revenue per Square Foot - Trailing Eight Quarters
�
�
�
�
�
�
Q2 Fiscal 2015
Q1 Fiscal 2015
Q4 Fiscal 2014
Q3 Fiscal 2014
Average Studio Square Footage
248,216

240,350

225,518

215,521

Annualized Net Revenue per Square Foot
$740
$714
$765
$656
Studio Count at Quarter End
37

38

39

38

�
�
�
�
�
�
Q2 Fiscal 2014
Q1 Fiscal 2014
Q4 Fiscal 2013
Q3 Fiscal 2013
Average Studio Square Footage
215,472

218,372

223,272

212,123

Annualized Net Revenue per Square Foot
$780
$658
$718
$617
Studio Count at Quarter End
41

41

43

44






Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)

G. Sales and Earnings Guidance - Upcoming Quarter and Full Year
�
Company Guidance
Company Guidance
�
�
Q3 Fiscal 2015
Full Year Fiscal 2015
Net Sales
�
$510 to $530
$2,145 to $2,185
Gross Margin %
�
36% to 37%
�
Operating Expenses
�
$152 to $156
�
Effective Tax Rate
�
Approximately 34%
�
Earnings Per Share, Diluted
�
$0.33 to $0.37
$1.71 to $1.79
Adjusted Earnings Per Share, Diluted
�
N/A
$1.80 to $1.88





Herman Miller, Inc. Supplemental Financial Data
Six Months Ended 11/29/2014
(Unaudited) ($ in millions except per share data and square footage metrics)






Forward Looking Statements
This document and the related earnings press release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act, as amended, that are based on managements beliefs, assumptions, current expectations, estimates, and projections about the office furniture industry, the economy, and the company itself. Words like anticipates, believes, confident, estimates, expects, forecasts, likely, plans, projects, should, variations of such words, and similar expressions identify such forward-looking statements. These statements do not guarantee future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict with regard to timing, extent, likelihood, and degree of occurrence. These risks include, without limitation, employment and general economic conditions, the pace of economic recovery in the U.S. and international markets, the level of anticipated pension expenses, the pace and level of government procurement, the impact of the Affordable Care Act on healthcare markets, the increase in white-collar employment, the willingness of customers to undertake capital expenditures, the types of products purchased by customers, competitive-pricing pressures, the availability and pricing of raw materials, our reliance on a limited number of suppliers, currency fluctuations, the ability to increase prices to absorb the additional costs of raw materials, the financial strength of our dealers and customers, the mix of our products purchased by customers, our ability to attract and retain key executives and other qualified employees, our ability to continue to make product innovations, the success of newly introduced products, our ability to serve all of our markets, possible acquisitions, divestitures or alliances, the outcome of pending litigation or governmental audits or investigations, political risk in the markets we serve, and other risks identified in our filings with the Securities and Exchange Commission. Therefore, actual results and outcomes may materially differ from what we express or forecast. Furthermore, Herman Miller, Inc. undertakes no obligation to update, amend or clarify forward-looking statements.

















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