Steelcase Inc. (NASDAQ:SCS) Files An 8-K Results of Operations and Financial Condition

Item 2.02. Results of Operations and Financial Condition.

The Company reported its third quarter fiscal year 2017 results
today and is furnishing the earnings release as Exhibit 99.1
attached hereto. Members of the public are invited to listen to
the Company’s webcast conference call on December 21, 2016, at
8:30 a.m. Eastern time through the link at ir.steelcase.com. A
replay of the webcast can also be accessed through the Company’s
website.

The earnings release contains certain non-GAAP financial
measures. A non-GAAP financial measure is defined as a numerical
measure of a company’s financial performance that excludes or
includes amounts so as to be different than the most directly
comparable measure calculated and presented in accordance with
GAAP in the statements of income, balance sheets or statements of
cash flows of the Company. to the requirements of Regulation G,
the Company has provided a reconciliation within the earnings
release of non-GAAP financial measures to the most directly
comparable GAAP financial measure.

The non-GAAP financial measures used within the Company’s
earnings release are:

• Organic revenue growth (decline), which represents the change
  in revenue excluding currency translation effects and the impacts
  of acquisitions and divestitures;
• Adjusted operating income (loss), which represents operating
  income (loss), excluding restructuring costs (benefits); and
• Adjusted earnings per share, which represents earnings per
  share, excluding restructuring costs (benefits) and the related
  income tax effect.

These measures are presented because management uses this
information to monitor and evaluate financial results and trends.
Therefore, management believes this information is also useful
for investors.

The information furnished to this Item 2.02 and Item 7.01 to this
Current Report on Form 8-K (including the exhibit hereto) shall
not be considered filed under the Securities Exchange Act of
1934, as amended, nor shall it be incorporated by reference into
future filings by the Company under the Securities Act of 1933,
as amended, or under the Securities Exchange Act of 1934, as
amended, unless the Company expressly sets forth in such future
filing that such information is to be considered filed or
incorporated by reference therein.

Item 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

On December 17, 2016, Director William P. Crawford notified the
Company that he intends to retire from the Companys Board of
Directors (the Board) when his current term ends and therefore
asked that he not be nominated for re-election. Mr. Crawford has
been a member of the Board since 1979, and his term on the Board
will end at the Companys 2017 annual shareholders meeting. Mr.
Crawford has indicated that he is retiring from the Board for
personal reasons and not because of any disagreement with the
Company on any matter.

On December 20, 2016, the Board elected Timothy C.E. Brown to
serve as a member of the Board with a term expiring in 2017. Mr.
Brown is (1) the CEO and President of IDEO LP, (2) an indirect
owner of a less than 5% equity interest in IDEO LP and (3) a
member of the Board of Managers of IDEO GP LLC, which is the
general partner of IDEO LP. During the first three quarters of
fiscal year 2017, the Company purchased approximately $232,000 in
services from IDEO LP, and IDEO LP purchased approximately
$43,000 in products and related services from the Company and/or
its dealers. These transactions represent less than 1% of the
annual revenues of IDEO LP and the Company and were made in the
ordinary course of business on an arms-length basis.

Item 7.01. Regulation FD Disclosure.

The Company has updated its investor presentation and will make
it available on the Company’s website at ir.steelcase.com. The
Company uses this presentation from time to time when Company
executives interact with investors and analysts to discuss our
business strategies and long-term goals.

Item 9.01. Financial Statements and Exhibits.

(d) EXHIBITS.

About Steelcase Inc. (NASDAQ:SCS)