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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
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(Mark One) |
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended April 30, 2022
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the transition period
from to
COMMISSION FILE NUMBER 1-9656
LA-Z-BOY INCORPORATED
(Exact name of registrant as specified in its charter)
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Michigan
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38-0751137 |
(State or other jurisdiction of incorporation or
organization) |
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(I.R.S. Employer Identification No.) |
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One La-Z-Boy Drive, |
Monroe, |
Michigan |
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48162-5138 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant's telephone number, including area code:
(734) 242-1444
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, $1.00 par value |
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LZB |
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New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the
Act:
None
Indicate by check mark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act.
Yes ☒ No ☐
Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or Section15(d) of the Exchange
Act. Yes ☐ No ☒
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§ 232.405 of
this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such
files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the
definitions of "large accelerated filer," "accelerated filer,"
"smaller reporting company," and "emerging growth company" in
Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Indicate by check mark whether the registrant has filed a report on
and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section
404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the
registered public accounting firm that prepared or issued its audit
report. ☒
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☒
Based on the closing sales price as reported on the New York Stock
Exchange on October 23, 2021, the aggregate market value of
the registrant's common stock held by non-affiliates of the
registrant on that date was approximately $1,478
million.
The number of shares of common stock, $1.00 par value, of the
registrant outstanding as of June 14, 2022 was
43,093,560.
DOCUMENTS INCORPORATED BY REFERENCE:
(1)Portions
of the registrant's definitive proxy statement to be filed with the
Securities and Exchange Commission pursuant to Regulation 14A
for its 2022 Annual Meeting of Shareholders are incorporated by
reference into Part III of this Form 10-K.
LA-Z-BOY INCORPORATED
ANNUAL REPORT ON FORM 10-K FOR FISCAL 2022
TABLE OF CONTENTS
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Page
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PART I |
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PART II |
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Item 6.
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PART III |
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PART IV |
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Note: The responses to Items 10 through 14 of Part III will be
included in the Company's definitive proxy statement to be filed
with the Securities and Exchange Commission pursuant to
Regulation 14A for the 2022 Annual Meeting of Shareholders.
The required information is incorporated into this Form 10-K
by reference to that document and is not repeated
herein.
Cautionary Note Regarding Forward-Looking Statements
In this Annual Report on Form 10-K ("Annual Report"), La-Z-Boy
Incorporated and its subsidiaries (individually and collectively,
"we," "our," "us," "La-Z-Boy" or the "Company") make
"forward-looking" statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Generally,
forward-looking statements include information concerning
expectations, projections or trends relating to our results of
operations, financial results, financial condition, strategic
initiatives and plans, expenses, dividends, share repurchases,
liquidity, use of cash and cash requirements, borrowing capacity,
investments, future economic performance, business and industry and
the effect of the novel coronavirus ("COVID-19") pandemic on our
business operations and financial results.
Forward-looking statements can be identified by the fact that they
do not relate strictly to historical or current facts.
Forward-looking statements may include words such as "anticipates,"
"believes," "continues," "estimates," "expects," "feels,"
"forecasts," "hopes," "intends," "plans," "projects," "likely,"
"seeks," "short-term," "non-recurring," "one-time," "outlook,"
"target," "unusual," or words of similar meaning, or future or
conditional verbs, such as "will," "should," "could," or "may." A
forward-looking statement is neither a prediction nor a guarantee
of future events or circumstances, and those future events or
circumstances may not occur. You should not place undue reliance on
forward-looking statements, which speak to our views only as of the
date of this Annual Report. These forward-looking statements are
all based on currently available operating, financial, and
competitive information and are subject to various risks and
uncertainties, many of which are unforeseeable and beyond our
control, such as the continuing and developing impact of, and
uncertainty caused by, the COVID-19 pandemic. Additional risks and
uncertainties that we do not presently know about or that we
currently consider to be immaterial may also affect our business
operations and financial performance.
Our actual future results and trends may differ materially from
those we anticipate depending on a variety of factors, including,
but not limited to, the risks and uncertainties discussed in this
Annual Report under Item 1A, "Risk Factors" and Item 7,
"Management’s Discussion and Analysis of Financial Condition and
Results of Operations". Given these risks and uncertainties, you
should not rely on forward-looking statements as a prediction of
actual results. Any or all of the forward-looking statements
contained in this Annual Report or any other public statement made
by us, including by our management, may turn out to be incorrect.
We are including this cautionary note to make applicable and take
advantage of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 for forward-looking statements. We
undertake no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or for any other reason.
PART I
ITEM 1. BUSINESS.
Edward M. Knabusch and Edwin J. Shoemaker started Floral City
Furniture in 1927, and in 1928 the newly formed company introduced
its first recliner. In 1941, we were incorporated in the state of
Michigan as La-Z-Boy Chair Company, and in 1996 we changed our name
to La-Z-Boy Incorporated. Today, our La-Z-Boy brand is one of the
most recognized brands in the furniture industry.
We are the leading global producer of reclining chairs and the
second largest manufacturer/distributor of residential furniture in
the United States.
The La-Z-Boy Furniture Galleries®
stores retail network is the third largest retailer of
single-branded furniture in the United States.
We manufacture, market, import, export, distribute and retail
upholstery furniture products under the La-Z-Boy®,
England, Kincaid®,
and Joybird®
tradenames. In addition, we import, distribute and retail
accessories and casegoods (wood) furniture
products under
the Kincaid®,
American Drew®,
Hammary®,
and Joybird®
tradenames.
As of April 30, 2022, our supply chain operations included the
following:
•Five
major manufacturing locations and nine regional distribution
centers in the United States and five facilities in Mexico to
support our speed-to-market and customization strategy
•A
logistics company that distributes a portion of our products in the
United States
•A
wholesale sales office that is responsible for distribution of our
product in the United Kingdom and Ireland
•An
upholstery manufacturing business in the United
Kingdom
•A
global trading company in Hong Kong which helps us manage our Asian
supply chain by establishing and maintaining relationships with our
Asian suppliers, as well as identifying efficiencies and savings
opportunities
We also participate in two consolidated joint ventures in Thailand
that support our international businesses: one that operates a
manufacturing facility and another that operates a wholesale sales
office. Additionally, we have contracts with several suppliers in
Asia to produce products that support our pure import model for
casegoods.
We sell our products through multiple channels: to furniture
retailers or distributors in the United States, Canada, and
approximately 55 other countries, including the United Kingdom,
China, Australia, South Korea and New Zealand; directly to
consumers through retail stores that we own and operate; and
through our websites, www.la-z-boy.com and
www.joybird.com.
•The
centerpiece of our retail distribution strategy is our network of
348 La-Z-Boy Furniture Galleries®
stores and 531 La-Z-Boy Comfort Studio®
locations, each dedicated to marketing our La-Z-Boy branded
products. We consider this dedicated space to be
"proprietary."
◦La-Z-Boy
Furniture Galleries®
stores help consumers furnish their homes by combining the style,
comfort, and quality of La-Z-Boy furniture with our available
design services. We own 161 of the La-Z-Boy Furniture
Galleries®
stores, while the remainder are independently owned and
operated.
◦La-Z-Boy
Comfort Studio®
locations are defined spaces within larger independent retailers
that are dedicated to displaying and selling La-Z-Boy branded
products. All 531 La-Z-Boy Comfort Studio®
locations are independently owned and operated.
◦In
total, we have approximately 7.6 million square feet of proprietary
floor space dedicated to selling La-Z-Boy branded products in North
America.
◦We
also have approximately 3.0 million square feet of floor space
outside of the United States and Canada dedicated to selling
La-Z-Boy branded products.
•Our
other brands, England, American Drew, Hammary, and Kincaid enjoy
distribution through many of the same outlets, with slightly over
half of Hammary’s sales originating through the La-Z-Boy Furniture
Galleries®
store network.
◦Kincaid
and England have their own dedicated proprietary in-store programs
with 637 outlets and approximately 1.9 million square feet of
proprietary floor space.
◦In
total, our proprietary floor space includes approximately 12.5
million square feet worldwide.
•Joybird
sells product primarily online and has a limited amount of
proprietary retail showroom floor space including small format
stores in key urban markets.
Our goal is to deliver value to our shareholders over the long term
through executing our strategic initiatives. The foundation of our
strategic initiatives is driving profitable sales growth in all
areas of our business.
Principal Products and Industry Segments
Our reportable operating segments include the Wholesale segment and
the Retail segment. Our Wholesale segment manufactures and imports
upholstered and casegoods (wood) furniture and sells directly to
La-Z-Boy Furniture Galleries®
stores, operators of La-Z-Boy Comfort Studio®
locations, England Custom Comfort Center locations, major dealers,
and a wide cross-section of other independent retailers. Our Retail
segment primarily sells upholstered furniture, in addition to some
casegoods and other accessories, to end consumers through our
company-owned La-Z-Boy Furniture Galleries®
stores.
We have provided additional detailed information regarding our
segments and their products in Note 17, Segment
Information,
to our consolidated financial statements and Item 7, "Management’s
Discussion and Analysis of Financial Condition and Results of
Operations" section, both of which are included in this
report.
COVID-19 Impact
We have been and continue to be impacted by the COVID-19 pandemic.
Specifically, beginning in the fourth quarter of fiscal 2020, the
temporary closure of our manufacturing facilities and company-owned
stores due to state and local restrictions negatively impacted our
financial results. In response to the financial impacts of the
pandemic, beginning at the end of fiscal 2020, we took several
actions to conserve cash in the near term and during the first
quarter of fiscal 2021, we announced our business realignment plan,
which included the reduction of our global workforce by about 10%
across our manufacturing, retail, and corporate locations, and
included the closure of our Newton, Mississippi upholstery
manufacturing facility.
By the end of the first quarter of fiscal 2021, all retail and
manufacturing locations had reopened, and since that time, we have
experienced strong written orders as consumers continue to allocate
more discretionary spending to home furnishings. In response to
demand for our products outpacing our production capacity and with
backlog still at a high level, our supply chain team continues to
demonstrate agility and flexibility to identify ways to scale
production capacity. We have increased capacity by adding
manufacturing cells at our Mexico Cut-and-Sew Center, strategically
adding second shifts and weekend production shifts to our U.S.
plants when prudent, and temporarily reactivating a portion of our
Newton, Mississippi upholstery manufacturing facility. In addition,
we opened a leased upholstery assembly plant in San Luis Rio
Colorado, Mexico and a leased sewing facility in Parras, Mexico
during the third quarter of fiscal 2021 and the first quarter of
fiscal 2022, respectively. Further, during the first quarter of
fiscal 2022, we signed a lease to open additional manufacturing
capacity in Torreón, Mexico which began operations at the end of
the third quarter of fiscal 2022.
Additionally, in the third quarter of fiscal 2021 we recognized
employee retention credits of $5.2 million in non-operating income
for wages and healthcare costs paid to employees during suspension
of operations due to government orders which qualify under the
provisions of the Coronavirus Aid, Relief, and Economic Security
Act (“CARES Act”). No additional credits were taken during fiscal
2022.
We continue to actively manage the impact of the COVID-19 crisis as
we face continued uncertainty regarding the impact COVID-19 will
have on our financial operations in the near and long term. We also
continue to actively manage our global supply chain and
manufacturing operations, which have been adversely impacted with
respect to availability and pricing of raw materials and freight
based on uncontrollable factors as well as COVID-19 related
constraints on our manufacturing capacity as we continue to
prioritize the health and safety of our employees. The need for, or
timing of, any future actions in response to COVID-19 is largely
dependent on the mitigation of the spread of the virus along with
the adoption and continued effectiveness of vaccines, status of
government orders, directives and guidelines, recovery of the
business environment, global supply chain conditions, economic
conditions, and consumer demand for our products, all of which are
highly uncertain.
Raw Materials and Parts
The principal raw materials and parts used for manufacturing that
are purchased are cover (primarily fabrics and leather), polyester
batting and polyurethane foam for cushioning and padding, lumber
and plywood for frames, steel for motion mechanisms, electrical
components for power units and various other metal components for
fabrication of product. We purchase most of our polyurethane foam
from three suppliers, which have several facilities across the
United States or Mexico that deliver to our plants. We purchase
cover from a variety of sources, but we rely on a limited number of
major suppliers. We purchase more than half of our cover in a raw
state (fabric rolls or leather hides) from suppliers in China, then
cut and sew it
into cover in our cut and sew facilities in Mexico. We purchase the
remainder of our cut and sewn leather and fabric kits from five
main suppliers primarily from China as well as Vietnam and Haiti.
We use these suppliers primarily for their product design
capabilities and to balance our mix of in-sourced and out-sourced
production. If any of these suppliers experience financial or other
difficulties, we could experience temporary disruptions in our
manufacturing process until we find alternative sources of
supply.
We manage our Asian supply chain through our global trading company
in Hong Kong, which works to identify efficiencies and savings
opportunities, while verifying La-Z-Boy quality standards are being
adhered to and managing the relationships with our Asian
suppliers.
During fiscal 2022, the prices of materials we use in our
upholstery manufacturing process increased, driven by supply chain
challenges due to COVID-19, higher demand for raw materials in
manufacturing sectors and the home furnishings industry due to an
economic sector rotation, and inflationary cost pressure. As we
begin fiscal 2023, we expect raw material prices to remain at
historically high levels in many categories due to price inflation
in our core materials and global supply chain complexities.
COVID-19 related issues will continue to introduce uncertainty into
many markets, especially with respect to freight, tariffs and labor
availability. To the extent that we experience incremental costs in
any of these areas, we may increase our selling prices or assess
material surcharges to offset the impact. However, increases in
selling prices, or surcharges, may not fully mitigate the impact of
raw material cost increases, which could adversely impact operating
profits.
Finished Goods Imports
Imported finished goods represented 6% and 7% of our consolidated
sales in fiscal 2022 and 2021, respectively. We import all of the
casegoods (wood) furniture that we sell primarily to remain
competitive for these products. In fiscal 2022, we purchased 63% of
this imported product from four suppliers based in Asia. We use
these suppliers primarily to leverage our buying power, to control
quality and product flow, and because their capabilities align with
our product design needs. If any of these suppliers experience
financial or other difficulties, including sustained negative
effects of the COVID-19 pandemic or supply chain challenges, we
could experience disruptions in our product flow until we obtain
alternate suppliers, which could be lengthy due to the longer lead
time required for sourced wood furniture from Asian
manufacturers.
The prices we paid for these imported products, including
associated transportation costs, increased in fiscal 2022 compared
with fiscal 2021, primarily due to constrained supply resulting
from a combination of COVID-19 lockdowns, primarily in Vietnam, and
increased demand across the industry. Additionally, shipping
container availability was constrained throughout fiscal 2022,
resulting from an imbalance in container supply driven by COVID-19
disruptions and elevated demand. Based on continued inflationary
pressures and heightened demand for shipping capacity, in fiscal
2023 we anticipate overall product and freight costs associated
with our finished goods imports to increase.
Seasonal Business
We believe that the demand for furniture generally reflects
sensitivity to overall economic conditions, including consumer
confidence, housing market conditions and unemployment rates. For
our wholesale businesses, the fourth quarter has historically had
the highest volume of delivered sales relative to other quarters.
For our retail and e-commerce businesses, which includes our
company-owned retail stores and Joybird, the third quarter
typically has the highest volume of delivered sales relative to
other quarters.
In a typical year, we schedule production to maintain consistent
manufacturing activity throughout the year whenever possible.
During the summer months, the furniture industry typically
experiences weaker demand, and as such we typically shut down our
domestic plants for one week each fiscal year to perform routine
maintenance on our equipment. Accordingly, for our wholesale
business, the first quarter is usually the Company's weakest
quarter in terms of sales and earnings. Also driven by the seasonal
slowdown in the summer, each of our retail business typically
experiences its lowest sales in the first quarter.
During the last two fiscal years, our sales volume and production
schedule did not follow typical trends due to the impact of
COVID-19. Since our retail locations and manufacturing facilities
reopened by the end of the first quarter of fiscal 2021, we have
experienced heightened demand and in response, we took several
actions to increase our production capacity throughout the last two
fiscal years. As a result of these actions, coupled with the
additional week in the fourth quarter of fiscal 2022, our wholesale
and retail businesses both experienced their largest sales volume
in the fourth quarter of fiscal 2022. Further, due to our record
backlog as of the end of fiscal 2022, we also do not anticipate
typical seasonal trends until the second half of fiscal 2023. We do
not expect that this impact is reflective of any long term seasonal
trends in the furniture industry or is an indicator that seasonal
trends are permanently changing for our wholesale or retail
businesses.
Economic Cycle and Purchasing Cycle
Our sales are impacted by the overall growth of the furniture
industry, which is primarily influenced by consumer discretionary
spending and existing and new housing activity. In addition,
consumer confidence, employment rates, international trade
policies, and other factors could affect demand. As a result of
COVID-19, beginning in the second quarter of fiscal 2021, we
experienced heightened demand, as more discretionary spending was
allocated to the home furnishings industry which carried forward
through much of fiscal 2022. However, as various COVID-related
restrictions were lifted near the end of fiscal 2022, and given the
current geopolitical climate and rising inflation, we are unable to
predict how long this demand will last or to what extent these
factors may impact the economic and purchasing cycle for our
products in the short and long term.
Upholstered furniture has a shorter life cycle than casegoods
furniture because upholstered furniture is typically more fashion
and design-oriented and is often purchased one or two pieces at a
time. Purchases and demand for consumer goods, including
upholstered furniture, fluctuate based on consumer confidence.
Casegoods products, in contrast, are longer-lived and frequently
purchased in groupings or "suites," resulting in a much larger cost
to the consumer. As a result, casegoods sales are more sensitive to
economic conditions, including growth or a slowdown in the housing
market, whereas upholstered furniture normally exhibits a less
volatile sales pattern over an economic cycle.
Practices Regarding Working Capital Items
The following describes our significant practices regarding working
capital items.
Inventory:
For our upholstery business within our Wholesale segment, we
maintain raw materials and work-in-process inventory at our
manufacturing locations. Finished goods inventory is maintained at
our nine regional distribution centers as well as our manufacturing
locations. Our regional distribution centers allow us to streamline
the warehousing and distribution processes for our La-Z-Boy
Furniture Galleries®
store network, including both company-owned stores and
independently-owned stores. Our regional distribution centers also
allow us to reduce the number of individual warehouses needed to
supply our retail outlets and help us reduce inventory levels at
our manufacturing and retail locations.
For our casegoods business within our Wholesale segment, we import
wood furniture from Asian vendors, resulting in long lead times on
these products. To address these long lead times and meet our
customers' delivery requirements, we typically maintain higher
levels of finished goods inventory in our domestic warehouses, as a
percentage of sales, of our casegoods products than our upholstery
products.
Our company-owned La-Z-Boy Furniture Galleries®
stores have finished goods inventory at the stores for display
purposes.
Our Joybird business maintains raw materials and work-in-process
inventory at its manufacturing location. Joybird finished goods
inventory is maintained at our regional distribution centers, at
its manufacturing and warehouse locations, or in-transit to the end
consumer.
Our inventory increased $77.1 million as of year end fiscal 2022
compared with year end fiscal 2021 primarily to support increased
sales demand and manufacturing capacity and to reduce the impact
associated with volatility in raw material availability, as well as
due to the higher cost of materials and other input costs. We
actively manage our inventory levels on an ongoing basis to ensure
they are appropriate relative to our sales volume, while
maintaining our focus on service to our customers.
Accounts Receivable:
Our accounts receivable increased $44.4 million as of year end
fiscal 2022 compared with year end fiscal 2021. The increase in
accounts receivable was primarily due to higher fourth quarter
sales in fiscal 2022 compared with the same period a year ago
driven by pricing and surcharge actions taken in response to rising
manufacturing costs and higher overall volume. Additionally, our
allowance for receivable credit losses was lower at the end of
fiscal 2022 compared with the end of fiscal 2021 reflecting strong
collection trends. We monitor our customers' accounts, limit our
credit exposure to certain independent dealers and strive to
decrease our days' sales outstanding where possible. Our days'
sales outstanding is a measure of the time needed to collect
outstanding accounts receivable once we have completed a sale and
was approximately 30 days or less in both fiscal 2022 and fiscal
2021 on a consolidated basis.
Accounts Payable:
Our accounts payable increased $9.9 million as of year end fiscal
2022 compared with year end fiscal 2021, primarily due to higher
inventory purchases as we continue to scale production to meet
increased demand.
Customer Deposits:
We collect a deposit from our customers at the time a customer
order is placed in one of our company-owned retail stores or
through our websites, www.la-z-boy.com and www.joybird.com.
Customer deposits increased $2.5 million as of fiscal year end 2022
compared with fiscal year end 2021, primarily due to higher written
Retail and Joybird sales volume throughout the year.
Customers
Our wholesale customers are furniture retailers. While primarily
located throughout the United States and Canada, we also have
customers located in various other countries, including the United
Kingdom, China, Australia, South Korea and New Zealand. Sales in
our Wholesale segment are primarily to third-party furniture
retailers, but we also sell directly to end consumers through our
company-owned La-Z-Boy Furniture Galleries®
stores that make up our Retail segment and through our websites,
www.la-z-boy.com and www.joybird.com.
We have formal agreements with many furniture retailers for them to
display and merchandise products from one or more of our operating
units and sell them to consumers in dedicated retail space, either
in stand-alone stores or dedicated proprietary galleries or studios
within their stores. We consider this dedicated space to be
"proprietary." For our Wholesale segment, our fiscal 2022 customer
mix based on sales was approximately 56% proprietary, 11% major
dealers, such as Berkshire Hathaway, Sofa Carpet Specialist (SCS),
Slumberland Furniture and Mathis Brothers, and 33% other
independent retailers.
The success of our product distribution model relies heavily on
having retail floor space that is dedicated to displaying and
marketing our products. The 348-store La-Z-Boy Furniture
Galleries®
network is central to this approach. In addition, we sell product
through proprietary space within other retail furniture stores,
primarily La-Z-Boy Comfort Studio®
locations, England Custom Comfort Center locations, Kincaid
Shoppes, and other international locations. Additionally, our
Joybird business, which sells product primarily online to end
consumers through its website, www.joybird.com, also has a limited
amount of proprietary retail showroom floor space in small format
stores in key urban markets.
Maintaining, updating, and, when appropriate, expanding our
proprietary distribution network is a key part of our overall sales
and marketing strategy. We intend, over the long-term, to not only
increase the number of stores in the network but also to continue
to improve their quality, including upgrading old-format stores to
our new concept design through remodels and relocations. We
continue to maintain and update our current stores to improve the
quality of the network. The La-Z-Boy Furniture
Galleries®
store network plans to open, relocate or remodel 40 to 45 stores
during fiscal 2023, all of which will feature our latest store
designs.
We select independent dealers for our proprietary La-Z-Boy
Furniture Galleries®
store network based on factors such as their management and
financial qualifications and the potential for distribution in
specific geographical areas. This proprietary distribution benefits
La-Z-Boy, our dealers and our consumers. It enables La-Z-Boy to
concentrate our marketing with sales personnel dedicated to our
entire product line, and only that line and approved accessories.
It also allows dealers that join this proprietary group to take
advantage of best practices, with which other proprietary dealers
have succeeded, and we facilitate forums for these dealers to share
them. These La-Z-Boy Furniture Galleries®
stores provide our consumers a full-service shopping experience
with a large variety of products, knowledgeable sales associates,
and design service consultants.
Orders and Backlog
We typically build upholstery units based on specific orders,
either for dealer stock or to fill consumers' custom orders. We
import casegoods product primarily to fill our internal orders,
rather than customer or consumer orders, resulting in higher
finished goods inventory on hand as a percentage of sales. We
define backlog as any written order that has not yet been
delivered, whether to an independent furniture retailer, an
independently-owned La-Z-Boy Furniture Galleries®
store, or the end consumer through our company-owned La-Z-Boy
Furniture Galleries®
stores.
Historically, the size of our backlog at a given time varies and
may not be indicative of our future sales and, therefore, we do not
rely entirely on backlogs to predict future sales. Our wholesale
backlog was $697.2 million as of April 30, 2022, compared
with $616.7 million as of April 24, 2021. The increase in
our backlog was primarily due to pricing actions taken to mitigate
the impact of rising raw material and freight costs, along with a
shift in product mix, as higher production capacity kept pace with
written order demand during fiscal 2022.
Competitive Conditions
We are the second largest manufacturer/distributor of residential
(living and family room, bedroom, and dining room) furniture in the
United States, as measured by annual sales volume.
Alternative distribution channels have increasingly affected our
retail markets. Direct-to-consumer brands, such as Article and
Burrow, bypass brick and mortar retailers entirely or in some cases
have developed a product that can be shipped more easily than
traditional upholstered furniture, thus increasing competition for
our products. The increased ability of consumers to purchase
furniture through various furniture manufacturers' and digital-only
retailers' internet websites, including companies such as Amazon,
Hayneedle, QVC, and Wayfair, has also increased competition in the
industry. Although digital retailers operate with lower overhead
costs than a brick-and-mortar retailer, customer acquisition costs
and advertising spend is typically much higher. Department stores
and big box retailers with an online presence also offer products
that compete with some of our product lines.
The home furnishings industry competes primarily on the basis of
product styling and quality, customer service (product availability
and delivery), price, and location. We compete primarily by
emphasizing our brand and the comfort, quality, styling and value
of our products. In addition, we remain committed to innovation
while striving to provide outstanding customer service, exceptional
dealer support, and efficient on-time delivery. Maintaining,
updating, and expanding our proprietary distribution system,
including identifying desirable retail locations, is a key
strategic initiative for us in striving to remain competitive. We
compete in the mid to upper-mid price point, and a shift in
consumer taste and trends to lower-priced products could negatively
affect our competitive position.
In the Wholesale segment, our largest competitors are Ashley,
Bassett, Bernhardt, Best Chair, Flexsteel, Hooker Furniture,
Klaussner, Kuka, Lacquer Craft, Man Wah, and Southern Motion. Our
wholesale business also faces additional market pressures from
foreign manufacturers entering the United States market and
increased direct purchases from foreign suppliers by large United
States retailers.
The La-Z-Boy Furniture Galleries®
stores operate in the retail furniture industry in the United
States and Canada, and different stores have different competitors
based on their geographic locations. Some competitors include:
Arhaus, Ashley, Bassett Furniture Direct, Bob's Discount Furniture,
Crate and Barrel, Ethan Allen, Restoration Hardware, Havertys,
Williams-Sonoma, as well as several other regional competitors (for
example Raymour & Flanigan Furniture, Mathis Brothers, and
Slumberland Furniture), and family-owned independent furniture
stores.
Our Joybird business sells almost exclusively online and competes
primarily with Amazon, Article, CB2, Love Sac, Maiden Home, Wayfair
and West Elm.
In addition to the larger competitors listed above, a substantial
number of small and medium-sized companies operate within our
business segments, all of which are highly
competitive.
Trademarks, Licenses and Patents
We own the La-Z-Boy trademark, which is essential to the Wholesale
and Retail segments of our business. We also own the Joybird
trademark, which, along with the La-Z-Boy trademark, is essential
to our e-commerce business. Additionally, we own a number of other
trademarks that we utilize in marketing our products. We consider
our La-Z-Boy trademark to be among our most valuable assets and we
have registered that trademark and others in the United States and
various other countries where our products are sold. These
trademarks have a perpetual life, subject to renewal. We license
the use of the La-Z-Boy trademark to certain international partners
and dealers outside of North America. We also license the use of
the La-Z-Boy trademark on contract office furniture, outdoor
furniture, and non-furniture products, as these arrangements
enhance our brand awareness, broaden the perceptions of La-Z-Boy,
and create visibility of the La-Z-Boy brand in channels outside of
the residential furniture industry. In addition, we license to our
branded dealers the right to use our La-Z-Boy trademark in
connection with the sale of our products and related services, on
their signs, and in other ways, which we consider to be a key part
of our marketing strategies. We provide more information about
those dealers under "Customers."
We hold a number of United States and foreign patents that we
actively enforce. We have followed a policy of filing patent
applications for the United States and select foreign countries on
inventions, designs and improvements that we deem valuable, but
these patents do expire at various times.
While our intellectual property rights in the aggregate are
important to the operation of our business, we do not believe that
any existing patent, license, trademark or other intellectual
property right (other than the La-Z-Boy trademark) is of such
importance that its loss or termination would have a material
adverse effect on our business taken as a whole. We vigorously
protect our trademarks and patents against third-party
infringement.
Compliance with Environmental Regulations
Our manufacturing operations involve the use and disposal of
certain substances regulated under environmental protection laws
and regulations and, from time to time, we may be involved in a
small number of remediation actions and site investigations
concerning these substances. Based on a review of all currently
known facts and our experience with previous environmental matters,
we currently do not believe it is probable that we will have any
additional loss for environmental matters that would be material to
our consolidated financial statements.
Human Capital
Employees
We employed approximately 12,800 full-time equivalent employees as
of April 30, 2022, compared with approximately 11,500
employees at the end of fiscal 2021. The increase in headcount was
primarily due to an increase in production and capacity at our
Mexico manufacturing facilities to meet demand, along with our
acquisition of the U.K. manufacturing business in the third quarter
of fiscal 2022. As of April 30, 2022, we employed
approximately 10,500 employees in our Wholesale segment, 1,500 in
our Retail segment, 500 in our Joybird business, with the remaining
employees being corporate personnel. We employ the majority of our
employees on a full-time basis.
Purpose and Values
At La-Z-Boy, we believe in the transformational power of comfort.
We provide an excellent consumer experience, create high quality
products and empower people to transform rooms, homes and
communities with comfort. Our teams are committed to our core
values of Courage, Curiosity and Compassion. We are not afraid to
try new things, we are relentless in our mission to understand our
business and consumers, and we honor our almost 100-year legacy
that was built on family.
Sustainability
As we build the La-Z-Boy of tomorrow, our goal is to make the world
a better place through the transformational power of comfort.
Aligned with our core values, we embrace curiosity for sustainable
design, operate with compassion for a sustainable planet, and
empower courage for a sustainable culture.
Sustainable Design.
We embrace curiosity and our inquisitiveness helps us identify
innovative opportunities for our products that uphold our
commitment to quality, rely on sustainable materials and drive best
practices in our supplier partnerships.
Sustainable Planet.
We strive to operate La-Z-Boy with compassion for the environment.
We are committed to responsible stewardship and integrate
environmentally sound and sustainable practices into our daily
decisions. We work to reduce emissions, increase recycling efforts,
and conserve water in all areas of our business.
Sustainable Culture.
At La-Z-Boy, we support our employees so they can make courageous
choices and help our business thrive. Our people practices are
linked to our sustainability initiatives. The sustainable culture
we’re building empowers employees to do what is right in the
workplace and in our communities. From supporting our employees’
careers and providing a safe and ethical work environment to giving
back to the communities where we live and work, people are always
at the heart of our brand.
Diversity, Inclusion and Belonging
We believe in creating and fostering a workplace in which all our
employees feel valued, included and empowered to do their best work
and contribute their ideas and perspectives. Our Company is
committed to recruiting and retaining diverse talent so that our
workforce better reflects the communities in which we operate our
business globally. We recognize that our employees’ unique
backgrounds, experiences and perspectives enable us to create the
optimal work environment and deliver on our mission.
Aligning with our purpose and values, we intend to continue to be
curious, courageous and compassionate in our efforts to foster an
environment that attracts the best talent, values diversity of life
experiences and perspectives and encourages innovation to
accelerate the transformational power of comfort.
Our diversity, inclusion and belonging initiatives
include:
•Integrating
diversity, inclusion and belonging into our overall corporate
strategy and developing impactful practices and initiatives to
advance our Company’s diversity, inclusion and belonging
journey;
•Leveraging
our Diversity, Inclusion and Belonging Council to provide
enterprise-wide leadership focused on supporting all our employees,
developing training and learning opportunities for our employees on
diversity, unconscious bias and other topics, and creating
sustainable plans to increase diversity in talent
acquisition;
•Expanding
our support of employee resource groups, which include groups
focused on Multicultural, Pride and Working Parents. Our ERG’s
provide learning and mentorship experiences for our diverse
employees, supporting our objective of creating diversity awareness
across our organization, and helping our employees use their
collective voices to positively impact our Company and the
communities in which we operate our business and live;
•Revisiting,
assessing and implementing changes to our processes, in an effort
to continue mitigating unconscious bias and enhancing our inclusion
recruiting strategy;
•Enhancing
and expanding our supplier inclusion network;
•Expanding
inclusive leaders training throughout the
organization;
•Creating
space for individuals to share their perspective, values and voice
to our global population through employee written articles, our
internal podcast, and multiple video series on our internal
communications platform and;
•Demonstrating
our Company’s commitment at the highest levels of leadership,
including having our President and Chief Executive Officer sign the
CEO Action for Diversity & Inclusion™ pledge to advance
diversity and inclusion in the workplace
Safety and Health
We prioritize the health and safety of our employees, partners and
the people in communities where we operate.
As the largest industrial manufacturer in many regions where we do
business, we recognize our potential impact on surrounding
communities. We actively partner with local agencies in these
communities to build proactive emergency and contingency plans for
any major incidents that may occur at our facilities and any
natural disasters that may impact the region.
We work to forge relationships with agencies, such as the
Occupational Safety and Health Administration (OSHA), to understand
how we can best adhere to health and safety practices. During the
COVID-19 pandemic, we worked with county health departments to
approve our return-to-office and employee safety protocols before
bringing employees back to our manufacturing plants.
Additionally, the National Safety Council (NSC) has recognized
La-Z-Boy with hundreds of awards for safety performance and
leadership throughout the Company’s history. This includes our
recognition as a five-time recipient of the Corporate Safety
Culture Award and the Green Cross for Safety Excellence award,
which recognizes only one corporation each year for outstanding
achievements in safety.
Community Giving
Throughout our 95-year history, giving back to our communities has
been woven through La-Z-Boy’s culture following the example set by
our founders. When it comes to giving, our vision is to improve the
lives of others by developing exceptional programs based on
partnerships where employees feel a sense of connection and pride
in their communities and our mission is to enhance the quality of
life in the communities in which we live and serve through
leadership, financial contributions and volunteer
efforts.
Our philanthropic initiatives include the La-Z-Boy Foundation,
local community involvement, disaster relief and our signature
charity, Ronald McDonald House Charities. La-Z-Boy is honored to be
the official furniture provider for Ronald McDonald House
Charities. Our employees further exemplify the spirit of giving
through leadership and volunteer efforts in their own communities,
and for numerous non-profit organizations, which include the United
Way, Relay for Life, Habitat for Humanity and others.
Throughout the COVID-19 pandemic, we have been committed to helping
those in communities where we operate, including manufacturing
masks and medical gowns during the early stages of the pandemic.
During fiscal 2022, we hosted multiple on-site clinics at several
of our North American locations to keep our communities safe and
these programs were critical in providing vaccine access. For
instance, our clinic in Mexico provided vaccine access to more than
12,000 community members outside of our workforce and this earned
us recognition from Canacintra, an organization in Mexico
representing the industrial sector and its employees.
Internet Availability
Our Forms 10-K, 10-Q, 8-K, proxy statements on
Schedule 14A, and amendments to those reports are available
free of charge through links on our internet website,
www.la-z-boy.com, as soon as reasonably practicable after they are
electronically filed with, or furnished to, the Securities and
Exchange Commission ("SEC"). Copies of any materials we file or
furnish to the SEC can also be obtained free of charge through the
SEC's website at www.sec.gov. The information on our website is not
incorporated by reference into this report or any other reports we
file with, or furnish to, the SEC.
ITEM 1A. RISK FACTORS.
Our business is subject to a variety of risks. Any of the following
risks could materially and adversely affect our business, results
of operations, financial condition, or future prospects. The risks
discussed below should be carefully considered, together with the
other information provided in this Annual Report on Form 10-K,
including Management’s Discussion and Analysis of Financial
Condition and Results of Operations and our financial statements,
including the related notes. These risk factors do not identify all
risks that we face. There may be additional risks that are
presently unknown to us or that we currently believe to be
immaterial that could affect us. Investors should carefully
consider all risks, including those disclosed, before making an
investment decision.
Macroeconomic, Market and Strategic Risk Factors
The COVID-19 pandemic has had, and may continue to have, an adverse
effect on our business, results of operations, and financial
condition.
The COVID-19 pandemic continues to be highly unpredictable and
volatile. The pandemic in the past has negatively impacted the
world economy, significantly impacted global supply chains, and
increased volatility within financial markets, all of which have
negatively affected, and may continue to negatively affect, the
home furnishings manufacturing and retail industry and our
business. Various federal, state and local governmental authorities
have taken actions to mitigate the spread of COVID-19 that have had
a negative impact on our business. While these actions have
generally now been rescinded in the United States, a resurgence of
COVID-19 cases could prompt a return to tighter restrictions in
certain areas, which could adversely impact our results of
operations and financial condition.
We cannot anticipate the impact of any future resurgence of
COVID-19 cases on consumer willingness to visit our company-owned
La-Z-Boy Furniture Galleries®
stores or the stores of our retail partners, levels of consumer
spending, or employee willingness to work in our retail stores,
distribution centers or manufacturing facilities in the future. We
also actively manage our global supply chain and manufacturing
operations, which have been adversely impacted with respect to
availability and pricing of materials based on uncontrollable
factors as well as COVID-19 related constraints on our
manufacturing capacity as we continue to prioritize the health and
safety of our employees. We have instituted measures to ensure our
supply chain remains open to us; however, there could be global
shortages that could in turn materially adversely impact our
manufacturing operations that we currently cannot
anticipate.
The extent of the impact of COVID-19 on our operational and
financial performance will depend on future developments, including
any future resurgence of the virus or new variants, the
availability and adoption of vaccines within the markets in which
we operate, status of governmental orders and guidelines, recovery
of the business environment, global supply chain conditions,
economic conditions, inflationary pressures, consumer confidence,
and consumer demand for our products, all of which are highly
uncertain. At this time, given the uncertainty of the ongoing
effect of COVID-19, the extent of its impact on our business,
results of operations, and financial condition cannot be
determined.
Declines in certain economic conditions that impact consumer
confidence and consumer spending could negatively impact our sales,
results of operations and liquidity.
The furniture industry and our business are particularly sensitive
to cyclical variations in the general economy and to uncertainty
regarding future economic conditions. Our principal products are
consumer goods that may be considered postponable discretionary
purchases. Economic downturns and prolonged negative economic
conditions could affect general consumer spending and decrease the
overall demand for discretionary items, including home
furnishings.
Factors influencing consumer spending include, among others,
general economic conditions, consumer disposable income, recession
and fears of recession, inflation, unemployment, war and fears of
war, availability of consumer credit, consumer debt levels,
consumer confidence, conditions in the housing market, fuel prices,
interest rates, sales tax rates, civil disturbances and terrorist
activities, natural disasters, adverse weather, and health
epidemics or pandemics such as the COVID-19 pandemic. While we have
seen the negative effects from certain of these factors on consumer
spending, starting in the second quarter of fiscal 2021, we
experienced heightened demand as more discretionary consumer
spending was allocated to home furnishings. However, we are unable
to identify and predict whether and to what extent the prior demand
level will continue or to what extent the cited factors may impact
consumer spending on our products in the short and long
term.
Our business and operating results may be harmed if we are unable
to deliver products timely.
The COVID-19 pandemic has impacted overall economic conditions and
customer demand. Subsequent to the announcement of our business
realignment plan in the first quarter of fiscal 2021, consumers
began allocating more discretionary spending to home furnishings
and as a result, the demand for our products has outpaced our
production capacity. Given this, we have a higher backlog and have
experienced delays in fulfilling customer orders. Failure to
deliver products to retailers and end consumers in a timely and
effective manner could damage our reputation and brands and result
in the loss of customers or reduced orders, which could adversely
affect our business, results of operations and financial condition.
In addition, it is difficult for us to predict the future impact of
the COVID-19 pandemic, general economic conditions, and other
factors which may impact customer demand trends for our products
and services, customer spending levels, and customer shopping
patterns and behaviors, including consumer willingness to visit
physical retail locations, such as our company-owned La-Z-Boy
Furniture Galleries®
stores.
Loss of market share and other financial or operational
difficulties due to competition would likely result in a decrease
in our sales, earnings, and liquidity.
The residential furniture industry is highly competitive and
fragmented. We currently compete with many other manufacturers and
retailers, including online retailers. Some of these competitors
offer widely advertised products or are large retail furniture
dealers offering their own store-branded products. Competition in
the residential furniture industry is based on quality, style of
products, perceived value, price, service to the customer,
promotional activities, and advertising. The highly competitive
nature of the industry means we are constantly subject to the risk
of losing market share, which would likely decrease our future
sales, earnings, and liquidity. In addition, due to the large
number of competitors and their wide range of product offerings, we
may not be able to differentiate our products (through styling,
finish, and other construction techniques) from those of our
competitors.
Additionally, a majority of our sales are to distribution channels
that rely on physical stores to merchandise and sell our products
and a significant shift in consumer preference toward purchasing
products online could have a material adverse impact on our sales
and operating margin. Over the past several years, the furniture
industry in general has experienced a shift to more online
purchasing and the COVID-19 pandemic has accelerated the shift to
online furniture purchases by changing customer shopping patterns
and behaviors, including decreased consumer willingness to visit
physical retail locations. We are attempting to meet consumers
where they prefer to shop by expanding our online capabilities and
improving the user experience at www.la-z-boy.com to drive more
traffic to both our online site and our physical stores. We also
own Joybird, a leading e-commerce retailer and manufacturer of
upholstered furniture. Joybird sells product almost exclusively
online, where there is significant competition for customer
attention among online and direct-to-consumer brands.
These and other competitive pressures could cause us to lose market
share, revenue and customers, increase expenditures or reduce
prices, any of which could have a material adverse effect on our
results of operations or liquidity.
Operational Risk Factors
Our business and our reputation could be adversely affected by
cybersecurity incidents and the failure to protect sensitive
employee, customer, consumer, vendor or Company data.
Cyber-attacks designed to gain access to and extract sensitive
information or otherwise affect or compromise the confidentially,
integrity, and availability of information, including phishing
attempts, denial of service attacks, and malware or ransomware
incidents, have occurred over the last several years at a number of
major U.S. companies and have resulted in, among other things, the
unauthorized release of confidential information, material business
disruptions, and negative brand and reputational impacts. Despite
widespread recognition of the cyber-attack threat and improved data
protection methods, cyber-attacks on organizations continue to be
sophisticated, persistent, and ever-changing, making it difficult
to prevent and detect these attacks. Similar to many other
retailers, we receive and store certain personal information about
our employees, wholesale customers, consumers, and vendors.
Additionally, we rely on third-party service providers to execute
certain business processes and maintain certain information
technology systems and infrastructure, and we supply such
third-party providers with the personal information required for
those services.
During fiscal 2022, we were subject, and will likely continue to be
subject, to attempts to breach the security of our networks and IT
infrastructure through cyber-attack, malware, ransomware, computer
viruses, phishing attempts, social engineering and other means of
unauthorized access. To the best of our knowledge, attempts to
breach our systems have not been successful to date. A breach of
our systems, either internally, through potential vulnerabilities
of our employees' home networks, or at our third-party technology
service providers, could adversely affect our business operations
and result in the loss or misappropriation of, and unauthorized
access to, sensitive information. A breach that results in the
unauthorized release of sensitive information could adversely
affect our reputation resulting in a loss of our existing customers
and potential future customers, lead to financial losses due to
remedial actions or potential liability, possibly including
punitive damages, or we could incur regulatory fines or penalties.
An electronic security breach resulting in the unauthorized release
of sensitive data from our information systems or those of our
third-party service providers could also materially increase the
costs we already incur to protect against these risks, including
costs associated with insurance coverage and potential remediation
measures. We continue to balance the additional risk with the cost
to protect us against a breach and have taken steps to ensure that
losses arising from a breach would be covered in part by insurance
that we carry, although the costs, potential monetary damages, and
operational consequences of responding to cyber incidents and
implementing remediation measures may be in excess of our insurance
coverage or be not covered by our insurance at all.
In addition, due to the COVID-19 pandemic, we have implemented
work-from-home policies for certain employees. Although we continue
to implement strong physical and cybersecurity measures to ensure
that our business operations remain functional and to ensure
uninterrupted service to our customers, our systems and our
operations remain vulnerable to cyberattacks and other disruptions
due to the fact that a portion of our employees work remotely and
we cannot be certain that our mitigation efforts will be
effective.
We rely extensively on information technology systems to process
transactions, summarize results, and manage our business and that
of certain independent dealers. Disruptions in both our primary and
back-up systems could adversely affect our business and results of
operations.
Our primary and back-up information technology systems are subject
to damage or interruption from power outages, telecommunications
failures, hardware and software failures, computer hacking,
cybersecurity breaches, computer viruses, phishing attempts,
cyber-attacks, malware and ransomware attacks, errors by employees,
natural disasters, adverse weather, and similar events. We also
rely on technology systems and infrastructure provided by
third-party service providers, who are subject to these same cyber
and other risks. Interruptions of our critical business information
technology systems or failure of our back-up systems could result
in longer production times or negatively impact customers resulting
in damage to our reputation and a reduction in sales. If our
critical information technology systems or back-up systems were
damaged or ceased to function properly, we might have to make a
significant investment to repair or replace them. If a ransomware
attack or other cybersecurity breach occurs, either internally or
at our third-party technology service providers, it is possible we
could be prevented from accessing our data which may cause
interruptions or delays in our business, cause us to incur
remediation costs or require us to pay ransom to a hacker which
takes over our systems, or damage our reputation. While we carry
insurance that would mitigate losses from certain damage,
interruption, or breach of our information technology systems,
insurance may be insufficient to compensate us fully for potential
significant losses.
Further, information systems of our suppliers or service providers
may be vulnerable to attacks by hackers and other security
breaches, including computer viruses and malware, through the
internet, email attachments and persons with access to these
information systems. If our suppliers or service providers were to
experience a system disruption, attack or security breach
that
impacts a critical function, it could result in disruptions in our
supply chain, the loss of sales and customers, potential liability
for damages to our customers, reputational damage and incremental
costs, which could adversely affect our business, results of
operations and profitability.
Our facilities and systems, as well as those of our vendors, are
vulnerable to technology issues, natural disasters, adverse weather
conditions, and other unexpected events, any of which could result
in an interruption in our business and harm our operating
results.
Our manufacturing and distribution facilities, company-owned
La-Z-Boy Furniture Galleries®
stores and corporate headquarters, as well as the operations of our
vendors from which we receive goods and services, are vulnerable to
damage from power outages, telecommunications failures, hardware
and software failures, computer hacking, cybersecurity breaches,
computer viruses, phishing attempts, cyberattacks, malware and
ransomware attacks, errors by employees, tornadoes, earthquakes and
other natural disasters, adverse weather, climate change, and
similar events. If any of these events result in damage to our
facilities or systems, or those of our vendors, we may experience
interruptions in our business until the damage is repaired, which
could result in the potential loss of sales and customers. In
addition, we may incur costs in repairing any damage beyond our
applicable insurance coverage.
Inability to maintain and enhance our brand and respond to changes
in our current and potential consumers' tastes and trends in a
timely manner could adversely affect our business and results of
operations.
The success of our business depends on our ability to maintain and
enhance our brands to increase our business by retaining consumers
and attracting new ones. Furniture product is fashion-oriented so
changes in consumers' tastes and trends and the resultant change in
our product mix, as well as failure to offer our consumers multiple
avenues for purchasing our products, could adversely affect our
business and results of operations. We attempt to minimize these
risks by maintaining strong advertising and marketing campaigns
promoting our brands. We also attempt to minimize our risk by
updating our current product designs, styles, quality, prices, and
options to purchase our products in-store or online. If these
efforts are unsuccessful or require us to incur substantial costs,
our business, results of operations and financial or competitive
condition could be adversely affected.
Fluctuations in the price, availability and quality of raw
materials could cause delays that could result in our inability to
timely provide goods to our customers and have increased, and could
continue to increase, our costs, either of which could decrease our
earnings.
In manufacturing furniture, we use various types of wood, fabrics,
leathers, upholstered filling material, including polyurethane
foam, steel, and other raw materials. Additionally, our
manufacturing processes and plant operations use various electrical
equipment and components. Because we are dependent on outside
suppliers for these items, fluctuations in their price,
availability, and quality have had, and could continue to have, a
negative effect on our cost of sales and our ability to meet our
customers' demands. We have a higher concentration in upholstery
sales, including motion furniture, than many of our competitors,
and the effects of steel, polyurethane foam, wood, electrical
components for power units, leather and fabric price increases or
quantity shortages could have a significant negative impact to our
business. Competitive and marketing pressures may prevent us from
passing along price increases to our customers, and the inability
to meet our customers' demands could cause us to lose sales.
Additionally, given our current backlog, we may experience delays
in the realization of pricing actions due to the timing difference
between written orders and the recognition of revenue upon
delivery. As a result, we may experience volatility in our
short-term operating results.
Further, most of our polyurethane foam comes from three suppliers.
These suppliers have several facilities across the United States or
Mexico, but adverse weather, natural disasters, or public health
crises (such as pandemics or epidemics) could result in delays in
shipments of polyurethane foam to our plants. Similarly, adverse
weather, natural disasters, public health crises (such as pandemics
or epidemics), labor disputes, possible acts of terrorism, port and
canal blockages and congestion, and availability of shipping
containers could result in delays in shipments or the absence of
required raw materials from any of our suppliers.
A change in the financial condition of our domestic and foreign
fabric suppliers could impede their ability to provide products to
us in a timely manner. Upholstered furniture is fashion oriented,
and if we were unable to acquire sufficient fabric variety, or to
predict or respond to changes in fashion trends, we might lose
sales and have to sell excess inventory at reduced prices. Doing so
would have a negative effect on our sales and
earnings.
Changes in the availability and cost of foreign sourcing and
economic uncertainty in countries outside of the United States in
which we operate or from which we purchase product, could adversely
affect our business and results of operations.
We have operations in countries outside the United States, some of
which are located in emerging markets. Long-term economic and
political uncertainty in some of the countries in which we operate,
such as the United Kingdom, Mexico and Thailand, could result in
the disruption of markets and negatively affect our business. Our
casegoods business imports products manufactured by foreign
sources, mainly in Vietnam, and our Wholesale segment purchases
cut-and-sewn fabric and leather sets, electronic component parts,
and some finished goods from Chinese and other foreign vendors. Our
cut-and-sewn leather sets are primarily purchased from suppliers
that operate in China and the majority of our fabric products are
also purchased from suppliers that operate in China. One of these
primary suppliers provides both cut-and-sewn leather sets and
fabric products. As a result of factors outside of our control, at
times our sourcing partners have not been able to, and in the
future may not be able to, produce or deliver goods in a timely
fashion or the quality of their product may lead us to reject it,
causing disruptions in our domestic operations and delays in
shipments to our customers.
Changes in the domestic or international regulatory environment or
trade policies could adversely affect our business and results of
operations.
Changes in United States or international laws and regulations
(including labor, environmental, investment and taxation laws and
regulations), political environment, socio-economic conditions, or
monetary and fiscal policies may also have a material adverse
effect on our business in the future or require us to modify our
current business practices. Because we manufacture components in
Mexico, purchase components and finished goods manufactured in
foreign countries, including China and Vietnam, participate in two
consolidated joint ventures in Thailand, and operate a wholesale
and retail business in Canada, we are subject to risks relating to
changes in the domestic or international regulatory environment or
trade policies, including new or increased duties, tariffs,
retaliatory tariffs, trade limitations and termination or
renegotiation of bilateral and multilateral trade agreements
impacting our business. The United States has enacted certain
tariffs on many items sourced from China, including certain
furniture, accessories, furniture parts, and raw materials which
are imported into the United States and that we use in our domestic
operations. We may not be able to fully or substantially mitigate
the impact of these tariffs, pass price increases on to our
customers, or secure adequate alternative sources of products or
materials. The tariffs, along with any additional tariffs or
retaliatory trade restrictions implemented by other countries,
could negatively impact customer sales, including potential delays
in product received from our vendors, our cost of goods sold and
results of operations. Conversely, if certain tariffs are
eliminated or reduced, we may face additional competition from
foreign manufacturers entering the United States market and from
domestic retailers who rely on imported goods, putting pressure on
our prices and margins which could adversely affect our results of
operations. In addition, geopolitical pressures associated with the
COVID-19 pandemic will continue to introduce uncertainty into many
markets, including with respect to tariffs and freight. Finally,
our business in the United Kingdom has, and could further, be
affected by the United Kingdom's exit from the European Union, and
our sales and margins there and in other foreign countries could be
adversely affected by the imposition in foreign countries of import
bans, quotas, and increases in tariffs.
Our current retail markets and other markets that we enter in the
future may not achieve the growth and profitability we anticipate.
We could incur charges for the impairment of long-lived assets,
goodwill, or other intangible assets if we fail to meet our
earnings expectations for these markets.
From time to time we may acquire retail locations or other retail
businesses, such as our acquisition of Joybird in fiscal 2019. We
may also remodel and relocate existing stores, experiment with new
store formats, and close underperforming stores. Our assets include
goodwill and other intangible assets acquired in connection with
these acquisitions. Profitability of acquired, remodeled,
relocated, and new format stores will depend on lease rates (for
stores we lease) and retail sales and profitability justifying the
costs of acquisition, remodeling, and relocation. If we do not meet
our sales or earnings expectations for these stores, we may incur
charges for the impairment of long-lived assets, the impairment of
right-of-use lease assets, the impairment of goodwill, or the
impairment of other intangible assets.
We also operate a wholesale sales office that is responsible for
distributing La-Z-Boy products in the United Kingdom and Ireland,
as well as a manufacturing business in the United Kingdom which was
acquired in the third quarter of fiscal 2022. Our assets include
goodwill and other intangible assets, including acquired customer
relationships, in connection with our acquisition of the wholesale
business. If we do not meet our sales or earnings expectations for
these operations, we may incur charges for the impairment of
goodwill or the impairment of our intangible assets.
We may require funding from external sources, which may not be
available at the levels we require or may cost more than we expect,
and as a result, our expenses and results of operations could be
negatively affected.
We regularly review and evaluate our liquidity and capital needs.
We believe that our available cash, cash equivalents and cash flow
from operations will be sufficient to finance our operations and
expected capital requirements for at least the next 12
months.
In the event that we draw on our credit facility, outstanding
amounts may become immediately due and payable upon certain events
of default, including a failure to comply with the financial
covenants in the credit agreement—a consolidated net lease adjusted
leverage ratio requirement and a consolidated fixed-charge coverage
ratio requirement—or with certain other affirmative and negative
covenants in the credit agreement. If we are unable to access
additional credit at the levels we require, or the cost of credit
is greater than expected, it could adversely affect our results of
operations or financial condition.
We may not be able to collect amounts owed to us.
We grant payment terms to most customers ranging from 15 to 60
days. Some of our customers have experienced, and may in the future
experience, cash flow and credit-related issues. If the negative
economic effects of COVID-19 were to persist or a similar pandemic
or another major, unexpected event with negative economic effects
were to occur, we may not be able to collect amounts owed to us or
such payment may only occur after significant delay. While we
perform credit evaluations of our customers, those evaluations may
not prevent uncollectible trade accounts receivable. Credit
evaluations involve significant management diligence and judgment,
especially in the current environment. Should more customers than
we anticipate experience liquidity issues, if payment is not
received on a timely basis, or if a customer declares bankruptcy or
closes stores, we may have difficulty collecting amounts owed to us
by these customers, which could adversely affect our sales,
earnings, financial condition and liquidity.
Legal and Regulatory Risk Factors
Our business and our reputation could be adversely affected by the
failure to comply with evolving regulations relating to our
obligation to protect sensitive employee, customer, consumer,
vendor or Company data.
We receive, process, store, use and share data, some of which
contains personal information. There are numerous federal, state,
local and foreign laws and regulations regarding privacy, data
protection, and data security, including those related to the
collection, storage, handling, use, disclosure, transfer, and
security of personal data. These laws and regulations are regularly
changing, subject to uncertain and differing interpretations and
may be inconsistent among countries or conflict with other rules.
For example, the European General Data Protection Regulation
(“GDPR”) applies to us and creates a range of requirements and
compliance obligations regarding the treatment of personal data,
including the public disclosure of significant data breaches, and
imposes significant penalties for non-compliance. The California
Consumer Privacy Act (“CCPA”), among other things, imposes
additional requirements with respect to disclosure and deletion of
personal information of California residents. The CCPA provides
civil penalties for violations, as well as a private right of
action for data breaches. The GDPR, the CCPA, the recently approved
California Privacy Rights Act, and other privacy and data
protection laws may increase our costs of compliance and risks of
non-compliance, which could result in substantial penalties,
negative publicity and harm to our brand. It is possible that these
laws may be interpreted or applied in a manner that is adverse to
us, unforeseen, or otherwise inconsistent with our practices or
that we may not adequately adapt our internal policies and/or
procedures to evolving regulations, any of which could result in
litigation, regulatory investigations and potential legal
liability, require us to change our practices in a manner adverse
to our business or limit access to our products and services in
certain countries. As a result, our reputation and brand, which are
critical to our business operations, may be harmed, we could incur
substantial costs, including costs related to litigation, or we
could lose both customers and revenue.
Changes in regulation of our international operations could
adversely affect our business and results of
operations.
Our operations outside of the United States and sale of product in
various countries subject us to U.S. and foreign laws and
regulations, including but not limited to, the UK Bribery Act 2010,
the U.S. Foreign Corrupt Practices Act, the U.S. Export
Administration Act, and other anti-bribery and anti-corruption
statutes. These laws and regulations include prohibitions on
improper payments to government officials, restrictions on where we
can do business, what products we can supply to certain countries,
and what information we can provide to certain governments.
Violations of these laws, which are complex, frequently changing,
and are often subject to varying interpretation and enforcement,
may result in civil or criminal penalties or sanctions that could
have a significant adverse effect on our business and results of
operations. Although we have implemented policies and procedures
designed to ensure compliance with these laws and regulations,
there can be no assurance that our
employees, contractors, or agents will not violate our policies and
procedures or otherwise comply with these laws and
regulations.
We may be subject to product liability and other claims or
undertake to recall one or more products, which could adversely
affect our business, results of operations and
reputation.
Millions of our products, sold over many years, are currently used
by consumers. We have voluntarily recalled products in the past,
and while none of those recalls has resulted in a material expense
or other significant adverse effect, a significant product recall
or other product-related litigation could result in future
additional expense, penalties, and injury to our brands and
reputation, and adversely affect our business and results of
operations. In addition, we are involved in lawsuits, claims and
proceedings incident to the ordinary course of our business.
Litigation is inherently unpredictable. Any claims against us,
whether meritorious or not, could result in costly litigation that
could adversely affect our business and results of
operations.
Although we maintain liability insurance in amounts that we believe
are reasonable, in most cases, we are responsible for large
self-insured retentions and defense costs. We cannot provide
assurance that we will be able to maintain such insurance on
acceptable terms, if at all in the future, or that product
liability or other claims will not exceed the amount of insurance
coverage, or that all such matters would be covered by our
insurance. As a result, product liability and other claims could
have a material adverse effect on our business, results of
operations and financial condition.
General Risk Factors
Our operations are subject to risks of unsettled political
conditions, natural or man-made disasters, acts of war, terrorism,
organized crime, pandemics and other public health concerns, any
one of which could adversely affect our business and results of
operations.
Our operations are subject to risks of unsettled political
conditions, natural or man-made disasters, adverse weather, climate
change, acts of war, terrorism, organized crime, and public health
concerns. Any of these risks could make servicing our customers
more difficult or cause disruptions in our manufacturing plants or
distribution centers that could reduce our sales, earnings, or both
in the future.
We make certain assumptions, judgments and estimates that impact
the amounts reported in our consolidated financial statements,
which, if not accurate, may impact our financial
results.
Certain assumptions, judgments and estimates impact amounts
reported in our consolidated financial statements, including but
not limited to, inventories, goodwill, intangible assets, product
warranty liabilities, insurance and legal-related liabilities,
contingent consideration and income taxes. To derive our
assumptions, judgments and estimates, we use historical experience
and various other factors that we believe are reasonable as of the
date we prepare our consolidated financial statements. Our goodwill
and contingent consideration liability, resulting from certain
acquisitions, are based on the expected future performance of the
operations acquired. At least annually, we reassess the goodwill
for impairment and quarterly, we reassess the fair value of any
contingent consideration. Changes in business conditions or other
events could materially change the projection of future cash flows
or the discount rate we used in the fair value calculation of the
goodwill and contingent consideration. Actual results could differ
materially from our estimates, and such differences may impact our
financial results.
We may not be able to recruit and retain key employees and skilled
workers in a competitive labor market.
If we cannot successfully recruit and retain key employees and
skilled workers or we experience the unexpected loss of those
employees, our operations may be negatively impacted. A shortage of
qualified personnel along with cost inflation may require us to
enhance our compensation in order to compete effectively in the
hiring and retention of qualified employees.
We have implemented work-from-home policies for certain employees,
which may negatively impact productivity. Even though many
stay-at-home orders and similar restrictions and limitations have
been rescinded, we may not be able to conduct our business in the
ordinary course, due to, among other things, disruptions in our
supply chain, government relief programs that impact labor
availability, and delays in ramping up operations. As our employees
have returned to work in our physical locations, our employees may
be exposed to COVID-19 or other variants of the virus, and we may
face claims by such employees or regulatory authorities that we
have not provided adequate protection to our employees with respect
to the spread of COVID-19 at our physical locations, which may
affect our business, results of operations, and
reputation.
Changes in tax policies could adversely affect our business and
results of operations.
Changes in United States or international income tax laws and
regulations may have an adverse effect on our business in the
future. We are subject to income taxes in the United States and
numerous foreign jurisdictions. Our effective income tax rate in
the future could be adversely affected by a number of factors,
including changes in the mix of earnings in countries with
differing statutory tax rates, changes in tax laws, the outcome of
income tax audits in various jurisdictions, and any repatriation of
non-U.S. earnings for which the Company has not previously provided
for U.S. taxes. We regularly assess these matters to determine the
adequacy of our tax provision, which is subject to significant
judgement.
Our aspirations, goals and disclosures related to ESG matters
expose us to numerous risks, including risks to our reputation and
stock price.
There has been increased focus from our stakeholders, including
consumers, employees, and investors, on our ESG practices. We plan
to establish and announce goals and other objectives related to ESG
matters. These goal statements will reflect our current plans and
aspirations and are not guarantees that we will be able to achieve
them. Our efforts to accomplish and accurately report on these
goals and objectives present numerous operational, reputational,
financial, legal, and other risks, any of which could have a
material negative impact, including on our reputation, stock price,
and results of operation. We could also incur additional costs and
require additional resources to implement various ESG practices to
make progress against our public goals and to monitor and track our
performance with respect to such goals.
The standards for tracking and reporting on ESG matters are
relatively new, have not been formalized and continue to evolve.
Collecting, measuring, and reporting ESG information and metrics
can be difficult and time consuming. Our selected disclosure
framework or standards may need to be changed from time to time,
which may result in a lack of consistent or meaningful comparative
data from period to period. In addition, our interpretation of
reporting frameworks or standards may differ from those of others
and such frameworks or standards may change over time, any of which
could result in significant revisions to our goals or reported
progress in achieving such goals.
Our ability to achieve any ESG-related goal or objective is subject
to numerous risks, many of which are outside of our control,
including: the availability and cost of low-or non-carbon-based
energy sources and technologies, evolving regulatory requirements
affecting ESG standards or disclosures, the availability of vendors
and suppliers that can meet our sustainability, diversity and other
standards, and the availability of raw materials that meet and
further our sustainability goals. If our ESG practices do not meet
evolving consumer, employee, investor or other stakeholder
expectations and standards or our publicly-stated goals, then our
reputation, our ability to attract or retain employees and our
competitiveness, including as an investment and business partner,
could be negatively impacted. Furthermore, if our competitors’ ESG
performance is perceived to be better than ours, potential or
current customers and investors may elect to do business with our
competitors instead, and our ability to attract or retain employees
could be negatively impacted. Our failure, or perceived failure, to
pursue or fulfill our goals, targets, and objectives or to satisfy
various reporting standards within the timelines we announce, or at
all, could also expose us to government enforcement actions and
private litigation.
ITEM 1B. UNRESOLVED STAFF
COMMENTS.
None.
ITEM 2. PROPERTIES.
Properties owned or leased at April 30, 2022 by
segment:
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(Amounts in millions) |
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Square Feet |
Wholesale |
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9.5 |
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Retail |
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3.3 |
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Corporate & Other |
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0.4 |
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Active manufacturing, warehousing and distribution centers, office,
showroom and retail facilities |
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13.2 |
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Idle facilities |
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0.1 |
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Total property |
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13.3 |
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Our active facilities and retail locations are located across the
United States and in Mexico, Thailand, Canada, China, Hong Kong,
and the United Kingdom. We own our world headquarters building in
Monroe, Michigan and all of our domestic manufacturing plants with
the exception of our Newton, Mississippi facility, which is leased.
A joint venture in which we
participate owns our Thailand plant. We lease the majority of our
retail stores, regional distribution centers, certain office space
and our manufacturing facilities in Mexico and the United Kingdom.
For information on operating lease terms for our properties, see
Note 6, Leases, to our consolidated financial statements,
which is included in Item 8, Financial Statements and
Supplementary Data, of this report.
ITEM 3. LEGAL PROCEEDINGS.
We are involved in various legal proceedings arising in the
ordinary course of our business. Based on a review of all currently
known facts and our experience with previous legal matters, we have
recorded expense in respect of probable and reasonably estimable
losses arising from legal matters and we currently do not believe
it is probable that we will have any additional loss that would be
material to our consolidated financial statements.
ITEM 4. MINE SAFETY
DISCLOSURES.
Not applicable.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS
Listed below are the names, ages and current positions of our
executive officers and, if they have not held those positions for
at least five years, their former positions during that period. All
executive officers serve at the pleasure of the board of
directors.
Melinda D. Whittington, age 55
•President
and Chief Executive Officer since April 25, 2021
•Senior
Vice President and Chief Financial Officer from June 2018 through
April 24, 2021
•Chief
Financial Officer – Allscripts Healthcare Solutions, Inc., a
publicly traded healthcare information technology solutions
company, from February 2016 through June 2017
Robert G. Lucian, age 59
•Senior
Vice President and Chief Financial Officer since April 25,
2021
•Vice
President, Finance from January 2019 through April 24,
2021
•Chief
Financial Officer – North America Professional Beauty of Coty Inc.,
a global beauty company, from October 2016 through June
2018
Michael A. Leggett, age 49
•Senior
Vice President and Chief Supply Chain Officer since May 1,
2022
•Vice
President and Chief Supply Chain Officer since December
2021
•Vice
President Global Supply Chain Operations – Dentsply Sirona Inc., a
dental products and technologies manufacturer, from February 2019
through December 2021
•Vice
President Global Supply Chain and Sourcing – Masonite International
Corporation, an interior and exterior doors manufacturer and
distributor, from April 2017 through February 2019
Otis S. Sawyer, age 64
•Senior
Vice President and President, La-Z-Boy Portfolio Brands since
February 2017
Raphael Z. Richmond, age 52
•Vice
President, General Counsel and Chief Compliance Officer since April
25, 2021
•Senior
Director of Corporate Compliance and Employment Law from April 2019
through April 24, 2021
•Global
Director of Compliance – Ford Motor Company, an automotive
manufacturer, from May 2013 through January 2019
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON
EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY
SECURITIES.
Dividend Information
Although we expect to continue to pay quarterly dividends, the
payment of future cash dividends is within the discretion of our
board of directors and will depend on our earnings, capital
requirements and operating and financial condition, as well as
excess availability under the credit agreement, among other
factors.
Shareholders
Our common stock trades on the New York Stock Exchange under the
trading symbol "LZB". We had approximately 1,721 registered holders
of record of La-Z-Boy's common stock as of June 14, 2022. A
substantially greater number of holders of La-Z-Boy common stock
are "street name" or beneficial holders, whose shares of record are
held by banks, brokers, and other financial
institutions.
Performance Graph
The graph below shows the cumulative total return for our last five
fiscal years that would have been realized (assuming reinvestment
of dividends) by an investor who invested $100 on April 29,
2017, in our shares of common stock, in the S&P 500
Composite Index, and in the Dow Jones U.S. Furnishings
Index.
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Company/Index/Market |
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4/29/2017 |
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4/28/2018 |
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4/27/2019 |
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4/25/2020 |
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4/24/2021 |
|
4/30/2022 |
La-Z-Boy Incorporated |
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$ |
100.00 |
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$ |
106.73 |
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$ |
120.14 |
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$ |
79.40 |
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$ |
164.44 |
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$ |
101.85 |
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S&P 500 Composite Index |
|
$ |
100.00 |
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$ |
114.20 |
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$ |
128.28 |
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$ |
126.28 |
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$ |
189.21 |
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$ |
189.68 |
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Dow Jones U.S. Furnishings Index |
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$ |
100.00 |
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$ |
88.67 |
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$ |
74.46 |
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$ |
48.98 |
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$ |
122.71 |
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$ |
85.58 |
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Purchases of Equity Securities by the Issuer and Affiliated
Purchasers
Our board of directors has authorized the repurchase of Company
stock. With respect to the fourth quarter of fiscal 2022, pursuant
to the existing board authorization, we adopted a plan to
repurchase company stock pursuant to Rule 10b5-1 of the Securities
Exchange Act of 1934. The plan was effective January 24, 2022.
Under this plan, our broker has the authority to repurchase Company
shares on our behalf, subject to SEC regulations and the price,
market volume and timing constraints specified in the plan. The
plan expired at the close of business on February 26, 2022. We
spent $15.0 million in the fourth quarter of fiscal 2022 to
repurchase 0.4 million shares, pursuant to the plan and
discretionary purchases. As of April 30, 2022, 7.5 million
shares remained available for repurchase pursuant to the board
authorization. We spent $90.6 million in fiscal 2022
to purchase 2.5 million shares. With the operating cash flows we
anticipate generating in fiscal 2023, we expect to continue
repurchasing Company stock.
The following table summarizes our repurchases of company stock
during the quarter ended April 30, 2022:
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(Amounts in thousands, except per share data) |
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Total number of shares purchased (1) |
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Average price paid per share |
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Total number of shares purchased as part of publicly announced plan
(2) |
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Maximum number of shares that may yet be purchased under the
plan |
Fiscal February (January 23 - February 26,
2022) |
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425 |
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$ |
35.37 |
|
|
424 |
|
|
7,465 |
|
Fiscal March (February 27 - March 26, 2022) |
|
— |
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|
$ |
— |
|
|
— |
|
|
7,465 |
|
Fiscal April (March 27 - April 30, 2022) |
|
4 |
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|
$ |
26.45 |
|
|
— |
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|
7,465 |
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Fiscal Fourth Quarter of 2022
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429 |
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$ |
35.29 |
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424 |
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7,465 |
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(1)In
addition to the 423,857 shares purchased during the quarter as part
of our publicly announced director authorization described above,
this column includes 5,189 shares purchased from employees to
satisfy their withholding tax obligations upon vesting of
restricted shares.
(2)On
October 28, 1987, our board of directors announced the
authorization of the plan to repurchase company stock. The plan
originally authorized 1.0 million shares, and since October 1987,
33.5 million shares have been added to the plan for repurchase,
including 6.5 million shares approved by the Company's board
of directors on August 17, 2021. The authorization has no
expiration date.
Recent Sales of Unregistered Securities
There were no sales of unregistered securities during fiscal year
2022.
ITEM 6. RESERVED.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
We have prepared this Management's Discussion and Analysis as an
aid to understanding our financial results. It should be read in
conjunction with the accompanying Consolidated Financial Statements
and related Notes to Consolidated Financial Statements. It also
includes management’s analysis of past financial results and
certain potential factors that may affect future results, potential
future risks and approaches that may be used to manage those risks.
See "Cautionary Note Regarding Forward-Looking Statements” at the
beginning of this report for a discussion of factors that may cause
results to differ materially. Note that our 2022 fiscal year
included 53 weeks, whereas 2021 and 2020 fiscal years included
52 weeks.
Introduction
Our Business
We are the leading global producer of reclining chairs and the
second largest manufacturer/distributor of residential furniture in
the United States.
The La-Z-Boy Furniture Galleries®
stores retail network is the third largest retailer of
single-branded furniture in the United States.
We manufacture, market, import, export, distribute and retail
upholstery furniture products under the La-Z-Boy®,
England, Kincaid®,
and Joybird®
tradenames. In addition, we import, distribute and retail
accessories and casegoods (wood) furniture
products under
the Kincaid®,
American Drew®,
Hammary®,
and Joybird®
tradenames.
As of April 30, 2022, our supply chain operations included the
following:
•Five
major manufacturing locations and nine regional distribution
centers in the United States and five facilities in Mexico to
support our speed-to-market and customization strategy
•A
logistics company that distributes a portion of our products in the
United States
•A
wholesale sales office that is responsible for distribution of our
product in the United Kingdom and Ireland
•An
upholstery manufacturing business in the United
Kingdom
•A
global trading company in Hong Kong which helps us manage our Asian
supply chain by establishing and maintaining relationships with our
Asian suppliers, as well as identifying efficiencies and savings
opportunities
We also participate in two consolidated joint ventures in Thailand
that support our international businesses: one that operates a
manufacturing facility and another that operates a wholesale sales
office. Additionally, we have contracts with several suppliers in
Asia to produce products that support our pure import model for
casegoods.
We sell our products through multiple channels: to furniture
retailers or distributors in the United States, Canada, and
approximately 55 other countries, including the United Kingdom,
China, Australia, South Korea and New Zealand; directly to
consumers through retail stores that we own and operate; and
through our websites, www.la-z-boy.com and
www.joybird.com.
•The
centerpiece of our retail distribution strategy is our network of
348 La-Z-Boy Furniture Galleries®
stores and 531 La-Z-Boy Comfort Studio®
locations, each dedicated to marketing our La-Z-Boy branded
products. We consider this dedicated space to be
"proprietary."
◦La-Z-Boy
Furniture Galleries®
stores help consumers furnish their homes by combining the style,
comfort, and quality of La-Z-Boy furniture with our available
design services. We own 161 of the La-Z-Boy Furniture
Galleries®
stores, while the remainder are independently owned and
operated.
◦La-Z-Boy
Comfort Studio®
locations are defined spaces within larger independent retailers
that are dedicated to displaying and selling La-Z-Boy branded
products. All 531 La-Z-Boy Comfort Studio®
locations are independently owned and operated.
◦In
total, we have approximately 7.6 million square feet of proprietary
floor space dedicated to selling La-Z-Boy branded products in North
America.
◦We
also have approximately 3.0 million square feet of floor space
outside of the United States and Canada dedicated to selling
La-Z-Boy branded products.
•Our
other brands, England, American Drew, Hammary, and Kincaid enjoy
distribution through many of the same outlets, with slightly over
half of Hammary’s sales originating through the La-Z-Boy Furniture
Galleries®
store network.
◦Kincaid
and England have their own dedicated proprietary in-store programs
with 637 outlets and approximately 1.9 million square feet of
proprietary floor space.
◦In
total, our proprietary floor space includes approximately 12.5
million square feet worldwide.
•Joybird
sells product primarily online and has a limited amount of
proprietary retail showroom floor space including small format
stores in key urban markets.
Our goal is to deliver value to our shareholders over the long term
through executing our strategic initiatives. The foundation of our
strategic initiatives is driving profitable sales growth in all
areas of our business.
We plan to drive growth in the following ways:
•Leveraging
and reinvigorating our brand with a consumer focus and expanded
omni-channel presence.
Our strategic initiatives to leverage and reinvigorate our iconic
La-Z-Boy brand center on a renewed focus on leveraging the
compelling La-Z-Boy comfort message, accelerating our omni-channel
offering, and identifying additional consumer-based growth
opportunities. Our marketing platform featuring celebrity brand
ambassador Kristen Bell drives brand recognition and injects
youthful style and sensibility into our marketing campaign, which
enhances the appeal of our brand with a younger consumer base.
Further, our goal is to connect with consumers along their purchase
journey through multiple means, whether online or in person. We are
driving change throughout our digital platforms to improve the user
experience, with a specific focus on the ease with which customers
browse through our broad product assortment, customize products to
their liking, find stores to make a purchase, or purchase at
www.la-z-boy.com.
•Expanding
the reach of our branded distribution channels, which include the
La-Z-Boy Furniture Galleries®
store network and the La-Z-Boy Comfort Studio®
locations, our store-within-a-store format.
While the consumer’s purchase journey may start digitally, our
consumers also demonstrate an affinity for visiting our stores to
shop, allowing us to frequently deliver the flagship La-Z-Boy
Furniture Galleries®
store, or La-Z-Boy Comfort Studio®,
experience and provide design services. We expect our strategic
initiatives in this area to generate growth in our Retail segment
through an increased company-owned store count and in our Wholesale
segment as our proprietary distribution network expands. We are not
only focused on growing the number of locations, but also on
upgrading existing store locations to our new concept
designs.
•Growing
our company-owned retail business.
We are focused on growing this business by increasing same-store
sales through improved execution at the store level and by
opportunistically acquiring existing La-Z-Boy Furniture
Galleries®
stores and opening new La-Z-Boy Furniture
Galleries®
stores, primarily in markets that can be serviced through our
regional distribution centers, where we see opportunity for growth,
or where we believe we have opportunities for further market
penetration.
•Accelerating
the growth of the Joybird brand.
During fiscal 2019, we purchased Joybird, a leading e-commerce
retailer and manufacturer of upholstered furniture with a
direct-to-consumer model. We believe that Joybird is a brand with
significant potential and our strategic initiatives in this area
focus on fueling profitable growth through an increase in digital
marketing spend to drive awareness and customer acquisition,
ongoing investments in technology, an expansion of product
assortment, and providing additional small format stores in key
urban markets to enhance our consumers' omni-channel
experience.
•Enhancing
our enterprise capabilities to support the growth of our consumer
brands and enable potential acquisitions for growth.
In addition to our branded distribution channels, approximately
2,200 other dealers sell La-Z-Boy products, providing us the
benefit of multi-channel distribution. These outlets include some
of the best-known names in the industry, including Slumberland,
Nebraska Furniture Mart, Mathis Brothers and Raymour &
Flanagan. We believe there is significant growth potential for our
consumer brands through these retail channels. Our strategic
initiatives focus on enhancing our enterprise capabilities to
support the growth of our consumer brands and improving the agility
of our supply chain so that it can more broadly support all our
consumer brands.
Our reportable operating segments include the Wholesale segment and
the Retail segment.
•Wholesale
Segment.
Our Wholesale segment consists primarily of three operating
segments: La-Z-Boy, our largest operating segment, our England
subsidiary, and our casegoods operating segment that sells
furniture under three brands: American Drew®,
Hammary®
and Kincaid®.
The Wholesale segment also includes our international wholesale and
manufacturing businesses. We aggregate these operating segments
into one reportable segment because they are economically similar
and meet the other aggregation criteria for determining reportable
segments. Our Wholesale segment manufactures and imports
upholstered furniture, such as recliners and motion furniture,
sofas, loveseats, chairs, sectionals, modulars, ottomans and
sleeper sofas and imports casegoods (wood) furniture such as
bedroom sets, dining room sets, entertainment centers and
occasional pieces. The Wholesale segment sells directly to La-Z-Boy
Furniture Galleries®
stores, operators of La-Z-Boy Comfort Studio®
locations, England Custom Comfort Center locations, major dealers,
and a wide cross-section of other independent
retailers.
•Retail
Segment.
Our Retail segment consists of one operating segment comprised of
our 161 company-owned La-Z-Boy Furniture
Galleries®
stores. The Retail segment sells primarily upholstered furniture,
in addition to some casegoods and other accessories, to end
consumers through these stores.
•Corporate
& Other.
Corporate & Other includes the shared costs for corporate
functions, including human resources, information technology,
finance and legal, in addition to revenue generated through royalty
agreements with companies licensed to use the
La-Z-Boy®
brand name on various products. We consider our corporate functions
to be other business activities and have aggregated them with our
other insignificant operating segments, including our global
trading company in Hong Kong and Joybird, an e-commerce retailer
that manufactures upholstered furniture such as sofas, loveseats,
chairs, ottomans, sleeper sofas and beds, and also imports
casegoods (wood) furniture such as occasional tables and other
accessories. Joybird sells to the end consumer primarily online
through its website, www.joybird.com. None of the operating
segments included in Corporate & Other meet the requirements of
reportable segments.
Impact of COVID-19
For a discussion of how COVID-19 has impacted and may continue to
impact our business and financial condition, please refer to the
discussion under the heading "COVID-19
Impact"
in Part I, Item 1 of this report.
Results of Operations
The following discussion provides an analysis of our results of
operations and reasons for material changes therein for fiscal year
2022 as compared with fiscal year 2021. See “Results of Operations”
in Part II, Item 7, Management’s Discussion and Analysis of
Financial Condition and Results of Operations in the Company’s 2021
Annual Report on Form 10-K, filed with the SEC on June 15, 2021,
for an analysis of the fiscal year 2021 results as compared to
fiscal year 2020.
Fiscal Year 2022 and Fiscal Year 2021
La-Z-Boy Incorporated
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(53 weeks) |
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(52 weeks) |
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(FY22 vs FY21)
|
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|
|
(Amounts in thousands, except percentages) |
|
4/30/2022 |
|
4/24/2021 |
|
% Change |
|
|
|
|
Sales |
|
$ |
2,356,811 |
|
|
$ |
1,734,244 |
|
|
35.9 |
% |
|
|
|
|
Operating income |
|
206,756 |
|
|
136,736 |
|
|
51.2 |
% |
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|
|
Operating margin |
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8.8% |
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7.9% |
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Sales
Consolidated sales in fiscal 2022 increased 36%, or $622.6 million,
compared with the prior year. We estimate the additional week in
fiscal 2022 contributed $48.9 million to the increase based on
the average weekly sales for the fourth quarter of fiscal 2022.
Since retail and manufacturing locations reopened after
COVID-related shutdowns at the beginning of fiscal 2021, we have
experienced strong written order trends while facing challenges in
the global supply chain. In response to heightened demand, we have
expanded our manufacturing capacity, increased our strategic raw
material reserves, and taken pricing and surcharge actions to
counteract rising materials and freight costs. Despite continued
supply chain headwinds, the ongoing impact of these strategic
actions and sustained demand led to record sales in fiscal
2022.
Operating Margin
Operating margin, which is calculated as operating income as a
percentage of sales, increased 90 basis points in fiscal 2022
compared with the prior year.
•Gross
margin decreased 380 basis points during fiscal 2022 compared with
fiscal 2021.
◦Continued
increases in demand, as well as availability challenges in the
global supply chain caused by the COVID-19 pandemic led to raw
material and freight cost inflation. In response, we took pricing
and surcharge actions which partially offset rising costs and were
increasingly realized in the second half of the fiscal
year.
◦The
expansion of our manufacturing capacity, in response to increased
demand and sustained backlog, has led to higher production costs.
Further, continued labor challenges and shortages of component
parts resulted in temporary plant inefficiencies at various points
throughout the fiscal year.
•Selling,
general, and administrative ("SG&A") expense as a percentage of
sales decreased 470 basis points during fiscal 2022 compared with
fiscal 2021.
◦Changes
in the fair value of the Joybird contingent consideration liability
resulted in a comparative 100 basis point decrease in SG&A as a
percentage of sales. During fiscal 2021 we recognized a $14.1
million pre-tax charge resulting from the increase in the fair
value of the Joybird contingent consideration liability based on
improved financial projections at that time. During fiscal 2022 we
recognized a $3.3 million pre-tax gain to reduce the fair value of
the Joybird contingent consideration liability based on our most
recent projections for the fiscal 2023 performance
period.
◦During
the fourth quarter of fiscal 2022, we recognized a $10.7 million
gain on sale-leaseback transactions for the buildings and related
fixed assets of three retail stores, resulting in a 50 basis point
decrease in SG&A as a percentage of sales.
◦Fiscal
2022 included a gain resulting from the sale of our Newton,
Mississippi manufacturing facility while fiscal 2021 included
expenses resulting from our business realignment plan. These
actions resulted in a comparative 30 basis point decrease in
SG&A as a percentage of sales in fiscal 2022.
◦The
remaining decrease in SG&A as a percentage of sales in fiscal
2022 was due to higher sales volume relative to fixed
costs.
We explain these items further when we discuss each segment's
results later in this Management's Discussion and
Analysis.
Wholesale Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(53 weeks) |
|
(52 weeks) |
|
(FY22 vs FY21)
|
|
|
|
|
(Amounts in thousands, except percentages) |
|
4/30/2022 |
|
4/24/2021 |
|
% Change |
|
|
|
|
Sales |
|
$ |
1,768,838 |
|
|
$ |
1,301,298 |
|
|
35.9 |
% |
|
|
|
|
Operating income |
|
134,013 |
|
|
134,312 |
|
|
(0.2) |
% |
|
|
|
|
Operating margin |
|
7.6% |
|
10.3% |
|
|
|
|
|
|
Sales
The Wholesale segment's sales increased 36%, or $467.5 million, in
fiscal 2022 compared with fiscal 2021. Approximately half of the
sales increase during fiscal 2022 was the result of higher volume
driven by increased demand following the reopening of our stores
after COVID-related shutdowns at the beginning of fiscal 2021.
Since that time, we have continued to expand and scale our
manufacturing capabilities to meet demand and work through our
record backlog resulting in significant sales growth. Further, we
estimate the additional week in fiscal 2022 compared with fiscal
2021 contributed a $36.6 million increase in sales, based on
the average weekly sales for the fourth quarter of fiscal 2022. The
remaining increase in sales was primarily attributable to pricing
and surcharge actions taken in response to rising manufacturing and
freight costs, which were increasingly realized in the second half
of fiscal 2022.
Operating Margin
The Wholesale segment's operating margin decreased 270 basis points
in fiscal 2022 compared with fiscal 2021.
•Gross
margin decreased 400 basis points during fiscal 2022 compared with
fiscal 2021.
◦Higher
demand and global supply chain challenges led to rising raw
material and freight costs, resulting in a 720 basis point decrease
in gross margin.
◦Pricing
and surcharge actions taken to mitigate rising raw material and
freight costs were increasingly realized over the course of fiscal
2022 as our backlog delayed the full benefit of these actions,
resulting in a 550 basis point increase in gross
margin.
◦Continued
manufacturing expansion, in response to significant increases in
written order demand, along with temporary component part
unavailability, and sustained labor challenges drove an increase in
production costs resulting in a 240 basis point decrease in gross
margin.
•SG&A
expense as a percentage of sales decreased 130 basis points during
fiscal 2022 compared with fiscal 2021.
◦The
decrease in SG&A as a percentage of sales in fiscal 2022 was
primarily due to higher sales volume relative to both fixed costs
and marketing spend.
◦Fiscal
2022 included a gain resulting from the sale of our Newton,
Mississippi manufacturing facility while fiscal 2021 included
expenses resulting from our business realignment plan. These
actions resulted in a comparative 30 basis point decrease in
SG&A as a percentage of sales in fiscal 2022.
Retail Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(53 weeks) |
|
(52 weeks) |
|
(FY22 vs FY21)
|
|
|
|
|
(Amounts in thousands, except percentages) |
|
4/30/2022 |
|
4/24/2021 |
|
% Change |
|
|
|
|
Sales |
|
$ |
804,394 |
|
|
$ |
612,906 |
|
|
31.2 |
% |
|
|
|
|
Operating income |
|
109,546 |
|
|
46,724 |
|
|
134.5 |
% |
|
|
|
|
Operating margin |
|
13.6% |
|
7.6% |
|
|
|
|
|
|
Sales
The Retail segment's sales increased $191.5 million, or 31%, in
fiscal 2022 compared with fiscal 2021 led by a 28% increase in
delivered same-stores sales. Additionally, the Retail segment
benefited from a $31.9 million increase in sales related to
our fiscal 2022 retail store acquisitions and the full-year impact
of our fiscal 2021 retail store acquisition (refer to Note 2,
Acquisitions for further information). Further, we estimate the
additional week in fiscal 2022 compared with fiscal 2021
contributed a $16.6 million increase in sales based on the
average weekly sales for the fourth quarter of fiscal
2022.
Since the reopening of our retail stores in the beginning of fiscal
2021, demand for products in the home furnishings category has
increased and we have experienced strong sales trends. While
written same-store sales in fiscal 2022 were relatively flat
compared with fiscal 2021, compared to pre-pandemic fiscal 2020,
written same-store sales have increased at a compound annual growth
rate of 15%. Same-store sales include the sales of all currently
active stores which were open for each comparable
period.
Operating Margin
The Retail segment's operating margin increased 600 basis points in
fiscal 2022 compared with the prior year.
•Gross
margin decreased 90 basis points during fiscal 2022 compared with
fiscal 2021, primarily due to the timing difference between higher
product costs resulting from the pricing and surcharge actions
taken by our manufacturing business and pricing actions taken by
the Retail business which are realized upon delivery.
•SG&A
expense as a percentage of sales decreased 690 basis points during
fiscal 2022 compared with fiscal 2021, primarily due to higher
delivered sales relative to selling expenses, marketing spend, and
fixed costs, primarily occupancy expenses. Additionally, during the
fourth quarter of fiscal 2022, we recognized a $10.7 million gain
on sale-leaseback transactions for the buildings and related fixed
assets of three retail stores, resulting in a 130 basis point
decrease in SG&A expense as a percentage of sales.
Corporate and Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(53 weeks) |
|
(52 weeks) |
|
(FY22 vs FY21)
|
|
|
|
|
(Amounts in thousands, except percentages) |
|
4/30/2022 |
|
4/24/2021 |
|
% Change |
|
|
|
|
Sales |
|
$ |
195,959 |
|
|
$ |
127,370 |
|
|
53.9 |
% |
|
|
|
|
Eliminations |
|
(412,380) |
|
|
(307,330) |
|
|
34.2 |
% |
|
|
|
|
Operating loss |
|
(36,803) |
|
|
(44,300) |
|
|
(16.9) |
% |
|
|
|
|
Sales
Sales increased $68.6 million in fiscal 2022 compared with fiscal
2021, primarily due to a $67.2 million, or 62% increase from
Joybird, which contributed $176.4 million in sales in fiscal
2022. Of that increase, we estimate $3.8 million was
attributable to the additional week in fiscal 2022 compared with
fiscal 2021, based on the average weekly sales for the fourth
quarter of fiscal 2022. The additional growth in Joybird sales was
primarily driven by increased demand for products in the home
furnishings category, investments in marketing and website
enhancements resulting in higher online conversion, increased
pricing and favorable product mix, and the addition of retail store
locations. Further, sales in fiscal 2021 were negatively impacted
by COVID-19, although to a lesser extent than our other retail
businesses as Joybird primarily operates in the online,
direct-to-consumer marketplace. Written sales for Joybird were up
27% in fiscal 2022 compared with fiscal 2021, driven by growth of
the brand behind significant investments in marketing.
Intercompany eliminations increased in fiscal 2022 compared with
fiscal 2021 due to higher sales from our Wholesale segment to our
Retail segment, driven by increased sales in the Retail
segment.
Operating Loss
Our Corporate and Other operating loss was $7.5 million lower in
fiscal 2022 compared with fiscal 2021.
•Changes
in the fair value of the Joybird contingent consideration liability
resulted in a comparative $17.4 million decrease in operating
loss. During fiscal 2021, we recognized a $14.1 million pre-tax
charge resulting from the increase in the fair value of the Joybird
contingent consideration liability based on financial projections
at that time. During fiscal 2022, we recognized a $3.3 million
pre-tax gain to reduce the fair value of the Joybird contingent
consideration liability based on our most recent projections for
the fiscal 2023 performance period.
•The
items above were partially offset by decreased operating profits at
Joybird as a result of significant investments in marketing to
drive customer acquisition and awareness combined with rising raw
material and freight costs due to higher demand and global supply
chain challenges.
•Increased
investments in our technology infrastructure further offset the
comparative gain noted above.
Non-Operating Income (Expense)
Interest Expense and Interest Income
Interest expense was $0.5 million lower and interest income was
$0.2 million higher in fiscal 2022 compared with fiscal 2021. The
decrease in interest expense was primarily due to lower rates
associated with our new credit facility entered into during the
second quarter of fiscal 2022. Refer to Note 10, Debt, to our
consolidated financial statements for additional
information.
Other Income (Expense), Net
Other income (expense), net was $1.7 million of expense in fiscal
2022 compared with $9.5 million of income in fiscal 2021. The
expense in fiscal 2022 was primarily due to unrealized losses on
investments. The income in fiscal 2021 was primarily due to the
benefit of $5.2 million of payroll tax credits resulting from the
CARES Act along with unrealized gains on investments.
Income Taxes
Our effective income tax rate was 25.9% for fiscal 2022 and 26.3%
for fiscal 2021.
Impacting our effective tax rate for fiscal 2022 was a net tax
benefit of $0.7 million from the tax effect of the fair value
adjustment of contingent consideration liability related to the
Joybird acquisition.
Liquidity and Capital Resources
Our sources of liquidity include cash and equivalents, short-term
and long-term investments, cash from operations, and amounts
available under our credit facility. We believe these sources
remain adequate to meet our short-term and long-term liquidity
requirements, finance our long-term growth plans, invest in capital
expenditures, and fulfill other cash requirements for day-to-day
operations, including fiscal 2023 contractual
obligations.
We had cash, cash equivalents and restricted cash of $248.9 million
at April 30, 2022, compared with $394.7 million at
April 24, 2021. Included in our cash, cash equivalents and
restricted cash at April 30, 2022, is $54.7 million held by
foreign subsidiaries, the majority of which we have determined to
be permanently reinvested. In addition, we had investments to
enhance our returns on cash of $27.2 million at April 30,
2022, compared with $32.5 million at April 24,
2021.
The following table illustrates the main components of our cash
flows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended |
|
|
(53 weeks) |
|
(52 weeks) |
|
|
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
|
|
Cash Flows Provided By (Used For) |
|
|
|
|
|
|
Net cash provided by operating activities
(1)
|
|
$ |
79,004 |
|
|
$ |
309,917 |
|
|
|
Net cash used for investing activities |
|
(78,371) |
|
|
(40,703) |
|
|
|
Net cash used for financing activities |
|
(144,561) |
|
|
(141,054) |
|
|
|
Exchange rate changes |
|
(1,919) |
|
|
3,015 |
|
|
|
Change in cash, cash equivalents and restricted cash |
|
$ |
(145,847) |
|
|
$ |
131,175 |
|
|
|
(1)The
decrease in net cash provided by operating activities year over
year is primarily due to the significant increase in customer
deposits during fiscal 2021 resulting from a surge in written sales
once retail stores reopened, along with a significant increase in
inventory balances in fiscal 2022 to support increased sales demand
and manufacturing capacity.
Operating Activities
During fiscal 2022, net cash provided by operating activities was
$79.0 million. Our cash provided by operating activities was
primarily attributable to net income, adjusted for non-cash items,
generated during the period partially offset by an increase in
working capital. The increase in working capital was led by higher
inventory to ensure input material availability to support
increased sales demand and manufacturing capacity along with higher
receivables due to increased sales.
During fiscal 2021, net cash provided by operating activities was
$309.9 million. Our cash provided by operating activities was
primarily attributable to a $140.0 million increase in
customer deposits driven by the increase in written Retail and
Joybird sales in the period and net income, adjusted for non-cash
items, generated during the period.
Investing Activities
During fiscal 2022, net cash used for investing activities was
$78.4 million, primarily due to the following:
•Cash
used for capital expenditures in the period was $76.6 million,
which primarily related to plant upgrades to our upholstery
manufacturing and distribution facilities in Neosho, Missouri,
improvements to our retail stores, new upholstery manufacturing
capacity in Mexico, and technology upgrades. We expect capital
expenditures to be in the range of $85 to 95 million for fiscal
2023, primarily related to improvements and expansion of our retail
and Joybird stores, the completion of plant upgrades to our
upholstery manufacturing and distribution facilities in Neosho,
Missouri, and technology upgrades. We have no material contractual
commitments outstanding for future capital
expenditures.
•Cash
used for acquisitions was $26.3 million, related to the acquisition
of the Furnico manufacturing business in the United Kingdom and the
Alabama, Chattanooga, Tennessee, and Long Island, New York retail
businesses. Refer to Note 2, Acquisitions, for additional
information.
•Cash
provided from disposals of assets was $22.6 million, primarily
related to sale-leaseback transactions for the buildings and
related fixed assets of three retail stores.
During fiscal 2021, net cash used for investing activities was
$40.7 million, primarily due to the following:
•Cash
used for capital expenditures in the period was $38.0 million,
which primarily related to spending on manufacturing machinery and
equipment, improvements to select retail stores, costs for new
production capacity in Mexico, and upgrades to our upholstered
furniture manufacturing facility in Dayton, Tennessee.
•Cash
used for acquisitions was $2.0 million, related to the acquisition
of the Seattle, Washington retail business.
Financing Activities
On October 15, 2021, we entered into a new five-year
$200 million unsecured revolving credit facility (the “Credit
Facility”). Borrowings under the Credit Facility may be used by the
Company for general corporate purposes. We may increase the size of
the facility, either in the form of additional revolving
commitments or new term loans, subject to the discretion of each
lender to participate in such increase, up to an additional amount
of $100 million. The Credit Facility will mature on October
15, 2026 and provides us the ability to extend the maturity date
for two additional one-year periods, subject to the satisfaction of
customary conditions. As of April 30, 2022, we have no
borrowings outstanding under the Credit Facility.
The Credit Facility contains certain restrictive loan covenants,
including, among others, financial covenants requiring a maximum
consolidated net lease adjusted leverage ratio and a minimum
consolidated fixed charge coverage ratio, as well as customary
covenants limiting our ability to incur indebtedness, grant liens,
make acquisitions, merge or consolidate, and dispose of certain
assets. As of April 30, 2022, we were in compliance with our
financial covenants under the Credit Facility. We believe our cash
on hand, in addition to our available Credit Facility, will provide
adequate liquidity for our business operations over the next 12
months.
The Credit Facility replaces our previous $150 million
revolving credit facility, which had been secured primarily by all
of our accounts receivable, inventory, cash deposits, and
securities accounts. The previous revolving credit facility was
terminated on October 15, 2021, and is no longer in
effect.
During fiscal 2022, net cash used for financing activities was
$144.6 million, primarily due to the following:
•Our
board of directors has authorized the repurchase of Company stock
and we spent $90.6 million during fiscal 2022 to repurchase 2.5
million shares.
•Cash
paid for holdback payments made on prior-period acquisitions was
$23.0 million, which primarily included contingent consideration
and guaranteed payments related to the acquisition of Joybird and
guaranteed payments related to the acquisition of the Seattle,
Washington retail business.
•Cash
paid to our shareholders in quarterly dividends was
$27.7 million. Our board of directors has sole authority to
determine if and when we will declare future dividends and on what
terms. We expect the board to continue declaring regular quarterly
cash dividends for the foreseeable future, but it may discontinue
doing so at any time.
During fiscal 2021, net cash used for financing activities was
$141.1 million, primarily due to the following:
•Cash
payments of $75.1 million on our previously held revolving credit
facility.
•Cash
paid to repurchase 1.1 million shares of Company stock was $44.2
million.
•Cash
paid to our shareholders in quarterly dividends was $16.5
million.
•Cash
paid in dividends to our joint venture minority partners, resulting
from the repatriation of dividends from our foreign earnings that
we no longer consider permanently reinvested, was $8.5
million.
Exchange Rate Changes
Due to changes in exchange rates, our cash, cash equivalents, and
restricted cash decreased by $1.9 million from the end of fiscal
year 2021 to the end of fiscal year 2022. These changes impacted
our cash balances held in Canada, Thailand, and the United
Kingdom.
Contractual Obligations
Lease Obligations.
We lease real estate for retail stores, distribution centers,
warehouses, plants, showrooms and office space and also have
equipment leases for tractors/trailers, IT and office equipment,
and vehicles. As of April 30, 2022, we had operating and
finance lease payment obligations of $477.1 million and $0.5
million, respectively, with $86.6 million and $0.1 million, payable
within 12 months, respectively. Refer to Note 6, Leases, to our
consolidated financial statements for additional
information.
Purchase Obligations.
We had purchase obligations of $267.9 million, all payable
within 12 months, related to open purchase orders, primarily with
foreign and domestic casegoods, leather, and fabric suppliers,
which are generally cancellable if production has not
begun.
Acquisition Payment Obligations.
Consideration for prior acquisitions may include future guaranteed
payments and payments contingent on future performance. As of
April 30, 2022, we had future guaranteed payments and
contingent payments related to our Joybird acquisition of
$10.8 million with $5.0 million payable within 12
months.
Other
Our consolidated balance sheet as April 30, 2022 reflected a
$1.0 million net liability for uncertain income tax positions. We
do not expect that the net liability for uncertain income tax
positions will significantly change within the next 12 months.
The remaining balance will be settled or released as tax audits are
effectively settled, statutes of limitation expire, or other new
information becomes available.
We do not expect our continuing compliance with existing federal,
state and local statutes dealing with protection of the environment
to have a material effect on our capital expenditures, earnings,
competitive position or liquidity.
Critical Accounting Estimates
We prepare our consolidated financial statements in conformity with
U.S. generally accepted accounting principles ("US GAAP"). In some
cases, these principles require management to make difficult and
subjective judgments regarding uncertainties and, as a result, such
estimates and assumptions may significantly impact our financial
results and disclosures. We base our estimates on currently known
facts and circumstances, prior experience and other assumptions we
believe to be reasonable. We use our best judgment in valuing these
estimates and may, as warranted, use external advice. Actual
results could differ from these estimates, assumptions, and
judgments and these differences could be significant. We make
frequent comparisons throughout the year of actual experience to
our assumptions to reduce the likelihood of significant
adjustments. We record adjustments when differences are known. We
consider the following accounting estimates to be critical as they
require us to make assumptions that are uncertain at the time the
estimate was made and changes to the estimate would have a material
impact on our financial statements.
Indefinite-Lived Intangible Assets and Goodwill
Indefinite-lived intangible assets include our American Drew trade
name and the reacquired right to own and operate La-Z-Boy Furniture
Galleries®
stores we have acquired. Prior to our retail acquisitions, we
licensed the exclusive right to own and operate
La-Z-Boy Furniture Galleries®
stores (and to use the associated trademarks and trade name) in
those markets to the dealers whose assets we acquired, and we
reacquired these rights when we purchased the dealers' other
assets. The reacquired right to own and operate La-Z-Boy Furniture
Galleries®
stores are indefinite-lived because our retailer agreements are
perpetual agreements that have no specific expiration date and no
renewal options. A Retailer Agreement remains in effect as long as
the independent retailer is not in default under the terms of the
agreement.
Our goodwill relates to the acquisitions of La-Z-Boy Furniture
Galleries®
stores, the La-Z-Boy wholesale business in the United Kingdom and
Ireland, the La-Z-Boy manufacturing business in the United Kingdom,
and Joybird®,
an e-commerce retailer and manufacturer of upholstered furniture.
The reporting unit for goodwill arising from retail store
acquisitions is our Retail operating segment. The reporting unit
for goodwill arising from the acquisition of the La-Z-Boy wholesale
business in the United Kingdom and Ireland, the acquisition of the
La-Z-Boy manufacturing business in the United Kingdom, and the
acquisition of Joybird is each respective business.
We test indefinite-lived intangibles and goodwill for impairment on
an annual basis in the fourth quarter of our fiscal year, or more
frequently if events or changes in circumstances indicate that the
carrying value might be impaired. We have the option to first
assess qualitative factors in order to determine if it is more
likely than not that the fair value of our intangible assets or
reporting units are greater than their carrying value. If the
qualitative assessment leads to a determination that the intangible
asset/reporting unit’s fair value may be less than its carrying
value, or if we elect to bypass the qualitative assessment
altogether, we are required to perform a quantitative impairment
test by calculating the fair value of the intangible
asset/reporting unit and comparing the fair value with its
associated carrying value. When we perform the quantitative test
for indefinite-lived intangible assets, we establish the fair value
of our indefinite-lived trade names and reacquired rights based
upon the relief from royalty method, which requires the use of
significant estimates and assumptions including forecasted sales
growth and royalty rates. When we perform the quantitative test for
goodwill, we establish the fair value for the reporting unit based
on the income approach in which we utilize a discounted cash flow
model. This approach requires the use of significant estimates and
assumptions including forecasted sales growth, operating income
projections, and discount rates and changes in these assumptions
may materially impact our fair value assessment. Refer to Note 7,
Goodwill and Other Intangible Assets, for further information
regarding our fiscal 2022 impairment testing.
Product Warranties
We account for product warranties by accruing an estimated
liability when we recognize revenue on the sale of warrantied
product. We estimate future warranty claims on product sales based
on claim experience and periodically make adjustments to reflect
changes in actual experience. We incorporate repair costs in our
liability estimates, including materials, labor, and overhead
amounts necessary to perform repairs, and any costs associated with
delivering repaired product to our customers and consumers. We use
considerable judgment in making our estimates and record
differences between our estimated and actual costs when the
differences are known.
Stock-Based Compensation
We measure stock-based compensation cost for equity-based awards on
the grant date based on the awards' fair value and recognize
expense over the vesting period. We measure stock-based
compensation cost for liability-based awards on the grant date
based on the awards' fair value and recognize expense over the
vesting period. We remeasure the liability for these awards and
adjust their fair value at the end of each reporting period until
paid. We recognize compensation cost for stock-based awards that
vest based on performance conditions ratably over the vesting
periods when the vesting of such awards becomes probable.
Determining the probability of award vesting requires judgment,
including assumptions about future operating performance. While the
assumptions we use to calculate and account for stock-based
compensation awards represent management's best estimates, these
estimates involve inherent uncertainties and the application of our
management's best judgment. As a result, if we revise our
assumptions and estimates, our stock-based compensation expense
could be materially different in the future.
We estimate the fair value of each option grant using a
Black-Scholes option-pricing model. We estimate expected volatility
based on the historic volatility of our common shares. We estimate
the average expected life using the contractual term of the stock
option and expected employee exercise and post-vesting employment
termination trends. We base the risk-free rate on U.S. Treasury
issues with a term equal to the expected life assumed at the date
of grant. We have elected to recognize forfeitures as an adjustment
to compensation expense in the same period as the forfeitures
occur.
We estimate the fair value of each performance award grant that
vests based on a market condition using a Monte Carlo valuation
model. The Monte Carlo model incorporates more complex variables
than closed-form models such as the Black-
Scholes option valuation model used for option grants. The Monte
Carlo valuation model simulates a distribution of stock prices to
yield an expected distribution of stock prices over the remaining
performance period. The stock-paths are simulated using
volatilities calculated with historical information using data from
a look-back period that is equal to the vesting period. The model
assumes a zero-coupon, risk-free interest rate with a term equal to
the vesting period. The simulations are repeated many times and the
mean of the discounted values is calculated as the grant date fair
value for the award. The final payout of the award as calculated by
the model is then discounted back to the grant date using the
risk-free interest rate.
Recent Accounting Pronouncements
See Note 1, Accounting Policies, to our consolidated financial
statements included in this Form 10-K for a discussion of
recently adopted accounting standards and other new accounting
standards.
ITEM 7A. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK.
While we had no variable rate borrowings at April 30, 2022, we
could be exposed to market risk from changes in risk-free interest
rates if we incur variable rate debt in the future. Based on our
current and expected levels of exposed liabilities, management
estimates that a one percentage point change in interest rates
would not have had a material impact on our results of operations
for fiscal 2022.
We are exposed to market risk from changes in the value of foreign
currencies primarily related to our manufacturing facilities in
Mexico, our wholesale and retail businesses in Canada, our
wholesale and manufacturing businesses in the United Kingdom, and
our majority-owned joint ventures in Thailand. In Mexico, we pay
wages and other local expenses in Mexican Pesos. In our Canadian
wholesale business, we pay wages and other local expenses in
Canadian Dollars. We recognize sales and pay wages and other local
expenses related to our wholesale and manufacturing businesses in
the United Kingdom in Great British Pounds, and our Canadian retail
business in Canadian Dollars. In Thailand, we pay wages and other
local expenses in the Thai Baht. Nonetheless, gains and losses
resulting from market changes in the value of foreign currencies
have not had and are not currently expected to have a material
effect on our consolidated results of operations. A decrease in the
value of foreign currencies in relation to the U.S. Dollar could
impact the profitability of some of our vendors and translate into
higher prices from our suppliers, but we believe that, in that
event, our competitors would experience a similar
impact.
We are exposed to market risk with respect to commodity and
transportation costs, principally related to commodities we use in
producing our products, including steel, wood and polyurethane
foam, in addition to transportation costs for delivering our
products. As commodity prices and transportation costs rise, we
determine whether a price increase to our customers to offset these
costs is warranted. To the extent that an increase in these costs
would have a material impact on our results of operations, we
believe that our competitors would experience a similar
impact.
We are exposed to market risk with respect to duties and tariffs
assessed on raw materials, component parts, and finished goods we
import into countries where we operate. Additionally, we are
exposed to duties and tariffs on our finished goods that we export
from our assembly plants to other countries. As these tariffs and
duties increase, we determine whether a price increase to our
customers to offset these costs is warranted. To the extent that an
increase in these costs would have a material impact on our results
of operations, we believe that our competitors would experience a
similar impact. Conversely, if certain tariffs are eliminated or
reduced, we may face additional competition from foreign
manufacturers entering the United States market and from domestic
retailers who rely on imported goods, which could put pressure on
our prices and may adversely impact our result of
operations.
ITEM 8. FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA.
Management's Report to Our Shareholders
Management's Responsibility for Financial Information
Management is responsible for the consistency, integrity and
preparation of the information contained in this Annual Report on
Form 10-K. The consolidated financial statements and other
information contained in this Annual Report on Form 10-K have
been prepared in accordance with accounting principles generally
accepted in the United States of America and include necessary
judgments and estimates by management.
To fulfill our responsibility, we maintain comprehensive systems of
internal control designed to provide reasonable assurance that
assets are safeguarded and transactions are executed in accordance
with established procedures. The concept of reasonable assurance is
based upon recognition that the cost of the controls should not
exceed the benefit derived. We believe our systems of internal
control provide this reasonable assurance.
The board of directors exercised its oversight role with respect to
our systems of internal control primarily through its audit
committee, which is comprised of independent directors. The
committee oversees our systems of internal control, accounting
practices, financial reporting and audits to assess whether their
quality, integrity, and objectivity are sufficient to protect
shareholders' investments.
In addition, our consolidated financial statements have been
audited by PricewaterhouseCoopers LLP, an independent
registered public accounting firm, whose report also appears in
this Annual Report on Form 10-K.
Management's Report on Internal Control over Financial
Reporting
Our management is responsible for establishing and maintaining
adequate internal control over financial reporting, as that term is
defined in Rule 13a-15(f) of the Exchange Act. Under the
supervision and with the participation of our management, including
our Chief Executive Officer and Chief Financial Officer, we
conducted an evaluation of the effectiveness of our internal
controls over financial reporting based upon the framework in
"Internal Control—Integrated Framework (2013)" set forth by the
Committee of Sponsoring Organizations of the Treadway Commission.
Based on that evaluation, our management concluded that our
internal control over financial reporting was effective as of
April 30, 2022. PricewaterhouseCoopers LLP, an
independent registered public accounting firm, audited the
effectiveness of the Company's internal control over financial
reporting as of April 30, 2022, as stated in its report which
appears herein.
Report of Independent Registered Public Accounting
Firm
To the Board of Directors and Shareholders of La-Z-Boy
Incorporated
Opinions on the Financial Statements and Internal Control over
Financial Reporting
We have audited the accompanying consolidated balance sheet of
La-Z-Boy Incorporated and its subsidiaries (the “Company”) as of
April 30, 2022 and April 24, 2021, and the related consolidated
statements of income, comprehensive income, changes in equity and
cash flows for each of the three years in the period ended April
30, 2022, including the related notes and schedule of valuation and
qualifying accounts for each of the three years in the period ended
April 30, 2022 appearing under Item 16 (collectively referred to as
the “consolidated financial statements”). We also have audited the
Company's internal control over financial reporting as of April 30,
2022, based on criteria established in Internal Control -
Integrated Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to
above present fairly, in all material respects, the financial
position of the Company as of April 30, 2022 and April 24, 2021,
and the results of its operations and its cash flows for each of
the three years in the period ended April 30, 2022 in conformity
with accounting principles generally accepted in the United States
of America. Also in our opinion, the Company maintained, in all
material respects, effective internal control over financial
reporting as of April 30, 2022, based on criteria established in
Internal Control - Integrated Framework (2013) issued by the
COSO.
Change in Accounting Principle
As discussed in Note 6 to the consolidated financial statements,
the Company changed the manner in which it accounts for leases in
fiscal 2020.
Basis for Opinions
The Company's management is responsible for these consolidated
financial statements, for maintaining effective internal control
over financial reporting, and for its assessment of the
effectiveness of internal control over financial reporting,
included in the accompanying Management’s Report on Internal
Control over Financial Reporting. Our responsibility is to express
opinions on the Company’s consolidated financial statements and on
the Company's internal control over financial reporting based on
our audits. We are a public accounting firm registered with the
Public Company Accounting Oversight Board (United States) (PCAOB)
and are required to be independent with respect to the Company in
accordance with the U.S. federal securities laws and the applicable
rules and regulations of the Securities and Exchange Commission and
the PCAOB.
We conducted our audits in accordance with the standards of the
PCAOB. Those standards require that we plan and perform the audits
to obtain reasonable assurance about whether the consolidated
financial statements are free of material misstatement, whether due
to error or fraud, and whether effective internal control over
financial reporting was maintained in all material
respects.
Our audits of the consolidated financial statements included
performing procedures to assess the risks of material misstatement
of the consolidated financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such
procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the consolidated financial
statements. Our audits also included evaluating the accounting
principles used and significant estimates made by management, as
well as evaluating the overall presentation of the consolidated
financial statements. Our audit of internal control over financial
reporting included obtaining an understanding of internal control
over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed
risk. Our audits also included performing such other procedures as
we considered necessary in the circumstances. We believe that our
audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial
Reporting
A company’s internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted
accounting principles. A company’s internal control over financial
reporting includes those policies and procedures that (i) pertain
to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of
the assets of the company; (ii) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of
management and directors of the
company; and (iii) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material
effect on the financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods
are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising
from the current period audit of the consolidated financial
statements that was communicated or required to be communicated to
the audit committee and that (i) relates to accounts or disclosures
that are material to the consolidated financial statements and (ii)
involved our especially challenging, subjective, or complex
judgments. The communication of critical audit matters does not
alter in any way our opinion on the consolidated financial
statements, taken as a whole, and we are not, by communicating the
critical audit matter below, providing a separate opinion on the
critical audit matter or on the accounts or disclosures to which it
relates.
Accrued Product Warranties for the Wholesale Segment
As described in Note 12 to the consolidated financial statements,
as of April 30, 2022, the Company had accrued product warranties of
$27 million, of which the Wholesale segment comprises a significant
portion. Management accrues an estimated liability for product
warranties when revenue is recognized on the sale of warrantied
products. Management estimates future warranty claims on product
sales based on historical claims experience and periodically
adjusts the provision to reflect changes in actual experience. The
liability estimate incorporates repair costs, including materials,
labor and overhead amounts necessary to perform repairs, and any
costs associated with delivering the repaired product to
customers.
The principal considerations for our determination that performing
procedures relating to the accrued product warranties for the
Wholesale segment is a critical audit matter are (i) the
significant judgment by management when developing the accrual and
(ii) a high degree of auditor judgment, subjectivity and effort in
performing procedures relating to the estimation methodology and
the applicability of historical cost of materials and labor used in
the methodology.
Addressing the matter involved performing procedures and evaluating
audit evidence in connection with forming our overall opinion on
the consolidated financial statements. These procedures included
testing the effectiveness of controls relating to the accrued
product warranties for the Wholesale segment. These procedures also
included, among others, evaluating the appropriateness of the
estimation methodology applied in the accrual, evaluating the
applicability of the historical cost of materials and labor used in
the methodology, and testing the historical cost of materials and
labor.
/s/ PricewaterhouseCoopers LLP
Detroit, Michigan
June 21, 2022
We have served as the Company’s auditor since 1968.
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended |
|
|
(53 weeks) |
|
(52 weeks) |
|
(52 weeks) |
(Amounts in thousands, except per share data) |
|
4/30/2022 |
|
4/24/2021 |
|
4/25/2020 |
Sales |
|
$ |
2,356,811 |
|
|
$ |
1,734,244 |
|
|
$ |
1,703,982 |
|
Cost of sales |
|
1,440,842 |
|
|
993,984 |
|
|
982,537 |
|
Gross profit |
|
915,969 |
|
|
740,260 |
|
|
721,445 |
|
Selling, general and administrative expense |
|
709,213 |
|
|
603,524 |
|
|
575,821 |
|
Goodwill impairment |
|
— |
|
|
— |
|
|
26,862 |
|
Operating income |
|
206,756 |
|
|
136,736 |
|
|
118,762 |
|
Interest expense |
|
(895) |
|
|
(1,390) |
|
|
(1,291) |
|
Interest income |
|
1,338 |
|
|
1,101 |
|
|
2,785 |
|
|
|
|
|
|
|
|
Other income (expense), net |
|
(1,708) |
|
|
9,466 |
|
|
(5,083) |
|
Income before income taxes |
|
205,491 |
|
|
145,913 |
|
|
115,173 |
|
Income tax expense |
|
53,163 |
|
|
38,384 |
|
|
36,189 |
|
Net income |
|
152,328 |
|
|
107,529 |
|
|
78,984 |
|
Net income attributable to noncontrolling interests |
|
(2,311) |
|
|
(1,068) |
|
|
(1,515) |
|
Net income attributable to La-Z-Boy Incorporated |
|
$ |
150,017 |
|
|
$ |
106,461 |
|
|
$ |
77,469 |
|
|
|
|
|
|
|
|
Basic weighted average common shares |
|
44,023 |
|
|
45,983 |
|
|
46,399 |
|
Basic net income attributable to La-Z-Boy Incorporated per
share |
|
$ |
3.41 |
|
|
$ |
2.31 |
|
|
$ |
1.67 |
|
|
|
|
|
|
|
|
Diluted weighted average common shares |
|
44,294 |
|
|
46,367 |
|
|
46,736 |
|
Diluted net income attributable to La-Z-Boy Incorporated per
share |
|
$ |
3.39 |
|
|
$ |
2.30 |
|
|
$ |
1.66 |
|
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended |
|
|
(53 weeks) |
|
(52 weeks) |
|
(52 weeks) |
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
|
4/25/2020 |
Net income |
|
$ |
152,328 |
|
|
$ |
107,529 |
|
|
$ |
78,984 |
|
Other comprehensive income (loss) |
|
|
|
|
|
|
Currency translation adjustment |
|
(5,804) |
|
|
5,466 |
|
|
(2,207) |
|
Change in fair value of cash flow hedges, net of tax |
|
— |
|
|
— |
|
|
10 |
|
Net unrealized gains (losses) on marketable securities, net of
tax |
|
(668) |
|
|
(79) |
|
|
185 |
|
|
|
|
|
|
|
|
Net pension amortization and actuarial gain (loss), net of
tax |
|
1,394 |
|
|
578 |
|
|
(1,197) |
|
Total other comprehensive income (loss) |
|
(5,078) |
|
|
5,965 |
|
|
(3,209) |
|
Total comprehensive income before noncontrolling
interests |
|
147,250 |
|
|
113,494 |
|
|
75,775 |
|
Comprehensive income attributable to noncontrolling
interests |
|
(1,509) |
|
|
(1,602) |
|
|
(1,249) |
|
Comprehensive income attributable to La-Z-Boy
Incorporated |
|
$ |
145,741 |
|
|
$ |
111,892 |
|
|
$ |
74,526 |
|
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
LA-Z-BOY INCORPORATED
CONSOLIDATED BALANCE SHEET
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands, except par value) |
|
4/30/2022 |
|
4/24/2021 |
Current assets |
|
|
|
|
Cash and equivalents |
|
$ |
245,589 |
|
|
$ |
391,213 |
|
Restricted cash |
|
3,267 |
|
|
3,490 |
|
Receivables, net of allowance of $3,406 at 4/30/2022 and $4,011 at
4/24/2021
|
|
183,747 |
|
|
139,341 |
|
Inventories, net |
|
303,191 |
|
|
226,137 |
|
Other current assets |
|
215,982 |
|
|
165,979 |
|
Total current assets |
|
951,776 |
|
|
926,160 |
|
Property, plant and equipment, net |
|
253,144 |
|
|
219,194 |
|
Goodwill |
|
194,604 |
|
|
175,814 |
|
Other intangible assets, net |
|
33,971 |
|
|
30,431 |
|
Deferred income taxes – long-term |
|
10,632 |
|
|
11,915 |
|
Right of use lease assets |
|
405,755 |
|
|
343,800 |
|
Other long-term assets, net |
|
82,207 |
|
|
79,008 |
|
Total assets |
|
$ |
1,932,089 |
|
|
$ |
1,786,322 |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
104,025 |
|
|
94,152 |
|
Lease liabilities, short-term |
|
75,271 |
|
|
67,614 |
|
Accrued expenses and other current liabilities |
|
496,393 |
|
|
449,904 |
|
Total current liabilities |
|
675,689 |
|
|
611,670 |
|
|
|
|
|
|
Lease liabilities, long-term |
|
354,843 |
|
|
295,023 |
|
Other long-term liabilities |
|
81,935 |
|
|
97,483 |
|
Shareholders' equity |
|
|
|
|
Preferred shares – 5,000 authorized; none issued
|
|
— |
|
|
— |
|
Common shares, $1 par value – 150,000 authorized; 43,089
outstanding at 4/30/2022 and 45,361 outstanding at
4/24/2021
|
|
43,089 |
|
|
45,361 |
|
Capital in excess of par value |
|
342,252 |
|
|
330,648 |
|
Retained earnings |
|
431,181 |
|
|
399,010 |
|
Accumulated other comprehensive loss |
|
(5,797) |
|
|
(1,521) |
|
Total La-Z-Boy Incorporated shareholders' equity |
|
810,725 |
|
|
773,498 |
|
Noncontrolling interests |
|
8,897 |
|
|
8,648 |
|
Total equity |
|
819,622 |
|
|
782,146 |
|
Total liabilities and equity |
|
$ |
1,932,089 |
|
|
$ |
1,786,322 |
|
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF CASH FLOWS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended |
|
|
(53 weeks) |
|
(52 weeks) |
|
(52 weeks) |
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
|
4/25/2020 |
Cash flows from operating activities |
|
|
|
|
|
|
Net income |
|
$ |
152,328 |
|
|
$ |
107,529 |
|
|
$ |
78,984 |
|
Adjustments to reconcile net income to cash provided by operating
activities |
|
|
|
|
|
|
(Gain)/loss on disposal of assets |
|
(13,657) |
|
|
(37) |
|
|
(10,068) |
|
|
|
|
|
|
|
|
Gain on sale of investments |
|
(478) |
|
|
(954) |
|
|
(693) |
|
Provision for doubtful accounts |
|
(617) |
|
|
(3,169) |
|
|
13,383 |
|
Depreciation and amortization |
|
39,771 |
|
|
33,021 |
|
|
31,192 |
|
Amortization of right-of-use lease assets |
|
72,942 |
|
|
65,571 |
|
|
67,673 |
|
Equity-based compensation expense |
|
11,858 |
|
|
12,671 |
|
|
8,371 |
|
Goodwill impairment |
|
— |
|
|
— |
|
|
26,862 |
|
Pension termination refund |
|
— |
|
|
— |
|
|
(1,900) |
|
|
|
|
|
|
|
|
Change in deferred taxes |
|
1,022 |
|
|
8,790 |
|
|
719 |
|
Change in receivables |
|
(41,829) |
|
|
(38,288) |
|
|
29,686 |
|
Change in inventories |
|
(72,022) |
|
|
(40,727) |
|
|
14,900 |
|
Change in other assets |
|
(16,232) |
|
|
2,926 |
|
|
7,039 |
|
Change in payables |
|
6,326 |
|
|
37,068 |
|
|
(9,913) |
|
Change in lease liabilities |
|
(73,805) |
|
|
(65,881) |
|
|
(66,238) |
|
Change in other liabilities |
|
13,397 |
|
|
191,397 |
|
|
(25,755) |
|
Net cash provided by operating activities |
|
79,004 |
|
|
309,917 |
|
|
164,242 |
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
Proceeds from disposals of assets |
|
22,588 |
|
|
2,770 |
|
|
11,273 |
|
Proceeds from insurance |
|
— |
|
|
— |
|
|
1,080 |
|
Capital expenditures |
|
(76,580) |
|
|
(37,960) |
|
|
(46,035) |
|
Purchases of investments |
|
(34,152) |
|
|
(39,584) |
|
|
(37,477) |
|
Proceeds from sales of investments |
|
36,096 |
|
|
36,071 |
|
|
37,244 |
|
Acquisitions |
|
(26,323) |
|
|
(2,000) |
|
|
— |
|
Net cash used for investing activities |
|
(78,371) |
|
|
(40,703) |
|
|
(33,915) |
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
Net proceeds from credit facility |
|
— |
|
|
— |
|
|
75,000 |
|
Payments on debt and finance lease liabilities |
|
(121) |
|
|
(75,050) |
|
|
(161) |
|
|
|
|
|
|
|
|
Holdback payments for acquisition purchases |
|
(23,000) |
|
|
(5,783) |
|
|
(6,850) |
|
Stock issued for stock and employee benefit plans, net of shares
withheld for taxes |
|
(1,818) |
|
|
9,030 |
|
|
3,029 |
|
Repurchases of common stock |
|
(90,645) |
|
|
(44,202) |
|
|
(43,369) |
|
Dividends paid to shareholders |
|
(27,717) |
|
|
(16,542) |
|
|
(25,091) |
|
Dividends paid to minority interest joint venture partners
(1)
|
|
(1,260) |
|
|
(8,507) |
|
|
— |
|
Net cash used for financing activities |
|
(144,561) |
|
|
(141,054) |
|
|
2,558 |
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and equivalents |
|
(1,919) |
|
|
3,015 |
|
|
(1,144) |
|
Change in cash, cash equivalents and restricted cash |
|
(145,847) |
|
|
131,175 |
|
|
131,741 |
|
Cash, cash equivalents and restricted cash at beginning of
period |
|
394,703 |
|
|
263,528 |
|
|
131,787 |
|
Cash, cash equivalents and restricted cash at end of
period |
|
$ |
248,856 |
|
|
$ |
394,703 |
|
|
$ |
263,528 |
|
|
|
|
|
|
|
|
Supplemental disclosure of non-cash investing
activities |
|
|
|
|
|
|
Capital expenditures included in accounts payable |
|
$ |
9,234 |
|
|
$ |
4,638 |
|
|
$ |
3,528 |
|
(1)Includes
dividends paid to joint venture minority partners resulting from
the repatriation of dividends from our foreign earnings that we no
longer consider permanently reinvested.
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands, except per share amounts) |
|
Common
Shares |
|
Capital in Excess of
Par Value |
|
Retained
Earnings |
|
Accumulated Other
Comprehensive Income
(Loss) |
|
Non-Controlling
Interests |
|
Total |
At April 27, 2019 |
|
$ |
46,955 |
|
|
$ |
313,168 |
|
|
$ |
325,847 |
|
|
$ |
(3,462) |
|
|
$ |
14,468 |
|
|
$ |
696,976 |
|
Net income |
|
— |
|
|
— |
|
|
77,469 |
|
|
— |
|
|
1,515 |
|
|
78,984 |
|
Other comprehensive income (loss) |
|
— |
|
|
— |
|
|
— |
|
|
(2,943) |
|
|
(266) |
|
|
(3,209) |
|
Stock issued for stock and employee benefit plans, net of
cancellations and withholding tax |
|
311 |
|
|
4,453 |
|
|
(1,735) |
|
|
— |
|
|
— |
|
|
3,029 |
|
Purchases of 1,409 shares of common stock
|
|
(1,409) |
|
|
(8,097) |
|
|
(33,863) |
|
|
— |
|
|
— |
|
|
(43,369) |
|
Stock option and restricted stock expense |
|
— |
|
|
8,371 |
|
|
— |
|
|
— |
|
|
— |
|
|
8,371 |
|
Cumulative effect adjustment for leases, net of tax (1) |
|
— |
|
|
— |
|
|
574 |
|
|
— |
|
|
— |
|
|
574 |
|
Reclassification of certain income tax effects (2) |
|
— |
|
|
— |
|
|
547 |
|
|
(547) |
|
|
— |
|
|
— |
|
Dividends declared and paid ($0.54/share)
|
|
— |
|
|
— |
|
|
(25,091) |
|
|
— |
|
|
— |
|
|
(25,091) |
|
Dividends declared not paid ($0.54/share)
|
|
— |
|
|
— |
|
|
(115) |
|
|
— |
|
|
— |
|
|
(115) |
|
Change in noncontrolling interests |
|
— |
|
|
320 |
|
|
— |
|
|
— |
|
|
(164) |
|
|
156 |
|
At April 25, 2020 |
|
$ |
45,857 |
|
|
$ |
318,215 |
|
|
$ |
343,633 |
|
|
$ |
(6,952) |
|
|
$ |
15,553 |
|
|
$ |
716,306 |
|
Net income |
|
— |
|
|
— |
|
|
106,461 |
|
|
— |
|
|
1,068 |
|
|
107,529 |
|
Other comprehensive income (loss) |
|
— |
|
|
— |
|
|
— |
|
|
5,431 |
|
|
534 |
|
|
5,965 |
|
Stock issued for stock and employee benefit plans, net of
cancellations and withholding tax |
|
583 |
|
|
10,188 |
|
|
(1,741) |
|
|
— |
|
|
— |
|
|
9,030 |
|
Purchases of 1,079 shares of common stock
|
|
(1,079) |
|
|
(10,426) |
|
|
(32,697) |
|
|
— |
|
|
— |
|
|
(44,202) |
|
Stock option and restricted stock expense |
|
— |
|
|
12,671 |
|
|
— |
|
|
— |
|
|
— |
|
|
12,671 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared and paid ($0.36/share) (3)
|
|
— |
|
|
— |
|
|
(16,542) |
|
|
— |
|
|
(8,507) |
|
|
(25,049) |
|
Dividends declared not paid ($0.36/share)
|
|
— |
|
|
— |
|
|
(104) |
|
|
— |
|
|
— |
|
|
(104) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At April 24, 2021 |
|
$ |
45,361 |
|
|
$ |
330,648 |
|
|
$ |
399,010 |
|
|
$ |
(1,521) |
|
|
$ |
8,648 |
|
|
$ |
782,146 |
|
Net income |
|
— |
|
|
— |
|
|
150,017 |
|
|
— |
|
|
2,311 |
|
|
152,328 |
|
Other comprehensive income (loss) |
|
— |
|
|
— |
|
|
— |
|
|
(4,276) |
|
|
(802) |
|
|
(5,078) |
|
Stock issued for stock and employee benefit plans, net of
cancellations and withholding tax |
|
208 |
|
|
834 |
|
|
(2,860) |
|
|
— |
|
|
— |
|
|
(1,818) |
|
Purchases of 2,480 shares of common stock
|
|
(2,480) |
|
|
(1,088) |
|
|
(87,077) |
|
|
— |
|
|
— |
|
|
(90,645) |
|
Stock option and restricted stock expense |
|
— |
|
|
11,858 |
|
|
— |
|
|
— |
|
|
— |
|
|
11,858 |
|
Dividends declared and paid ($0.63/share) (3)
|
|
— |
|
|
— |
|
|
(27,717) |
|
|
— |
|
|
(1,260) |
|
|
(28,977) |
|
Dividends declared not paid ($0.63/share)
|
|
— |
|
|
— |
|
|
(192) |
|
|
— |
|
|
— |
|
|
(192) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At April 30, 2022 |
|
$ |
43,089 |
|
|
$ |
342,252 |
|
|
$ |
431,181 |
|
|
$ |
(5,797) |
|
|
$ |
8,897 |
|
|
$ |
819,622 |
|
(1)Cumulative
effect adjustment of deferred gains on prior sale/leaseback
transactions as a result of adopting
ASU 2016-02, Leases (Topic 842).
(2)Income
tax effects of the Tax Cuts and Jobs Act are reclassified from
Accumulated Other Comprehensive Income ("AOCI") to retained
earnings due to the adoption of
ASU 2018-02, Income Statement-Reporting Comprehensive Income
(Topic 220).
(3)Non-controlling
interests include dividends paid to joint venture minority partners
resulting from the repatriation of dividends from our foreign
earnings that we no longer consider permanently
reinvested.
The accompanying Notes to Consolidated Financial Statements are an
integral part of these statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Accounting Policies
The following is a summary of significant accounting policies
followed in the preparation of La-Z-Boy Incorporated and its
subsidiaries' (individually and collectively, "we," "our," "us,"
"La-Z-Boy" or the "Company") consolidated financial statements. Our
fiscal year ends on the last Saturday of April. Our 2022 fiscal
year included 53 weeks, whereas our 2021 and 2020 fiscal years
included 52 weeks. The additional week in fiscal 2022 was
included in the fourth quarter.
Principles of Consolidation
The accompanying consolidated financial statements include the
consolidated accounts of La-Z-Boy Incorporated and our
majority-owned subsidiaries. The portion of less than wholly-owned
subsidiaries is included as non-controlling interest. All
intercompany transactions have been eliminated, including any
related profit on intercompany sales.
At April 30, 2022, we owned investments in two privately-held
companies consisting of non-marketable preferred shares, warrants
to purchase common shares, and convertible notes. Each of these
companies is a variable interest entity and we have not
consolidated their results in our financial statements because we
do not have the power to direct those activities that most
significantly impact their economic performance and, therefore, are
not the primary beneficiary.
Use of Estimates
The consolidated financial statements are prepared in conformity
with accounting principles generally accepted in the United States
of America. These principles require management to make estimates
and assumptions that affect the reported amounts or disclosures of
assets, liabilities (including contingent liabilities), sales, and
expenses at the date of the financial statements. Actual results
could differ from those estimates.
Cash and Equivalents
For purposes of the consolidated balance sheet and statement of
cash flows, we consider all highly liquid debt instruments
purchased with initial maturities of three months or less to be
cash equivalents.
Restricted Cash
We have cash on deposit with a bank as collateral for certain
letters of credit.
Inventories
Inventories are stated at the lower of cost or market. Cost is
determined using the last-in, first-out ("LIFO") basis for
approximately 60% and 61% of our inventories at April 30,
2022, and April 24, 2021, respectively. Cost is determined for
all other inventories on a first-in, first-out ("FIFO") basis. The
majority of our La-Z-Boy Wholesale segment inventory uses the LIFO
method of accounting, while the FIFO method is used primarily in
our Retail segment and Joybird business.
Property, Plant and Equipment
Items capitalized, including significant betterments to existing
facilities, are recorded at cost. Capitalized computer software
costs include internal and external costs incurred during the
software's development stage. Internal costs relate primarily to
employee activities for coding and testing the software under
development. Computer software costs are depreciated over
three to five years. All maintenance and repair costs are
expensed when incurred. Depreciation is computed principally using
straight-line methods over the estimated useful lives of the
assets.
Disposal and Impairment of Long-Lived Assets
Retirement or dispositions of long-lived assets are recorded based
on carrying value and proceeds received. Any resulting gains or
losses are recorded as a component of selling, general and
administrative ("SG&A") expenses.
We review the carrying value of our long-lived assets, which
includes our right-of-use lease assets, for impairment if events or
changes in circumstances indicate that their carrying amounts may
not be recoverable. Our assessment of recoverability is
based
on our best estimates using either quoted market prices or an
analysis of the undiscounted projected future cash flows by asset
groups in order to determine if there is any indicator of
impairment requiring us to further assess the fair value of our
long-lived assets. Our asset groups consist of our operating
segments in our Wholesale reportable segment, each of our retail
stores, our Joybird operating segment, and other corporate assets,
which are evaluated at the consolidated level.
Indefinite-Lived Intangible Assets and Goodwill
Indefinite-lived intangible assets include our American Drew trade
name and the reacquired right to own and operate La-Z-Boy Furniture
Galleries®
stores we have acquired. Prior to our retail acquisitions, we
licensed the exclusive right to own and operate La-Z-Boy Furniture
Galleries®
stores (and to use the associated trademarks and trade name) in
those markets to the dealers whose assets we acquired, and we
reacquired these rights when we purchased the dealers' other
assets. The reacquired right to own and operate La-Z-Boy Furniture
Galleries®
stores are indefinite-lived because our retailer agreements are
perpetual agreements that have no specific expiration date and no
renewal options. A Retailer Agreement remains in effect as long as
the independent retailer is not in default under the terms of the
agreement.
Our goodwill relates to the acquisitions of La-Z-Boy Furniture
Galleries®
stores, the La-Z-Boy wholesale business in the United Kingdom and
Ireland, the La-Z-Boy manufacturing business in the United Kingdom,
and Joybird®,
an e-commerce retailer and manufacturer of upholstered furniture.
The reporting unit for goodwill arising from retail store
acquisitions is our Retail operating segment. We have three
geographic regions which are considered components of our Retail
operating segment. These three geographic regions are aggregated
into one reporting unit for goodwill because they are economically
similar, they operate in a consistent manner across the regions,
and each store supports and benefits from common research and
development projects. Additionally, the goodwill is recoverable
from each of the geographic regions working in concert because we
can change the composition of the regions to strategically
rebalance management and distribution capacity as needed. The
reporting unit for goodwill arising from the acquisition of the
La-Z-Boy wholesale business in the United Kingdom and Ireland, the
acquisition of the La-Z-Boy manufacturing business in the United
Kingdom, and the acquisition of Joybird is each respective
business.
We test indefinite-lived intangibles and goodwill for impairment on
an annual basis in the fourth quarter of our fiscal year, or more
frequently if events or changes in circumstances indicate that the
carrying value might be impaired. We have the option to first
assess qualitative factors in order to determine if it is more
likely than not that the fair value of our intangible assets or
reporting units are greater than their carrying value. If the
qualitative assessment leads to a determination that the intangible
asset/reporting unit’s fair value may be less than its carrying
value, or if we elect to bypass the qualitative assessment
altogether, we are required to perform a quantitative impairment
test by calculating the fair value of the intangible
asset/reporting unit and comparing the fair value with its
associated carrying value. When we perform the quantitative test
for indefinite-lived intangible assets, we establish the fair value
of our indefinite-lived trade names and reacquired rights based
upon the relief from royalty method. When we perform the
quantitative test for goodwill, we establish the fair value for the
reporting unit based on the income approach in which we utilize a
discounted cash flow model. In situations where the fair value is
less than the carrying value, an impairment charge would be
recorded for the shortfall.
Amortizable Intangible Assets
We have amortizable intangible assets related to the acquisition of
the La-Z-Boy wholesale business in the United Kingdom and Ireland,
which primarily include acquired customer relationships. These
intangible assets are amortized on a straight-line basis over their
estimated useful lives, which do not exceed 15 years. We also have
an amortizable intangible asset for the Joybird®
trade name, which is amortized on a straight-line basis over its
estimated useful life of eight years. All intangible amortization
expense is recorded as a component of SG&A expense. We test
amortizable intangible assets for impairment if events or changes
in circumstances indicate that the assets might be impaired. If we
determine an assessment for impairment is necessary, we establish
the fair value of these amortizable intangible assets based on the
multi-period excess earnings method, a variant of the income
approach, and the relief from royalty method, as
applicable.
Investments
Available-for-sale debt securities are recorded at fair value with
the net unrealized gains and losses (that are deemed to be
temporary) reported as a component of other comprehensive
income/(loss). Equity securities are recorded at fair value with
unrealized gains and losses recorded in other income (expense),
net. We also hold investments in two privately-held companies
consisting of non-marketable preferred shares, warrants to purchase
common shares, and convertible notes. The fair value of these
equity investments (preferred shares and warrants) is not readily
determinable and therefore, we estimate the fair value as costs
minus impairment, if any, plus or minus adjustments resulting from
observable price changes in orderly transactions for identical or
similar investments with the same issuer. The convertible notes are
recorded at fair value with the net unrealized
gains and losses (that are deemed to be temporary) reported as a
component of other comprehensive income, consistent with our other
available-for-sale debt securities.
Realized gains and losses for all investments, charges for
other-than-temporary impairments of debt securities, and charges
for impairment on our equity investments without readily
determinable values are included in determining net income, with
related purchase costs based on the first-in, first-out method. We
evaluate our available-for-sale debt investments for possible
other-than-temporary impairments by reviewing factors such as the
extent to which an investment's fair value is below our cost basis,
the issuer's financial condition, and our ability and intent to
hold the investment for sufficient time for its market value to
recover. For impairments that are other-than-temporary, an
impairment loss is recognized in earnings equal to the difference
between the investment's cost and its fair value at the balance
sheet date of the reporting period for which the assessment is
made. The fair value of the investment then becomes the new
amortized cost basis of the investment and it is not adjusted for
subsequent recoveries in fair value. There were no impairments
recorded in the fiscal years ended April 30, 2022, or April 24,
2021, and there was an impairment charge for one of the investments
of $6.0 million in fiscal 2020 that was recorded as a
component of other income (expense), net.
Life Insurance
Life insurance policies are recorded at the amount that could be
realized under the insurance contract as of the date of our
consolidated balance sheet. These assets are classified as other
long-term assets on our consolidated balance sheet and are used to
fund our executive deferred compensation plan and performance
compensation retirement plan. The change in cash surrender or
contract value is recorded as income or expense, in other income
(expense), net, during each period.
Customer Deposits
We collect a deposit on a portion of the total merchandise price at
the time a customer order is placed in one of our company-owned
retail stores, and through our website, www.la-z-boy.com. We record
this as a customer deposit, which is included in our accrued
expenses and other current liabilities on our consolidated balance
sheet. The balance of the order is paid in full prior to delivery
of the product. At the time the customer places an order through
www.joybird.com, we collect the entire amount owed and record this
as a customer deposit.
Revenue Recognition and Related Allowances
Revenues are recognized when control of the promised goods or
services is transferred to our customers, in an amount that
reflects the consideration we expect to be entitled to receive in
exchange for those goods or services. We generate revenues
primarily by manufacturing/importing and delivering upholstery and
casegoods (wood) furniture products to independent furniture
retailers, independently-owned La-Z-Boy Furniture
Galleries®
stores or the end consumer. Each unit of furniture is a separate
performance obligation, and we satisfy our performance obligation
when control of our product is passed to our customer, which is the
point in time that our customers are able to direct the use of and
obtain substantially all of the remaining economic benefit of the
goods or services.
The majority of our wholesale shipping agreements are
freight-on-board shipping point and risk of loss transfers to our
customer once the product is out of our control. Accordingly,
revenue is recognized for product shipments on third-party carriers
at the point in time that our product is loaded onto the
third-party container or truck and that container or truck leaves
our facility. For our imported products, we recognize revenue at
the point in time that legal ownership is transferred, which may
not occur until after the goods have passed through U.S. Customs.
In all cases, this revenue includes amounts we bill to customers
for freight charges, because we have elected to treat shipping
activities that occur after the customer has obtained control of
our product as a fulfillment cost rather than an additional
promised service. Because of this election, we recognize revenue
for shipping when control of our product passes to our customer,
and the shipping costs are accrued when the freight revenue is
recognized. Revenue for product shipments on company-owned trucks
is recognized for the product and freight at the point in time that
our product is delivered to our customer's location.
We recognize revenue for retail sales and online sales to the end
consumer through our company-owned retail stores, www.la-z-boy.com
or www.joybird.com once the end consumer has taken control of the
furniture, at which point legal title has passed to them. This
takes place when the product is delivered to the end consumer's
home. Home delivery is not a promised service to our customer, and
is not a separate performance obligation, because home delivery is
a fulfillment activity as the costs are incurred as part of
transferring our product to the end consumer. At the time the
customer places an order through our company-owned retail stores or
www.la-z-boy.com, we collect a deposit on a portion of the total
merchandise price. We record this as a customer deposit, which is
included in accrued expenses and other current liabilities on our
consolidated balance sheet. The balance of the order is paid in
full prior to delivery of the product. Once the order is taken
through our company-owned retail stores or www.la-z-boy.com we
recognize a contract asset and a corresponding deferred revenue
liability for the difference
between the total order and the deposit collected. The contract
asset is included in other current assets on our consolidated
balance sheet and the deferred revenue is included in accrued
expenses and other current liabilities on our consolidated balance
sheet. At the time the customer places an order through
www.joybird.com, we collect the entire amount owed and record this
as a customer deposit. Because the entire amount owed is collected
at the time of the order, there is no contract asset recorded for
Joybird sales.
At the time we recognize revenue, we make provisions for estimated
refunds, product returns, and warranties, as well as other
incentives that we may offer to customers. When estimating our
incentives, we utilize either the expected value method or the most
likely amount to determine the amount of variable consideration. We
use either method depending on which method will provide the best
estimate of the variable consideration, and we only include
variable consideration when it is probable that there will not be a
significant reversal in the amount of cumulative revenue recognized
when the uncertainty associated with the variable consideration is
subsequently resolved. Incentives offered to customers include cash
discounts, rebates, advertising agreements and other sales
incentive programs. Our sales incentives, including cash discounts
and rebates, are recorded as a reduction to revenues. Service
allowances are for a distinct good or service with our customers
and are recorded as a component of SG&A expense in our
consolidated statement of income, and are not recorded as a
reduction of revenue and are not considered variable consideration.
We use substantial judgment based on the type of variable
consideration or service allowance, historical experience and
expected sales volume when estimating these provisions. The
expected costs associated with our warranties and service
allowances are recognized as expense when our products are sold.
For sales tax, we elected to exclude from the measurement of the
transaction price all taxes imposed on and concurrent with a
specific revenue-producing transaction and collected by the entity
from a customer, including sales, use, excise, value-added, and
franchise taxes (collectively referred to as sales taxes). This
allows us to present revenue net of these certain types of
taxes.
All orders are fulfilled within one year of order date, therefore
we do not have any unfulfilled performance obligations.
Additionally, we elected the practical expedient to not adjust the
promised amount of consideration for the effects of a significant
financing component because at contract inception we expect the
period between when we transfer our product to our customer and
when the customer pays for the product to be one year or
less.
Allowance for Credit Losses
Trade accounts receivable arise from the sale of products on trade
credit terms. On a quarterly basis, we review all significant
accounts as to their past due balances, as well as collectability
of the outstanding trade accounts receivable for possible write
off. It is our policy to write off the accounts receivable against
the allowance account when we deem the receivable to be
uncollectible. Additionally, we review orders from dealers that are
significantly past due, and we ship product only when our ability
to collect payment from our customer for the new order is
probable.
Our allowances for credit losses reflect our best estimate of
losses inherent in the trade accounts receivable balance. We
determine the allowance based on known troubled accounts, weighing
probabilities of future conditions and expected outcomes, and other
currently available evidence.
Cost of Sales
Our cost of sales consists primarily of the cost to manufacture or
purchase our merchandise, inspection costs, internal transfer
costs, in-bound freight costs, outbound shipping costs, as well as
warehousing costs, occupancy costs, and depreciation expense
related to our manufacturing facilities and equipment.
Selling, General and Administrative Expenses
SG&A expenses include the costs of selling our products and
other general and administrative costs. Selling expenses are
primarily composed of commissions, advertising, warranty, bad debt
expense, and compensation and benefits of employees performing
various sales functions. Additionally, the occupancy costs of our
retail facilities and the warehousing costs of our regional
distribution centers are included as a component of SG&A. Other
general and administrative expenses included in SG&A are
composed primarily of compensation and benefit costs for
administrative employees and other administrative
costs.
Other Income (Expense), Net
Other income (expense), net is made up primarily of foreign
currency exchange net gain/(loss), gain/(loss) on the sale of
investments, and unrealized gain/(loss) on equity securities. Other
income (expense), net for fiscal 2021 also includes the benefit of
$5.2 million of payroll tax credits resulting from the CARES Act
and other income (expense), net for fiscal 2020
includes a $1.9 million refund related to the fiscal 2019
termination of our defined benefit pension plan for eligible hourly
employees in our La-Z-Boy operating unit.
Research and Development Costs
Research and development costs are charged to expense in the
periods incurred. Expenditures for research and development costs
were $9.0 million, $7.6 million, and $10.8 million for the fiscal
years ended April 30, 2022, April 24, 2021, and
April 25, 2020, respectively, and are included as a component
of SG&A.
Advertising Expenses
Production costs of commercials, programming and costs of other
advertising, promotion and marketing programs are charged to
expense in the period in which the commercial or advertisement is
first aired or released. Gross advertising expenses were $126.8
million, $94.6 million, and $108.3 million for the fiscal years
ended April 30, 2022, April 24, 2021, and April 25,
2020, respectively.
A portion of our advertising program is a national advertising
campaign. This campaign is a shared advertising program with our
dealers' La-Z-Boy Furniture Galleries®
stores, which reimburse us for about 25% of the cost of the program
(excluding company-owned stores). Because of this shared cost
arrangement, the advertising expense is reported as a component of
SG&A, while the dealers' reimbursement portion is reported as a
component of sales.
Income Taxes
Income taxes are accounted for under the asset and liability
method. Deferred tax assets and liabilities are recognized for the
estimated future tax consequences attributable to differences
between the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases and operating loss
and tax credit carry-forwards. Deferred tax assets and liabilities
are measured using enacted tax rates in effect for the year in
which those temporary differences are expected to be recovered or
settled.
In periods when deferred tax assets are recorded, we are required
to estimate whether recoverability is more likely than not
(i.e. a likelihood of more than 50%), based on, among other
things, forecasts of taxable earnings in the related tax
jurisdiction. We consider historical and projected future results
of operations, the eligible carry-forward period, tax law changes,
tax planning opportunities, and other relevant considerations when
making judgments about realizing the value of our deferred tax
assets.
We recognize in our consolidated financial statements the benefit
of a position taken or expected to be taken in a tax return when it
is more likely than not that the position would be sustained upon
examination by tax authorities. A recognized tax position is then
measured at the largest amount of benefit that is more likely than
not to be realized upon settlement. Changes in judgment that result
in subsequent recognition, derecognition or change in a measurement
date of a tax position taken in a prior annual period (including
any related interest and penalties) are recognized as a discrete
item in the interim period in which the change occurs.
Foreign Currency Translation
Foreign currency transaction gains and losses associated with
translating assets and liabilities denominated in a currency that
is different than a subsidiaries' functional currency, are recorded
in cost of sales and other income (expense), net in our
consolidated statement of income. Assets and liabilities of foreign
subsidiaries whose functional currency is their local currency are
translated at the year-end exchange rates, and revenues and
expenses are translated at average exchange rates for the period,
with the corresponding translation effect included as a component
of other comprehensive income.
Accounting for Stock-Based Compensation
We estimate the fair value of equity-based awards, including option
awards and stock-based awards that vest based on market conditions,
on the date of grant using option-pricing models. The value of the
portion of the equity-based awards that are ultimately expected to
vest is recognized as expense over the requisite service periods in
our consolidated statement of income using a straight-line
single-option method. We measure stock-based compensation cost for
liability-based awards based on the fair value of the award on the
grant date, and recognize it as expense over the vesting period.
The liability for these awards is remeasured and adjusted to its
fair value at the end of each reporting period until paid. We
record compensation cost for stock-
based awards that vest based on performance conditions ratably over
the vesting periods when the vesting of such awards become
probable.
Commitments and Contingencies
We establish an accrued liability for legal matters when those
matters present loss contingencies that are both probable and
reasonably estimable. As a litigation matter develops and in
conjunction with any outside legal counsel handling the matter, we
evaluate on an ongoing basis whether such matter presents a loss
contingency that is probable and reasonably estimable. When a loss
contingency is not both probable and reasonably estimable, we do
not establish an accrued liability. If, at the time of evaluation,
the loss contingency related to a litigation matter is not both
probable and reasonably estimable, the matter will continue to be
monitored for further developments that would make such loss
contingency both probable and reasonably estimable. Once the loss
contingency related to a litigation matter is deemed to be both
probable and reasonably estimable, we will establish an accrued
liability with respect to such loss contingency and record a
corresponding amount of litigation-related expense. We continue to
monitor the matter for further developments that could affect the
amount of the accrued liability that has been previously
established.
Insurance/Self-Insurance
We use a combination of insurance and self-insurance for a number
of risks, including workers' compensation, general liability,
vehicle liability and the company-funded portion of
employee-related health care benefits. Liabilities associated with
these risks are estimated in part by considering historic claims
experience, demographic factors, severity factors and other
assumptions. Our workers' compensation reserve is an undiscounted
liability. We have various excess loss coverages for
employee-related health care benefits, vehicle liability, product
liability, and workers' compensation liabilities. Our deductibles
generally do not exceed $2.5 million.
Recent Accounting Pronouncements
Accounting pronouncement adopted in fiscal 2022
The following table summarizes Accounting Standards Updates
("ASUs") which were adopted in fiscal 2022, but did not have
a
material impact on our accounting policies or our consolidated
financial statements and related disclosures.
|
|
|
|
|
|
|
|
|
ASU |
|
Description |
ASU 2018-14 |
|
Compensation – Retirement benefits – Defined Benefit Plans –
General (Subtopic 715-20): Changes to the Disclosure Requirements
for Defined Benefit Plans |
ASU 2019-12 |
|
Income Taxes (Topic 740): Simplifying the Accounting for Income
Taxes |
ASU 2020-01 |
|
Investments – Equity Securities (Topic 321), Investments – Equity
Method and Joint Ventures (Topic 323), and Derivatives and Hedging
(Topic 815): Clarifying the Interactions between Topic 321, Topic
323, and Topic 815 |
ASU 2021-10 |
|
Government Assistance (Topic 832): Disclosures by Business Entities
about Government Assistance |
Accounting pronouncements not yet adopted
The following table summarizes additional accounting pronouncements
which we have not yet adopted, but we believe will not have a
material impact on our accounting policies or our consolidated
financial statements and related disclosures.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASU |
|
Description |
|
Adoption Date |
ASU 2021-08 |
|
Business Combinations (Topic 805): Accounting for Contract Assets
and Contract Liabilities From Contracts With Customers |
|
Fiscal 2024 |
Note 2: Acquisitions
Each of the acquisitions completed in fiscal 2022 noted below were
not significant to our consolidated financial statements, and,
therefore, pro-forma financial information is not presented. All of
our provisional purchase accounting estimates for these
acquisitions are based on the information and data available to us
as of the time of the issuance of these financial statements, and
in accordance with Accounting Standard Codification Topic
805-10-25-15, are subject to change within the first 12 months
following the acquisition as we gain additional data.
Alabama and Chattanooga, Tennessee acquisition
On December 6, 2021, we completed our acquisition of the Alabama
and Chattanooga, Tennessee businesses that operate four
independently owned La-Z-Boy Furniture Galleries®
stores in Alabama and one in Chattanooga, Tennessee, for
$8.3 million, subject to customary purchase price adjustments.
In the third quarter of fiscal 2022, we paid $8.0 million of
cash for the purchase of the Alabama and Chattanooga, Tennessee
stores and assets. This acquisition reflects a core component of
our strategic priorities, which is to grow our company-owned retail
business and leverage our integrated retail model (where we earn a
combined profit on both the wholesale and retail sales) in suitable
geographic markets, alongside the existing La-Z-Boy Furniture
Galleries®
network.
Prior to this acquisition, we licensed to the counterparty the
exclusive right to own and operate La-Z-Boy Furniture
Galleries®
stores (and to use the associated trademarks and trade name) in the
Alabama and Chattanooga, Tennessee markets, and we reacquired these
rights when we consummated the transaction. The reacquired rights
are indefinite-lived because our Retailer Agreements are perpetual
agreements that have no specific expiration date and no renewal
options. The effective settlement of these arrangements resulted in
no settlement gain or loss as the contractual terms were at market.
We recorded an indefinite-lived intangible asset of
$4.1 million related to these reacquired rights. We also
recognized $7.4 million of goodwill in our Retail segment
related primarily to synergies we expect from the integration of
the acquired stores and future benefits of these synergies. For
federal income tax purposes, we will amortize and appropriately
deduct all of the indefinite-lived intangible assets and goodwill
assets over 15 years.
Furnico (La-Z-Boy United Kingdom Manufacturing)
acquisition
On October 25, 2021, we completed the acquisition of Furnico
Furniture Ltd ("Furnico"), an upholstery manufacturing business in
the U.K for approximately $13.3 million, subject to customary
purchase price adjustments and in the third and fourth quarters of
fiscal 2022, we paid total cash of $13.9 million for the
purchase of the Furnico business. Furnico produces La-Z-Boy branded
product for the La-Z-Boy U.K. business and also operates a
wholesale business, selling white label products to key U.K.
retailers. With this acquisition, we expect to realize production
synergies, cost savings through materials procurement, and
increases in production capacity to support growth in the La-Z-Boy
U.K business.
We recognized $9.2 million of goodwill in our Wholesale
segment related primarily to synergies we expect from the
integration of the acquired business and future benefits of these
synergies. The goodwill asset for Furnico is not deductible for
federal income tax purposes.
Long Island, New York acquisition
On August 16, 2021, we completed our acquisition of the Long
Island, New York business that operates three independently owned
La-Z-Boy Furniture Galleries®
stores for $4.5 million, subject to customary adjustments. In
the second quarter of fiscal 2022, we paid $4.4 million of
cash for the purchase of the Long Island, New York stores and
assets. This acquisition reflects a core component of our strategic
priorities, which is to grow our company-owned retail business and
leverage our integrated retail model (where we earn a combined
profit on both the wholesale and retail sales) in suitable
geographic markets, alongside the existing La-Z-Boy Furniture
Galleries®
network.
Prior to this acquisition, we licensed to the counterparty the
exclusive right to own and operate La-Z-Boy Furniture
Galleries®
stores (and to use the associated trademarks and trade name) in the
Long Island, New York market, and we reacquired these rights when
we consummated the transaction. The reacquired rights are
indefinite-lived because our Retailer Agreements are perpetual
agreements that have no specific expiration date and no renewal
options. The effective settlement of these arrangements resulted in
no settlement gain or loss as the contractual terms were at market.
We recorded an indefinite-lived intangible asset of
$0.8 million related to these reacquired rights. We also
recognized $4.4 million of goodwill in our Retail segment
related primarily to synergies we expect from the integration of
the acquired stores and future benefits of these synergies. For
federal income tax purposes, we will amortize and appropriately
deduct all of the indefinite-lived intangible assets and goodwill
assets over 15 years.
Prior Year Acquisitions
We completed the following acquisition in fiscal 2021. We did not
complete any acquisitions during fiscal 2020.
Seattle, Washington acquisition
On September 14, 2020, we completed our asset acquisition of the
Seattle, Washington business that operated six independently owned
La-Z-Boy Furniture Galleries®
stores and one warehouse for $13.5 million, subject to
customary purchase price adjustments. In the second quarter of
fiscal 2021, a $2.0 million cash payment was made for the
purchase with future guaranteed payments of $9.4 million to be
paid over 36 months or fewer, with timing of payments dependent
upon the achievement of sales thresholds defined in the purchase
agreement. This acquisition reflects a core component of our
strategic priorities, which is to grow our company-owned retail
business and leverage our integrated retail model (where we earn a
combined profit on both the wholesale and retail sales) in suitable
geographic markets, alongside the existing La-Z-Boy Furniture
Galleries®
network.
Prior to this acquisition, we licensed to the counterparty the
exclusive right to own and operate La-Z-Boy Furniture
Galleries®
stores (and to use the associated trademarks and trade name) in the
Seattle, Washington market, and we reacquired these rights when we
consummated the transaction. The reacquired rights are
indefinite-lived because our Retailer Agreements are perpetual
agreements that have no specific expiration date and no renewal
options. The effective settlement of these arrangements resulted in
no settlement gain or loss as the contractual terms were at market.
We recorded an indefinite-lived intangible asset of
$2.2 million related to these reacquired rights. We also
recognized $12.9 million of goodwill in our Retail segment
related primarily to synergies we expect from the integration of
the acquired stores and future benefits of these synergies. For
federal income tax purposes, we will amortize and appropriately
deduct all of the indefinite-lived intangible assets and goodwill
assets over 15 years.
The acquisition of the Seattle, Washington business was not
significant to our consolidated financial statements, and,
therefore, pro-forma financial information is not
presented.
Note 3: Restricted Cash
We have restricted cash on deposit with a bank as collateral for
certain letters of credit. All of our letters of credit have
maturity dates within the next 12 months, and we expect to renew
some of these letters of credit when they mature.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
Cash and cash equivalents |
|
$ |
245,589 |
|
|
$ |
391,213 |
|
Restricted cash |
|
3,267 |
|
|
3,490 |
|
Total cash, cash equivalents and restricted cash |
|
$ |
248,856 |
|
|
$ |
394,703 |
|
Note 4: Inventories
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
Raw materials |
|
$ |
146,896 |
|
|
$ |
112,371 |
|
Work in process |
|
36,834 |
|
|
24,791 |
|
Finished goods |
|
185,870 |
|
|
121,182 |
|
FIFO inventories |
|
369,600 |
|
|
258,344 |
|
Excess of FIFO over LIFO |
|
(66,409) |
|
|
(32,207) |
|
Total inventories
(1)
|
|
$ |
303,191 |
|
|
$ |
226,137 |
|
(1)Increased
balance due to rising costs and higher volume to support increased
sales demand and manufacturing capacity.
Note 5: Property, Plant and Equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands) |
|
Estimated Useful Lives |
|
4/30/2022 |
|
4/24/2021 |
Buildings and building fixtures |
|
3 - 30 years
|
|
$ |
250,758 |
|
|
$ |
234,375 |
|
Machinery and equipment |
|
3 - 20 years
|
|
184,223 |
|
|
167,577 |
|
Information systems, hardware and software |
|
3 - 15 years
|
|
102,861 |
|
|
93,174 |
|
Furniture and fixtures |
|
3 - 10 years
|
|
23,665 |
|
|
23,441 |
|
Land improvements |
|
3 - 30 years
|
|
23,541 |
|
|
23,855 |
|
Transportation equipment |
|
3 - 6 years
|
|
16,499 |
|
|
15,372 |
|
Land |
|
N/A |
|
8,587 |
|
|
12,405 |
|
Construction in progress |
|
N/A |
|
38,712 |
|
|
24,848 |
|
|
|
|
|
648,846 |
|
|
595,047 |
|
Accumulated depreciation |
|
|
|
(395,702) |
|
|
(375,853) |
|
Net property, plant and equipment |
|
|
|
$ |
253,144 |
|
|
$ |
219,194 |
|
Depreciation expense for the fiscal years ended April 30,
2022, April 24, 2021, and April 25, 2020, was $38.3
million, $31.7 million, and $30.0 million,
respectively.
Note 6: Leases
In February 2016, the Financial Accounting Standards Board issued
ASU 2016-02, Leases (Topic 842), requiring lessees to record
substantially all operating leases on their balance sheet. Under
this standard, the lessee is required to record an asset for the
right to use the underlying asset for the lease term and a
corresponding liability for the contractual lease payments. We
adopted this standard in the first quarter of fiscal 2020 using a
modified retrospective approach.
The Company leases real estate for retail stores, distribution
centers, warehouses, manufacturing plants, showrooms and office
space. We also have equipment leases for tractors/trailers, IT and
office equipment, and vehicles. We determine if a contract contains
a lease at inception based on our right to control the use of an
identified asset and our right to obtain substantially all the
economic benefits from the use of that identified asset. Most of
our real estate leases include options to renew or terminate early.
We assess these options to determine if we are reasonably certain
of exercising these options based on all relevant economic and
financial factors. Any options that meet these criteria are
included in the lease term at lease commencement.
Most of our leases do not have an interest rate implicit in the
lease. As a result, for purposes of measuring our right of use
("ROU") lease asset and lease liability, we determine our
incremental borrowing rate by applying a spread above the U.S.
Treasury borrowing rates. If an interest rate is implicit in a
lease we will use that rate as the discount rate for that lease.
Some of our leases contain variable rent payments based on a
Consumer Price Index or percentage of sales. Due to the variable
nature of these costs, they are not included in the measurement of
the ROU lease asset and lease liability.
Supplemental balance sheet information pertaining to our leases is
as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
Operating leases |
|
|
|
|
ROU lease assets |
|
$ |
405,287 |
|
|
$ |
343,207 |
|
Lease liabilities, short-term |
|
75,148 |
|
|
67,493 |
|
Lease liabilities, long-term |
|
354,493 |
|
|
294,550 |
|
Finance leases |
|
|
|
|
ROU lease assets |
|
$ |
468 |
|
|
$ |
593 |
|
Lease liabilities, short-term |
|
123 |
|
|
121 |
|
Lease liabilities, long-term |
|
350 |
|
|
473 |
|
|
|
|
|
|
The ROU lease assets by segment are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Amounts in thousands) |
|
4/30/2022 |
|
4/24/2021 |
Wholesale |
|
$ |
90,741 |
|
|
$ |
76,899 |
|
Retail |
|
296,908 |
|
|
253,910 |
|
Corporate & Other |
|
18,106 |
|
|
12,991 |
|
Total ROU lease assets |
|
$ |
405,755 |
|
|
$ |
343,800 |
|
The components of lease cost are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended |
|
|
|
|
(53 weeks) |
|
(52 weeks) |
|
(52 weeks) |
(Amounts in thousands) |
|
|
|
4/30/2022 |
|
4/24/2021 |
|
4/25/2020 |
Operating lease cost |
|
|
|
$ |
83,520 |
|
|
$ |
79,072 |
|
|
$ |
76,223 |
|
Finance lease cost |
|
|
|
130 |
|
|
53 |
|
|
166 |
|
Short-term lease cost |
|
|
|
2,097 |
|
|
545 |
|
|
248 |
|
Variable lease cost |
|
|
|
159 |
|
|
(245) |
|
|
(40) |
|
Less: Sublease income |
|
|
|
(550) |
|
|
(1,546) |
|
|
(2,504) |
|
Total lease cost |
|
|
|
$ |
85,356 |
|
|
$ |
77,879 |
|
|
$ |
74,093 |
|
The following tables present supplemental lease
disclosures:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year Ended |
|
|
(53 weeks) |
|
(52 weeks) |
|
|
4/30/2022 |
|
4/24/2021 |
(Amounts in thousands) |
|
Operating Leases |
|
Finance Leases |
|
Operating Leases |
|
Finance Leases |
Cash paid for amounts included in the measurement of lease
liabilities |
|
$ |
84,492 |
|
|
$ |
130 |
|
|
$ |
79,707 |
|
|
$ |
53 |
|
Lease liabilities arising from new ROU lease assets |
|
140,376 |
|
|
— |
|
|
93,399 |
|
|
631 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4/30/2022 |
|
4/24/2021 |
(Amounts in thousands) |
|
Operating Leases |
|
Finance Leases |
|
Operating Leases |
|
Finance Leases |
Weighted-average remaining lease term (years) |
|
7.2 |
|
3.8 |
|
6.8 |
|
4.8 |
Weighted-average discount rate |
|
3.0 |
% |
|
1.7 |
% |
|
3.3 |
% |
|
1.7 |
% |
The following table presents our maturity of lease
liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4/30/2022 |
|
|
(Amounts in thousands) |
|
Operating Leases (1) |
|
Finance Leases |
|
|
|
|
Within one year |
|
$ |
86,634 |
|
|
$ |
130 |
|
|
|
|
|
After one year and within two years |
|
78,802 |
|
|
130 |
|
|
|
|
|
After two years and within three years |
|
66,837 |
|
|
130 |
|
|
|
|
|
After three years and within four years |
|
54,262 |
|
|
98 |
|
|
|
|
|
After four years and within five years |
|
44,027 |
|
|
— |
|
|
|
|
|
After five years |
|
146,570 |
|
|
— |
|
|
|
|
|
Total lease payments |
|
477,132 |
|
|
488 |
|
|
|
|
|
Less: Interest |
|
47,491 |
|
|
15 |
|
|
|
|
|
Total lease obligations |
|
$ |
429,641 |
|
|
$ |
473 |
|
|
|
|
|
(1)Excludes
approximately $54.3 million in future lease payments for
various operating leases commencing in a future period
Note 7: Goodwill and Other Intangible Assets
We have goodwill on our consolidated balance sheet as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reportable Segment/Unit |
|
Reporting Unit |
|
Related Acquisition |
Wholesale Segment |
|
La-Z-Boy United Kingdom |
|
Wholesale business in the United Kingdom and Ireland |
Wholesale Segment |
|
La-Z-Boy United Kingdom Manufacturing |
|
La-Z-Boy United Kingdom Manufacturing (Furnico) |
Retail Segment |
|
Retail |
|
La-Z-Boy Furniture Galleries® stores |
Corporate & Other |
|
Joybird |
|
Joybird |
We test goodwill for impairment on an annual basis in the fourth
quarter of each fiscal year, and more frequently if events or
changes in circumstances indicate that it might be impaired.
Under U.S. GAAP, we have the option to first assess qualitative
factors in order to determine if it is more likely than not that
the fair value of one of our reporting units is greater than its
carrying value ("Step 0"). If the qualitative assessment leads to a
determination that the reporting unit’s fair value is less than its
carrying value, or if we elect to bypass the qualitative assessment
altogether, we are required to perform a quantitative impairment
test ("Step 1") by calculating the fair value of the reporting unit
and comparing the fair value with its associated carrying
value.
During our fiscal
2022
annual impairment test, we first assessed goodwill recoverability
qualitatively using the Step 0 approach for each of our reporting
units. For our qualitative assessment, we considered the most
recent quantitative analysis, which was performed during the fourth
quarter of fiscal 2020, including assumptions used, such as
discount rates and tax rates, indicated fair values, and the
amounts in which those fair values exceeded their carrying amounts.
Further, we compared actual performance in fiscal
2022,
along with future financial projections to the internal financial
projections used in the prior quantitative analysis. Additionally,
we considered various other factors including macroeconomic
conditions, relevant industry and market trends, and factors
specific to the Company that could indicate a potential change in
the fair value of our reporting units. Lastly, we evaluated whether
any events have occurred or any circumstances have changed since
the fourth quarter of fiscal 2020 that would indicate that our
goodwill may have become impaired since our last quantitative test.
Based on these qualitative assessments, we determined that it is
more likely than not that the fair value of each of our reporting
units exceeded their respective carrying value and as such, our
goodwill was not considered impaired as of
April 30, 2022,
and the Step 1 quantitative goodwill impairment analysis was not
necessary.
Fiscal 2020 Goodwill Impairment Charge
As a result of our fiscal 2020 annual impairment test, we recorded
a non-cash pre-tax impairment charge of $26.9 million to
reduce the carrying value of the goodwill for our Joybird reporting
unit to its indicated fair value. Factors contributing to the
impairment charge included financial projections at that time,
largely impacted by uncertainties around COVID-19, integration
activities taking longer than anticipated, and a slower than
anticipated growth rate due to a shifting focus on
profitability.
The following table summarizes changes in the carrying amount of
our goodwill by reportable segment:
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(Amounts in thousands) |
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Wholesale
Segment |
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Retail
Segment |
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Corporate
and Other |
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Total
Goodwill |
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Balance at April 25, 2020
(1)
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$ |
11,630 |
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$ |
93,941 |
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$ |
55,446 |
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$ |
161,017 |
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Acquisitions |
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— |
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12,936 |
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— |
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12,936 |
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Translation adjustment |
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1,422 |
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|
439 |
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— |
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|
1,861 |
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Balance at April 24, 2021
(1)
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13,052 |
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|
107,316 |
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55,446 |
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|
175,814 |
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Acquisitions |
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9,207 |
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|
11,748 |
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— |
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20,955 |
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Translation adjustment |
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(2,052) |
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(113) |
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— |
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(2,165) |
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Balance at April 30, 2022
(1)
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$ |
20,207 |
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$ |
118,951 |
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$ |
55,446 |
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$ |
194,604 |
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(1)Includes
$26.9 million of accumulated impairment losses in Corporate
and Other.
We have intangible assets on our consolidated balance sheet as
follows:
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Reportable Segment |
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Intangible Asset |
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Useful Life |
Wholesale Segment |
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Primarily acquired customer relationships from our acquisition of
the wholesale business in the United Kingdom and
Ireland |
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Amortizable over useful lives that do not exceed 15
years
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Wholesale Segment |
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American Drew®
trade name
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Indefinite-lived |
Retail Segment |
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Reacquired rights to own and operate La-Z-Boy Furniture
Galleries®
stores
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Indefinite-lived |
Corporate & Other |
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Joybird®
trade name
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Amortizable over
eight-year useful life
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We test amortizable intangible assets and indefinite-lived
intangible assets for impairment on an annual basis in the fourth
quarter of our fiscal year, or more frequently if events or changes
in circumstances indicate that the assets might be impaired.
Similar to our goodwill testing, we used the qualitative Step 0
approach to assess if it was more likely than not that the fair
values of our indefinite-lived intangible assets were greater than
their carrying values. Based on the same qualitative factors
outlined above,
we determined that it is more likely than not that the fair value
of each of our indefinite-lived intangible assets exceeded their
respective carrying value and as such, our indefinite-lived
intangible assets were not considered impaired as of
April 30, 2022,
and the Step 1 quantitative impairment analysis was not
necessary.
The following summarizes changes in our intangible
assets:
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(Amounts in thousands) |
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Indefinite-Lived Trade Names |
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Finite-Lived Trade Name |
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Indefinite-Lived Reacquired Rights |
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Other Intangible Assets |
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Total Intangible Assets |
Balance at April 25, 2020 |
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$ |
1,155 |
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$ |
5,003 |
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$ |
19,996 |
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$ |
2,499 |
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$ |
28,653 |
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Acquisitions |
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— |
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— |
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|
2,182 |
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— |
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|
2,182 |
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Amortization |
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— |
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|
(798) |
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— |
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(228) |
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(1,026) |
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Translation adjustment |
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— |
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— |
|
|
329 |
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|
293 |
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|
622 |
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Balance at April 24, 2021 |
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$ |
1,155 |
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$ |
4,205 |
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$ |
22,507 |
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$ |
2,564 |
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$ |
30,431 |
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Acquisitions |
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— |
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— |
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4,896 |
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— |
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|
4,896 |
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Amortization |
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— |
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(813) |
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— |
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(236) |
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(1,049) |
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Translation adjustment |
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— |
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— |
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(84) |
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(223) |
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(307) |
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Balance at April 30, 2022 |
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$ |
1,155 |
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$ |
3,392 |
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$ |
27,319 |
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$ |
2,105 |
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$ |
33,971 |
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For our intangible assets recorded as of April 30, 2022, we
estimate annual amortization expense to be $1.0 million for each of
the four succeeding fiscal years and $0.4 million in the fifth
succeeding fiscal year.
Note 8: Investments
We have current and long-term investments intended to enhance
returns on our cash as well as to fund future obligations of our
non-qualified defined benefit retirement plan, our executive
deferred compensation plan, and our performance compensation
retirement plan. We also hold investments of two privately-held
companies consisting of non-marketable preferred shares, warrants
to purchase common shares, and convertible notes (refer to Note 20,
Fair Value Measurement). Our short-term investments are included in
other current assets and our long-term investments are included in
other long-term assets on our consolidated balance
sheet.
The following summarizes our investments:
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(Amounts in thousands) |
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4/30/2022 |
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4/24/2021 |
Short-term investments: |
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Marketable securities |
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$ |
16,022 |
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$ |
18,037 |
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Held-to-maturity investments |
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1,337 |
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|
2,532 |
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Total short-term investments |
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17,359 |
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|
20,569 |
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Long-term investments: |
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Marketable securities |
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26,599 |
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|
27,256 |
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Cost basis investments |
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7,579 |
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7,579 |
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Total long-term investments |
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34,178 |
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|
34,835 |
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Total investments |
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$ |
51,537 |
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$ |
55,404 |
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Investments to enhance returns on cash |
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$ |
27,239 |
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$ |
32,475 |
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Investments to fund compensation/retirement plans |
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14,219 |
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|
15,350 |
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Other investments |
|
10,079 |
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|
7,579 |
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Total investments |
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$ |
51,537 |
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$ |
55,404 |
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The following is a summary of the unrealized gains, unrealized
losses, and fair value by investment type:
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4/30/2022 |
|
4/24/2021 |
(Amounts in thousands) |
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Gross
Unrealized
Gains |
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Gross
Unrealized
Losses |
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Fair Value |
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Gross
Unrealized
Gains |
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Gross
Unrealized
Losses |
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Fair Value |
Equity securities |
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$ |
1,448 |
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$ |
(86) |
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$ |
13,905 |
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$ |
2,798 |
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$ |
(5) |
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$ |
14,954 |
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Fixed income |
|
28 |
|
|
(809) |
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