UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
WASHINGTON, D.C. 20549-1004
 
FORM 8-K
 
 
Current Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
 
 
November 30, 2011

(Date of Report (Date of Earliest Event Reported))
 
 
LA-Z-BOY INCORPORATED

(Exact name of registrant as specified in its charter)
 
MICHIGAN
1-9656
38-0751137
(State or other jurisdiction of
(Commission
(IRS Employer
incorporation)
File Number)
Identification Number)
 
 
1284 North Telegraph Road, Monroe, Michigan
48162-3390
(Address of principal executive offices)
Zip Code
 
 
Registrant's telephone number, including area code (734) 242-1444
 
 
None

        (Former name or former address, if changed since last report.)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 2.02  Results of Operations and Financial Condition.
 
On November 30, 2011, La-Z-Boy Incorporated issued a news release to report the company’s financial results for the second quarter ended October 29, 2011.  A copy of the news release is attached to this current report on Form 8-K as Exhibit 99.1.  Exhibit 99.2 contains unaudited financial data.
 
The information in Item 2.02 of this report and the related exhibits (Exhibits 99.1 and 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
 
 
Item 9.01  Financial Statements and Exhibits
 
    (d)        The following exhibits are filed or furnished as part of this report:
 
 
Description
 
 
99.1
 
News Release Dated November 30, 2011
 
99.2
 
Unaudited financial schedules
 

 
2

 
 
SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
  LA-Z-BOY INCORPORATED  
 
(Registrant)
 
       
Date: November 30, 2011
     
       
 
BY:
/s/ Margaret L. Mueller  
   
Margaret L. Mueller
 
   
Corporate Controller
 
       
 
 
 
3

 
Unassociated Document
 
EXHIBIT 99.1

NEWS RELEASE
 
Contact:    
Kathy Liebmann
(734) 241-2438
kathy.liebmann@la-z-boy.com
 

LA-Z-BOY REPORTS FISCAL 2012 SECOND-QUARTER RESULTS


MONROE, MI.   November 30, 2011—La-Z-Boy Incorporated (NYSE: LZB) today reported its operating results for the fiscal second quarter ended October 29, 2011.

Fiscal 2012 second quarter:

·
Sales for the second quarter increased 5.0% compared with the fiscal 2011 second quarter;
·
Same-store written sales for the 309 La-Z-Boy Furniture Galleries® store network increased 9.2%;
·
Delivered sales in the company-owned retail segment increased 34.3% and the segment’s operating margin improved to (5.1%) from (11.1%) in last year’s second quarter.  The delivered sales increase of the core 68 stores, included in last year’s second quarter, was 5.9%;
·
Consolidated operating income more than doubled to $12.2 million from $5.3 million in the fiscal 2011 second quarter;
·
Diluted earnings per share attributable to La-Z-Boy Incorporated was $0.15 versus $0.07 in last year’s second quarter; and
·
The company generated cash from operations of $14.5 million during the quarter.

Sales for the second quarter were $307.7 million, up 5.0% compared with the prior year’s second quarter.  The company reported net income attributable to La-Z-Boy Incorporated of $7.9 million, or $0.15 per diluted share compared with $3.9 million, or $0.07 per diluted share in the fiscal 2011 second quarter.

Kurt L. Darrow, Chairman, President and Chief Executive Officer of La-Z-Boy, said, “While macroeconomic headwinds continue to prevail, we are encouraged by our results and believe we are gaining market share, particularly in our upholstery segment.  For the quarter, we experienced a sales increase in our upholstery and retail segments, improved our overall gross margin, increased same-store sales for the La-Z-Boy Furniture Galleries® store network and recorded the 11th consecutive quarterly improvement in the operating performance of our retail segment compared with the prior year.  We also more than doubled our consolidated operating profit compared with last year’s second quarter.  The success of our marketing campaign, strong product values and our lean operating platform are driving the company’s performance and we believe we have the ability to continue to strengthen our results as our volume grows.”
 
 
1

 
 
Wholesale Segments

For the fiscal 2012 second quarter, sales in the company’s upholstery segment increased 7.3% to $241.4 million from $224.9 million in the prior year’s second quarter.  The operating margin for the quarter was 8.7% compared with 7.6% in last year’s comparable quarter.  In the casegoods segment, sales for the fiscal 2012 second quarter were $35.9 million, down 9.0% from $39.5 million in the fiscal 2011 second quarter, but the segment’s operating margin improved to 5.5% compared with 3.5% the year before.

Darrow commented, “We were pleased with the performance of our upholstery segment during the quarter, particularly in terms of our ability to make an incrementally larger profit on the additional volume.  Our cellular operating platform provides for efficient production and our Mexico-based cut-and-sew center is delivering the cost savings we anticipated.  We also believe our “Live life comfortably” campaign, featuring Brooke Shields, is continuing to drive a more qualified consumer to our stores and dealer base, although the added spend for advertising this quarter impacted our operating margin as did higher raw material costs.  Going forward, we believe the lean cost structure across all three companies within the upholstery segment, stylish and up-to-date product, and expansion plans for the La-Z-Boy Furniture Galleries® store system position us well for the future.”

Darrow continued, “On the casegoods side of the business, although our volume declined 9.0% compared with last year’s second quarter, the segment posted a solid operating margin, reflecting a combination of cost-containment measures, improved product margins and the price increase we implemented during the first quarter to offset material costs.  While the wood furniture business remains more challenged than upholstery in this environment, we continue to refine our product assortment while maintaining our high level of service to position the segment for volume increases as consumers become more comfortable with larger ticket purchases.”

Retail Segment

For the quarter, retail delivered sales were $52.7 million, up 34.3% compared with the second quarter of last year.  The delivered sales increase for the core 68 stores included in last year’s second quarter was 5.9%. The additional sales increase was mainly associated with our February 2011 acquisition of the 15 stores in Southern California, formerly operated by a consolidated VIE.  The retail group continued to make progress in its operating performance, posting an operating loss of $2.7 million, with an operating margin of (5.1%) compared with an operating loss of $4.4 million, or an operating margin of (11.1%) in last year’s second quarter.

Darrow stated, “During the quarter, we increased our average ticket and close ratio through enhanced selling processes and ensuring we provide the consumer with a pleasant and professional shopping experience.  We also increased our gross margin by 3.5 percentage points through innovative merchandising strategies and assortments which are resonating with the consumer as they enjoy quality, on-trend product with a strong value proposition.  At the same time, we continued to reduce our operating losses through strong disciplines and a tight operating structure.  We are moving toward profitability in our retail operation and, once there, the contribution to our earnings from the blended wholesale/retail margin will be clearly evident.”

La-Z-Boy Furniture Galleries® Stores Network

System-wide, for the second quarter of fiscal 2012, including company-owned and independent-licensed stores, same-store written sales, which the company tracks as an indicator of retail activity, were up 9.2%.  For the calendar year through the end of October, same-store written sales were up 9.3%. Total written sales, which include new and closed stores, for the quarter, were up 10.5% and for the calendar year through the end of October, total written sales were up 9.8%.  At the end of the second quarter, the La-Z-Boy Furniture Galleries® store system was comprised of 309 stand-alone stores.
 
 
2

 
 
Balance Sheet and Cash Flow

During the quarter, the company generated $14.5 million in cash from operating activities and ended the quarter with $117.5 million in cash and $112.5 million of availability under its revolving line of credit.  At quarter end, La-Z-Boy’s debt-to-capitalization ratio was 6.8% compared with 11.6% at the end of last year’s second quarter and 8.8% at the end of the fiscal 2011 and its net cash position was $86.9 million at October 29, 2011 compared with $80.2 million at the end of fiscal 2011.  During the quarter, the company purchased 185,000 shares of stock in the open market under its existing authorized repurchase program.

Business Outlook

Darrow stated, “We expect the operating environment for the industry to remain challenging based on low consumer confidence levels, a depressed housing market and volatility in the financial markets.  Against that backdrop, however, we believe the strength of the La-Z-Boy brand, the success of our marketing campaign and the efficiencies of our various operating platforms position us well going forward, and are confident the company will be able to capitalize on an eventual improvement in the marketplace.  Importantly, we are continuing to execute against our strategic objectives and are investing in our business to deliver improved performance going forward.”

Conference Call

La-Z-Boy will hold a conference call with the investment community on Thursday, December 1, 2011, at 8:30 a.m. eastern time.  The toll-free dial-in number is 877.407.0778; international callers may use 201.689.8565.

Forward-looking Information

This news release contains, and oral statements made from time to time by representatives of La-Z-Boy may contain, “forward-looking statements.” With respect to all forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.  Actual results could differ materially from those we anticipate or project due to a number of factors, including: (a) changes in consumer confidence and demographics; (b) speed of recovery from the recent economic recession or the emergence of a second wave of the recession; (c) changes in the real estate and credit markets and their effects on our customers and suppliers; (d) international political unrest, terrorism or war; (e) volatility in energy and other commodities prices; (f) the impact of logistics on imports; (g) interest rate and currency exchange rate changes; (h) operating factors, such as supply, labor or distribution disruptions or product recalls; (i) restructuring actions; (j) changes in the domestic or international regulatory environment; (k) adoption of new accounting principles; (l) severe weather or other natural events such as hurricanes, earthquakes, flooding, tornadoes and tsunamis; (m) our ability to procure fabric rolls and leather hides or cut-and-sewn fabric and leather sets domestically or abroad; (n) fluctuations in our stock price; (o) information technology system failures; (p) effects of our brand awareness and marketing programs; (q) our ability to locate new La-Z-Boy Furniture Galleries® stores owners and negotiate favorable lease terms for new or existing locations; and (r) those matters discussed in Item 1A of our fiscal 2011 Annual Report on Form 10-K and other factors identified from time-to-time in our reports filed with the Securities and Exchange Commission. We undertake no obligation to update or revise any forward-looking statements, whether to reflect new information or new developments or for any other reason.

 
3

 

Additional Information
 
This news release is just one part of La-Z-Boy’s financial disclosures and should be read in conjunction with other information filed with the Securities and Exchange Commission, which is available at: http://investors.la-z-boy.com/phoenix.zhtml?c=92596&p=irol-sec.  Investors and others wishing to be notified of future La-Z-Boy news releases, SEC filings and quarterly investor conference calls may sign up at:  http://investors.la-z-boy.com/phoenix.zhtml?c=92596&p=irol-alerts&t=&id=&.
 
 
Background Information
 
La-Z-Boy Incorporated is one of the world’s leading residential furniture producers, marketing furniture for every room of the home. The La-Z-Boy Upholstery Group companies are Bauhaus, England and La-Z-Boy. The operating units in the Casegoods Group consist of two groups, one including American Drew, Lea and Hammary, and the second being Kincaid. The company-owned retail segment includes 85 of the 309 La-Z-Boy Furniture Galleries® stores.
 
The corporation’s proprietary distribution network is dedicated exclusively to selling La-Z-Boy Incorporated products and brands, and includes 309 stand-alone La-Z-Boy Furniture Galleries® stores and 545 independent Comfort Studios®, in addition to in-store gallery programs for the company’s Kincaid, England and Lea operating units. Additional information is available at http://www.la-z-boy.com/.
 
 
4

 
 
EXHIBIT 99.2
   
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF INCOME
 
   
Second Quarter Ended
 
(Unaudited, amounts in thousands, except per share data)
 
10/29/11
   
10/23/10
 
Sales
  $ 307,679     $ 292,982  
Cost of sales
    211,896       207,876  
   Gross profit
    95,783       85,106  
Selling, general and administrative expense
    83,535       79,767  
Operating income
    12,248       5,339  
Interest expense
    389       592  
Interest income
    166       223  
Other income (expense), net
    (108 )     (418 )
Income before income taxes
    11,917       4,552  
Income tax expense
    4,245       1,381  
Net income
    7,672       3,171  
Net loss attributable to noncontrolling interests
    198       774  
Net income attributable to La-Z-Boy Incorporated
  $ 7,870     $ 3,945  
                 
Basic average shares
    52,055       51,855  
Basic net income attributable to La-Z-Boy Incorporated per share
  $ 0.15     $ 0.07  
                 
Diluted average shares
    52,475       52,214  
Diluted net income attributable to La-Z-Boy Incorporated per share
  $ 0.15     $ 0.07  
 
 
1

 
 
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF INCOME
 
   
Six Months Ended
 
(Unaudited, amounts in thousands, except per share data)
 
10/29/11
   
10/23/10
 
Sales
  $ 587,773     $ 556,296  
Cost of sales
    411,062       398,356  
   Gross profit
    176,711       157,940  
Selling, general and administrative expense
    160,990       154,251  
Operating income
    15,721       3,689  
Interest expense
    813       1,182  
Interest income
    349       466  
Income from Continued Dumping and Subsidy Offset Act, net
    322       0  
Other income (expense), net
    265       (69 )
Income before income taxes
    15,844       2,904  
Income tax expense (benefit)
    (37,684 )     675  
Net income
    53,528       2,229  
Net (income) loss attributable to noncontrolling interests
    (122 )     1,500  
Net income attributable to La-Z-Boy Incorporated
  $ 53,406     $ 3,729  
                 
Basic average shares
    51,999       51,820  
Basic net income attributable to La-Z-Boy Incorporated per share
  $ 1.01     $ 0.07  
                 
Diluted average shares
    52,458       52,228  
Diluted net income attributable to La-Z-Boy Incorporated per share
  $ 1.00     $ 0.07  
 
 
2

 
 
LA-Z-BOY INCORPORATED
CONSOLIDATED BALANCE SHEET
 
(Unaudited, amounts in thousands)
 
10/29/11
   
4/30/11
 
Current assets
           
Cash and equivalents
  $ 117,533     $ 115,262  
Receivables, net of allowance of $22,955 at 10/29/11 and $23,937 at 4/30/11
    161,897       161,299  
Inventories, net
    143,539       138,444  
Deferred income tax assets - current
    19,703       0  
Other current assets
    20,087       17,218  
Total current assets
    462,759       432,223  
Property, plant and equipment, net
    117,961       120,603  
Trade names
    3,100       3,100  
Deferred income tax assets – long-term
    27,045       2,883  
Other long-term assets
    33,167       34,646  
Total assets
  $ 644,032     $ 593,455  
                 
Current liabilities
               
Current portion of long-term debt
  $ 2,481     $ 5,120  
Accounts payable
    48,503       49,537  
Accrued expenses and other current liabilities
    82,622       77,447  
Total current liabilities
    133,606       132,104  
Long-term debt
    28,196       29,937  
Other long-term liabilities
    63,288       67,274  
Contingencies and commitments
    0       0  
Shareholders’ equity
               
Common shares, $1 par value – 150,000 authorized; 51,946 outstanding October 29, 2011 and 51,909 outstanding April 30, 2011
    51,946       51,909  
Capital in excess of par value
    225,624       222,339  
Retained earnings
    157,412       105,872  
Accumulated other comprehensive loss
    (18,873 )     (18,804 )
Total La-Z-Boy Incorporated shareholders' equity
    416,109       361,316  
Noncontrolling interests
    2,833       2,824  
Total equity
    418,942       364,140  
Total liabilities and equity
  $ 644,032     $ 593,455  
 
 
3

 
 
LA-Z-BOY INCORPORATED
CONSOLIDATED STATEMENT OF CASH FLOWS
 
   
Six Months Ended
 
(Unaudited, amounts in thousands)
 
10/29/11
   
10/23/10
 
Cash flows from operating activities
           
Net income
  $ 53,528     $ 2,229  
Adjustments to reconcile net income to cash provided by (used for) operating activities
               
(Gain) loss on sale of assets
    (139 )     154  
Deferred income tax expense/(benefit)
    (43,784 )     7  
Provision for doubtful accounts
    2,118       1,888  
Depreciation and amortization
    12,372       11,464  
Stock-based compensation expense
    3,285       2,356  
Pension plan contributions
    (1,860 )     0  
Change in receivables
    (1,418 )     (2,034 )
Change in inventories
    (4,765 )     (12,790 )
Change in other assets
    (2,993 )     (3,528 )
Change in payables
    (1,034 )     (7,193 )
Change in other liabilities
    2,212       (11,366 )
     Net cash provided by (used for) operating activities
    17,522       (18,813 )
 
               
Cash flows from investing activities
               
Proceeds from disposals of assets
    221       304  
Capital expenditures
    (8,218 )     (4,987 )
Purchases of investments
    (5,214 )     (6,630 )
Proceeds from sales of investments
    5,160       6,121  
Cash effects on deconsolidation of VIE
    0       (632 )
Other
    (681 )     (43 )
Net cash used for investing activities
    (8,732 )     (5,867 )
 
               
Cash flows from financing activities
               
Proceeds from debt
    0       20,456  
Payments on debt
    (4,860 )     (20,882 )
Payments for debt issuance costs
    (390 )     0  
Stock issued from stock and employee benefit plans
    321       58  
Purchases of common stock
    (1,542 )     0  
Net cash used for financing activities
    (6,471 )     (368 )
                 
Effect of exchange rate changes on cash and equivalents
    (48 )     277  
Change in cash and equivalents
    2,271       (24,771 )
Cash and equivalents at beginning of period
    115,262       108,427  
Cash and equivalents at end of period
  $ 117,533     $ 83,656  
 
4

 
 
LA-Z-BOY INCORPORATED
SEGMENT INFORMATION
 
   
Second Quarter Ended
   
Six Months Ended
 
(Unaudited, amounts in thousands)  
10/29/11
   
10/23/10
   
10/29/11
   
10/23/10
 
Sales
                       
Upholstery Group
  $ 241,400     $ 224,878     $ 458,862     $ 426,812  
Casegoods Group
    35,943       39,509       70,704       76,359  
Retail Group
    52,711       39,246       101,525       74,553  
VIEs, net of intercompany sales eliminations
    2,762       7,744       6,103       15,286  
Corporate and Other
    817       449       1,411       826  
Eliminations
    (25,954 )     (18,844 )     (50,202 )     (37,540 )
    Consolidated Sales
  $ 307,769     $ 292,982     $ 587,773     $ 556,296  
                                 
Operating Income (Loss)
                               
Upholstery Group
  $ 20,993     $ 17,055     $ 32,118     $ 27,112  
Casegoods Group
    1,962       1,376       2,519       2,951  
Retail Group
    (2,683 )     (4,360 )     (6,061 )     (9,284 )
VIEs
    (204 )     (1,104 )     363       (2,712 )
Corporate and Other
    (7,820 )     (7,628 )     (13,218 )     (14,378 )
    Consolidated Operating Income
  $ 12,248     $ 5,339     $ 15,721     $ 3,689  

 
5