SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities and Exchange Act of 1934
(Mark One):
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended February 28, 2002
-----------------
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
for the transition period from __________________ to __________________
Commission file number 1-13873
A. Full title of the Plan and the address of the Plan, if different
from that of the issuer named below:
Steelcase Inc. 401(k) Retirement Plan
B. Name of issuer of securities held pursuant to the Plan and the
address of its principal executive office:
Steelcase Inc.
901 44/th/ Street
Grand Rapids, Michigan 49508
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrator of the Plan has duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
Steelcase Inc. 401(k) Retirement Plan
Date: August 19, 2002 By: /s/ James P. Keane
------------- --------------------------
James P. Keane
Senior Vice President-Finance
and Chief Financial Officer
Steelcase Inc.
Steelcase Inc. 401(k) Retirement Plan
Contents
Independent Auditors' Report 2
Financial Statements
Statements of Net Assets Available for Benefits -
February 28, 2002 and 2001 3
Statements of Changes in Net Assets Available for Benefits -
Years Ended February 28, 2002 and 2001 4
Notes to Financial Statements 5-8
Supplemental Schedule
Schedule H, Line 4i - Schedule of Assets (Held at End of Year) 9
1
Independent Auditors' Report
Plan Administrator of Steelcase Inc.
401(k) Retirement Plan
Grand Rapids, Michigan
We have audited the accompanying statements of net assets available for benefits
of Steelcase Inc. 401(k) Retirement Plan as of February 28, 2002 and 2001, and
the related statements of changes in net assets available for benefits for each
of the two years in the period ended February 28, 2002. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above, present fairly, in
all material respects, the net assets available for benefits of the Plan as of
February 28, 2002 and 2001, and the changes in its net assets available for
benefits each of the two years in the period ended February 28, 2002, in
conformity with accounting principles generally accepted in the United States of
America.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The supplemental schedule of assets held for
investment purposes at end of year is presented for the purpose of additional
analysis and is not a required part of the basic financial statements but is
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in our audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
Grand Rapids, Michigan
May 30, 2002
2
Steelcase Inc. 401(k) Retirement Plan
Statements of Net Assets Available for Benefits
(in thousands)
February 28, 2002 2001
--------------------------------------------------------------------------------
Assets
Investments, at fair value $ 300,854 $ 349,151
Participant loans 3,095 2,021
--------------------------------------------------------------------------------
Net Assets Available for Benefits $ 303,949 $ 351,172
================================================================================
See accompanying notes to financial statements.
3
Steelcase Inc. 401(k) Retirement Plan
Statements of Changes in Net Assets
Available for Benefits
(in thousands)
Year ended February 28, 2002 2001
---------------------------------------------------------------------------------------------
Additions
Investment income
Interest income
Investments $ 369 $ 379
Participant loans 210 92
Net investment loss from collective
investment fund (1,964) (2,616)
Net investment loss from mutual funds (44,455) (121,430)
Net investment gain from common stock 39 4
---------------------------------------------------------------------------------------------
Total investment loss (45,801) (123,571)
Participant contributions 27,928 29,254
Rollover contributions 742 1,549
Employer contributions 31 21
---------------------------------------------------------------------------------------------
Total Additions (17,100) (92,747)
---------------------------------------------------------------------------------------------
Deductions
Benefits paid to participants 30,123 22,258
Administrative expenses - 1
---------------------------------------------------------------------------------------------
Total Deductions 30,123 22,259
---------------------------------------------------------------------------------------------
Net decrease (47,223) (115,006)
Transfer from other plans - 30,318
Net Assets Available for Benefits, beginning of year 351,172 435,860
---------------------------------------------------------------------------------------------
Net Assets Available for Benefits, end of year $ 303,949 $ 351,172
=============================================================================================
See accompanying notes to financial statements.
4
Steelcase Inc. 401(k) Retirement Plan
Notes to Financial Statements
1. Plan The following description of the Steelcase Inc.
Description 401(k) Retirement Plan (Plan) provides only
general information. Participants should refer to
the Plan agreement or Summary Plan Description
(SPD) for a more complete description of the
Plan's provisions.
General
The Plan is a contributory, defined contribution
401(k) plan established for employees of
Steelcase Inc. (Company) and its subsidiaries
that participate in the Plan. The Plan is subject
to the provisions of the Employee Retirement
Income Security Act (ERISA) of 1974.
As of September 1, 2000, the Steelcase Inc. Group
Retirement Plan was merged into this plan. The
provisions of this Plan were fully applied to the
participants of the Steelcase Inc. Group
Retirement Plan.
Contributions
The Company contributes an amount equal to
pre-tax elective deferrals selected by the
participant under Benefitsystems, a cafeteria
plan established and maintained by the Company. A
participant may elect to defer to the Plan, on a
pre-tax basis, specified maximum percentages of
eligible compensation (for the Plan year ended
February 28, 2002, 9% for Highly Compensated
Employees and 10% for Nonhighly Compensated
Employees; for the Plan year ended February 28,
2001, 7% for Highly Compensated Employees, 8% for
Nonhighly Compensated Employees; but, effective
September 1, 2000, 10% for all participants at
these locations: Steelcase North America, Wood
Furniture Grand Rapids, Brayton International,
Inc., Anderson Desk Inc., Stow Davis Furniture
Company, Inc., and Steelcase Design Partnership).
Brayton International Inc. and Anderson Desk Inc.
may each also make matching contributions at
their discretion on behalf of their employees, at
the level and under the conditions determined by
them each year. Participant and employer
contributions vest immediately. Contributions for
a plan year on behalf of a participant are
limited as described in the Plan. Participants
direct the investment of their contributions into
various investment options offered by the Plan.
The Plan currently offers a money market fund,
eight mutual funds, common stock, a collective
investment fund, and a contract with an insurance
5
Steelcase Inc. 401(k) Retirement Plan
Notes to Financial Statements
company as investment options for participants.
Participant Accounts
Earnings, net gains and losses, and
administrative expenses are allocated daily to
the accounts of participants. Participant
accounts are 100% vested. Pre-tax elective
deferral contributions are allocated to the
participant's accounts on a weekly, bi-weekly or
monthly basis. Matching contributions are
allocated as of the last day of the Plan year.
Payment of Benefits
Upon termination of service, a participant may
elect to receive either a lump-sum distribution
equal to the value of the participant's account,
regular installments (not less frequent than
annual), a partial distribution, an annuity
purchased equal to the value of the participant's
account or a transfer into another qualified
retirement plan or IRA. In-service withdrawals
are also available for participants who had an
account under the Steelcase Inc. Group Retirement
Plan on August 31, 2000, if they experience a
hardship, as defined in the Plan, or have reached
age 59 1/2.
Participant Loans
Participants may, with the consent of the plan
administrator, borrow up to 50% of their vested
account balance or $15,000 ($50,000 for loans
made prior to September 1, 2000 under the
Steelcase Inc. Group Retirement Plan), whichever
is less. The loans are secured by the balance in
the participant's account and bear interest at
5.75%-10.50%. The loans are repaid ratably
through payroll deductions over a period of four
and one-half years or less. Loans made prior to
September 1, 2000 under the Steelcase Inc. Group
Retirement Plan must be repaid in five years or
less, except that a loan used to purchase the
principle residence of the participant, made
prior to the merger of the Steelcase Inc. Group
Retirement Plan, may exceed five years.
2. Summary of Significant Basis of Accounting
Accounting
Policies The accompanying financial statements are
prepared under the accrual method of accounting.
6
Steelcase Inc. 401(k) Retirement Plan
Notes to Financial Statements
Use of Estimates
The preparation of financial statements in
conformity with generally accepted accounting
principles requires management to make estimates
and assumptions that affect the reported amounts
of assets and liabilities and changes therein,
and disclosure of contingent assets and
liabilities. Actual results could differ from
those estimates.
Investments
Investments in collective investment funds,
mutual funds and common stock are stated at fair
value as determined by Bank of New York, the
custodian of the Plan, based on quoted market
prices. The CIGNA Chartered Guaranteed Long-Term
Account is stated at contract value, which
approximates fair value. Contract value
represents contributions made under the contract,
plus interest at the contract rate, less any
withdrawals. Participant loans are stated at
cost, which approximates fair value.
Payment of Benefits
Benefits are recorded when paid.
3. Investments The following presents investments that represent
5 percent or more of the Plan's net assets
(in thousands):
February 28, 2002 2001
--------------------------------------------------------------------------------
VanKampen Emerging Growth
Fund A $ 86,792 $ 133,571
Fifth Third Equity Index Fund 63,805 76,392
Fifth Third Short Term Bond Fund 39,416 32,498
Fifth Third Balanced Collective Fund 33,209 36,181
Putnam Investors Fund A 19,540 21,425
VanKampen Corporate Bond
Fund A 16,920 10,524
Fifth Third Prime Money Market Fund 15,490 9,355
================================================================================
4. Plan Termination Although it has not expressed any intent to do
so, the Company has the right, under the Plan, to
discontinue its contributions at any time and to
terminate the Plan, subject to the provisions of
ERISA.
7
Steelcase Inc. 401(k) Retirement Plan
Notes to Financial Statements
In the event of Plan termination, after participant
accounts are adjusted for any expenses, the trustee will
distribute the balance of the accounts to the
participants.
5. Related Party Certain Plan investments are shares of mutual funds and
Transactions collective investment funds managed by Fifth Third Bank
(formerly Old Kent Bank). Fifth Third Bank is the trustee
as defined by the Plan and, therefore, these transactions
qualify as party-in-interest.
6. Income Tax The Internal Revenue Service has determined and informed
Status the plan administrator in a letter dated March 21, 1996,
that the Plan is qualified and the trust established
under the Plan is tax-exempt under the appropriate
sections of the Internal Revenue Code (IRC). Although the
Plan has been amended since receiving the determination
letter, the plan administrator believes that the Plan is
designed and is currently being operated in compliance
with the applicable requirements of the IRC. On February
26, 2002, the Plan was again submitted to the Internal
Revenue Service for a determination as to its continuing
tax-qualified status and is now awaiting approval.
8
Steelcase Inc. 401(k) Retirement Plan
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
(in thousands)
EIN: 38-0819050
Plan Number: 011
February 28, 2002
----------------------------------------------------------------------------------------------------------
(c)
Description of Investment,
(b) Including Maturity Date, Rate (e)
Identity of Issuer, Borrower, Lessor of Interest, Collateral, Par or (d) Current
(a) or Similar Party Maturity Value Cost Value
----------------------------------------------------------------------------------------------------------
* Fifth Third Prime Money Market Fund 15,490 shares ** $ 15,490
Mutual funds:
* Fifth Third Equity Index Fund 3,015 shares ** 63,805
* Fifth Third Short Term Bond Fund 4,018 shares ** 39,416
Putnam International Growth Fund A 403 shares ** 7,691
Putnam Investors Fund A 1,833 shares ** 19,540
Templeton Foreign Fund A 434 shares ** 3,990
Vanguard Winsor II Admiral Fund 210 shares ** 9,401
VanKampen Corporate Bond Fund A 2,537 shares ** 16,920
VanKampen Emerging Growth
Fund A 2,228 shares ** 86,792
Contract with Insurance Company:
CIGNA Chartered Guaranteed
Long-Term Account 159 shares ** 4,273
* Steelcase Inc. Common Stock 22 shares $ 293 327
* Fifth Third Balanced Collective Fund 1,934 shares ** 33,209
Participant Loans (5.75%-10.50%) $ 0 3,095
---------------------------------------------------------------------------------------------------------
$303,949
=========================================================================================================
* A party-in-interest as defined by ERISA.
** The cost of participant-directed investments is not required to be disclosed.
9