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Divestitures, Acquisitions And Ownership Transitions
6 Months Ended
Aug. 26, 2011
Divestitures, Acquisitions And Ownership Transitions  
Divestitures, Acquisitions And Ownership Transitions

10.  DIVESTITURES, ACQUISITIONS AND OWNERSHIP TRANSITIONS

 

Divestiture of PolyVision Division

 

In Q2 2012, we completed the sale of PolyVision's remaining low margin whiteboard fabrication business in Europe to a third party for proceeds totaling $2.3.  The transaction included the sale of PolyVision SAS (France) and PolyVision A/S (Denmark) and resulted in a loss of $1.1 recorded in Restructuring costs on the Condensed Consolidated Statements of Operations.

 

 

For year-to-date 2012 and the year ended February 25, 2011 and the interim periods therein, our Condensed Consolidated Statements of Operations included the following related to PolyVision SAS and PolyVision A/S:

 

 

    First

    Second

 

 

Quarter

   Quarter 

      Total    

2012

 

 

 

Revenue

$       4.1

$           4.5

$          8.6

Gross profit

         0.7

             0.9

             1.6

Operating income

        (0.2)

             0.3

             0.1

 

 

 

    First

  Second

   Third

    Fourth

 

 

Quarter       

Quarter       

Quarter

   Quarter 

      Total    

2011

 

 

 

 

 

Revenue

$       3.6

$       4.7

$       4.2

$           4.6

$        17.1

Gross profit

         0.7

         1.0

         0.5

             1.3

             3.5

Operating income

       —

         0.3

        (0.1)

             0.4

             0.6

 

Dealer Acquisition

 

In Q1 2012, Office Environments of New England, LLC ("OENE"), a wholly-owned subsidiary of Steelcase Inc., acquired substantially all the assets of bkm Total Office ("BKM") for cash consideration of approximately $18.7. OENE and BKM, both authorized Steelcase dealers, have combined to create a regional enterprise supporting workplace needs that will offer a broadened portfolio of products and services and expanded geographical coverage in New England. As a result of the preliminary purchase price allocation, we recorded goodwill of $2.3. The combined dealers are included in the Americas segment. We expect to finalize the allocation of the purchase price to the fair value of the assets acquired and liabilities assumed when we obtain information sufficient to complete the formal valuation of intangible assets and working capital adjustments, but in any case, within one year after acquisition. The purchase of BKM did not have a material impact on our condensed consolidated financial statements.

 

IDEO Ownership Transition

 

In Q4 2011, certain members of the management of IDEO purchased a controlling interest in IDEO pursuant to an agreement entered into during 2008. We retained a 20% equity interest in IDEO, and we expect to continue our collaborative relationship after this transition. In Q4 2011, we deconsolidated the operations of IDEO and recorded our share of IDEO's earnings as equity in earnings of unconsolidated joint ventures in Other income, net on the Condensed Consolidated Statements of Operations.

 

For the year ended February 25, 2011 and the interim periods therein, our Condensed Consolidated Statements of Operations included the following related to IDEO:

 

 

    First

  Second

     Third

 

 

Quarter       

Quarter       

   Quarter 

      Total    

2011

 

 

 

 

Revenue

$     35.1

$     35.2

$        33.1

$      103.4

Gross profit

       16.9

       14.6

           15.6

          47.1

Operating income (1)

         4.8

         3.3

             3.7

          11.8

 

(1)   Operating income did not include variable compensation expense of approximately $7 earned by IDEO management in 2011 related to a contingent stock bonus program that was recognized and applied toward the purchase price in Q4 2011.