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MILLERKNOLL INC

For the period ended Aug 31, 2024. Filed Oct 9, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Aug 31, 2024 · Filed Oct 9, 2024

MLKN$21.49-2.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-02; filed 2024-04-10.

0000066382-24-000014

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-08-31; filed 2024-10-09.

0000066382-24-000084

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 182 previous paragraphs and 132 current paragraphs.

50 unchanged; 54 reworded; 28 added; 71 removed; 7 previous and 0 current paragraphs rearranged.

Tables are not compared: 12 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (28)

Current report

•Gross margin in the first quarter was 39.0% which is flat when compared to the same quarter of the prior year. Benefits from pricing actions, favorable business and product mix and the realization of synergies associated with the Knoll acquisition offset the loss of leverage of fixed operating costs on lower sales volumes.

Current report

•Operating expenses increased by $3.3 million or 1.0% as compared to the same quarter of the prior year. The increase was driven primarily by higher Knoll integration costs as compared to the same period in the prior year, offset in part by a reduction in restructuring costs, reduced variable-selling costs on lower sales volume and the realization of savings related to integration and restructuring actions.

Current report

•MillerKnoll finished the first quarter of fiscal year 2025 with demand improvement within the Americas Contract and International Contract & Specialty segments. This improvement in order volume was driven by a general increase in day-to-day and project activity, including a ramp-up in larger project opportunities in the Americas and Asia. Demand in the Global Retail segment continues to reflect the impact of a tepid housing market, though the segment saw margin improvement in the quarter driven by investments in strengthening operational capabilities.

Current report

•Knoll pension plan termination charges: Includes expenses incurred associated with the termination of the Knoll pension plan.

Current report

•Decrease of $6 million related to the closure of the HAY eCommerce channel in North America that occurred in the prior year.

Current report

Gross margin was 39.0% in both the first quarter of fiscal 2025 and the first quarter of fiscal 2024. Although Gross margin was flat to the prior year, summarized below are factors that most significantly impacted gross margin during the quarter:

Current report

•Favorable business and product mix contributed to margin improvement of approximately 60 basis points.

Current report

•Acquisition related integration charges contributed an increase in Operating expenses as compared to the same period of the prior year of approximately $24 million; This was offset in part by:

Current report

•Variable selling and marketing costs decreased by approximately $13 million driven by variability on lower net sales and the impact of cost synergies achieved through the acquisition of Knoll and restructuring actions taken in the prior year;

Current report

•Restructuring charges related to reductions in the Company's workforce in the prior year of approximately $5 million that did not occur in the current year; and

Current report

For the three month comparative period, Net sales decreased 7.3%, or 7.0%(*) on an organic basis, over the prior year period due to:

Current report

•Decreased sales volumes within the segment of approximately $50 million. Although the segment experienced growth in order volume during the quarter, the timing of orders during the quarter and customer requests to ship product further out from order entry drove a year over year decrease in sales; and

Current report

For the three month comparative period, operating earnings decreased $24.3 million, or 58.7%, over the prior year period due to:

Current report

•Increased Operating expenses of $3.6 million driven primarily by:

Current report

◦Increase acquisition related integration costs of approximately $19 million in the current period. This increase was offset by:

Current report

◦Decreased variable compensation and benefit costs of $4 million.

Current report

For the three month comparative period, Net sales decreased 6.5%, or 6.3%(*) on an organic basis, over the prior year period due to:

Current report

For the three month comparative period, operating earnings decreased $2.1 million, or 18.4% over the prior year period due to:

Current report

•Operating expenses remained relatively flat to the prior year. The factors that most significantly impacted operating expenses during the quarter were:

Current report

◦Increase in integration related charges in the current year of $5 million. This increase was offset by:

Current report

◦Decreased variable compensation and benefit costs and cost synergies achieved through the acquisition of Knoll.

Current report

For the three month comparative period, Net sales decreased 2.8%, and increased 0.4%(*)on an organic basis, over the prior year period due to:

Current report

•Decrease of $6 million related to the closure of the HAY eCommerce channel in North America that occurred in the prior year;

Current report

For the three month comparative period, Operating earnings increased $2.3 million or 104.5% over the prior year period due to:

Current report

•Decreased Operating expenses of $1.6 million primarily related to lower variable selling and marketing costs driven bythe impact of cost synergies achieved through the acquisition of Knoll.

Current report

Corporate unallocated expenses totaled $15.7 million for the first quarter of fiscal 2025, an increase of $1.0 million from the first quarter of fiscal 2024.
Removed paragraphs (71)

Previous report

•Gross margin in the third quarter was 38.6% as compared to 34.1% for the same quarter of the prior year. The increase in gross margin was driven primarily by the realization of price optimization strategies; improved freight, distribution and inventory management; an impairment charge in the same quarter of the prior year that did not reoccur; and benefits from our ongoing synergy efforts following the Knoll acquisition.

Previous report

•Operating expenses decreased by $20.2 million or 6.4% as compared to the same quarter of the prior year. The decrease was driven primarily by the continued realization of cost synergies as a result of optimization of our organizational structure, a reduction in restructuring costs as compared to the same prior of the prior year as well as lower variable costs due to decreased sales.

Previous report

•As of the end of the third quarter, the Company has captured $153 million in annualized run rate synergies following the close of the Knoll acquisition in the first quarter of Fiscal 2022. The Company continues to make further progress on integration plans andexpects total run-rate cost synergies to equal $160 million per year by July 2024 (three years following the acquisition closing date).

Previous report

•During the third quarter, demand levels for the Company's products continued to be impacted by general economic uncertainty around the world driven by geopolitical concerns, persistent inflationary effects, and elevated market interest rates.

Previous report

•Impairment charges: Includes non-cash, pre-tax charges for the impairment of assets associated with the decision to cease operating Fully as a stand-alone brand.

Previous report

•Decrease of $17 million related to the closure of the Fully business that occurred in the prior year. Offset in part by:

Previous report

Net sales decreased $390 million or 12% in the first nine months of fiscal 2024 compared to the first nine months of fiscal 2023. The following items contributed to the change:

Previous report

•The additional week during the first quarter of the prior year contributed to approximately $77 million of the net sales decrease.

Previous report

•Decrease of $61 million related to the closure of the Fully business that occurred in the prior year.

Previous report

•Foreign currency translation increased Net sales by approximately $15 million.

Previous report

Gross margin was 38.6% in the third quarter of fiscal 2024 as compared to 34.1% in the third quarter of fiscal 2023. The following factors summarize the major drivers of the year-over-year change in gross margin percentage:

Previous report

•Reduction in costs from commodities, storage and handling costs, freight and product distribution costs, as compared to the same period of the prior year which increased gross margin by approximately 240 basis points.

Previous report

•Charges in the prior year for the impairment of assets associated with the decision to cease operating Fully as a stand-alone brand contributed to an increase in gross margin of approximately 170 basis points.

Previous report

•Savings from the realization of incremental synergies associated with the Knoll acquisition as compared to the same period in the prior year. These factors were offset in part by;

Previous report

Gross margin was 39.0% in the nine months ended March 2, 2024 as compared to 34.4% for the same period in the prior fiscal year. The following factors summarize the major drivers of the year-over-year change in gross margin percentage:

Previous report

•Reduction in costs from commodities, storage and handling costs, freight and product distribution costs, as compared to the same period of the prior year which increased gross margin by approximately 330 basis points.

Previous report

•Charges in the prior year for the impairment of assets associated with the decision to cease operating Fully as a stand-alone brand contributed to an increase in gross margin of approximately 60 basis points.

Previous report

•Savings from the realization of incremental synergies associated with the Knoll acquisition as compared to the same period in the prior year. These factors were offset in part by;

Previous report

•Loss of leverage on lower sales volumes and unfavorable channel and product mix, which negatively impacted gross margin by approximately 130 basis points.

Previous report

•Charges for the impairment of assets associated with the decision to cease operating Fully as a stand-alone brand contributed a decrease in Operating expenses as compared to the same period of the prior year of approximately $22 million; and

Previous report

•Variable selling and marketing costs decreased by approximately $6 million, due in part to the closure of the Fully business that occurred in the prior year; and

Previous report

•Other costs decreased approximately $8 million as compared to the prior year, of which the largest category of decrease was product development costs which decreased $4 million. These decreases were offset in part by:

Previous report

Operating expenses decreased by $41 million or 4.3% in the first nine months of fiscal 2024 compared to the first nine months of fiscal 2023. The following factors contributed to the change:

Previous report

•Charges for the impairment of assets associated with the decision to cease operating Fully as a stand-alone brand, restructuring charges related to reductions in the Company's workforce as well as acquisition related integration costs contributed a decrease in Operating expenses as compared to the same period of the prior year of approximately $27 million; and

Previous report

•Variable selling and marketing costs decreased by approximately $16 million, due in part to the closure of the Fully business that occurred in the prior year; and

Previous report

•Product development costs decreased approximately $13 million, primarily in the Americas Contract and Global Retail segments; and

Previous report

•The impact of an extra week in the first quarter of fiscal 2023 decreased operating expenses by approximately $10 million in the current period; and

Previous report

•Savings from the realization of incremental synergies associated with the Knoll acquisition as compared to the same period in the prior year. These decreases were offset in part by:

Previous report

During the nine months ended March 2, 2024, net Other expense was $50.6 million, representing a decrease of $3.2 million compared to the same period in the prior year. This change is driven primarily by increased interest income in the current year offset in part by increased interest expense as compared to the same period of the prior year.

Previous report

For the three month comparative period, Net sales decreased 9.0%, or 9.2%(*) on an organic basis, over the prior year period due to:

Previous report

•Decreased sales volumes within the segment of approximately $61 million, driven by the impact of a challenging macro-economic environment; offset in part by

Previous report

For the nine month comparative period, Net sales decreased 9.3%, or 7.1%(*) on an organic basis, over the prior year period due to:

Previous report

•Decreased volumes within the segment of approximately $183 million, which was driven by the impact of a challenging macro-economic environment compounded by pandemic-driven pent-up demand at the start of the prior year; and

Previous report

•The impact of an additional week in the same period of the prior year, which reduced sales approximately $39 million; offset in part by

Previous report

•Price increases, net of incremental discounting of $76 million; and

Previous report

For the three month comparative period, operating earnings decreased $7.2 million, or 22.2%, over the prior year period due to:

Previous report

For the nine month comparative period, operating earnings increased $23.6 million, or 30.2%, over the prior year period due to:

Previous report

•Increased Gross margin of $29.2 million due to the increased gross margin percentage of 500 basis points. The increase in gross margin percentage was due primarily to:

Previous report

◦The impact of incremental list price increases, net of contract price discounting, that increased gross margin percentage by 360 basis points; and

Previous report

•The improvement in operating earnings from Gross margin was offset in part by increased Operating expenses of $6 million. The following factors contributed to the change:

Showing the first 40 of 71 passages. Open the source sections for the rest.

Reworded paragraphs (54)

Previous wording

The Company researches, designs, manufactures, sells, and distributes interior furnishings for use in various environments including residential, office, healthcare, and educational settings and provides related services that support organizations and individuals all over the world. The Company's products are sold primarily through independent contract office furniture dealers, direct customer sales, owned and independent retailers, direct-mail catalogs, and the Company’s eCommerce platforms. The following is a summary of results for the three months ended March 2, 2024:

Current wording

The Company researches, designs, manufactures, sells, and distributes interior furnishings for use in various environments including residential, office, healthcare, and educational settings and provides related services that support organizations and individuals all over the world. The Company's products are sold primarily through independent contract office furniture dealers, direct customer sales, owned and independent retailers and the Company’s eCommerce platforms. The following is a summary of results for the three months ended August 31, 2024:

Previous wording

•Net sales were $872.3 million and orders were $830.3 million, representing a decrease of 11.4% and 6.2%, respectively, when compared to the same quarter of the prior year. On an organic basis, which excludes the impact of foreign currency translation and the impact of the closure of the Fully business, Net sales were $870.5 million()and orders were $826.9 million(), representing an organic decrease of 10.1% and 4.7%, respectively, when compared to the same quarter of the prior year.

Current wording

•Net sales were $861.5 million and orders were $935.9 million, representing a decrease of 6.1% and increase of 2.4%, respectively, when compared to the same quarter of the prior year. On an organic basis, which excludes the impact of foreign currency translation and the impact of the closure of the HAY eCommerce channel in North America, Net sales were $864.3 million()and orders were $940.4 million(), representing an organic decrease of 5.3%() and increase of 3.5%(), respectively, when compared to the same quarter of the prior year.

Previous wording

•The effective tax rate was 16.0% compared to 31.2% for the same quarter of the prior year. The current quarter rate benefited from favorable discrete impacts from return to provision true-ups related to the United States research and development tax credit.

Current wording

•The effective tax rate was 66.2% compared to 24.4% for the same quarter of the prior year. The current quarter rate resulted from the current quarter reflecting a pre-tax loss along with return to provision true-ups recorded in the current period compared to the prior year.

Previous wording

•Diluted earnings per share was $0.30 as compared to $0.01 in the prior year. Excluding integration related costs, restructuring costs, impairment charges, and the amortization of intangible assets purchased as part of the Knoll acquisition, adjusted diluted earnings per share was $0.45(), a 16.7%() decrease as compared to prior year adjusted diluted earnings per share.

Current wording

•Diluted loss per share was $0.02 as compared to diluted earnings per share of $0.22 in the prior year. Adjusted diluted earnings per share was $0.36(), a 2.7%() decrease as compared to prior year adjusted diluted earnings per share.

Previous wording

•The Americas Contract segment in the third quarter reported Net sales totaling $441.1 million, down 9.0% compared to the prior year period on a reported basis and down 9.2%() organically. Americas Contract had new orders of $420.1 million, which was a decrease of 9.0% from the prior year, and down 9.4%() on an organic basis.

Current wording

•The Americas Contract segment in the first quarter reported Net sales totaling $454.6 million, down 7.3% compared to the prior year period on a reported basis and down 7.0%() organically. Americas Contract had new orders of $512.7 million, which was an increase of 5.2% from the prior year and and increase of 5.7%() on an organic basis.

Previous wording

•The International Contract & Specialty segment delivered Net sales in the third quarter of $217.3 million, a decrease of 10.4% from the year-ago period on a reported basis and a decrease of 10.6%() organically. New orders in this segment totaled $227.6 million, representing a year-over-year increase of 8.3% on a reported basis and an increase of 7.9%() organically.

Current wording

•The International Contract & Specialty segment delivered Net sales in the first quarter of $213.5 million, a decrease of 6.5% from the year-ago period on a reported basis and a decrease of 6.3%() organically. New orders in this segment totaled $234.1 million, representing a year-over-year increase of 2.7% on a reported basis and an increase of 3.1%() organically.

Previous wording

•Net sales in the third quarter for the Global Retail segment totaled $213.9 million, a decrease of 17.0% over the same quarter last year on a reported basis and a decrease of 11.3%() organically. Orders in the quarter totaled $182.6 million, down 14.6% compared to the same period last year on a reported basis and down 7.1%() organically.

Current wording

•Net sales in the first quarter for the Global Retail segment totaled $193.4 million, a decrease of 2.8% over the same quarter last year on a reported basis and an increase of 0.4%() organically. Orders in the quarter totaled $189.1 million, down 4.7% compared to the same period last year on a reported basis and down 1.6%() organically.

Previous wording

The Company's fiscal year is the 52 or 53 week period ending on the Saturday closest to May 31. The fiscal year ending June 1, 2024 contains 52 weeks, while the fiscal year ended June 3, 2023 contained 53 weeks. The first quarter of fiscal 2024 contained 13 weeks and the first quarter of fiscal 2023 contained 14 weeks. This is a factor that should be considered when comparing the Company's year to date financial results to the prior year period.

Current wording

The Company's fiscal year is the 52 or 53 week period ending on the Saturday closest to May 31. The fiscal year ending May 31, 2025 ("fiscal 2025") and the fiscal year ended June 1, 2024 ("fiscal 2024") both contain 52 weeks.

Previous wording

The remaining sections within Item 2 include additional analysis of the three and nine months ended March 2, 2024, including discussion of significant variances compared to the prior year periods.

Current wording

The remaining sections within Item 2 include additional analysis of the three months ended August 31, 2024, including discussion of significant variances compared to the prior year periods.

Previous wording

Adjusted Earnings per Share represents reported diluted earnings per share excluding the impact from amortization of Knoll purchased intangibles, integration charges, restructuring expenses, impairment charges, and the related tax effect of these adjustments. These adjustments are described further below.

Current wording

Adjusted Earnings per Share represents reported diluted earnings per share excluding the impact from amortization of Knoll purchased intangibles, integration charges, restructuring expenses, Knoll pension plan termination charges and the related tax effect of these adjustments. These adjustments are described further below.

Previous wording

Organic Growth (Decline) represents the change in sales and orders, excluding currency translation effects, the impact of an additional week in the fiscal 2023 and the impact of the closure of the Fully business.

Current wording

Organic Growth (Decline) represents the change in sales and orders, excluding currency translation effects and the impact of the closure of the HAY eCommerce channel in North America.

Previous wording

•Integration Charges: Knoll integration-related costs include severance, accelerated stock-based compensation expenses, asset impairment charges, and expenses related to synergy realization efforts and reorganization initiatives.

Current wording

•Integration Charges: Knoll integration-related costs include severance, accelerated stock-based compensation expenses, asset impairment charges associated with lease and operations facility consolidation activity, and expenses related to synergy realization efforts and reorganization initiatives.

Previous wording

The following table presents certain key highlights from the results of operations for the three and nine months ended:

Current wording

The following table presents certain key highlights from the results of operations for the three months ended:

Previous wording

The following table presents select components of the Company's Condensed Consolidated Statements of Comprehensive (Loss) Income as a percentage of Net sales, for the three and nine months ended:

Current wording

The following table presents select components of the Company's Condensed Consolidated Statements of Comprehensive (Loss) Income as a percentage of Net sales, for the three months ended:

Previous wording

The following chart presents graphically the primary drivers of the year-over-year change in Net sales for the three and nine months ended March 2, 2024. The amounts presented in the graph are expressed in millions and have been rounded.

Current wording

The following chart presents graphically the primary drivers of the year-over-year change in Net sales for the three months ended August 31, 2024. The amounts presented in the graph are expressed in millions and have been rounded.

Previous wording

Net sales decreased $113 million or 11% in the third quarter of fiscal 2024 compared to the third quarter of fiscal 2023. The following items contributed to the change:

Current wording

Net sales decreased $56.2 million or 6.1% in the first quarter of fiscal 2025 compared to the first quarter of fiscal 2024. The following items contributed to the change:

Previous wording

•Decreased sales volume within the International Contract & Specialty, Global Retail, and Americas Contract segments of approximately $25 million, $25 million and $61 million, respectively.

Current wording

•Decreased sales volume within the Americas Contract and International Contract & Specialty segments of approximately $50 million and $10 million, respectively.

Previous wording

•Foreign currency translation increased Net sales by approximately $2 million.

Current wording

•Foreign currency translation decreased Net sales by approximately $3 million. Offset in part by:

Previous wording

•Price increases, net of incremental discounting, which drove an increase in Net sales of approximately $13 million.

Current wording

•Price increases, net of incremental discounting, which drove an increase in Net sales of approximately $10 million.

Previous wording

•Decreased sales volume within the Global Retail, International Contract & Specialty, and Americas Contract segments of approximately $60 million, $88 million and $183 million, respectively. Offset in part by:

Current wording

•Increased sales volume within the Global Retail segment of approximately $3 million.

Previous wording

•Price increases, net of incremental discounting, contributed to margin improvement of approximately 90 basis points.

Current wording

•Price increases, net of incremental discounting, contributed to margin improvement of approximately 60 basis points.

Previous wording

•Loss of leverage on lower sales volumes, which negatively impacted margin by approximately 70 basis points.

Current wording

•Loss of leverage on lower sales volumes negatively impacted margin by approximately 120 basis points.

Previous wording

The following chart presents graphically the primary drivers of the year-over-year change in Operating expenses for the three and nine months ended March 2, 2024. The amounts presented in the graphs are expressed in millions and have been rounded.

Current wording

The following chart presents graphically the primary drivers of the year-over-year change in Operating expenses for the three months ended August 31, 2024. The amounts presented in the graphs are expressed in millions and have been rounded.

Previous wording

Operating expenses decreased by $20 million or 6.4% in the third quarter of fiscal 2024 compared to the prior year period. The following factors contributed to the change:

Current wording

Operating expenses increased by $3.3 million or 1.0% in the first quarter of fiscal 2025 compared to the prior year period. The following factors contributed to the change:

Previous wording

•Compensation and benefit costs, which increased approximately $16 million, driven by changes in variable-based compensation and incentives.

Current wording

•Compensation and benefit costs, which decreased approximately $3 million, driven by changes in variable-based compensation and incentives.

Previous wording

During the three months ended March 2, 2024, net Other expense was $15.3 million, representing a decrease of $4.3 million compared to the same period in the prior year, driven primarily by increased interest income as well as reductions in foreign currency losses.

Current wording

During the three months ended August 31, 2024, net Other expense was $16.9 million, representing a decrease of $2.3 million compared to the same period in the prior year, driven primarily by reductions in foreign currency losses.

Previous wording

The charts below present the relative mix of Net sales and Operating earnings across each of the Company's segments during the three and nine month periods ended March 2, 2024. This is followed by a discussion of the Company's results, by reportable segment. The amounts presented in the charts are in millions and have been rounded.

Current wording

The charts below present the relative mix of Net sales and Operating earnings across each of the Company's segments during the three month period ended August 31, 2024. This is followed by a discussion of the Company's results, by reportable segment. The amounts presented in the charts are in millions and have been rounded.

Previous wording

•Favorable foreign currency translation of approximately $2 million.

Current wording

•Unfavorable foreign currency translation of approximately $2 million; offset in part by

Previous wording

•Price increases, net of incremental discounting of $16 million; and

Current wording

•Price increases, net of incremental discounting of $16 million.

Previous wording

•Decreased Gross margin of $4 million due to the decrease in net sales discussed above offset in part by an increase in gross margin percentage of 220 basis points. The increase in gross margin percentage was due primarily to:

Current wording

•Decreased Gross margin of $20.7 million due to the decrease in net sales discussed above and a decrease in gross margin percentage of 170 basis points. The decrease in gross margin percentage was due primarily to:

Previous wording

◦Decreased commodity costs which provided an improvement of approximately 180 basis points. These increases were offset in part by increased labor costs as well as loss of labor and overhead leverage due to reduced production volumes which had a negative impact on margin of 210 basis points; as well as

Current wording

◦Loss of leverage of fixed costs due to reduced production volumes which had a negative impact on margin of approximately 270 basis points; and

Previous wording

◦Decreased commodity and product distribution costs that increased gross margin percentage by 300 basis points. These increases were offset in part by increased labor costs as well as loss of labor and overhead leverage due to reduced production volumes as well as unfavorable product mix which had a negative impact on margin of 160 basis points.

Current wording

◦Increased commodity and product distribution costs which had a negative impact on margin of 130 basis points. These increases were offset by:

Previous wording

◦The impact of incremental list price increases, net of contract price discounting which provided an approximately 250 basis point improvement over the prior year; and

Current wording

◦The impact of incremental list price increases, net of contract price discounting which provided an approximately 230 basis point improvement over the prior year; as well as

Previous wording

•Decreased Operating expenses of $47 million driven primarily by charges of $22 million in the prior year for the impairment charges of assets associated with the decision to cease operating Fully as a stand-alone brand, decreased variable selling and marketing costs of $14 million, decreased product development of $4 million, a decrease of $4 million due to the additional week in the prior year, as well as a decrease due to to the closure of the Fully business that occurred in the prior year.

Current wording

◦Decreased variable selling and marketing costs of $7 million;

Previous wording

•Incremental discounting, net of price increases, which decreased sales by $21 million; offset by

Current wording

•Incremental promotional discounting, net of price increases, which decreased sales by $4 million; and

Previous wording

•Favorable foreign currency translation of approximately $1 million.

Current wording

•Unfavorable foreign currency translation of approximately $1 million.

Previous wording

•Decreased Gross margin of $4 million due to the decrease in net sales discussed above, offset by an increase in gross margin percentage of 300 basis points due primarily tofavorable product mix.

Current wording

•Decreased Gross margin of $1.8 million due to the decrease in net sales discussed above, offset by an increase in gross margin percentage of 210 basis points due primarily to favorable product mix.

Previous wording

•Incremental discounting, net of price increases which decreased sales by $2 million.

Current wording

•Incremental discounting, net of price increases which decreased sales by $2 million; and

Previous wording

•Favorable foreign currency translation of approximately $1 million.

Current wording

•Unfavorable foreign currency translation of approximately $1 million; offset in part by

Previous wording

•Increased Operating expenses of $4 million driven primarily by an increase in variable compensation costs of approximately $9 million offset in part by decreased restructuring charges related to reductions in the Company's workforce of approximately $3 million and decreased product development costs of $2 million.

Current wording

•An increase in sales volume of approximately $3 million.

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Rearranged previous paragraphs (7)

Previous report — wording carried elsewhere

•Price increases, net of incremental discounting, which drove an increase in Net sales of approximately $64 million.

Previous report — wording carried elsewhere

•Price increases, net of incremental discounting, contributed to margin improvement of approximately 150 basis points.

Previous report — wording carried elsewhere

•Compensation and benefit costs, which increased approximately $32 million, driven by changes in variable-based compensation and incentives.

Previous report — wording carried elsewhere

•Price increases, net of incremental discounting of $7 million.

Previous report — wording carried elsewhere

•The timing of collection of our receivables;

Previous report — wording carried elsewhere

•Increased variable compensation in the current year.

Previous report — wording carried elsewhere

•An increase in notes receivable received from certain independently owned dealers in the current year;