MILLERKNOLL, INC.
For the period ended Aug 29, 2026. Filed Sep 28, 2026.
View on SEC.govAbout 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 29, 2026 · Filed Sep 28, 2026
MLKN$21.49-2.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-02-28; filed 2026-03-30.
0000066382-26-000050
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-08-29; filed 2026-09-28.
0000066382-26-000156
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 219 previous paragraphs and 142 current paragraphs.
59 unchanged; 32 reworded; 49 added; 127 removed; 1 previous and 2 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 (49)
Current report
Business Overview and Quarterly Highlights
Current report
•Gross margin in the first quarter was 41.7%, an increase of 320 basis points when compared to the same quarter of the prior year, related primarily to incremental pricing and the favorable impact of refunds totaling $16.5 million from tariffs previously imposed by the U.S. government under the International Emergency Economic Powers Act ("IEEPA").
Current report
•Operating expenses increased $18.9 million or 6.0% as compared to the same quarter of the prior year. The increase was driven primarily by higher fixed and variable compensation costs, increased restructuring charges associated with facility consolidation and workforce reduction initiatives, and incremental costs related to new store openings. These increases were partially offset by savings generated through cost management initiatives implemented across the business.
Current report
(*) Non-GAAP measurements; see accompanying reconciliations and explanations under the heading "Reconciliation of Non-GAAP Financial Measures."
Current report
•The North America Contract segment reported first quarter net sales of $505.6 million, representing a decrease of 5.3% on a reported basis and 5.2% on an organic* basis compared to the prior year period. Orders totaled $483.7 million, a decrease of 1.7% on a reported basis and 1.6% on an organic* basis.
Current report
•The International Contract segment reported net sales in the first quarter of $156.8 million, representing a decrease of 6.4% on a reported basis and 6.2% on an organic* basis compared to the prior year period. Orders totaled $181.2 million, an increase of 17.3% on a reported basis and 17.9% on an organic* basis.
Current report
•The Global Retail segment reported first quarter net sales of $261.0 million, representing an increase of 2.6% on a reported basis and 2.8% on an organic* basis compared to the prior year period. Orders totaled $249.0 million, an increase of 4.3% on a reported basis and 4.7% on an organic* basis.
Current report
(*) Non-GAAP measurements; see accompanying reconciliations and explanations under the heading "Reconciliation of Non-GAAP Financial Measures."
Current report
•CEO transition costs: Includes one‑time expenses consisting primarily of severance, benefits and advisory fees.
Current report
Net sales decreased $32.3 million, or 3.4%, in the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026. The decrease was primarily driven by lower sales volumes in the North America Contract and International Contract segments, which reduced net sales by approximately $48 million and $7 million, respectively, as well as unfavorable foreign currency translation of $1 million. These decreases were partially offset by the favorable impact of price realization, net of discounting, which contributed approximately $23 million to net sales.
Current report
Gross margin increased to 41.7% in the first quarter of fiscal 2027 from 38.5% in the first quarter of fiscal 2026. The year-over-year increase was primarily driven by:
Current report
•Favorable pricing, reflecting the impact of incremental list price increases, partially offset by contract price discounting.
Current report
•The favorable impact of refunds received from the U.S. government related to previously incurred IEEPA tariffs, which contributed approximately $16.5 million to gross margin.
Current report
These favorable impacts were partially offset by inflationary cost pressures and unfavorable leverage of fixed manufacturing costs resulting from lower sales volumes.
Current report
Operating expenses increased $18.9 million, or 6.0%, in the first quarter of fiscal 2027 compared to the prior year period. The increase was primarily driven by approximately $13 million of higher fixed and variable compensation costs, approximately $6 million of restructuring charges associated with facility consolidation and workforce reduction initiatives, and approximately $5 million of incremental costs related to new store openings. These increases were partially offset by savings generated through cost management initiatives implemented across the business.
Current report
For the three month comparative period, net sales decreased 5.3%, or 5.2% on an organic* basis, compared to the prior year period, primarily due to:
Current report
•Decreased sales volumes within the segment, which negatively impacted net sales by approximately $48 million.
Current report
•Favorable price realization, reflecting the impact of price increases, net of discounting, which positively impacted net sales by approximately $20 million.
Current report
For the three month comparative period, operating earnings decreased $9.4 million, or 16.5%, compared to the prior year period. The decrease was driven by higher operating expenses, which more than offset an increase in gross margin.
Current report
Gross margin increased by $0.8 million, and gross margin percentage increased 220 basis points. The increase in gross margin percentage was primarily driven by:
Current report
•The favorable impact of refunds received from the U.S. government related to previously incurred IEEPA tariffs, which contributed approximately $4.6 million to gross margin.
Current report
•Favorable pricing, reflecting the impact of incremental list price increases, partially offset by contract price discounting.
Current report
These favorable impacts were partially offset by inflationary cost pressures and unfavorable leverage of fixed manufacturing costs resulting from lower sales volumes.
Current report
Operating expenses increased by $10.2 million compared to the prior year period. The increase was primarily driven by:
Current report
These increases were partially offset by savings generated through cost management initiatives implemented across the segment.
Current report
For the three month comparative period, net sales decreased 6.4%, or 6.2% on an organic* basis, compared to the prior year period, primarily due to:
Current report
•Decreased sales volumes within the segment, which unfavorably impacted net sales by approximately $7 million.
Current report
For the three month comparative period, operating earnings decreased $9.8 million or 72.6%, compared to the prior year period. This decrease was driven by higher operating expenses, which more than offset an increase in gross margin percentage.
Current report
Gross margin decreased by $2.2 million, while gross margin percentage increased 110 basis points. The increase in gross margin percentage was primarily driven by favorable regional and product sales mix. This was partially offset by unfavorable leverage of fixed manufacturing costs resulting from lower sales volumes.
Current report
Operating expenses increased by $7.6 million compared to the prior year period. The increase was primarily driven by:
Current report
•Increased showroom investments and the timing of marketing and sales events.
Current report
For the three month comparative period, net sales increased 2.6%, or 2.8% on an organic* basis, compared to the prior year period, primarily due to:
Current report
•Favorable price realization, reflecting the impact of price increases, net of discounting, which positively impacted net sales by approximately $7 million.
Current report
•Unfavorable foreign currency translation, which decreased net sales by approximately $1 million.
Current report
For the three month comparative period, operating earnings increased $14.6 million or 1,042.9% compared to the prior year period. The increase was driven by higher gross margin percentage.
Current report
Gross margin increased by $18.6 million, and gross margin percentage increased 600 basis points. The increase in gross margin and gross margin percentage was primarily driven by:
Current report
•The favorable impact of refunds received from the U.S. government related to previously incurred IEEPA tariffs, which contributed approximately $11.8 million to gross margin.
Current report
•Favorable pricing, reflecting the impact of incremental list price increases, partially offset by discounting.
Current report
Operating expenses increased by $4.0 million compared to the prior year period. The increase was primarily driven by:
Current report
•Incremental costs related to new store openings
Showing the first 40 of 49 passages. Open the source sections for the rest.
Removed paragraphs (127)
Previous report
Business Overview
Previous report
•Gross margin in the third quarter was 38.1%, an increase of 20 basis points when compared to the same quarter of the prior year, related primarily to the impact of favorable leverage on fixed costs on higher sales volumes as well as favorable channel and product mix.
Previous report
•Operating expenses decreased $106.6 million or 25.7% as compared to the same quarter of the prior year. The decrease was driven primarily from the impact of non-cash impairment charges in the prior year. This decrease was partially offset by an increase in fixed and variable compensation costs and incremental costs related to the expanded retail store footprint.
Previous report
•The North America Contract segment in the third quarter reported Net sales totaling $488.6 million, an increase of 4.4% compared to the prior year period on a reported basis and 4.1% on an organic* basis. North America Contract had orders of $490.9 million, which represents an increase of 13.1% from the prior year on a reported basis and 12.8% on an organic* basis.
Previous report
•The International Contract segment delivered Net sales in the third quarter of $156.9 million, an increase of 7.8% compared to the prior year period on a reported basis and an increase of 1.9% organically*. Orders in the segment totaled $160.3 million, representing a year-over-year increase of 0.7% on a reported basis and a decrease of 4.3% organically*.
Previous report
•Net sales in the third quarter for the Global Retail segment totaled $281.1 million, an increase of 7.1% over the same quarter last year on a reported basis and an increase of 4.4% organically*. Orders in the quarter totaled $280.4 million, up 7.9% compared to the same period last year on a reported basis and up 5.1% organically*.
Previous report
•Integration charges: Includes Knoll integration-related costs which include severance, asset impairment charges associated with lease and operations facility consolidation activity, and expenses related to synergy realization efforts and reorganization initiatives.
Previous report
•Impairment charges: Includes non-cash, pre-tax charges for the impairment of the Knoll and Muuto trade names as well as impairment of goodwill attributed to the Global Retail and Holly Hunt reporting units.
Previous report
•Knoll pension plan termination charges: Includes expenses incurred associated with the termination of the Knoll pension plan which was completed in the second quarter of fiscal year 2025.
Previous report
Key Highlights
Previous report
Net sales increased $50.4 million or 5.8% in the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. The increase was primarily driven by:
Previous report
•Price increases, net of discounting, which positively impacted net sales by approximately $23 million.
Previous report
•Favorable foreign currency translation, which increased net sales by approximately $17 million.
Previous report
•Increased sales volumes in the Global Retail, International Contract, and North America Contract segments contributed approximately $5 million, $4 million, and $2 million, respectively.
Previous report
Net sales increased $129.4 million or 4.8% in the first nine months of fiscal 2026 compared to the first nine months of fiscal 2025. The following items contributed to the change:
Previous report
•Price increases, net of discounting, which positively impacted net sales by approximately $42 million.
Previous report
•Favorable foreign currency translation, which increased net sales by approximately $34 million.
Previous report
•Increased sales volumes in the Global Retail, North America Contract and International Contract segments contributed approximately $23 million, $23 million and $8 million, respectively.
Previous report
Gross margin was 38.1% in the third quarter of fiscal 2026, compared to 37.9% in the third quarter of fiscal 2025. The year-over-year change in gross margin percentage was primarily driven by:
Previous report
•Favorable leverage on fixed costs due to higher sales volumes and operational efficiency which positively impacted margin.
Previous report
Gross margin was 38.5% in the nine months ended February 28, 2026, compared to 38.6% 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
•Favorable channel and product mix and the impact of incremental list price increases, net of contract price discounting which positively impacted margin.
Previous report
•Favorable leverage on fixed costs due to higher sales volumes which positively impacted margin.
Previous report
•These increases were more than offset by tariff-related costs, net of pricing actions taken to help offset costs, incurred in the first half of the year that adversely impacted gross margin.
Previous report
Operating expenses decreased by $106.6 million or 25.7% in the third quarter of fiscal 2026 compared to the prior year period. The following factors contributed to the change:
Previous report
•Impairment charges of$130 million related to goodwill attributed to the Global Retail and Holly Hunt reporting units, as well as related to the Knoll and Muuto indefinite-lived trade name intangible assets that occurred in the prior year period. This decrease was offset in part by:
Previous report
•Increased fixed and variable compensation costs of approximately $14 million.
Previous report
•Incremental costs of $4 million associated with the impact from opening new stores.
Previous report
•Unfavorable foreign currency translation of $4 million as compared to the prior year period.
Previous report
•Variable selling costs which rose by approximately $1 million compared to the prior year period.
Previous report
Operating expenses decreased by $103.9 million or 9.9% in the first nine months of fiscal 2026 compared to the first nine months of fiscal 2025. The following factors contributed to the change:
Previous report
•Impairment charges of $130 million related to goodwill attributed to the Global Retail and Holly Hunt reporting units, as well as related to the Knoll and Muuto indefinite-lived trade name intangible assets that occurred in the prior year period.
Previous report
•Acquisition-related integration charges which totaled approximately $28 million that occurred in the prior year. These decreases were offset in part by:
Previous report
◦Increased fixed and variable compensation costs of approximately $27 million.
Previous report
◦Incremental costs of $11 million associated with the impact from opening new stores.
Previous report
◦Variable selling costs, including sales-based commissions and royalty expenses which rose by approximately $10 million compared to the prior year period.
Previous report
◦Foreign currency translation also contributed an increase in operating expenses of approximately $6 million relative to the prior year.
Previous report
During the three months ended February 28, 2026, net Other expense was $15.7 million, representing a decrease of $2.9 million compared to the same period in the prior year. The change was primarily driven by lower interest expense of $1.9 million resulting from reduced debt levels and increased interest and investment income in the period ended February 28, 2026 compared to the same period in the prior year.
Previous report
The business is comprised of various operating segments as defined by generally accepted accounting principles in the United States. These operating segments are determined on the basis of how the Company internally reports and how the chief operating decision maker ("CODM") evaluates financial information used to make operating decisions.
Previous report
Effective as of March 1, 2025, the last day of the third quarter of fiscal 2025, the Company implemented an organizational change that resulted in a change in the reportable segments. The Company has recast historical results to reflect this change.
Showing the first 40 of 127 passages. Open the source sections for the rest.
Reworded paragraphs (32)
Previous wording
•Net sales were $926.6 million and orders were $931.6 million, representing an increase of 5.8% and an increase of 9.2%, respectively, when compared to the same quarter of the prior year. On an organic* basis, which excludes the impact of foreign currency translation, Net sales were $909.4 million and orders were $914.8 million, representing an organic* increase of 3.8% and an organic* increase of 7.2%, respectively, when compared to the same quarter of the prior year.
Current wording
•Net sales were $923.4 million and orders were $913.9 million, representing a decrease of 3.4% and an increase of 3.2%, respectively, when compared to the same quarter of the prior year. On an organic* basis, which excludes the impact of foreign currency translation, net sales were $924.5 million and orders were $916.2 million, representing an organic* decrease of 3.3% and an organic* increase of 3.5%, respectively, when compared to the same quarter of the prior year.
Previous wording
•The effective tax rate was 19.2% compared to 88.3% for the same quarter of the prior year. The change compared to the prior year relates primarily to the discrete tax impacts of the impairments recorded in the prior year.
Current wording
•The effective tax rate was 21.5% compared to 26.5% for the same quarter of the prior year. The change compared to the prior year relates primarily to favorable impacts from lower non-deductible officers' compensation, higher export tax incentives, and an increase in foreign tax credits.
Previous wording
•Diluted earnings per share in the quarter was $0.34 compared to a loss of $0.19 in the prior year. Adjusted diluted earnings per share* was $0.43, a 2.3% decrease compared to the prior year quarter.
Current wording
•Diluted earnings per share in the quarter was $0.38 compared to $0.29 in the prior year. Adjusted diluted earnings per share* was $0.53, a 17.8% increase compared to the prior year quarter, which includes the $0.11 impact of net IEEPA tariff refunds.
Previous wording
A comparison of Net sales and orders during the third quarter to the prior year quarter by segment is as follows:
Current wording
A comparison of net sales and orders during the first quarter compared to the prior year period by segment is as follows:
Previous wording
The remaining sections within Item 2 include additional analysis of the three and nine months ended February 28, 2026, 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 29, 2026, including discussion of significant variances compared to the prior year periods.
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 quarterly 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 Income (Loss) 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 Income as a percentage of Net sales, for the three months ended:
Previous wording
Adjusted Earnings per Share - Diluted represents reported diluted earnings per share excluding the impact from amortization of Knoll purchased intangibles, integration charges, restructuring expenses, impairment charges, Knoll pension plan termination charges, debt extinguishment charges and the related tax effect of these adjustments. These adjustments are described further below.
Current wording
Adjusted Earnings per Share - Diluted represents reported diluted earnings per share excluding the impact from amortization of Knoll purchased intangibles, restructuring charges, debt extinguishment charges, CEO transition costs and the related tax effect of these adjustments. These adjustments are described further below.
Previous wording
•Debt extinguishment charges: Includes expenses associated with the extinguishment of debt. We excluded these items from our non-GAAP measures because they relate to a specific transaction and are not reflective of our ongoing financial performance.
Current wording
The adjustments made to arrive at these non-GAAP financial measures are as follows. We exclude these items from our non-GAAP measures because they are not reflective of our ongoing financial performance:
Previous wording
•Restructuring charges: Includes costs associated with actions involving targeted workforce reductions, facility consolidation charges, and accelerated depreciation of fixed assets.
Current wording
•Restructuring charges: Includes costs associated with actions involving targeted workforce reductions, facility consolidations, and accelerated depreciation of fixed assets.
Previous wording
The following tables reconcile Net sales to Net sales, organic for the periods ended as indicated below:
Current wording
The following tables reconcile net sales, as reported to net sales, organic for the periods ended as indicated below:
Previous wording
The following tables reconcile orders as reported to organic orders for the periods ended as indicated below:
Current wording
The following tables reconcile orders, as reported to orders, organic for the periods ended as indicated below:
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 February 28, 2026. 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 29, 2026. The amounts presented in the graph are expressed in millions and have been rounded.
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 February 28, 2026. 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 29, 2026. The amounts presented in the graphs are expressed in millions and have been rounded.
Previous wording
During the nine months ended February 28, 2026, net Other expense was $56.5 million, representing an increase of $3.4 million compared to the same period in the prior year. The change was primarily driven by a loss on extinguishment of debt of approximately $8.0 million incurred in connection with the refinancing of term loan debt during the current year, partially offset by lower interest expense resulting from reduced debt levels.
Current wording
Net other expense decreased$8.2 million to $16.6 million for the three months ended August 29, 2026, primarily due to the absence of the $7.8 million loss on extinguishment of debt incurred in the prior-year period in connection with the refinancing of term loan debt, as well as lower interest expense of $2.2 million. These benefits were partially offset by higher foreign currency losses.
Previous wording
Below is a description of each reportable segment.
Current wording
The Company has three reportable segments: North America Contract, International Contract and Global Retail. The Company's operating segments are determined based on the manner in which management organizes the business for making operating decisions and assessing performance. A description of each reportable segment is below.
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 February 28, 2026. 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 29, 2026. 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
◦Increase of approximately $1 million driven primarily by restructuring charges associated with facility consolidation initiatives.
Current wording
•Higher restructuring charges associated with facility consolidation initiatives
Previous wording
•These increases were partially offset by incremental discounting attributable to product mix, net of price increases, which adversely impacted net sales by approximately $1 million.
Current wording
•Incremental discounting, net of price increases, which unfavorably impacted net sales by approximately $4 million.
Previous wording
The table below summarizes the net change in Cash and cash equivalents for the nine months ended as indicated.
Current wording
The table below summarizes the net change in Cash and cash equivalents for the three months ended as indicated.
Previous wording
Cash used in investing activities for the nine months ended February 28, 2026, was $77.8 million, as compared to $60.3 million in the same period of the prior year. The increase was primarily driven by higher capital expenditures in the current year.
Current wording
Cash used in investing activities for the three months ended August 29, 2026, was $32.1 million, compared to $30.5 million in the prior-year period. The slight increase in cash used in investing activities was primarily attributable to higher capital expenditures during the current-year period.
Previous wording
At the end of the third quarter of fiscal 2026, there were outstanding commitments for capital purchases of $22.7 million. The Company plans to fund these commitments through a combination of cash on hand and cash flows from operations. The Company expects full-year capital purchases to be between $120 million and $130 million which will be primarily related to investments in the Company's facilities, (including manufacturing, showrooms, and retail stores) and equipment as well as investments associated with achieving the Company's sustainability goals. This compares to full-year capital spending of $107.6 million in fiscal 2025. Capital expenditures for the first nine months of fiscal 2026 were $83.4 million compared to $68.1 million for the nine months ended March 1, 2025.
Current wording
At the end of the first quarter of fiscal 2027, there were outstanding commitments for capital purchases of $26.5 million. The Company plans to fund these commitments through a combination of cash on hand and cash flows from operations. The Company expects full-year capital purchases to be between $125.0 million and $135.0 million which will be primarily related to investments in the Company's facilities, (including manufacturing, showrooms, and retail stores) and equipment. This compares to full-year capital spending of $122.3 million in fiscal 2026. Capital expenditures for the first three months of fiscal 2027 were $32.5 million compared to $30.7 million for the three months ended August 30, 2025.
Previous wording
Cash used in financing activities for the nine months ended February 28, 2026, was $83.8 million, compared to $127.6 million in the same period of the prior year. The decrease in cash used in the current year, compared to the prior year, was primarily due to:
Current wording
Cash used in financing activities for the three months ended August 29, 2026, was $4.8 million, compared to $9.2 million in the same period of the prior year. The decrease in cash used in the current year, compared to the prior year, was primarily attributable to:
Previous wording
◦Decreased non-cash intangible impairment charges of approximately $20 million. These decreases were partially offset by:
Current wording
These decreases were partially offset by:
Previous wording
The Company maintains an open market share repurchase program under our existing share repurchase authorization and may repurchase shares from time to time based on management’s evaluation of market conditions, share price and other factors.
Current wording
The Company closely manages spending levels, capital investments, and working capital. The Company maintains an open market share repurchase program under our existing share repurchase authorization and may repurchase shares from time to time based on management’s evaluation of market conditions, share price and other factors.
Previous wording
At the end of the third quarter of fiscal 2026, the Company had a well-positioned balance sheet and liquidity profile. The Company has access to liquidity through credit facilities as well as cash and cash equivalents. These sources have been summarized below. For additional information, refer to Note 12 to the Condensed Consolidated Financial Statements.
Current wording
At the end of the first quarter of fiscal 2027, the Company had a well-positioned balance sheet and liquidity profile. The Company has access to liquidity through credit facilities as well as cash and cash equivalents. These sources have been summarized below. For additional information, refer to Note 12 to the Condensed Consolidated Financial Statements.
Previous wording
Of the Cash and cash equivalents noted above at the end of the third quarter of fiscal 2026, the Company had $161.4 million of Cash and cash equivalents held outside the United States.
Current wording
Of the Cash and cash equivalents noted above at the end of the first quarter of fiscal 2027, the Company had $169.3 million of Cash and cash equivalents held outside the United States.
Previous wording
As of February 28, 2026, the total debt outstanding related to borrowings under the syndicated revolving line of credit was $293.5 million with available borrowings on this facility of $419.4 million.
Current wording
As of August 29, 2026, the total debt outstanding related to borrowings under the syndicated revolving line of credit was $311.5 million with available borrowings on this facility of $401.8 million.
Previous wording
The Company intends to repatriate $137.3 million of undistributed foreign earnings all of which is held in cash in certain foreign jurisdictions with the remainder of undistributed earnings outside the U.S. recorded in working capital. The Company has recorded a $3.5 million deferred tax liability related to foreign withholding taxes on these future dividends received in the U.S. from foreign subsidiaries. A significant portion of the $137.3 million of undistributed foreign earnings was previously taxed under the U.S. Tax Cut and Jobs Act (TCJA). The Company intends to remain indefinitely reinvested in the remaining undistributed earnings outside the U.S. which is estimated to be approximately $382.9 million on February 28, 2026.
Current wording
The Company intends to repatriate $119.9 million of undistributed foreign earnings, all of which is held in cash in certain foreign jurisdictions. The Company has recorded a $1.4 million deferred tax liability related to foreign withholding taxes on these future dividends received in the U.S. from foreign subsidiaries. A significant portion of the $119.9 million of undistributed foreign earnings was previously taxed under the U.S. Tax Cut and Jobs Act (TCJA). The Company intends to remain indefinitely reinvested in the remaining undistributed earnings outside the U.S. which is estimated to be approximately $377.8 million on August 29, 2026.
Previous wording
•The effects of the ongoing conflict and broader geopolitical instability in the Middle East, including with respect to negative impacts on our supply chain, decreased sales within the region or beyond due to supply chain constraints, and broader inflationary and macroeconomic effects;
Current wording
•The effects of the ongoing conflict in the Middle East and broader geopolitical instability, including with respect to negative impacts on our supply chain, decreased sales within the region or beyond due to supply chain constraints or other factors, energy prices, and broader inflationary and macroeconomic effects;
Previous wording
•Changes to U.S. and international trade policies, including new or increased tariffs and changing import/export regulations, which impact both the cost and availability of materials and components used to manufacture our products as well as demand for our products;
Current wording
•Changes to U.S. and international trade policies, including new or increased tariffs, developments relating to tariff refunds (including the risk of clawback or reversal or tariff refunds or the discontinuation of any additional tariff refunds), and changing import/export regulations, which impact both the cost and availability of materials and components used to manufacture our products as well as demand for our products;
Previous wording
•Global and national economic conditions such as heightened inflation, uncertainty regarding future interest rates, foreign currency exchange rate fluctuations, the escalating conflict in the Middle East, the continuation of the Russia-Ukraine war, and potential governmental responses to these events;
Current wording
•Global and national economic conditions such as heightened inflation, uncertainty regarding future interest rates, foreign currency exchange rate fluctuations, geopolitical instability, and potential governmental responses to these events;
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
•Debt extinguishment charges: Includes expenses associated with the extinguishment of debt.
Current report — wording carried from elsewhere
•Higher restructuring charges associated with facility consolidation initiatives.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
The adjustments made to arrive at these non-GAAP financial measures are as follows: