UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  
  
FORM10-K
  
x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  
For the fiscal year ended
December 30, 201728, 2019
  
OR
  
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  
  
Commission File Number:1-14225
  
HNI Corporation
Iowa
42-0617510
(State of Incorporation)
42-0617510
(I.R.S. Employer No.)
  
600 East Second Street
P. O. Box 1109
Muscatine, Iowa 52761-0071
(563) 272-7400
  P. O. Box 1109
Muscatine,Iowa52761-0071
(563)272-7400
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock $1 Par ValueHNINew York Stock Exchange
 
 
Securities registered pursuant to Section 12(g) of the Act:  None.
 
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes
YES x NO o
No
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
YES o NO x
Yes
No
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
YES x NO o
No
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes
YES x NO o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

No
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerx
Accelerated filero Non-accelerated filer o
Smaller reporting companyoNon-accelerated filer
Emerging growth companyo


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
YES o NO x
Yes
No 

The aggregate market value of the voting stock held by non-affiliates of the Registrant as of July 1, 2017June 29, 2019 was $1,434,431,574$1,090,014,357 based on the New York Stock Exchange closing price for such shares on that date, assuming for purposes of this calculation that all 10 percent holders and all directors and executive officers of the Registrant are affiliates.


The number of shares outstanding of the Registrant's common stock, as of February 2, 2018,January 31, 2020, was 43,246,359.42,554,705.


Documents Incorporated by Reference


Portions of the Registrant's Definitive Proxy Statement on Schedule 14A for the Annual Meeting of Shareholders to be held on May 8, 20185, 2020 are incorporated by reference into Part III.



HNI Corporation and Subsidiaries
Annual Report on Form 10-K
 
Table of Contents
   
PART I
  Page
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
 
   
PART II
   
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
   
PART III
   
   
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
   
PART IV
   
Item 15.
Item 16.



PART I


Item 1.  Business
General


HNI Corporation (the ''Corporation'', ''we'', ''us'', or ''our'') is an Iowa corporation incorporated in 1944.  The Corporation is a provider of office furniture and hearth products.  Office furniture products include panel-based and freestanding furniture systems, seating, storage, tables, and tables.architectural products. These products are sold primarily through a national system of independent dealers, wholesalers, and office product distributors but also directly to end-user customers and federal, state, and local governments.  Hearth products include a full array of gas, wood, electric, and pellet burningfueled fireplaces, inserts, stoves, facings, and accessories.  These products are sold through a national system of independent dealers and distributors, as well as Corporation-owned distribution and retail outlets.  In fiscal 2017,2019, the Corporation had net sales of $2.2 billion, of which $1.7 billion or 76 percent was attributable to office furniture products and $0.5 billion or 24 percent was attributable to hearth products.  See "Note 16.17. Reportable Segment Information" in the Notes to Consolidated Financial Statements for further information about operating segments.


The Corporation is organized into a corporate headquarters and operating units with offices, manufacturing plants, distribution centers, and sales showrooms in the United States, Canada, China, Hong Kong, India, Mexico, Dubai, Taiwan, Mexico, and Dubai.Singapore.  See "Item 2. Properties" for additional related discussion.


EightSeveral operating units, marketed under various brand names, participate in the office furniture industry.  These operating units include:  
The HON Company LLC ("HON")
Allsteel Inc. ("Allsteel")
Maxon Furniture Inc. ("Maxon")
The Gunlocke Company LLC ("Gunlocke")
Hickory Business Furniture, LLC (''HBF'')
OFM LLC ("OFM")
HNI Hong Kong Limited (''Lamex'')
HNI Office India Limited ("HNI India") - formerly BP Ergo Limited


Each of these operating units provides products, which are sold through various channels of distribution and segments of the industry.


The operating unit Hearth & Home Technologies LLC (''Hearth & Home'') participates in the hearth products industry.  The retail and distribution brand for this operating unit is Fireside Hearth & Home.


The Corporation has been committed to systematically eliminating waste through its process improvement approach known as Rapid Continuous Improvement (''RCI''), which focuses on streamlining design, manufacturing, and administrative processes.  The Corporation's RCI program has contributed to increased productivity, lower costs, improved product quality, enhanced workplace safety, and shorter averageimproved lead times.


The Corporation's productresearch and development efforts are focused on developing and providing relevant and differentiated solutions, delivering quality, aesthetics, and style.


An important element of the Corporation's success has been its member-owner culture, which has enabled it to attract, develop, retain, and motivate skilled, experienced, and efficient members (i.e., employees).  Each of the Corporation's eligible members has the opportunity to own stock in the Corporation through a number of stock-based plans, including a member stock purchase plan and a profit-sharing retirement plan. These ownership opportunities drive a unique level of commitment to the Corporation’s success throughout the workforce. Member'sMembers own approximately 6 percent of the Corporation's stock.


For further financial-related information with respect to acquisitions, divestitures, operating segment information, restructuring, and the Corporation’s operations in general, refer to "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II of this report and the following sections in the Notes to Consolidated Financial Statements: "Note 1. Nature of Operations", "Note 4. Restructuring and Impairment Charges", "Note 5. Acquisitions and Divestitures", and "Note 16.17. Reportable Segment Information".



Industry

According to the Business and Institutional Furniture Manufacturer's Association ("BIFMA"), North American 2017 sales of office and institutional furniture grew 2 percent from 2016 levels. North American 2016 sales of office and institutional furniture grew 2 percent from 2015 levels.


The U.S.United States office furniture market consists of two primary channels—channels — the contract channel and the supplies-driven channel.  The contract channel has traditionally been characterized by sales of office furniture and services to large corporations, primarily for new office facilities, relocations, or office redesigns. Sales to the contract channel are frequently customized to meet

specific client and designer preferences.  Contract furniture is generally purchased through independent office furniture dealers who prepare a custom-designed office layout emphasizing image and design.  The selling process is complex, lengthy, and generally has several manufacturers competing for the same projects.


The supplies-driven channel, in which the Corporation is a market leader, primarily represents smaller orders of office furniture purchased by small/medium businesses. Sales in this channel are driven on the basis of price, quality, selection, speed, and reliability of delivery.  Office productsproduct dealers, wholesalers, and national office product distributors, e-Commerce retailers, and wholesalers are the primary distribution channels in this market.


The Corporation also competes in the hearth products industry, where it is a market leader.  Hearth products are typically purchased by builders during the construction of new homes and homeowners during the renovation of existing homes.  Both types of purchases involve seasonality with remodel/retrofit activity being particularly concentrated in the September to December time-frame.  Distribution is primarily through independent dealers, who may buy direct from the manufacturer or from an intermediate distributor.


Strategy


The Corporation's strategy is to build on its position as a leading manufacturer of office furniture and hearth products in North America and pursue select global markets where opportunities exist to create shareholder value.  The components of this growth strategy are to introduce new products, build brand equity, provide outstanding customer satisfaction, strengthen the distribution network, pursue complementary strategic acquisitions, enter markets not currently served, and continually reduce costs.


The Corporation’s strategy has a dual focus: working continuously to extract new growth from its core markets while identifying and developing new, adjacent potential areas of growth.  The Corporation focuses on extracting new growth from each of its existing businesses by deepening its understanding of end-users and using the insights gained to refine branding, selling, marketing, and productresearch and development.  The Corporation also pursues opportunities in potential growth drivers related to its core business, such as vertical markets or new distribution models.


Employees/Members


As of December 30, 2017,28, 2019, the Corporation employed approximately 9,6008,500 persons, 9,1008,400 of whom were full-time and 500100 of whom were temporary personnel.  The Corporation believes its labor relations are good.


Products and Solutions


Office Furniture
The Corporation designs, manufactures, and markets a broad range of office furniture systems and seatingworkplace furnishings across a range of price points. The Corporation's portfolio includes panel-based and freestanding furniture systems and complementary products such as seating, storage, tables, and relocatable architectural walls.products. The Corporation offers a complete line of office panel system products, benching, freestanding tables, storage, and freestanding desks, bookshelves, and credenzassocial collaborative products in order to meet the needs of a wide spectrum of organizations. The Corporation offers a variety of storage options designed either to be integrated into the Corporation's office systems products or to function as freestanding furniture in office applications. The Corporation's seating line includes chairs designed for all types of office work.work, including task seating, multi-purpose seating, and soft upholstery lounge.  The chairs are available in a variety of frame colors, coverings, and a wide range of price points.



To meet the demands of various markets, the Corporation's products are sold primarily under the Corporation's brands:
HON® 
Allsteel® 
MaxonBeyond® 
Gunlocke® 
HBFMaxon® 
OFMHBF® 
basyx® by HON
LamexOFM® 
HNI IndiaRespawnTM
Lamex® 
HNI India®


Hearth Products
The Corporation is North America’s largest manufacturer and marketer of prefabricated fireplaces, hearth stoves, and related products. These products are primarily for the home and are sold under the following widely recognized brands:
Heatilator® 
Heat & Glo® 
Majestic® 
Monessen® 
Quadra-Fire® 
Harman Stove®
Vermont Castings®
PelPro®
Stellar HearthTM 
Vermont Castings®
PelProTM

The Corporation’s line of hearth products includes a full array of gas, wood, electric, and pellet burningfueled fireplaces, inserts, stoves, facings, and accessories.  Heatilator®, Heat & Glo®, Majestic®, Monessen®, and MonessenStellar Hearth®TM are brand leaders in the two largest segments of the home fireplace market: gas and wood fireplaces.  The Corporation is thea leader in "direct vent" fireplaces, which replaces the chimney-venting system used in traditional fireplaces with a less expensive vent through the roof or an outer wall.  In addition, the Corporation is thea market leader in wood and pellet-burning stoves with its Quadra-Fire®, Harman StoveTM®, Vermont Castings®, and PelProTM® product lines, which provide home heating solutions using renewable fuels.  See "Intellectual Property" below for additional details.


Manufacturing


The Corporation manufactures office furniture in Georgia, Iowa, New York, North Carolina, China, and India.  The Corporation manufactures hearth products in Iowa, Minnesota, Pennsylvania, and Vermont.


The Corporation purchases raw materials and components from a variety of suppliers and generally, most items are available from multiple sources.  Major raw materials and components include coil steel, aluminum, zinc, castings, lumber, veneer, particleboard, fabric,textiles, paint, lacquer, hardware, glass, plastic products, shipping cartons, foam, and shipping cartons.fiberglass.


Since its inception, the Corporation has focused on making its manufacturing facilities and processes more flexible while reducing cost, eliminating waste, and improving product quality.  The Corporation applies the principles of RCI and a lean manufacturing philosophy leveraging the creativity of its members to eliminate and reduce costs.  To achieve flexibility and attain efficiency goals, the Corporation has adopted a variety of production techniques, including cellular manufacturing, focused factories, just-in-time inventory management, value engineering, business simplification, and 80/20 principles.  The application of RCI has increased productivity by reducing set-up, processing times, square footage, inventory levels, product costs, and delivery times, while improving quality and enhancing member safety.  The Corporation's RCI process involves members, customers, and suppliers.  Manufacturing also plays a key role in the Corporation's concurrent productresearch and development process in order to design new products for ease of manufacturability.



ProductResearch and Development


The Corporation's productresearch and development efforts are primarily focused on developing relevant and differentiated end-user solutions focused on quality, aesthetics, style, sustainable design, and reduced manufacturing costs.  The Corporation accomplishes this through improving existing products, extending product lines, applying ergonomic research, improving manufacturing processes, leveraging alternative materials, and providing engineering support to its operating units.  The Corporation conducts its productresearch and development efforts at both the corporate and operating unit levels.  The Corporation invested in productresearch and development as follows (in thousands):
 2017 2016 2015
Product development investments$31,846
 $28,089
 $31,103
 2019
 2018
 2017
Research and development investments$34,699
 $33,420
 $31,846


Intellectual Property


As of December 30, 2017,28, 2019, the Corporation owned 181 U.S.141 United States and 187138 foreign patents with expiration dates through 20402042 and had applications pending for 20 U.S.25 United States and 5945 foreign patents.  In addition, the Corporation holds 169 U.S.183 United States and 446411 foreign trademark registrations and has applications pending for 28 U.S.14 United States and 1512 foreign trademarks.

The Corporation's principal office furniture products do not require frequent technical changes.  The Corporation believes neither any individual office furniture patent nor the Corporation's office furniture patents in the aggregate are material to the Corporation's business as a whole.

The Corporation’s patents covering its hearth products protect various technical innovations.  While the acquisition of patents reflects Hearth & Home’s position in the market as an innovation leader, the Corporation believes neither any individual hearth product patent nor the Corporation’s hearth product patents in the aggregate are material to the Corporation’s business as a whole.


The Corporation applies for patent protection when it believes the expense of doing so is justified and the duration of its registered patents is adequate to protect these rights.  The Corporation also pays royalties in certain instances for the use of patents on products and processes owned by others.


The Corporation applies for trademark protection for brands and products when it believes the expense of doing so is justified. The Corporation actively protects trademarks it believes have significant value. The Corporation believes neither the loss of any individual trademark nor the loss of the Corporation's trademarks in the aggregate would materially or adversely affect the Corporation's business as a whole, except for HON, Allsteel, Heat & Glo, and Heatilator.


Sales and Distribution: Customers


The Corporation sells its office furniture products through five principalvarious distribution channels.  The firstA summary of each channel consisting of independent,is as follows:
Independent, local office products dealers specializesthat specialize in the sale of office furniture and office furniture systems to business, government, education, and health care entities.

The second distribution channel is comprised of nationalNational office product distributors that sell furniture and office supplies through a national network of dealerships and sales offices.  These distributors also sell through on-line and retail office products stores.

The third distribution channel involves the Corporation having the lead selling relationship with the end-user.

The fourth distribution channel is comprised of wholesalers servingWholesalers that serve as distributors of the Corporation's products to independent dealers and national office products distributors. WholesalersThese wholesalers maintain inventoryinventories of standard product lines for resalequick delivery to customers.
e-Commerce focused resellers that sell a wide array of business and consumer products to commercial and non-commercial customers. Orders are fulfilled both by the various independent dealers and national office products distributors.Corporation and/or directly by the e-Commerce reseller from inventory held in their facilities.

The fifth distribution channel is comprised of directDirect sales of the Corporation's products to federal, state and local government offices.offices or in certain circumstances a lead selling relationship with an end-user.


The Corporation's office furniture sales force consists of regional sales managers, salespersons, and firms of independent manufacturers' representatives who collectively provide national sales coverage.  Sales managers and salespersons are compensated by a combination of salary and variable performance compensation.

Independent office products dealers, national wholesalers, and national office product distributors market their products over the Internet and through catalogs periodically published and distributed to existing and potential customers.



The Corporation also makes export sales through HNI ExportInternational to independent office furniture dealers and wholesale distributors serving select foreign markets.  Distributors are principally located in the Middle East, Mexico, Latin America, and the Caribbean.  Through Lamex and HNI India, the Corporation manufactures and distributes office furniture directly to end-users and through independent dealers and distributors in Asia, primarily China and India.

Limited quantities of select finished goods inventories primarily built to order and awaiting shipment are at the Corporation's principal manufacturing plants and at its various distribution centers. Additionally, the Corporation holds select finished goods inventories to enable direct fulfillment capabilities.


Hearth & Home sells its fireplace and stovehearth products through independent dealers, distributors, and Corporation-owned distribution and retail outlets.  The Corporation has a field sales organization of regional sales managers, salespersons, and firms of independent manufacturers' representatives.


In fiscal 2017,2019, the Corporation's five largest customers represented approximately 2421 percent of its consolidated net sales. No single customer accounted for 10 percent or more of the Corporation’s consolidated net sales in fiscal 2017.2019.  The substantial purchasing power exercised by large customers may adversely affect the prices at which the Corporation can successfully offer its products.


The Corporation has an order backlog, which will be filled in the ordinary course of business. The Corporation's backlog orders are typically cancelable for a period of time and the backlog is typically fulfilled within a quarter. Order backlog in dollars and in terms of percentage of net sales was as follows (in thousands):
December 30, 2017 December 31, 20162019
 2018
Net sales$2,175,882
 $2,203,489
$2,246,947
 $2,257,895
Order backlog$202,255
 $175,732
$166,502
 $181,522
Percent of net sales9.3% 8.0%7.4% 8.0%


The Corporation’s products are typically manufactured and shipped within a few weeks following receipt of order or later upon customer request.  Therefore, the dollar amount of the Corporation’s order backlog is not considered by management to be a leading indicator of the Corporation’s expected sales in any particular fiscal period.


Competition


The Corporation is a leading global office furniture manufacturer and marketer, and is North America's largest manufacturer and marketer of fireplaces.


The office furniture industry is highly competitive, with a significant number of competitors offering similar products.  The Corporation competes by emphasizing its ability to deliver compelling value products, solutions, and a high level of tailored customer service.  The Corporation competes with large office furniture manufacturers, which cover a substantial portion of the North America market share in the contract-oriented office furniture market, including manufacturers such as Steelcase Inc., Haworth, Inc., Herman Miller, Inc., and Knoll, Inc.  The Corporation also competes with a number of other office furniture manufacturers, including, The Global Group, (a Canadian company), Kimball International, Inc., Krueger International Inc. (KI), and Teknion Corporation, (a Canadian company), as well as global importers.  The Corporation faces significant price competition from its competitors and may encounter competition from new market entrants.


HearthThe hearth products consisting of prefabricated fireplaces and relatedindustry is also highly competitive. Hearth products are manufactured by a number of national and regional competitors.  The Corporation competes against a broad range of manufacturers, including Travis Industries Inc., Innovative Hearth Products, Wolf Steel Ltd. (Napoleon), and FPI Fireplace Products International Ltd. (Regency).


Both office furniture and hearth products compete on the basis of performance, quality, price, customer service, and complete and on-time delivery.  The Corporation believes it competes principally by providing compelling value products designed to be among the best in their price range for product quality, performance, superior customer service, and short lead-times.  This is made possible, in part, by the Corporation's on-going investment in brands, productresearch and development, low costefficient manufacturing operations, and extensive distribution network.

For further discussion of the Corporation's competitive situation, refer to "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II of this report.



Effects of Inflation


Certain business costs may, from time to time, increase at a rate exceeding the general rate of inflation.  The Corporation’s objective is to offset the effect of normal inflation primarily through productivity improvements combined with certain adjustments to the selling price of its products as competitive market and general economic conditions permit.


Investments are routinely made in modernizing plants, equipment, information technology, and RCI programs.  These investments collectively focus on business simplification and increasing productivity, which help to offset the effect of rising material and labor costs. The Corporation also routinely employs ongoing cost control disciplines.  In addition, the last-in, first-out ("LIFO") valuation method is used for most of the Corporation's inventories. The use of LIFO ensures changing material and labor costs are recognized in reported income and pricing decisions.


Environmental


The Corporation is subject to a variety of environmental laws and regulations governing the use of materials and substances in products, the management of wastes resulting from use of certain material, and the remediation of contamination associated with releases of hazardous substances used in the past.  Although the Corporation believes it is substantially compliant with all of the various regulations applicable to its business, there can be no assurance requirements will not change in the future or the Corporation will not incur material costs to comply with such regulations.  The Corporation has trained staff responsible for monitoring compliance with environmental, health, and safety requirements.  The Corporation’s staff works with responsible personnel at each manufacturing facility, the Corporation’s environmental legal counsel, and consultants on the management of environmental, health, and safety issues.  The Corporation’s environmental objective is to reduce and, when practical, eliminate the human and ecosystem impacts of materials and manufacturing processes.


Over the past several years, the Corporation has expanded its environmental management system and established metrics to influence product design and development, supplier and supply chain performance, energy and resource consumption, and the impacts of its facilities.  In addition, the Corporation is providingprovides sustainability training to senior decision makers and has assigned resources to documenting and communicating its progress to an increasingly knowledgeable market.  Integrating sustainable objectives into core business systems is consistent with the Corporation’s vision, and ensures its commitment to being a sustainable enterprise, and remains a priority for all members.


Compliance with federal, state, and local environmental regulations has not had a material effect on the capital expenditures, earnings, or competitive position of the Corporation to date.  The Corporation does not anticipate financially material capital expenditures will be required during fiscal 20182020 for environmental control facilities.  In management’s judgment, compliance with current regulations should not have a material effect on the Corporation’s financial condition or results of operations.  However, there can be no assurance new environmental legislation, material science, or technology in this area will not result in or require material capital expenditures.


Business Development


The development of the Corporation's business during the fiscal years ended December 28, 2019, December 29, 2018, and December 30, 2017 December 31, 2016, and January 2, 2016 is discussed in ''Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II of this report.


Available Information


Information regarding the Corporation’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to these reports, will be made available, free of charge, on the Corporation’s website at www.hnicorp.com, as soon as reasonably practicable after the Corporation electronically files such reports with or furnishes them to the Securities and Exchange Commission (the ''SEC'(''SEC'').  The information on the Corporation's website is not, and shall not be, deemed to be a part hereof or incorporated into this or any of the Corporation's other filings with the SEC. The Corporation’s information isSEC filings are also available from the SEC’s Public Reference room at 100 F Street, N.E., Washington, D.C. 20549, or on the SEC website at www.sec.gov.


Forward-Looking Statements


Statements in this report to the extent they are not statements of historical or present fact, including statements as to plans, outlook, objectives, and future financial performance, are "forward-looking" statements, within the meaning of Section 21 of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995.  Words such as "anticipate," "believe,"

"could, "could," "confident," "estimate," "expect," "forecast," "hope," "intend," "likely," "may," "plan," "possible," "potential," "predict," "project," "should," "will," "would," and variations of such words and similar expressions identify forward-looking statements.


Forward-looking statements involve known and unknown risks and uncertainties, which may cause the Corporation’s actual results in the future to differ materially from expected results.  The most significant factors known to the Corporation that may adversely affect the Corporation’s business, operations, industries, financial position, or future financial performance are described later in this report under the heading "Item 1A. Risk Factors."  The Corporation cautions readers not to place undue reliance on any forward-looking statement, which speaks only as of the date made, and to recognize forward-looking statements are predictions of future results, which may not occur as anticipated.  Actual results could differ materially from those anticipated in the forward-looking statements and from historical results due to the risks and uncertainties described elsewhere in this report, including but not limited to: the levels of office furniture needs and housing starts; overall demand for ourthe Corporation's products; general economic and market conditions in the United States and internationally; industry and competitive conditions; the consolidation and concentration of ourthe Corporation's customers; ourthe Corporation's reliance on ourits network of independent dealers; changes in trade policy; changes in raw material, component, or commodity pricing; market acceptance and demand for ourthe Corporation's new products; our ability to successfully execute our business software system implementation; our ability to achieve desired results from closures and structural cost reduction initiatives; our ability to achieve the anticipated benefits from integrating our acquired businesses and alliances; changing legal, regulatory, environmental, and healthcare conditions; the risks associated with international operations; the potential impact of product defects; the various restrictions on ourthe Corporation's financing activities; an inability to protect ourthe Corporation's intellectual property; the impactimpacts of recent tax legislation; force majeure events outside the Corporation’s control; and other risks as described under the heading "Item 1A. Risk Factors," as well as others that the Corporation may consider not material or does not anticipate at this time.  The risks and uncertainties described in this report, including those under the heading "Item 1A. Risk Factors," are not exclusive and further information concerning the Corporation, including factors that potentially could have a material effect on the Corporation’s financial results or condition, may emerge from time to time.


The Corporation assumes no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.  The Corporation advises you, however, to consult any further disclosures made on related subjects in future quarterly reports on Form 10-Q and current reports on Form 8-K filed with or furnished to the SEC.


Item 1A.  Risk Factors


The following risk factors and other information included in this report should be carefully considered.  If any of the following risks occur, ourthe Corporation's business, operating results, cash flows, or financial condition could be materially adversely affected.


Unfavorable economic and industry factors could adversely affect ourthe Corporation's business, operating results, or financial condition.


Office furniture industry sales are impacted by a variety of macroeconomic factors including service-sector employment levels, corporate profits, small business confidence, commercial construction, and office vacancy rates. Industry factors, including corporate restructuring, technology changes, corporate relocations, health and safety concerns, including ergonomic considerations, and the globalization of companies also influence office furniture industry revenues.


Hearth products industry sales are impacted by a variety of macroeconomic factors including housing starts, overall employment levels, interest rates, home affordability, consumer confidence, energy costs, disposable income, and changing demographics. Industry factors, such as technology changes, health and safety concerns, and environmental regulation, including indoor air quality standards, also influence hearth products industry revenues. Deterioration of economic conditions or a slowdown in the recovery in the homebuilding industry and the hearth products market could decrease demand for our hearth products and have additional adverse effects on our operating results. Additionally, the decline in oil and other fuel prices has negatively impacted demand for pellet stoves and we expect demand to remain soft

A deterioration of economic conditions in the pellet business while oil and other fuel prices remain low.

Economic growth remains solid in ourCorporation's key international markets, including China and India. A deterioration of economic conditions in those marketsIndia, could have adverse effects on ourthe Corporation's international office furniture sales and operating results.


Deteriorating economic conditions could affect ourthe Corporation's business significantly, including: reduced demand for products; insolvency of our independent dealers resulting in increased provisions for credit losses; insolvency of our key suppliers resulting in product delays; inability of customers to obtain credit to finance purchases of our products; and decreased customer demand, including order delays or cancellations. In a recessionary economy, business confidence, service-sector employment, corporate cash flows and residential and non-residential commercial construction often decrease, which typically leads to a decrease in demand for office furniture and hearth products.



The office furniture and hearth products industries are highly competitive and, as a result, wethe Corporation may not be successful in winning new business.


Both the office furniture and hearth products industries are highly competitive. Many of ourthe Corporation's competitors in both industries offer similar products.  Competitive factors include price, delivery and service, brand recognition, product design, product quality, strength of dealers and other distributors, and relationships with customers and key influencers, including architects, designers, home-builders, and facility managers.  In both industries, most of ourthe top competitors have an installed base of products that can be a source of significant future sales through repeat and expansion orders.  OurThe Corporation's main competitors manufacture products with strong acceptance in the marketplace and are capable of developing products that have a competitive advantage, over our products, which could make it difficult for us to win new business.


In both the office furniture and hearth products industries, we facethe Corporation faces price competition from our competitors and from new market entrants who primarilymay manufacture and source products from lower cost countries.  Price competition impacts ourthe ability to implement price increases or, in some cases, even maintain prices, which could lower our profit margins and adversely affect our future financial performance.


If customers do not perceive the Corporation's products and services to be of good value, the Corporation's brand and name recognition and reputation could suffer.

The Corporation believes that establishing and maintaining good brand and name recognition and a good reputation is critical to its business. In certain parts of the market, promotion and enhancement of the Corporation's name and brands will depend on the effectiveness of marketing and advertising efforts and on successfully providing design-driven, innovative, and high-quality products and superior services. If customers do not perceive the Corporation's products and services to be design-driven, innovative and of high quality, its reputation, brand and name recognition could suffer, which could have a material adverse effect on the Corporation's business.

Changes in industry dynamics, including demand and order patterns from our customers, distribution changes, or the loss of a significant number of dealers, could adversely affect ourthe Corporation's business, operating results, or financial condition.

Consolidation among the Corporation's customers may result in a smaller number or large customers whose size and purchasing power give them increased leverage that may result in, among other things, decreases in average selling prices. In addition, further consolidations may lead to fluctuations in revenue, increases in costs to meet demands of large customers, and pressure to accept onerous contract terms, and the Corporation's business, financial condition, and operating results could be harmed.


We sell ourThe Corporation sells products through multiple distribution channels, which primarily includesinclude independent dealers, national dealers, wholesalers, and wholesalers.e-Commerce.  Within these distribution channels, there has been, and may continue to be, consolidation. We relyThe Corporation relies on distribution partners to provide a variety of important specification, installation, and after-market services to our customers.  Some of our distribution partners may terminate their relationshipsrelationship with usthe Corporation at any time and for any reason.  We haveThe Corporation has experienced demand shift to direct fulfillment, reducing two-step distribution that was previously provided by wholesale partners. Our abilityThe inability to provide increased direct fulfillment and/or the loss or termination of a significant number of reseller relationships could cause difficulties for us in marketing and distributing our products, resulting in a decline in our sales, which may adversely affect ourthe business, operating results, or financial condition.


OurIn addition, individual dealers may not continue to be viable and profitable and may suffer from the lack of available credit. While the Corporation is not significantly dependent on any single dealer, if dealers go out of business or are restructured, the Corporation may suffer losses as they may not be able to pay the Corporation for products previously delivered to them. The loss of a dealer relationship could also negatively affect the Corporation's ability to maintain market share in the affected geographic market and to compete for and service clients in that market until a new dealer relationship is established. Establishing a viable dealer in a market can take a significant amount of time and resources. The loss or termination of a significant dealer or a significant number of dealer relationships could cause significant difficulties for the business in marketing and distributing the Corporation's products, resulting in a decline in sales.

The Corporation's failure to retain its existing management team, maintain its engineering, technical, and manufacturing process expertise, or continue to attract qualified personnel could adversely affect the Corporation's business.

The Corporation depends significantly on its executive officers and other key personnel. The Corporation's success is also dependent on keeping pace with technological advancements and adapting services to provide manufacturing capabilities that meet customers' changing needs. To do that, the Corporation must retain qualified engineering and technical personnel and successfully anticipate and respond to technological changes in a cost effective and timely manner. The Corporation focuses on continuous training, motivation, and development of its members, and it strives to attract and retain qualified personnel. Failure to retain the Corporation's executive officers and retain and attract other key personnel could adversely affect the Corporation's business.

Evolving trade policy between the United States and other countries may have an adverse effect on the Corporation's business and results of operations.

The Corporation has a global supply chain for raw materials and components used in office furniture and hearth products. Actions taken by the United States government to adopt a new approach to trade policy and in some cases to apply tariffs on certain products and materials, could have long-term impacts on existing supply chains. The evolving situation could impact the competitive environment depending on the severity and duration of current and future policy changes. This may manifest in additional costs on the business, including costs with respect to raw materials and components upon which the business depends. The increased costs have lowered and could further lower profit margins as the Corporation may not be able to pass on the additional costs by increasing the prices of its products, and its business and results of operations may be adversely affected.

In addition, certain foreign governments have imposed retaliatory tariffs on goods that their countries import from the United States. Changes in United States trade policy could result in one or more foreign governments adopting responsive trade policies that make it more difficult or costly for the Corporation to do business in or import products from those countries.

The Corporation cannot predict the extent to which the United States or other countries will impose quotas, duties, tariffs, taxes or other similar restrictions upon the import or export of raw materials or products in the future, nor can the Corporation predict future trade policy or the terms of any renegotiated trade agreements and their impact on the business. The adoption and expansion of trade restrictions, the occurrence of a trade war, or other governmental action related to tariffs or trade agreements or policies has the potential to adversely impact demand for products, costs, customers, suppliers, and the United States economy, which in turn could have a material adverse effect on the business, operating results and financial condition.

The Corporation's profitability may be adversely affected by increases in raw material and commodity costs as well as transportation and shipping challenges.


Fluctuations in the price, availability, and quality of the commodities, raw materials, and components used in manufacturing could have an adverse effect on our costs of sales, profitability, and our ability to meet customers' demand.  We sourceThe Corporation sources commodities, raw materials, and components from domestic and international suppliers for both ourthe office furniture and hearth products.  From both domestic and international suppliers, the cost, quality, and availability of commodities, raw materials, and components, including steel, have been significantly affected in recent years by, among other things, changes in global supply and demand, changes in laws

and regulations (including tariffs and duties), changes in exchange rates and worldwide price levels, natural disasters, labor disputes, terrorism, and political unrest or instability.  These factors could lead to further price increasesvolatility or supply interruptions in the future.  Our profitProfit margins could be adversely affected if commodity, raw material, and component costs remain high or escalate further, and we arethe Corporation is either unable to offset such costs through strategic sourcing initiatives and continuous improvement programs or, as a result of competitive market dynamics, unable to pass along a portion of the higher costs to our customers.


We relyThe Corporation relies primarily on third-party freight and transportation providers to deliver our products to customers. Increasing demand for freight providers and a shortage of qualified drivers may cause delays in our shipments and increase the cost to ship ourits products, which may adversely affect our profitability. Additionally, we importthe Corporation imports and exportexports products and components, primarily using container ships, which load and unload through North American ports. Port-caused delays in the shipment or receipt of products and components, including labor disputes, could cause delayed receipt of our products and components. These delays could cause manufacturing disruptions, increased expense resulting from alternate shipping methods, or the inability to meet customer delivery expectations, which may adversely affect our sales and profitability.



OurThe Corporation's efforts to introduce new products to meet customer and workplace demands may not be successful, which could limit our sales growth or cause ourits sales to decline.


To meet the changing needs of our customers and keep pace with market trends weand evolving regulatory and industry requirements, including environmental, health, safety, and similar standards for the workplace and for product performance, the Corporation regularly introduceintroduces new office furniture and hearth products.  The introduction of new products requires the coordination of the design, manufacturing, and marketing of the products, which may be affected by factors beyond our control.uncontrollable factors.  The design and engineering of certain new products varies but can take up toextend beyond a year or more, andyear; further time may be required to achieve client acceptance.  WeThe Corporation may face difficulties if weit cannot successfully align ourselvesitself with independent architects, home-builders, and designers who are able to design, in a timely manner, high quality products consistent with ourthe Corporation's image and our customers' needs.  Accordingly, the launch of a product may be later or less successful than we originally anticipated, limiting our sales growth or causing our sales to decline.


Our implementation and use of a new business software system, and accompanying transformation of our business processes, could result in problems that could negatively impact our business and results of operations.

We are engaged in a multi-year, broad-based program, which we refer to as business systems transformation ("BST"). The BST initiative includes the introduction of a new software system along with process changes and new ways to work, which simplify and streamline our business processes. In 2016 and 2017, we implemented BST across several of our smaller operating companies. The remaining in-scope domestic office furniture operations switched over to the new system on February 1, 2018. At this early stage of implementation, there can be no assurance issues relating to BST will not occur, including compatibility issues, integration challenges and further delays, and higher than expected implementation costs. While not experienced to date, BST may not function properly or deliver the projected benefits, which could significantly disrupt our business, including our ability to provide quotes, process orders, ship products, invoice customers, process payments, generate management and financial reports, and otherwise run our business.

Our continuing activities to reduce structural costs may result in customer disruption, may distract management from other activities, and may not achieve the desired results.

As part of our commitment to taking structural cost out of our business, we regularly close, reconfigure, or transform manufacturing and distribution facilities. Over the past several years, we have closed a number of facilities in the United States and internationally. We have implemented, and will continue to implement, restructuring actions to transform our business and reduce our manufacturing footprint. These actions may take longer than anticipated, prove costlier than expected, and may distract management from other activities. If we do not fully realize the expected benefits of our restructuring activities, our financial condition and ability to meet customer needs could be negatively affected.

WeCorporation may not be able to successfully integrate and manage our acquired businesses and alliances.


One of ourthe Corporation's growth strategies is to supplement ourits organic growth through acquisitions and strategic alliances. The benefits of acquisitions or alliances may take more time than expected to develop or integrate into our operations. In addition, acquisitions and alliances involve a number of risks, including:


diversion of management’s attention;
difficulties in assimilating the operations and products of an acquired business or in realizing projected efficiencies, cost savings and revenue synergies;
potential loss of key employees or customers of the acquired businesses or adverse effects on existing business relationships with suppliers and customers;
negative impact on member morale and performance as a result of job changes and reassignments;
reallocation of amounts of capital from other operating initiatives or an increase in our leverage and debt service requirements to pay the acquisition purchase prices, which could in turn restrict ourthe ability to access additional capital when needed or to pursue other important elements of ourthe business strategy;
inaccurate assessment of undisclosed, contingent, or other liabilities or problems and unanticipated costs associated with the acquisition;
possible tax costs or inefficiencies associated with integrating the operations of a combined company; and
incorrect estimates made in accounting for acquisitions, incurrence of non-recurring charges, and write-off of significant amounts of goodwill that could adversely affect ourthe financial results.


OurThe Corporation's ability to grow through future acquisitions will depend, in part, on the availability of suitable acquisition candidates at an acceptable price, ourthe ability to compete effectively for these acquisition candidates, and the availability of capital to complete the acquisitions.  Any potential acquisition may not be successful and could adversely affect ourthe business, operating results, or financial condition.



We may need to take additional impairment charges related to goodwillGoodwill and indefinite-livedother intangible assets whichrepresent a significant amount of the Corporation's net worth, and an impairment charge would adversely affect ourthe Corporation's financial results.


Goodwill and other acquired intangible assets with indefinite lives are recorded at fair value at the time of acquisition and are not amortized, but are testedreviewed for impairment annually and whenor more frequently if an event occurs or circumstances change making it reasonably

possible an impairment may exist.  Poor performance in portionsIn evaluating the potential for impairment of our business where we have goodwill orand other intangible assets, orthe Corporation makes assumptions regarding future operating performance, business trends and market and economic performance, and the Corporation’s sales, operating margins, growth rates and discount rates. There are inherent uncertainties related to these factors. If the Corporation experiences disruptions in its business, unexpected significant declines in operating results, a divestiture of a significant component of its business, declines in the market value of our equity, may result inor other factors causing the Corporation's goodwill or intangible assets to be impaired, the Corporation could be required to recognize a non-cash impairment charges,charge, which would adversely affect ourthe results of operations.


We areThe Corporation is subject to extensive environmental regulation and havehas exposure to potential environmental liabilities.


Through ourthe past and present operation and ownership by us of manufacturing facilities and real property, we arethe Corporation is subject to extensive and changing federal, state, and local environmental laws and regulations, both domestic and abroad, including those relating to discharges in air, water, and land, the handling and disposal of solid and hazardous waste, and the remediation of contamination associated with releases of hazardous substances.  In addition, the increased prevalence of global climate issues may result in new regulations that may negatively impact the Corporation. Compliance with environmental regulations has not had a material effect on our capital expenditures, earnings, or competitive position to date; however, compliance with current laws or more stringent laws or regulations which may be imposed on us in the future, stricter interpretation of existing laws or discoveries of contamination at ourthe Corporation's real property sites which occurred prior to our ownership, or the advent of environmental regulation may require us to incur additional expenditures in the future, some of which may be material.


Increasing healthcare costs could adversely affect ourthe Corporation's business, operating results, and financial condition.
 
We provideThe Corporation provides healthcare benefits to the majority of ourits members and areis self-insured.  Healthcare costs have continued to rise over time, which increases ourthe annual spending on healthcare and could adversely affect ourthe Corporation's business, operating results, and financial condition.


OurThe Corporation's international operations expose usit to risks related to conducting business in multiple jurisdictions outside the United States.


We manufacture, market,The Corporation manufactures, markets, and sell oursells products in international markets, including China and India. We planIndia and plans to continue to grow internationally. WeThe Corporation primarily sell oursells products and report ourreports the financial results in U.S.United States dollars; however, our increased business in countries outside the United States exposes uscreates exposure to fluctuations in foreign currency exchange rates.  Paying our expenses in other currencies can result in a significant increase or decrease in the amount of those expenses in terms of U.S.United States dollars, which may affect our profits.  In the future, any foreign currency appreciation relative to the U.S.United States dollar would increase our expenses that are denominated in that currency.  Additionally, as we reportthe Corporation reports currency in the U.S.United States dollar, ourthe financial position is affected by the strength of the currencies in countries where we havethe Corporation has operations relative to the strength of the U.S.United States dollar.


Further, certain countries have complex regulatory systems that impose administrative and legal requirements, which make managing international operations more difficult, including approvals to transfer funds intoamong certain countries. If we arethe Corporation is unable to provide financial support to ourthe international operations in a timely manner, our business, operating results, and financial condition could be adversely affected.


WeThe Corporation periodically review ourreviews foreign currency exposure and evaluateevaluates whether weit should enter into hedging transactions.


OurThe Corporation's international sales and operations are subject to a number of additional risks, including:


social and political turmoil, official corruption, and civil and labor unrest;
restrictive government actions, including the imposition of trade quotas and tariffs and restrictions on transfers of funds;
changes in labor laws and regulations affecting ourthe ability to hire, retain, or dismiss employees;
the need to comply with multiple and potentially conflicting laws and regulations, including environmental and corporate laws and regulations;
the failure of ourthe Corporation's compliance programs and internal training to prevent violations of the U.S.United States Foreign Corrupt Practices Act and similar anti-bribery laws;
preference for locally branded products and laws and business practices favoring local competition;
less effective protection of intellectual property and increased possibility of loss due to cyber-theft;
unfavorable business conditions or economic instability in any particular country or region;
infrastructure disruptions;

potentially conflicting cultural and business practices;
difficulty in obtaining distribution and support; and
changes to border taxes or other international tax reforms.


Restrictions imposed by the terms of our credit facility maythe Corporation's debt agreements limit ourthe Corporation's operating and financial flexibility.


OurThe Corporation's credit facility and other financing arrangements may limit ourlimits the ability of the Corporation to finance operations, service debt, or engage in other business activities that may be in ourits interests.  Specifically, our credit facility maythe debt agreements restrict ourits ability to incur additional indebtedness, create or incur certain liens with respect to any of our properties or assets, engage in lines of business substantially different than those currently conducted by us, sell, lease, license, or dispose of any of our assets, enter into certain transactions with affiliates, make certain restricted payments or take certain restricted actions, and enter into certain sale-leaseback arrangements.  Our credit facilityThe debt agreements also requires usrequire the Corporation to maintain certain financial covenants.


OurThe failure to comply with the obligations under our credit facilitythe debt agreements may result in an event of default, which, if not cured or waived, may cause accelerated repayment of the indebtedness under the credit facility.  Weagreements.  The Corporation cannot be certain weit will have sufficient funds available to pay any accelerated repayments or we will have the ability to refinance accelerated repayments on terms favorable to usterms or at all.


Phase-out of the London Interbank Offered Rate (LIBOR), or the replacement of LIBOR with a different reference rate or modification of the method used to calculate LIBOR, may adversely affect interest rates affecting the Corporation.
In July 2017, the United Kingdom’s Financial Conduct Authority announced its intention to stop compelling banks to submit LIBOR rates after 2021. It is unclear whether or not LIBOR will cease to exist at that time or if new methods of calculating LIBOR will be established following 2021.
At this time the Corporation cannot predict the future impact of a departure from LIBOR as a reference rate, however, if future rates based upon the successor rate (or a new method of calculating LIBOR) are higher than LIBOR rates as currently determined, it may have a material adverse effect on the Corporation's financial condition and results of operations.

Costs related to product defects could adversely affect ourthe Corporation's profitability.


We incurThe Corporation incurs various expenses related to product defects, including product warranty costs, product recall and retrofit costs, and product liability costs.  These expenses relative to product sales vary and could increase.  We useThe Corporation uses chemicals and materials in our products and includeincludes components in our products from external suppliers, which we believe are believed to be safe and appropriate for their designated use; however, harmful effects may become known, which could subject usthe Corporation to litigation and significant losses. We maintainThe Corporation maintains reserves for product defect-related costs but cannotthere can be certainno certainty these reserves will be adequate to cover actual claims.  We also purchase insurance coverage and maintain a reserve for our self-insured losses based upon estimates and actuarial assumptions, but we cannot be certain insurance would cover all losses related to product claims.  Incorrect estimates or any significant increase in the rate of our product defect expenses could have a material adverse effect on operations.


WeThe Corporation may require additional capital in the future, which may not be available or may be available only on unfavorable terms.


OurThe Corporation's capital requirements depend on many factors, including ourits need for capital improvements, tooling, new productresearch and development, and acquisitions.  To the extent our existing capital is insufficient to meet these requirements and cover any losses, wethe Corporation may need to raise additional funds through financings or curtail ourits growth and reduce ourthe Corporation's assets.  Future borrowings or financings may not be available to us under ourthe credit facility or otherwise in an amount sufficient to enable usthe Corporation to pay ourits debt or meet ourits liquidity needs.


Any equity or debt financing, if available, could have terms unfavorable to us.terms.  In addition, financings could result in dilution to our shareholders or the securities may have rights, preferences, and privileges senior to those of ourthe Corporation's common stock.  If ourthe need for capital arises because of significant losses, the occurrence of these losses may make it more difficult for us to raise the necessary capital.


OurThe Corporation's sales to the U.S.United States federal, state, and local governments are subject to uncertain future funding levels and federal, state, and local procurement laws and are governed by restrictive contract terms; any of these factors could limit current or future business.


We deriveThe Corporation derives a portion of ourits revenue from sales to various U.S.United States federal, state, and local government agencies and departments.  OurThe ability to compete successfully for and retain business with the U.S.United States government, as well as with state and local governments, is highly dependent on cost-effective performance.  OurThis government business is highly sensitive to

changes in procurement laws; national, international, state, and local public priorities; and budgets at all levels of government, which have recently experiencedfrequently experience downward pressure and, in the case of the federal budget, are subject to uncertainty.


OurThe Corporation's contracts with government entities are subject to various statutes and regulations that apply to companies doing business with the government.  The U.S.United States government, as well as state and local governments, can typically terminate or modify their contracts with us either for their convenience or if we defaultthe Corporation defaults by failing to perform under the terms of the applicable contract.  A termination arising out of our default could expose usthe Corporation to liability and impede ourits ability to compete in the future for contracts and orders with agencies and departments at all levels of government.  Moreover, we arethe Corporation is subject to investigation and audit for compliance with the requirements governing government contracts, including requirements related to procurement integrity, export controls, employment practices, the accuracy of records, and reporting of costs.  If wethe Corporation were found to not be a responsible supplier or to have committed fraud or certain criminal offenses, weit could be suspended or debarred from all further federal, state, or local government contracting.



We relyThe Corporation relies on information technology systems to manage numerous aspects of ourthe business and a disruption or failure of these systems could adversely affect our business.business, operating results, and financial condition.


We relyThe Corporation relies upon information technology networks and systems to process, transmit, and store electronic information, as well as to manage numerous aspects of ourthe business and provide information to management.  Additionally, we collectthe Corporation collects and storestores sensitive data of ourits customers, suppliers, and employees in data centers and on information technology networks. The secure operation of these information technology networks and the processing and maintenance of this information is critical to our business operations and strategy. These networks and systems, despite security and precautionary measures, are vulnerable to natural events and malicious activity. Though we attemptthe Corporation attempts to detect and prevent these incidents, weit may not be successful.  In addition, the Corporation is subject to data privacy and other similar laws in various jurisdictions. If the Corporation is the target of a cybersecurity attack, computer virus, physical or electronic break-in or similar disruption resulting in unauthorized disclosure of sensitive data of customers, suppliers, and employees, the Corporation may be required to undertake costly notification procedures. The Corporation may also be required to expend significant additional resources to protect against the threat of security breaches or to alleviate problems, including reputational harm and litigation, caused by any breaches. Any disruption of our information technology networks or systems, or access to or disclosure of information stored in or transmitted by our systems, could result in legal claims and damages and loss of intellectual property or other proprietary information.


OurThe Corporation's results of operations and earnings may not meet guidance or expectations.
We provideThe Corporation provides public guidance on ourthe expected results of operations for future periods. This guidance is comprised of forward-looking statements subject to risks and uncertainties, including the risks and uncertainties described in this Annual Report on Form 10-K and in our other public filings and public statements, and is based necessarily on assumptions we makemade at the time we providethe Corporation provides such guidance. OurThe guidance may not always be accurate. If, in the future, ourthe results of operations for a particular period do not meet ourits guidance or the expectations of investment analysts or if we reduce ourthe Corporation reduces its guidance for future periods, the market price of our common stock could decline significantly.


Iowa law and provisions in ourthe Corporation's charter documents may have the effect of preventing or hindering a change in control and adversely affecting the market price of ourits common stock.
OurThe Corporation's Articles of Incorporation give ourthe Corporation's Board of Directors ("Board") the authority to issue up to two million shares of preferred stock and to determine the rights and preferences of the preferred stock without obtaining shareholder approval. The existence of this preferred stock could make it more difficult or discourage an attempt to obtain control of the Corporation by means of a tender offer, merger, proxy contest, or otherwise. Furthermore, this preferred stock could be issued with other rights, including economic rights, senior to our common stock, thereby having a potentially adverse effect on the market price of our common stock.
OurThe Board of Directors is divided into three classes. OurThe Corporation's classified Board, along with other provisions of ourthe Corporation's Articles of Incorporation and Bylaws and Iowa corporate law, could make it more difficult for a third party to acquire usthe Corporation or remove ourthe Corporation's directors by means of a proxy contest, even if doing so would be beneficial to our shareholders. Additionally, wethe Corporation may, in the future, adopt measures (such as a shareholder rights plan or "poison pill") that could have the effect of delaying, deferring, or preventing an unsolicited takeover, even if such a change in control were at a premium price or favored by a majority of unaffiliated shareholders. These measures may be adopted without any further vote or action by ourthe shareholders.

An inability to protect ourthe Corporation's intellectual property could have a significant impact on ourthe business.
We attemptThe Corporation attempts to protect ourits intellectual property rights, both in the United States and in foreign countries, through a combination of patent, trademark, copyright, and trade secret laws, as well as licensing agreements and third-party nondisclosure and assignment agreements. Because of the differences in foreign trademark, copyright, patent, and other laws concerning proprietary rights, our intellectual property rights do not generally receive the same degree of protection in foreign countries as they do in the United States. In some parts of the world, we havethe Corporation has limited protections, if any, for ourits intellectual property. The degree of protection offered by the claims of the various patents, copyrights, trademarks, and service marks may not be broad enough to provide significant proprietary protection or competitive advantages to us, and patents, copyrights, trademarks, or service marks may not be issued on our pending or contemplated applications. In addition, not all of ourthe Corporation's products are covered by patents or similar intellectual property protections. It is also possible that our patents, copyrights, trademarks, and service marks may be challenged, invalidated, canceled, narrowed, or circumvented.
In the past, certain of our products have been copied and sold by others. We tryThe Corporation tries to enforce ourits intellectual property rights, but we havehas to make choices about where and how weto pursue enforcement and where weto seek and maintain intellectual property protection. In many cases, the cost of enforcing our rights is substantial, and wethe Corporation may determine that the costs of enforcement outweigh the potential benefits.

If third parties claim that we infringethe Corporation infringes upon their intellectual property rights, wethe Corporation may incur liabilities and costs and may have to redesign or discontinue an infringing product.
We faceThe Corporation faces the risk of claims that we haveit has infringed upon third parties’ intellectual property rights. Companies operating in ourthe Corporation's industry routinely seek patent protection for their product designs, and many of ourthe principal competitors have large patent portfolios. Prior to launching major new products in ourthe key markets, wethe Corporation normally evaluateevaluates existing intellectual property rights. However, our competitors and suppliers may have filed for patent protection which is not, at the time of ourthe evaluation, a matter of public knowledge. OurThe Corporation's efforts to identify and avoid infringing upon third parties’ intellectual property rights may not always be successful. Any claims of patent or other intellectual property infringement, even those without merit, could be expensive and time consuming to defend; cause usthe Corporation to cease making, licensing, or using products that incorporate the challenged intellectual property; require usthe Corporation to redesign, re-engineer, or re-brand ourthe products or packaging, if feasible; or require usthe Corporation to enter into royalty or licensing agreements in order to obtain the right to use a third party’s intellectual property.
Natural disasters, acts of God, force majeure events, or other catastrophic events may impact the Corporation's production capacity and, in turn, negatively impact profitability.


Natural disasters, acts of God, force majeure events, or other catastrophic events, including severe weather, military action, terrorist attacks, power interruptions, and fires, could disrupt operations and likewise, the ability to produce or deliver our products. Several of ourthe Corporation's production facilities, members, and key management are located within a small geographic area in eastern Iowa located near the Mississippi River and a natural disaster or catastrophe in the area, such as flooding or severe storms, could have a significant adverse effect on ourthe results of operations and business conditions. Further, several of ourthe Corporation's production facilities are single-site manufacturers of certain products, and an adverse event affecting any of those facilities could significantly delay production of certain products and adversely affect ourthe operations and business conditions. Members are an integral part of ourthe business and events including an epidemic could reduce the availability of members reporting for work. In the event we experiencethe Corporation experiences a temporary or permanent interruption in ourits ability to produce or deliver product, revenues could be reduced, and business could be materially adversely affected. In addition, any continuing disruption in ourthe Corporation's computer system could adversely affect ourthe ability to receive and process customers' orders, procure materials, manufacture products and ship products on a timely basis, and could adversely affect relations with customers, potentially resulting in reduction in orders from customers or loss of customers. We maintain insurance

The Corporation’s financial condition and results of operation could be adversely affected by a pandemic or epidemic health crisis.

In late 2019, a strain of coronavirus was reported to help protect us fromhave surfaced in China. At the time of this filing, the outbreak has been largely concentrated in China, although cases have been confirmed in other countries. The Corporation conducts operations at various facilities throughout the world, including in China, and the inability to manufacture at a facility, either temporarily or permanently, may result in increased costs, relatingadverse impacts to somethe Corporation's supply chain, lower revenues, and the loss of these events, but itcustomers. In addition, the impact of a pandemic or epidemic on the Corporation’s members and the global economy could adversely impact the Corporation’s sales and operations. At this point, the extent to which the current coronavirus outbreak may notimpact the Corporation’s results is uncertain and depends on future developments, which are highly uncertain and cannot be sufficient or paid in a timely manner in the event we suffer such an event.predicted.

Item 1B.  Unresolved Staff Comments


None.



Item 2.  Properties


The Corporation maintains its corporate headquarters in Muscatine, Iowa, and conducts operations at locations throughout the United States, Canada, China, Hong Kong, India, Mexico, Dubai, Taiwan, and Taiwan,Singapore, which house manufacturing, distribution, and retail operations and offices, totaling an aggregate of approximately 10.08.6 million square feet.  Of this total, approximately 2.9 million square feet are leased.


Although the plants are of varying ages, the Corporation believes they are well maintained, equipped with modern and efficient equipment, in good operating condition, and suitable for the purposes for which they are being used.  The Corporation has sufficient capacity to increase output at most locations by increasing the use of overtime or the number of production shifts employed.


The Corporation's principal manufacturing and distribution facilities (200,000 square feet in size or larger) are as follows:
Location Approximate Square Feet Owned or Leased Description of Use
Cedartown, Georgia 550,000 Owned Manufacturing office furniture (1)
Dongguan, China 1,007,716373,000LeasedManufacturing office furniture (1)
Garland, Texas211,000LeasedWarehousing office furniture
Hickory, North Carolina206,000 Owned Manufacturing office furniture (1)
Hickory, North Carolina206,316OwnedManufacturing office furniture
Lake City, Minnesota 241,500242,000 Owned Manufacturing fireplaces
Mechanicsburg, Pennsylvania 400,000 Leased Warehousing office furniture
Mt. Pleasant, Iowa 288,006OwnedManufacturing fireplaces (1)
Mt. Pleasant, Iowa250,000378,000 Owned Manufacturing fireplaces (1)
Muscatine, Iowa 272,900273,000 Owned Manufacturing office furniture
Muscatine, Iowa 578,284578,000 Owned Manufacturing office furniture (1)
Muscatine, Iowa 810,000 Owned Manufacturing office furniture (1)
Muscatine, Iowa 237,800238,000 Owned Manufacturing office furniture
Nagpur, India 355,135355,000 Owned Manufacturing office furniture
Wayland, New York 716,484716,000 Owned Manufacturing office furniture (1)


(1)Also includes a regional warehouse/distribution center


Other facilities total approximately 3.83.3 million square feet, of which approximately 2.51.9 million square feet are leased. Approximately 2.22.0 million square feet are used for the selling, manufacturing, and distribution of office furniture, approximately 1.41.1 million square feet are used for the selling, manufacturing, and distribution of hearth products, and approximately 0.2 million square feet are used for corporate administration.


There are no major encumbrances on Corporation-owned properties.  Refer to the Property, Plant, and Equipment section in "Note 2. Summary of Significant Accounting Policies" for related cost, accumulated depreciation, and net book value data.


Item 3.  Legal Proceedings


The Corporation is involved in various disputes and legal proceedings that have arisen in the ordinary course of its business, including pending litigation, environmental remediation, taxes, and other claims.  It is the Corporation’s opinion, after consultation with legal counsel, that liabilities, if any, resulting from these matters are not expected to have a material adverse effect on the Corporation’s financial condition, cash flows, or on the Corporation’s quarterly or annual operating results when resolved in a future period. For more information regarding legal proceedings, see "Note 16. Guarantees, Commitments, and Contingencies" in the Notes to Consolidated Financial Statements, which information is incorporated herein by reference.


Item 4. Mine Safety Disclosures


Not applicable.


Table I


Information about our Executive Officers of the Registrant
Name Age Family Relationship Position Position Held Since Other Business Experience During Past Five Years Age Family Relationship Position Position Held Since Other Business Experience During Past Five Years
Julie M. Abramowski 42 None Vice President, Corporate Controller 2015 
Director, Financial Reporting (2014-2015);
Director, Financial Planning and Analysis, Leveraged Furniture Operations (2013-2014);
Corporate Controller, The HON Company (2007-2013)
Stan A. Askren 57 None 
Chairman of the Board
Chief Executive Officer
President
Director
President, The HON Company
 
2004
2004
2003
2003
2017
  
Vincent P. Berger 45 None 
Executive Vice President, HNI Corporation
President, Hearth & Home Technologies
 
2018

2016
 
Senior Vice President, Sales and Operations, Hearth & Home Technologies (2014-2016);
Senior Vice President, Operations, Hearth & Home Technologies (2011-2014)
 47 None 
Executive Vice President, HNI Corporation
President, Hearth & Home Technologies
 
2018

2016
 Senior Vice President, Sales and Operations, Hearth & Home Technologies (2014-2016)
Steven M. Bradford 60 None Senior Vice President, General Counsel and Secretary 2015 Vice President, General Counsel and Secretary (2008-2015) 62 None Senior Vice President, General Counsel and Secretary 2015 Vice President, General Counsel and Secretary (2008-2015)
Marshall H. Bridges 48 None Senior Vice President and Chief Financial Officer 2018 
Vice President and Chief Financial Officer (2017-2018);
Vice President, Finance, HNI Contract Furniture Group (2014-2017);
Vice President, Finance, Allsteel Inc. (2010-2014)
 50 None Senior Vice President and Chief Financial Officer 2018 
Vice President and Chief Financial Officer (2017-2018);
Vice President, Finance, HNI Contract Furniture Group (2014-2017)
B. Brandon Bullock 42 None President, The HON Company 2018 
Advanced Development and Innovation Leader, Whirlpool Corporation (2017-2018);
Global Platform Leader and General Manager, Microwaves, Hong Kong, Whirlpool Corporation (2016-2017);
General Manager, Air and Water Platforms, Whirlpool Corporation (2014-2016)
Jeffrey D. Lorenger 52 None President, Office Furniture, HNI Corporation 
2017

 
Executive Vice President, HNI Corporation (2014-2017);
President, HNI Contract Furniture Group (2014-2017);
President, Allsteel Inc. (2008-2014)
 54 None 
Chairman
President and Chief Executive Officer
 
2020
2017
 
President, Office Furniture, HNI Corporation (2017 - 2018)
Executive Vice President, HNI Corporation (2014-2017);
President, HNI Contract Furniture Group (2014-2017)
Donna D. Meade 52 None Vice President, Member and Community Relations 2014 Vice President, Member and Community Relations, Allsteel Inc. (2009-2014) 54 None Vice President, Member and Community Relations 2014 
Kurt A. Tjaden 54 None 
President, HNI International
Senior Vice President, HNI Corporation
 
2017

2015

 
Senior Vice President and Chief Financial Officer (2015-2017);
Vice President and Chief Financial Officer (2008-2015)
 56 None 
President, HNI International
Senior Vice President, HNI Corporation
 
2017

2015

 
Senior Vice President and Chief Financial Officer (2015-2017);
Vice President and Chief Financial Officer (2008-2015)
Kristin L. Yates 54 None President, Allsteel, Inc. 2019 
President, The Gunlocke Company L.L.C. (2017 - 2019);
Vice President, Sales, Allsteel Inc. (2015-2017);
Vice President and General Manager, Architectural Product (2014-2015)



PART II


Item 5.  Market for Registrant's Common Equity, Related Shareholder Matters, and Issuer Purchases of Equity Securities


The Corporation’s common stock is listed for trading on the New York Stock Exchange (NYSE) under the trading symbol HNI.  As of year-end 2017,December 28, 2019, the Corporation had 6,2205,487 shareholders of record.


EQ Shareowner Services, St. Paul, Minnesota, serves as the Corporation’s transfer agent and registrar of its common stock.  Shareholders may report a change of address or make inquiries by writing or calling: EQ Shareowner Services, P.O. Box 64874, St. Paul, MN 55164-0854, or 800-468-9716.

Information regarding historical sale prices of and dividends paid on the Corporation's common stock is presented in the Investor Information section, which follows the Notes to Consolidated Financial Statements, filed as part of this report and is incorporated herein by reference.


The Corporation expects to continue its policy of paying regular quarterly cash dividends.  Dividends have been paid each quarter since the Corporation paid its first dividend in 1955.  The average dividend payout percentage for the most recent three-year period has been 57 percent of prior year earnings.  Future dividends are dependent on future earnings, capital requirements, and the Corporation’s financial condition, and are declared in the sole discretion of the Corporation’s Board of Directors.Board.


Issuer Purchases of Equity Securities:


The following is a summary of share repurchase activity during the fourth quarter of fiscal 2017:2019:
Period Total Number of Shares (or Units) Purchased (1) 
Average Price
Paid per Share
(or Unit)
 Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet be Purchased Under the Plans or Programs
10/01/17 - 10/28/17 
 $
 
 $84,045,144
10/29/17 - 11/25/17 
 $
 
 $84,045,144
11/26/17 - 12/30/17 162,000
 $37.26
 162,000
 $78,008,673
Total 162,000
   162,000
  
Period Total Number of Shares (or Units) Purchased (1) 
Average Price
Paid per Share
(or Unit)
 Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet be Purchased Under the Plans or Programs
09/29/19 - 10/26/19 66,758
 $36.04
 66,758
 $181,302,370
10/27/19 - 11/23/19 192,000
 $39.34
 192,000
 $173,748,255
11/24/19 - 12/28/19 229,994
 $39.44
 229,994
 $164,677,495
Total 488,752
   488,752
  
(1) No shares were purchased outside of a publicly announced plan or program.


The Corporation repurchases shares under previously announced plans authorized by the Board as follows:
The Corporation's share purchase program ("Program") announced November 9, 2007, providing share repurchase authorization of $200,000,000 with no specific expiration date, with an increaseincreases announced November 7, 2014 and February 13, 2019, providing additional share repurchase authorizationauthorizations each of $200,000,000 with no specific expiration date.
No repurchase plans expired or were terminated during the fourth quarter of fiscal 2017,2019, nor do any plans exist under which the Corporation does not intend to make further purchases. The Program does not obligate the Corporation to purchase any shares and the authorization for the Program may be terminated, increased, or decreased by the Board at any time.



Item 6.  Selected Financial Data - Five Year Summary
(In thousands, except share and per share data)2017 2016 2015 2014 2013
(In thousands, except per share data)2019
 2018
 2017
 2016
 2015
Operating Results 
  
  
  
  
 
  
  
  
  
Net Sales$2,175,882
 $2,203,489
 $2,304,419
 $2,222,695
 $2,059,964
$2,246,947
 $2,257,895
 $2,175,882
 $2,203,489
 $2,304,419
Gross Profit as a Percentage of Net Sales36.0% 37.9% 36.8% 35.3% 34.7%37.1% 37.0% 36.0% 37.9% 36.8%
Net Income Attributable to HNI Corporation$89,795
 $85,577
 $105,436
 $61,471
 $63,683
$110,505
 $93,377
 $89,795
 $85,577
 $105,436
Net Income Attributable to HNI Corporation as a Percentage of Net Sales4.1% 3.9% 4.6% 2.8% 3.1%4.9% 4.1% 4.1% 3.9% 4.6%
                  
Share and Per Share Data (Basic and Dilutive)                  
Net Income Attributable to HNI Corporation – basic$2.05
 $1.93
 $2.38
 $1.37
 $1.41
$2.56
 $2.14
 $2.05
 $1.93
 $2.38
Net Income Attributable to HNI Corporation – diluted$2.00
 $1.88
 $2.32
 $1.35
 $1.39
$2.54
 $2.11
 $2.00
 $1.88
 $2.32
Cash Dividends$1.13
 $1.09
 $1.045
 $0.99
 $0.96
$1.21
 $1.17
 $1.13
 $1.09
 $1.045
Average Number of Common Shares Outstanding – basic43,839,004
 44,413,941
 44,285,298
 44,759,716
 45,250,665
43,101
 43,639
 43,839
 44,414
 44,285
Average Number of Common Shares Outstanding – diluted44,839,813
 45,502,219
 45,440,653
 45,578,872
 45,956,280
43,495
 44,328
 44,840
 45,502
 45,441
                  
                  
Financial Position 
  
  
  
  
 
  
  
  
  
Current Assets$488,880
 $433,041
 $438,370
 $455,559
 $433,228
$528,834
 $531,883
 $488,880
 $433,041
 $438,370
Current Liabilities$489,703
 $463,473
 $435,900
 $457,333
 $411,584
$478,705
 $434,308
 $489,703
 $463,473
 $435,900
Working Capital$(823) $(30,432) $2,470
 $(1,774) $21,644
$50,129
 $97,575
 $(823) $(30,432) $2,470
Total Assets$1,391,550
 $1,330,234
 $1,263,925
 $1,239,334
 $1,134,705
$1,452,512
 $1,401,844
 $1,391,550
 $1,330,234
 $1,263,925
Percent Return on Beginning Assets Employed5.8% 10.6% 13.2% 9.9% 9.8%10.8% 9.2% 5.8% 10.6% 13.2%
Long-Term Debt and Capital Lease Obligations$240,000
 $180,000
 $185,000
 $197,736
 $150,197
Long-Term Debt$174,439
 $249,355
 $240,000
 $180,000
 $185,000
Shareholders’ Equity$514,068
 $500,603
 $476,954
 $414,587
 $436,328
$584,044
 $562,933
 $514,068
 $500,603
 $476,954
Percent Return on Average Shareholders’ Equity17.7% 17.5% 23.7% 14.4% 14.9%19.3% 17.3% 17.7% 17.5% 23.7%

2014 reflects a 53-week year.


Reflects VCG acquisition beginning in Q4 2014, OFM acquisition in Q1 2016, and Artcobell divestiture on December 31, 2016.in Q4 2016, and Paoli closure in Q1 2018.



Item 7.  Management's Discussion and Analysis of Financial Condition and Results of Operations


The following discussion of the Corporation’s historical results of operations and of its liquidity and capital resources should be read in conjunction with the Consolidated Financial Statements of the Corporation and related notes.  Statements that are not historical are forward-looking and involve risks and uncertainties. See "Item 1A. Risk Factors" and the Forward-Looking Statements section within "Item 1. Business" for further information.


Overview


The Corporation has two reportable segments: office furniture and hearth products.  The Corporation is a leading global office furniture manufacturer and themarketer, and a leading manufacturer and marketer of hearth products.  The Corporation utilizes a split and focus, decentralized business model to deliver value to customers via various brands and selling models.  The Corporation is focused on growing its existing businesses while seeking out and developing new opportunities for growth.

2017 was a year of transition.  The Corporation dealt with rapid and significant market changes while taking on large-scale transformations of the operational network, fulfillment models, and the business portfolio.  The Corporation believes the investments have positioned the business to drive new levels of productivity and take advantage of improving market demand.  The Corporation’s most significant investment, the Business Systems Transformation ("BST") initiative, is a key enabler for long-term value creation. Final implementation stages of BST began in February 2018.  Other initiatives around operational transformations progressed well and are delivering a more stable network while lowering costs.  The Corporation remains committed to driving long-term profitable growth through productivity improvements and strong financial returns on investments.
NetConsolidated net sales for 2017 were $2,1762019 decreased 0.5 percent or $10.9 million a decrease of 1.3 percent, compared to net sales of $2,203 million in 2016.the prior year.  The change was driven by a decrease in both the office furniture and hearth products segments. The decrease in office furniture was driven by lower sales in the office furniture segment,supplies-driven business, partially offset by ana small increase in salesthe office furniture contract business. Included in the hearth products segment. The acquisitionssales results for the office furniture contract business was a $23.1 million negative impact from closing and divestitures ofdivesting small office furniture companies resultedcompanies. The hearth products segment saw decreases in a net decrease in sales of $92.2 million compared to 2016.both the new construction and retail businesses.


Net income attributable to the Corporation in 20172019 was $89.8$110.5 million an increase of 4.9 percent, compared to net income of $85.6$93.4 million in 2016.2018. The increasechange was primarily driven by the one-time tax benefit of $44.8 million related to new tax legislation, lower incentive based compensation,restructuring, transition, and the impact of stockimpairment charges, price change on deferred compensation.realization, net productivity and improved SG&A efficiency. These factors were partially offset by strategic investments,lower volume and higher input cost inflation, unfavorable product mix, higher restructuring and transition costs, $20.9 million of goodwill and intangible impairment charges primarily due to the closure of the Paoli office furniture brand, and a $10.3 million valuation allowance of a long-term note receivable.costs.


Results of Operations


The following table presents certain key highlights from the results of operations (in thousands):
2017 % Change from 2016 2016 % Change from 2015 20152019
 Change
 2018
 Change
 2017
Net sales$2,175,882
 (1.3)% $2,203,489
 (4.4)% $2,304,419
$2,246,947
 (0.5)% $2,257,895
 3.8 % $2,175,882
Cost of sales1,391,894
 1.7 % 1,368,476
 (6.1)% 1,457,021
1,413,185
 (0.7)% 1,422,857
 2.2 % 1,391,894
Gross profit783,988
 (6.1)% 835,013
 (1.5)% 847,398
833,762
 (0.2)% 835,038
 6.5 % 783,988
Selling and administrative expenses671,831
 0.6 % 667,744
 (0.7)% 672,125
680,049
 (1.6)% 691,140
 2.9 % 671,831
(Gain) loss on sale, disposal, and license of assets(1,949) (108.6)% 22,572
 (11,675.4)% (195)
Gain on sale, disposal, and license of assets, net
  % 
 (100.0)% (1,949)
Restructuring and impairment charges37,416
 240.0 % 11,005
 (6.7)% 11,792
2,371
 (84.9)% 15,725
 (58.0)% 37,416
Operating income76,690
 (42.6)% 133,692
 (18.3)% 163,676
151,342
 18.1 % 128,173
 67.1 % 76,690
Interest expense, net(6,078) 27.1 % (4,781) (26.5)% (6,506)8,628
 (8.7)% 9,448
 55.4 % 6,078
Income before income taxes70,612
 (45.2)% 128,911
 (18.0)% 157,170
142,714
 20.2 % 118,725
 68.1 % 70,612
Income tax expense (benefit)(19,286) (144.6)% 43,273
 (16.4)% 51,764
32,211
 26.8 % 25,399
 (231.7)% (19,286)
Net income (loss) attributable to the non-controlling interest103
 68.9 % 61
 (303.3)% (30)
Net income (loss) attributable to non-controlling interest(2) (96.1)% (51) (149.5)% 103
Net income attributable to HNI Corporation$89,795
 4.9 % $85,577
 (18.8)% $105,436
$110,505
 18.3 % $93,377
 4.0 % $89,795

As a Percentage of Net Sales:         
Net sales100.0%   100.0%   100.0%
Gross profit37.1
 10 bps 37.0
 100 bps 36.0
Selling and administrative expenses30.3
 -30 bps 30.6
 -30 bps 30.9
Gain on sale, disposal, and license of assets, net
 
 
 10 bps (0.1)
Restructuring and impairment charges0.1
 -60 bps 0.7
 -100 bps 1.7
Operating income6.7
 100 bps 5.7
 220 bps 3.5
Income tax expense (benefit)1.4
 30 bps 1.1
 200 bps (0.9)
Net income attributable to HNI Corporation4.9
 80 bps 4.1
 
 4.1


Net Sales


For 2017, consolidatedConsolidated net sales for 2019 decreased 1.30.5 percent or $27.6 million to $2,175.9$10.9 million compared to $2,203.5 million in 2016.the prior year.  The change was driven by a decrease in both the office furniture and hearth products segments. The decrease in office furniture was driven by lower sales in the office furniture segment,supplies-driven business, partially offset by ana small increase in salesthe office furniture contract business. Included in the hearth products segment. Officesales results for the office furniture segment sales were down due tocontract business was a decline in the supplies-driven business combined with a $92.2$23.1 million negative net impact of acquisitionsfrom closing and divestitures ofdivesting small office furniture companies. This decrease in office furniture was partially offset by an increase in the North American contract business. The hearth products segment saw an increasedecreases in both the new construction business due to growth in single family housing and an increase in the retail business due to growth in pellet appliance demand.businesses.


For 2016, consolidatedConsolidated net sales decreased 4.4for 2018 increased 3.8 percent or $100.9 million to $2,203.5$82.0 million compared to $2,304.4 million in 2015.2017.  The change was driven by a decreasean increase in sales across both the office furniture and hearth products segments. Office furniture segment sales were down due to strategic portfolio movesincreased in both the supplies-driven and a challenging market environment,contract businesses which were partially offset by a $27.2$57.6 million positivenegative net impact of acquisitionsclosing and divestitures ofdivesting small office furniture companies. The hearth products segment saw mixed results as solid growthincreases in both the new construction was more than offset by declines in theand retail business due to comparatively low energy prices and unseasonably warm weather.businesses.


Gross Profit Margin


Gross profit as a percentage of net sales decreased 190increased 10 basis points in 20172019 compared to 20162018 primarily driven by input cost inflation, unfavorable product mix,price realization and net productivity, offset by lower volume and higher restructuring and transition costs, partially offset by higher sales volume and the impact of divestitures. input costs.

Gross profit as a percentage of net sales increased 110100 basis points in 20162018 compared to 20152017 primarily driven by strong operational performance, favorable material costlower restructuring and transition costs, price realization, net productivity and price realization,cost savings, partially offset by lower volume.higher input costs.


Cost of sales in 2018 included $2.3 million of transition costs related to the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington, the office furniture manufacturing facility in Orleans, Indiana, and structural realignments in China. Specific items incurred include production move costs.

Cost of sales in 2017 included $10.3 million of restructuring costs and $17.0 million of transition costs related to the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington and the office furniture manufacturing facility in Orleans, Indiana and structural realignments in China and between office furniture facilities in Muscatine, Iowa. Specific items incurred include accelerated depreciation and production move costs.

Cost of sales in 2016 included $5.3 million of restructuring costs and $9.3 million of transition costs related to the previously announced closures of the hearth manufacturing facility in Paris, Kentucky and the office furniture manufacturing facility in Orleans, Indiana and structural realignments in China and between office furniture facilities in Muscatine, Iowa. Specific items incurred include accelerated depreciation and production move costs.

Cost of sales in 2015 included $0.8 million of restructuring costs and $4.7 million of transition costs related to previously announced closures and structural realignments in the office furniture segment and acquisition integration and the decision to exit a small line of business within the hearth products segment. Specific items incurred include accelerated depreciation and production move costs.


Selling and Administrative Expenses


Selling and administrative expenses increasedas a percentage of net sales decreased 30 basis points in 20172019 compared to 20162018 primarily driven by strategic investments, partially offsetimproved SG&A efficiency.

Selling and administrative expenses as a percentage of net sales decreased 30 basis points in 2018 compared to 2017 primarily driven by lower incentive based compensation, the impact of divestitures,increased efficiency and the impact of stock price change on deferred compensation. In 2016,closing and divesting small office furniture companies, partially offset by the Corporation also recorded a $2.0 million nonrecurring gain on a litigation settlementamortization and $4.4 million of accelerated depreciation in conjunction withimplementation costs from the charitable donation of a building. Selling and administrative expenses increased in 2016 compared to 2015 due toBusiness System Transformation initiative, strategic investments, and higher incentive basedvariable compensation.


Selling and administrative expenses include freight expense for shipments to customers, productresearch and development costs, and amortization expense of intangible assets.  Refer to "Note 2. Summary of Significant Accounting Policies" and "Note 6.7. Goodwill and Other Intangible Assets" in the Notes to Consolidated Financial Statements for further information regarding the comparative expense levels for these items.


Gain/LossGain on Sale, Disposal, and License of Assets, Net


The Corporation recorded a net $1.9 million gain in 2017, which included a $6.0 million nonrecurring gain from the sale and license of an intangible asset, a $0.8 million gain on the sale of a closed facility, and a $4.8 million loss on the disposal of a manufacturing facility, in addition to other gains and losses incurred in the ordinary course of business. The Corporation realized a non-cash loss of $22.6 million in 2016 related to the sale of Artcobell, a K-12 education furniture company, in addition to other gains and losses incurred in the ordinary course of business.



Restructuring and Impairment Charges

Restructuring and impairment charges as a percentage of net sales decreased 60 basis points in 2019 compared to 2018.

In 2019, the Corporation recorded $2.4 million of restructuring charges and $0.2 million of transition costs primarily associated with structural realignments in the office furniture segment.


In 2018, the Corporation recorded $2.3 million of restructuring costs and $0.4 million of impairment charges primarily due to the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington and the office furniture manufacturing facility in Orleans, Indiana.

In 2017, the Corporation recorded $6.2 million of restructuring costs due to the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington and the office furniture manufacturing facility in Orleans, Indiana.

In 2016, the Corporation recorded $5.2 million of restructuring costs as part of selling and administrative expenses due to the previously announced closures of the Paris, Kentucky hearth manufacturing facility and Orleans, Indiana office furniture manufacturing facility.

In 2015, the Corporation recorded $0.5 million of restructuring costs as part of selling and administrative expenses related primarily to previously announced closures.


The Corporation recorded $20.9 million, $5.8$14.9 million and $11.2$20.9 million of goodwill, intangible and intangiblelong-lived asset impairments in 2017, 2016,2018 and 2015,2017, respectively, related to reporting units in the office furniture segment. These impairment charges arewere the result of current and projected market conditions and product and operational transformation. The impairment charge in 2017 also includes the impact of closing the Paoli office furniture brand. See "Note 6.7. Goodwill and Other Intangible Assets" in the Notes to Consolidated Financial Statements for more information on goodwill and intangible asset impairments.


In 2017, the Corporation recorded a $10.3 million valuation allowance of a long-term note receivable. See "Note 4. Acquisitions and Divestitures" inIn 2018, the Notes to Consolidated Financial Statements for more information.Corporation recovered $1.8 million against this note receivable.


Operating Income


For 2017,2019, operating income decreased 42.6increased 18.1 percent or $57.0$23.2 million to $76.7$151.3 million compared to $133.7$128.2 million in 2016.2018. The change was primarily driven by thelower restructuring, transition, and impairment charges, recorded in conjunction with the closure of the Paoli office furniture brand, the valuation allowance recorded against a long-term note receivable, strategic investments,price realization, net productivity and input cost inflation,improved SG&A efficiency. These factors were partially offset by lower volume and higher sales volume, lower incentive based compensation, and the impact of stock price change on deferred compensation.input costs.


For 2016,2018, operating income decreased 18.3increased 67.1 percent or $30.0$51.5 million to $133.7$128.2 million compared to $163.7$76.7 million in 2015.2017. The change was primarily driven by lower restructuring, transition, and impairment charges, price realization, net productivity and cost savings, and the non-cash loss on the saleimpact of Artcobellclosing and lower volume,divesting small office furniture companies. These factors were partially offset by strong operational performancehigher input costs, the amortization and cost reductions.implementation costs from the Business System Transformation initiative, strategic investments, and higher variable compensation.


Interest Expense, Net

Interest expense, net was $8.6 million, $9.4 million, and $6.1 million in 2019, 2018, and 2017, respectively. The decrease in 2019 was driven by higher interest income, as the Corporation held a larger average balance of excess cash in interest-bearing accounts, and lower average debt balance year over year. Higher interest rates and increased amortization of debt costs drove approximately $2.2 million of the increase in 2018. In 2017, the Corporation capitalized approximately $1.5 million of interest costs related to the Business Systems Transformation initiative. Capitalization of interest ceased during the third quarter of 2017, driving a relative increase in 2018 interest expense.

Income Taxes


The following table summarizes the Corporation's income tax provision for(in thousands):
 2019
 2018
 2017
Income before income taxes$142,714
 $118,725
 $70,612
Income tax expense (benefit)$32,211
 $25,399
 $(19,286)
Effective tax rate22.6% 21.4% (27.3)%

The income taxes reflected antax provision reflects a higher rate in 2019 compared to 2018 primarily due to increased worldwide income resulting in a lower rate benefit on tax credits, increased foreign income and state taxes. The increase in the effective tax rate as follows:
 2017 2016 2015
Effective tax rate(27.3)% 33.6% 32.9%

in 2018 compared to 2017 was primarily driven by a reduction to the Corporation's deferred income taxes related to the Tax Cuts and Job Act enacted in December 2017 (the "Act"), which resulted in a remeasurement of the Corporation's deferred tax assets and liabilities at the new federal statutory rate of 21 percent. Excluding the effects of the Act, the Corporation's effective rate for 2017 would have been 36.2 percent. The decrease indecreased 2018 rate compared to the current year effective tax2017 rate isexcluding the effect of the Act was primarily driven by the enactment of the Tax Cuts and Jobs Act (the "Act"). The effective taxfederal statutory rate of the Corporation without the Act would have been 36.2decreasing from 35 percent to 21 percent for 2018. Additionally, the year. The increased2018 effective rate forbenefited from the year without the Act is primarily driven by the establishmentrelease of valuation allowances on certain deferred tax assets partially offset by the benefits of new treatment for equity based compensation under ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, and a permanent deduction for a charitable contribution of property. The effective tax rate was higher in 2016 than 2015 primarily due to the one-time release of tax contingency reserves for personal goodwill in 2015. See Recently Adopted Accounting Standards in "Note 2. Summary of Significant Accounting Policies" in the Notes to Consolidated Financial Statements for further information about ASU No. 2016-09.assets. See "Note 8.9. Income Taxes" in the Notes to Consolidated Financial Statements for further information relating to income taxes.


Net Income Attributable to HNI Corporation


Net income attributable to the Corporation was $110.5 million or $2.54 per diluted share in 2019 compared to $93.4 million or $2.11 per diluted share in 2018 and $89.8 million or $2.00 per diluted share in 2017 compared to $85.6 million or $1.88 per diluted share in 2016 and $105.4 million or $2.32 per diluted share in 2015.2017.



Office Furniture


The following table presents certain key highlights from the results of operations in the office furniture segment (in thousands):
2017 % Change from 2016 2016 % Change from 2015 20152019
 Change
 2018
 Change
 2017
Net sales$1,660,723
 (2.5)% $1,703,885
 (4.2)% $1,777,804
$1,697,186
 (0.5)% $1,706,092
 2.7% $1,660,723
Operating profit$50,176
 (57.3)% $117,397
 (14.1)% $136,593
$103,894
 36.8% $75,965
 51.4% $50,176
Operating profit %6.1% 160 bps 4.5% 150 bps 3.0%


Net sales in 20172019 for the office furniture segment decreased 2.50.5 percent or $43.2 million to $1,660.7$8.9 million compared to $1,703.9 million2018. The change was driven by a decrease in 2016. Sales were down due to a declineboth the office furniture and hearth products segments. The decrease in office furniture was driven by lower sales in the office furniture supplies-driven business, combined withpartially offset by a small increase in the netoffice furniture contract business. Included in the sales results for the office furniture contract business was a $23.1 million negative impact of acquisitionsfrom closing and divestitures ofdivesting small office furniture companies, which was a net decrease in sales of $92.2 million. This decrease was partially offset by an increase in the North American contract business.companies.


Net sales in 20162018 for the office furniture segment decreased 4.2increased 2.7 percent or $73.9 million to $1,703.9$45.4 million compared to $1,777.8 million2017. Sales increased in 2015. The Corporation experienced a decline in the contract business whileboth the supplies-driven business remained flat due to strategic portfolio moves and a soft market. This decreasecontract businesses. The sales increase was partially offset by a decrease of $57.6 million from the net impact of acquisitionsclosing and divestitures ofdivesting small office furniture companies, which was a net increase in sales of $27.2 million.companies.


Operating profit as a percentage of net sales was 3.0 percentincreased 160 basis points in 2017, 6.9 percent in 2016, and 7.7 percent in 2015.  The decrease in operating margin for 20172019 compared to 20162018.  The increase was primarily driven by unfavorable productlower restructuring, impairment and business mix, input cost inflation, strategic investments,transition charges, along with price realization, net productivity, and improved SG&A efficiency. These factors were partially offset by lower volume and higher input costs.

Operating profit as a percentage of net sales increased 150 basis points in 2018 compared to 2017. The increase was primarily driven by lower restructuring, impairment and transition costs, includingcharges, along with price realization, net productivity and cost savings, and the impairmentimpact of goodwillclosing and intangible assets primarily relating to the closure of the Paolidivesting small office furniture brand.companies. These factors were partially offset by higher sales volume, lower incentive based compensation,input costs, amortization and implementation costs from the impactBusiness Systems Transformation initiative, and strategic investments.

In 2019, the office furniture segment recorded $2.4 million of divestitures. The decreaserestructuring costs and $0.2 million of transition costs primarily associated with structural realignments in operating margin for 2016 compared to 2015 wasthe office furniture segment. Specific items incurred include severance and member relocation costs.

In 2018, the office furniture segment recorded $1.5 million of restructuring costs and $1.6 million of transition costs primarily driven by lower volume, strategic investments, andassociated with the impactspreviously announced closure of the saleoffice furniture manufacturing facility in Orleans, Indiana and structural realignments in China. Specific items incurred include severance, production move costs, and final facility closing costs. Of these charges, $1.6 million was included in cost of Artcobell, previously announced closures, andsales. The office furniture segment also recorded impairments of $14.9 million of goodwill and other intangibles. These factors were partially offset by strong operational performance, favorable material costs and productivity, and cost reductions.long-lived assets related to reporting units in the segment.


In 2017, the office furniture segment recorded $11.6 million of restructuring costs and $13.7 million of transition costs associated with the previously announced closure of the office furniture manufacturing facility in Orleans, Indiana and structural realignments in China and between office furniture facilities in Muscatine, Iowa. Specific items incurred include severance, accelerated depreciation, and production move costs. Of these charges, $21.5 million was included in cost of sales. The office furniture segment also recorded a loss of $4.8 million related to the disposal of a manufacturing facility and $20.9 million of goodwill and intangible asset impairments related to reporting units in the office furniture segment, of which $16.1 million of the goodwill and intangible asset impairment charges related to the closure of the Paoli office furniture brand.

In 2016, the office furniture segment recorded $5.1 million of restructuring costs and $7.1 million of transition costs associated with the previously announced closure of the office furniture manufacturing facility in Orleans, Indiana and structural realignments in China and between office furniture facilities in Muscatine, Iowa. Specific items incurred include accelerated depreciation and production move costs. Of these charges, $9.2 million was included in cost of sales. The office furniture segment also recorded a non-cash loss of $22.6 million related to the sale of Artcobell, a K-12 education furniture company, and $5.8 million of goodwill and intangible impairments related to a reporting unit in the office furniture segment.

In 2015, the office furniture segment recorded $0.4 million of restructuring costs and $3.3 million of transition costs related to previously announced closures and structural realignments. Of these charges, $3.3 million was included in cost of sales. The office furniture segment also recorded $11.2 million of goodwill and intangible impairments related to a reporting unit in the office furniture segment.



Hearth Products


The following table presents certain key highlights from the results of operations in the hearth products segment (in thousands):
2017 % Change from 2016 2016 % Change from 2015 20152019
 Change
 2018
 Change
 2017
Net sales$515,159
 3.1% $499,604
 (5.1)% $526,615
$549,761
 (0.4)% $551,803
 7.1% $515,159
Operating profit$83,649
 19.6% $69,960
 (10.5)% $78,162
$94,329
 3.2% $91,367
 9.2% $83,649
Operating profit %17.2% 60 bps 16.6% 40 bps 16.2%


Net sales in 20172019 for the hearth products segment decreased 0.4 percent or $2.0 million compared to 2018. The change was driven by decreases in both the new construction and retail businesses.

Net sales in 2018 for the hearth products segment increased 3.17.1 percent or $15.6 million to $515.2$36.6 million compared to $499.6 million in 2016.2017. The change was driven by an increase in both the new construction business due to growth in single family housing and an increase in the retail business due to an increase in pellet appliance demand.businesses.

Net sales in 2016 for the hearth products segment decreased 5.1 percent or $27.0 million to $499.6 million compared to $526.6 million in 2015. Sales in new construction grew as the housing market continued to recover but were offset by declines in the retail business due to unseasonably warm weather and comparatively low energy prices.


Operating profit as a percentage of net sales was 16.2 percentincreased 60 basis points in 2017, 14.0 percent in 2016, and 14.8 percent in 2015.2019 compared to 2018. The increase in operating margin in 2017 compared to 2016profit was primarily driven by structural cost reductions,price realization, lower variable compensation, and improved SG&A efficiency. These factors were partially offset by lower volume and higher input costs.

Operating profit as a percentage of net sales increased 40 basis points in 2018 compared to 2017. The increase in operating profit was primarily driven by higher volume, net productivity and nonrecurring gains.cost savings, and price realization. These factors were partially offset by higher input costs and higher variable compensation.

In 2018, the hearth products segment recorded $0.8 million of restructuring and transition costs. The decrease in operating margin in 2016 compared to 2015 was primarily driven by restructuring and$0.4 million of impairment charges along with $0.6 million of transition costs related toassociated with the previously announced closureclosures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington. Specific items incurred include an impairment charge from the sale of the closed manufacturing facility in Paris, Kentucky, lower volume,severance, production move costs, and higher freightfinal facility closing costs. These factors were partially offset by price realization, strong operational performance, favorable materialOf these charges, $0.6 million was included in cost and productivity, and cost reductions.of sales.


In 2017, the hearth products segment recorded $4.9 million of restructuring costs and $3.3 million of transition costs associated with the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington. Specific items incurred include severance, accelerated depreciation, and production move costs. Of these charges, $5.8 million was included in cost of sales. The hearth products segment also recorded a $6.0 million nonrecurring gain from the sale and license of an intangible asset and a $0.8 million gain on the sale of a closed facility.

In 2016, the hearth products segment recorded $5.5 million of restructuring costs and $2.2 million of transition costs associated with the previously announced closure of the Paris, Kentucky hearth manufacturing facility. Specific items incurred include severance, accelerated depreciation, and production move costs. Of these charges, $5.5 million was included in cost of sales.

In 2015, the hearth products segment recorded $0.9 million of restructuring costs and $1.4 million of transition costs related to acquisition integration and the decision to exit a small line of business. Of these charges, $2.2 million was included in cost of sales.


Liquidity and Capital Resources

Cash Flow – Operating Activities
Cash generated from operating activities in 2017 totaled $133.1 million compared to $223.4 million generated in 2016.  The decrease was driven by lower operating profits and working capital changes. Changes in working capital balances resulted in a $29.4 million use of cash in 2017 compared to a $17.4 million source of cash in the prior year. Cash generated from operating activities in 2015 totaled $173.4 million and changes in working capital balances resulted in a $28.1 million use of cash.

The use of cash related to working capital changes in 2017 was primarily driven by strategic investments in inventory and lower incentive compensation accruals.

The source of cash related to working capital changes in 2016 was primarily driven from lower accounts receivable of $11.2 million due to sales timing and higher accounts payable and accrued expense balances of $11.1 million due to timing of payments. This was partially offset by uses of cash for strategic investments in inventory.

The Corporation places special emphasis on management and control of working capital, including accounts receivable and inventory.  Management believes recorded trade receivable valuation allowances at the end of 2017 are adequate to cover the risk of potential bad debts.  Allowances for non-collectible trade receivables, as a percent of gross trade receivables, totaled 0.7 percent, 0.9 percent, and 1.7 percent at the end of fiscal years 2017, 2016, and 2015, respectively. The Corporation’s inventory turns were 8.9, 11.6, and 11.6, for fiscal years 2017, 2016, and 2015, respectively.


Cash Flow – Investing Activities
Capital expenditures, including capitalized software, were $127.4 million in 2017, $119.6 million in 2016, and $115.0 million in 2015.  These expenditures continue to focus on machinery, equipment, and tooling required to support new products, continuous improvements, and cost savings initiatives in manufacturing processes, as well as the implementation of new integrated information systems to support business systems transformation.  The Corporation anticipates capital expenditures for 2018 to total $75 million to $85 million, primarily related to new products and operational process improvements driven by rapid continuous improvement.

In 2016, the investing activities reflected a net cash outflow of $34.3 million related to the acquisition of OFM, an office furniture company, and also a small office furniture dealership that offered strategic value to the Corporation. Refer to "Note 4. Acquisitions and Divestitures" in the Notes to Consolidated Financial Statements for additional information.

Cash Flow – Financing Activities
Long-Term Debt - The Corporation maintains a revolving credit facility as the primary source of committed funding from which the Corporation finances its planned capital expenditures, strategic initiatives, and seasonal working capital needs. Cash flows included in financing activities represent periodic borrowings and repayments under the revolving credit facility. See "Note 7. Long-Term Debt" in the Notes to Consolidated Financial Statements for further information.

Dividend - The Corporation is committed to maintaining and/or modestly growing the quarterly dividend. Cash dividends declared and paid per share are as follows (in dollars):
 2017 2016 2015
Common shares$1.130
 $1.090
 $1.045

The last quarterly dividend increase was from $0.275 to $0.285 per common share effective with the June 1, 2017 dividend payment for shareholders of record at the close of business on May 19, 2017.  The average dividend payout percentage for the most recent three-year period has been 57 percent of prior year earnings or 26 percent of prior year cash flow from operating activities.

Stock Repurchase - The Corporation’s capital strategy related to stock repurchase is focused on offsetting the dilutive impact of issuances for various compensation related matters. The Corporation may elect to opportunistically purchase additional shares based on excess cash generation and/or share price considerations. During 2017, the Corporation repurchased 1,462,936 shares of its common stock at a cost of approximately $58.9 million, or an average price of $40.25 per share. As of December 30, 2017, there was a payable of $1.4 million reflected in "Accounts payable and accrued expenses" in the Consolidated Balance Sheets relating to shares repurchased but not yet settled. The Board authorized $200 million on November 9, 2007 and an additional $200 million on November 7, 2014 for repurchases of the Corporation’s common stock.  As of December 30, 2017, approximately $78.0 million of this authorized amount remained unspent.  During 2016, the Corporation repurchased 1,082,938 shares of its common stock at a cost of approximately $55.8 million, or an average price of $51.55 per share. During 2015, the Corporation repurchased 550,000 shares of its common stock at a cost of approximately $26.7 million, or an average price of $48.47 per share.


Cash, cash equivalents, and short-term investments totaled $53.2 million at the end of 2019 compared to $78.1 million at the end of 2018 and $25.4 million at the end of 2017 compared to $38.6 million at the end of 2016 and $32.8 million at the end of 2015.2017.  These funds, coupled with cash flow from future operations, borrowing capacity under the existing credit agreement, and the ability to access capital markets, are expected to be adequate to fund operations and satisfy cash flow needs for at least the next twelve months.  Additionally, based on current earnings before interest, taxes, depreciation and amortization generation, the Corporation can access the full remaining $375 million of borrowing capacity available under the revolving credit facility and maintain compliance with applicable covenants. As of the end of 2017, $6.12019, $12.3 million of cash was held overseas and considered permanently reinvested. If such amounts were repatriated, it could result in additional foreign withholding and state tax expense to the Corporation. The Corporation does not believe treating this cash as permanently reinvested will have any impact on the ability of the Corporation to meet its obligations as they come due.

Cash Flow – Operating Activities
Operating activities were a source of $219.4 million of cash in 2019 compared to a source of $186.4 million cash in 2018.  The higher cash generation compared to the prior year was primarily due to improved earnings and changes in working capital timing, driven by higher accrued expenses. Changes in working capital balances resulted in a $3.3 million use of cash in 2019 compared to a $10.7 million use of cash in the prior year. Cash generated from operating activities in 2017 totaled $133.1 million and changes in working capital balances resulted in a $29.4 million use of cash.

The Corporation places special emphasis on management and control of working capital, including accounts receivable and inventory.  Management believes recorded trade receivable valuation allowances at the end of 2019 are adequate to cover the risk of potential bad debts.  Allowances for non-collectible trade receivables, as a percent of gross trade receivables, totaled 1.3 percent,


1.5 percent, and 0.7 percent at the end of fiscal years 2019, 2018, and 2017, respectively. The Corporation’s inventory turns were 8.8, 9.1, and 8.9, for fiscal years 2019, 2018, and 2017, respectively.

Cash Flow – Investing Activities
Capital expenditures, including capitalized software, were $66.9 million in 2019, $63.7 million in 2018, and $127.4 million in 2017.  These expenditures are primarily focused on machinery, equipment, and tooling required to support new products, continuous improvements, and cost savings initiatives in manufacturing processes. The decrease between 2018 and 2017 was primarily due to the completion of the Corporation's operational transformations and the launch of the Business Systems Transformation initiative which included an integrated information system.  The Corporation anticipates capital expenditures for 2020 in an estimated range of $60 million to $70 million.

Real Estate TransactionIn the first quarter of 2018, the Corporation entered into a sale-leaseback transaction, selling a manufacturing facility and subsequently leasing back a portion of the facility for a term of 10 years. The net proceeds from the sale of the facility of $16.9 million are reflected in "Proceeds from sale and license of property, plant, equipment, and intangibles" in the Consolidated Statements of Cash Flows. See "Note 15. Leases" in the Notes to Consolidated Financial Statements for further information.

Cash Flow – Financing Activities
Long-Term Debt - The Corporation maintains a revolving credit facility as the primary source of committed funding from which the Corporation finances its planned capital expenditures, strategic initiatives, and seasonal working capital needs. Cash flows included in financing activities represent periodic borrowings and repayments under the revolving credit facility. During the second quarter of 2018, the Corporation issued $100 million of private placement notes. The proceeds were used to repay outstanding borrowings under the revolving credit facility. See "Note 8. Long-Term Debt" in the Notes to Consolidated Financial Statements for further information.

Dividend - The Corporation is committed to maintaining or modestly growing the quarterly dividend. Cash dividends declared and paid per share are as follows (in dollars):
 2019
 2018
 2017
Common shares$1.21
 $1.17
 $1.13

The last quarterly dividend increase was from $0.295 to $0.305 per common share effective with the June 3, 2019 dividend payment for shareholders of record at the close of business on May 17, 2019.  The average dividend payout percentage for the most recent three-year period has been 57 percent of prior year earnings or 28 percent of prior year cash flow from operating activities.

Stock Repurchase - The Corporation’s capital strategy related to stock repurchase is focused on offsetting the dilutive impact of issuances for various compensation related matters. The Corporation may elect to opportunistically purchase additional shares based on excess cash generation and/or share price considerations. The Board authorized $200 million on November 9, 2007 and an additional $200 million each on November 7, 2014 and February 13, 2019 for repurchases of the Corporation’s common stock. See "Note 11. Accumulated Other Comprehensive Income (Loss) and Shareholders' Equity" in the Notes to Consolidated Financial Statements for further information.

Contractual Obligations


The following table discloses the Corporation's obligations and commitments to make future payments, by period, under contracts (in thousands):
Less than
1 Year
 
1 – 3
Years
 
3 – 5
Years
 
More than
5 Years
 Total
Less than
1 Year
 
1 – 3
Years
 
3 – 5
Years
 
More than
5 Years
 Total
Long-term debt obligations, including estimated interest (1)$43,737
 $12,408
 $240,517
 $
 $296,662
$8,066
 $14,388
 $84,489
 $108,396
 $215,339
Finance lease obligations630
 1,118
 548
 
 2,296
Operating lease obligations29,135
 41,967
 23,135
 19,481
 113,718
25,181
 31,651
 15,751
 17,609
 90,192
Purchase obligations (2)55,180
 
 
 
 55,180
73,626
 7,046
 2,353
 2,455
 85,480
Other long-term obligations (3)2,927
 7,726
 4,682
 25,122
 40,457
1,931
 9,144
 2,709
 23,004
 36,788
Total$130,979
 $62,101
 $268,334
 $44,603
 $506,017
$109,434
 $63,347
 $105,850
 $151,464
 $430,095


(1)Interest has been included for all debt at the fixed or variable rate in effect as of December 30, 2017,28, 2019, as applicable. See "Note 7.8. Long-Term Debt" in the Notes to Consolidated Financial Statements for further information. The Corporation has classified $36.6 million of long-term debt as current because the Corporation expects, but is not required, to repay this portion of debt in 2018.
(2)Purchase obligations include agreements to purchase goods or services that are enforceable, legally binding, and specify all significant terms, including the quantity to be purchased, the price to be paid, and the timing of the purchase.
(3)Other long-term obligations represent payments due to members who are participants in the Corporation’s deferred and long-term incentive compensation programs, liability for unrecognized tax liabilities, and contribution and benefit payments expected to be made pursuant to the Corporation’s post-retirement benefit plans.  It should be noted the obligations related to post-retirement benefit plans are not contractual and the plans could be amended at the discretion of the Corporation.  The disclosure of contributions and benefit payments has been limited to 10 years, as information beyond this time period was not available. Other long-term obligations of $32.9$33.1 million, primarily insurance allowances and long-term warranty, are not included in the table above due to the Corporation's inability to predict their timing.


Litigation and Uncertainties


See "Note 15.16. Guarantees, Commitments, and Contingencies" in the Notes to Consolidated Financial Statements for further information.


Looking Ahead


Management remains optimistic about the long-term prospects in the office furniture and hearth marketsmarkets. Management believes the Corporation continues to compete well and remains confident the Corporation's long-term prospects.investments made in the business will continue to generate strong returns for shareholders.

The Corporation remains focused on creating long-term shareholder value by growing its business through investment in building brands, product solutions, and selling models, enhancing its strong member-owner culture, and remaining focused on its long-standing rapid continuous improvement programs to build best total cost and a lean enterprise.


Off-Balance Sheet Arrangements


The Corporation does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on the Corporation's financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources.



Critical Accounting Policies and Estimates


General
Management’s Discussion and Analysis of Financial Condition and Results of Operations is based upon the Consolidated Financial Statements, prepared in accordance with Generally Accepted Accounting Principles ("GAAP").  The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.  Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.  Senior management has discussed the development, selection, and disclosure of these estimates with the Audit Committee of the Board. Actual results may differ from these estimates under different assumptions or conditions.


An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters uncertain at the time the estimate is made, and if different estimates that reasonably could have been used, or changes in the accounting estimates that are reasonably likely to occur periodically, could materially impact the financial statements.  Management believes the following critical accounting policies reflectpolicy reflects its more significant estimates and assumptions used in the preparation of the Consolidated Financial Statements.


Goodwill and Other Intangibles
The Corporation evaluates its goodwill for impairment on an annual basis during the fourth quarter or whenever indicators of impairment exist.  Asset impairment charges associated with the Corporation’s goodwill impairment testing are discussed in "Note 6.7. Goodwill and Other Intangible Assets" in the Notes to Consolidated Financial Statements.


The Corporation reviews goodwill at the reporting unit level within its office furniture and hearth products operating segments.  These reporting units constitute components for which discrete financial information is available and regularly reviewed by segment management. The accounting standards for goodwill permit entities to first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative goodwill impairment test. If the quantitative test is required, the Corporation estimates the fair value of its reporting units. In estimating the fair value, the Corporation relies on an average of the income approach and the market approach. In the income approach, the estimate of fair value of each reporting unit is based on management’s projection of revenues, gross margin, operating costs, and cash flows considering historical and estimated future results, general economic and market conditions, as well as the impact of planned business and operational strategies.  The valuations employ present value techniques to measure fair value and consider market factors.  In the market approach, the Corporation utilizes the guideline company method, which involves calculating valuation multiples based on operating data from guideline publicly-traded companies. These multiples are then applied to the operating data for the reporting units and adjusted for factors similar to those used in the discounted cash flow analysis. Management believes the assumptions used for the impairment test are consistent with those utilized by a market participant in performing similar valuations of its reporting units.  Management bases its fair value estimates on assumptions they believe to be reasonable at the time, but such assumptions are subject to inherent uncertainty.  Actual results may differ from those estimates. Additionally, the Corporation compares the estimated aggregate fair value of its reporting units to its overall market capitalization.


Assessing the fair value of goodwill includes, among other things, making key assumptions for estimating future cash flows and appropriate market multiples. These assumptions are subject to a high degree of judgment and complexity. The Corporation makes every effort to estimate future cash flows as accurately as possible with the information available at the time the forecast is developed. However, changes in assumptions and estimates may affect the estimated fair value of the reporting unit, and could result in an impairment charge in future periods. Factors that have the potential to create variances in the estimated fair value of the reporting unit include, but are not limited to, economic conditions in the U.S.United States and other countries where the Corporation has a presence, competitor behavior, the mix of product sales, commodity costs, wage rates, the level of manufacturing capacity, the pricing environment, and currency exchange fluctuations. In addition, estimates of fair value are impacted by estimates of the market-participant derived weighted average cost of capital.

Additionally, the Corporation compares the estimated aggregate fair value of its reporting units to its overall market capitalization.

The Corporation also evaluates the fair value of indefinite-lived trade names on an annual basis during the fourth quarter or whenever an indication of impairment exists.  The estimate of the fair value of the trade names is based on a discounted cash flow model using inputs which include: projected revenues from management’s long-term plan, assumed royalty rates that could be payable if the trade names were not owned, and a discount rate.


The Corporation has definite-lived intangibles that are amortized over their estimated useful lives.  Impairment losses are recognized if the carrying amount of an intangible, subject to amortization, is not recoverable from expected future cash flows and its carrying amount exceeds its fair value.


The key to recoverability of goodwill indefinite-lived intangibles, and long-lived assets is the forecast of economic conditions and its impact on future revenues, operating margins,profit, and cash flows.  Management’s projection for the U.S.United States office furniture and domestic hearth markets and global economic conditions is inherently subject to a number of uncertain factors, such as global economic improvement, the U.S housing market, credit availability and borrowing rates, and overall consumer confidence.  In the near term, as management monitors the above factors, it is possible it may change the revenue and cash flow projections of certain reporting units, which may require the recording of additional assetgoodwill impairment charges.

Long-Lived Assets
The Corporation reviews long-lived assets for impairment as events or changes in circumstances occur indicating the amount of the asset reflected in the Corporation’s balance sheet may not be recoverable.  The Corporation compares an estimate of undiscounted cash flows produced by the asset, or the appropriate group of assets, to the carrying value to determine whether impairment exists.  The estimates of future cash flows involve considerable management judgment and are based upon the Corporation’s assumptions about future operating performance.  The actual cash flows could differ from management’s estimates due to changes in business conditions, operating performance, and economic conditions.  Any asset impairment charges associated with the Corporation’s restructuring activities are discussed in "Note 3. Restructuring and Impairment Charges" in the Notes to Consolidated Financial Statements.

Self-Insurance
The Corporation is primarily self-insured or carries high deductibles for general, auto, and product liability, workers’ compensation, and certain employee health benefits.  The general, auto, product, and workers’ compensation liabilities are managed via a wholly-owned insurance captive and the related liabilities are included in the Consolidated Balance Sheets.  The Corporation’s policy is to accrue amounts in accordance with the actuarially determined liabilities.  The actuarial valuations are based on historical information along with certain assumptions about future events.  Changes in assumptions for such matters as the number or severity of claims, medical cost inflation, and magnitude of change in actual experience development could cause these estimates to change in the near term.

Income Taxes
The Corporation uses an asset and liability method to account for income taxes. Under this method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying values of existing assets and liabilities and their respective tax bases. Deferred tax assets are also recorded with respect to net operating losses and other tax attribute carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the years in which temporary differences are expected to be recovered or settled. Valuation allowances are established when, based on currently available information, it is more likely than not that all or a portion of a deferred tax asset will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the income of the period that includes the enactment date.

The ultimate recovery of deferred tax assets is dependent upon the amount and timing of future taxable income and other factors, such as the taxing jurisdiction in which the asset is to be recovered. Significant judgment is applied to determine if, and the extent to which, valuation allowances should be recorded against deferred tax assets. Although the Corporation believes the approach to estimates and judgments as described herein is reasonable, actual results could differ and they may be exposed to increases or decreases in income taxes that could be material.

The Corporation recognizes the tax benefit from an uncertain tax position claimed or expected to be claimed on a tax return only if it is more likely than not that the tax position will be sustained on examination by taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. Interest and penalties related to unrecognized tax benefits are reported as interest expense and operating expense, respectively.

The Corporation applies the intra-period tax allocation rules to allocate income taxes among continuing operations, discontinued operations, other comprehensive income (loss), and additional paid-in capital when they meet the criteria as prescribed in the guidance.

On December 22, 2017, the Tax Cuts and Jobs Act of 2017 was signed into law, making significant changes to the Internal Revenue Code. Under the Act, a corporation’s foreign earnings accumulated under legacy tax laws are deemed repatriated. The Corporation will continue to evaluate its ability to assert indefinite reinvestment to determine recognition of a deferred tax liability for other items such as Section 986(c) currency gain/loss, foreign withholding, and state taxes. The Corporation currently provides for taxes that

may be payable if undistributed earnings of overseas subsidiaries were to be remitted to the United States, except for earnings it considers to be permanently reinvested. See "Note 8. Income Taxes" in the Notes to Consolidated Financial Statements for further information.

Recently Issued Accounting Standards Not Yet Adopted


In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The new standard will replace most existing revenue recognition guidance in U.S. GAAP. The core principle of the ASU requires companies to reevaluate when revenue is recorded on a transaction based upon newly defined criteria, either at a point in time or over time as goods or services are delivered. The ASU requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and estimates, and changes in those estimates. The FASB has recently issued ASU No. 2016-08, Revenue from Contracts with Customers: Principal versus Agent Considerations, ASU No. 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing, and ASU No. 2016-12, Revenue from Contracts with Customers: Narrow Scope Improvements and Practical Expedients to provide further clarification and guidance. The new standard becomes effective for the Corporation in fiscal 2018, and allows for both retrospective and modified-retrospective methods of adoption. The Corporation will adopt the standard in fiscal 2018 using the modified-retrospective method, which requires the new guidance to be applied prospectively to revenue transactions completed on or after the effective date. Given the nature of the Corporation's revenue transactions, the new guidance will not have a material impact on the Corporation's results of operations or financial position. All necessary changes required by the new standard, including those to the Corporation's accounting policies, controls, and disclosures, have been identified and implemented as of the beginning of fiscal 2018.

In February 2016, the FASB issued ASU No. 2016-02, Leases. The new standard requires lessees to recognize most leases, including operating leases, on-balance sheet via a right of use asset and lease liability. Changes to the lessee accounting model may change key balance sheet measures and ratios, potentially affecting analyst expectations and compliance with financial covenants. The new standard becomes effective for the Corporation in fiscal 2019, but may be adopted at any time, and requires a modified-retrospective transition. The Corporation is currently evaluating the effect the standard will have on consolidated financial statements and related disclosures.

In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments and also issued subsequent amendments to the initial guidance: ASU 2018-09, ASU 2019-04, ASU 2019-05, and ASU 2019-11 (collectively, Topic 326). The new standardTopic 326 replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses by requiring consideration of a broader range of reasonable and supportable information and is intended to provide financial statement users with more useful information about expected credit losses on financial instruments. The new standardTopic 326 becomes effective for the Corporation in fiscal 2020 and requires a cumulative effect adjustment in retained earnings as of the beginning of the year of adoption. The Corporation anticipates the standard will not have a material effect on consolidated financial statements and related disclosures.

In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes. This update simplifies various aspects related to accounting for income taxes, removes certain exceptions to the general principles in ASC 740, and clarifies and amends existing guidance to improve consistent application. The new standard becomes effective for the Corporation in fiscal 2021. The Corporation is currently evaluating the effect the standard will have on consolidated financial statements and related disclosures.


In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. The new standard provides classification guidance on eight cash flow issues including debt prepayment, settlement of zero-coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlements of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, and distributions received from equity method investees. The new standard becomes effective for the Corporation in fiscal 2018. The Corporation anticipates the standard will not have a material effect on consolidated statements of cash flows.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost. The new standard requires an entity with defined benefit and postretirement benefit plans to present the service cost component of the net periodic benefit cost in the same income statement line item or items as other compensation costs arising from services rendered by employees during the period. All other components of net periodic benefit cost will be presented outside of operating income, if a subtotal is presented. The new standard is to be applied retrospectively to each period presented and becomes effective for the Corporation in fiscal 2018. The Corporation anticipates the standard will not have a material effect on consolidated statements of comprehensive income.


Item 7A.  Quantitative and Qualitative Disclosures About Market Risk


During the normal course of business, the Corporation is subjected to market risk associated with interest rate movements.  Interest rate risk arises from variable interest debt obligations. The interest rate swap derivative instrument isinstruments are held and used by the Corporation as a tool for managing interest rate risk. It isThey are not used for trading or speculative purposes.


As of December 30, 2017,28, 2019, the Corporation had $267.5$75 million of debt outstanding under the Corporation's $400$450 million revolving credit facility, which bore variable interest based on one month LIBOR. As of December 30, 2017,28, 2019, the Corporation had an interest rate swap agreement in place to fix the interest rate on $150$75 million of the Corporation's revolving credit facility. The Corporation'sUnder the terms of this interest rate risk notswap, the Corporation pays a fixed rate of 1.42 percent. As of December 28, 2019 the Corporation had no borrowings on the revolving credit facility in excess of the amount covered by the interest rate swap agreement was $117.5 millionagreement. The Corporation expects to utilize additional borrowings over the course of the year which will be subject to the variable borrowings rate debt outstanding as of December 30, 2017.defined.


The Corporation monitors market interest rate risk exposures using a sensitivity analysis. The Corporation's sensitivity analysis estimatesexposures. As the exposureCorporation holds no borrowings subject to marketvariable interest rate risk sensitive instruments assuming aexposure as of December 28, 2019 there is not current exposure given the current borrowings outstanding. The impacts of any hypothetical 1 percent changechanges in interest rates on $117.5 million unhedged variable rate debt. If interest rates werewill be directly correlated to increase or decrease by 1 percent,any necessary future borrowings above the corresponding increase or decrease, as applicable, in interest expense on variable rate debt would increase or decrease, as applicable, future earnings and cash flows by approximately $1.2 million per year.current levels outstanding.

This analysis does not consider the effect of any change in overall economic activity that could impact interest rates. Further, in the event of an increase in interest rates of significant magnitude, the Corporation may take actions to further mitigate exposure to the change. However, due to the uncertainty of the specific actions that would be taken and their possible effects, this analysis assumes no changes in the financial structure.


For information related to the Corporation’s long-term debt, refer to "Note 7.8. Long-Term Debt" in the Notes to Consolidated Financial Statements.  For information related to the Corporation's interest rate swap activity, refer to "Note 10.11. Accumulated Other Comprehensive Income (Loss) and Shareholders’ Equity" in the Notes to Consolidated Financial Statements.


The Corporation currently does not have any significant foreign currency exposure.


The Corporation is exposed to risks arising from price changes and/or tariffs for certain direct materials and assembly components used in its operations.  The most significant material purchases and cost for the Corporation are for steel, plastics, textiles, wood particleboard, and cartoning.  The market price of plastics and textiles, in particular, are sensitive to the cost of oil and natural gas.  The cost of wood particleboard has been impacted by continued industry downsizing of production capacity as well as increased volatility in input and transportation costs.  All of these materials are impacted increasingly by global market pressure.  The Corporation works to offset these increased costs through global sourcing initiatives, product re-engineering, and price increases on its products. Margins have been negatively impacted in the past due to the lag between cost increases and the Corporation’s ability to increase its prices.  The Corporation believes future market price increases on its key direct materials and assembly components are likely.  Consequently, it views the prospect of such increases as an outlooka risk to the business.


Item 8.  Financial Statements and Supplementary Data


The financial statements listed under Item 15(a)(1) and (2) are filed as part of this report and are incorporated herein by reference.


The Summary of Quarterly Results of Operations (Unaudited) follows the Notes to Consolidated Financial Statements filed as part of this report and are incorporated herein by reference.


Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure


None.



Item 9A.  Controls and Procedures


Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed to ensure that information required to be disclosed by the Corporation in the reports it files or submits under the Securities Exchange Act of 1934 (the "Exchange Act") is recorded, processed, summarized, and reported within the time periods specified in the SEC’sSecurities and Exchange Commission's rules and forms.  Disclosure controls and procedures are also designed to ensure information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.disclosure.


Under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer of the Corporation, the Corporation's management has evaluated the effectiveness of the design and operationcarried out an evaluation of the Corporation’s disclosure controls and procedures as defined inpursuant to Exchange Act Rules 13a – 15(e) and 15d – 15(e) under the Exchange Act as of the end of the period covered by this Annual Report on Form 10-K.  As of December 30, 2017, and,28, 2019, based on this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded these disclosure controls and procedures are effective.  There

Changes in Internal Controls
The Corporation implemented ASU No. 2016-02, Leases (Topic 842), at the beginning of fiscal 2019 using the modified-retrospective transition approach. The new standard requires lessees to recognize most leases, including operating leases, on-balance sheet via a right of use asset and lease liability. The Corporation selected a technology tool to assist with the accounting and disclosure requirements of the new standard. All necessary changes required by the new standard, including those to the Corporation's accounting policies, business process, systems, controls, and disclosures, were identified and implemented as of the first quarter 2019. Except for the implementation of the new lease standard, there have not been anyno changes in the Corporation’sCorporation's internal control over financial reporting that occurred during the fiscal quarteryear ended December 30, 201728, 2019 that have materially affected, or are reasonably likely to materially affect, the Corporation’sits internal control over financial reporting.


Management's Report on Internal Control over Financial Reporting
Management’s annual report on internal control over financial reporting and the attestation report of the Corporation’s independent registered public accounting firm are included in Item 15. Exhibits, Financial Statement Schedules of this report under the headings "Management Report on Internal Control Over Financial Reporting" and "Report of Independent Registered Public Accounting Firm," respectively, and management's annual report is incorporated herein by reference.


Item 9B.  Other Information


As previously reported on the Current Report on Form 8-K filed by the Corporation on January 9, 2018, Jerald K. Dittmer, Senior Vice President of Strategic Development, HNI Corporation, notified the Corporation of his intent to retire effective February 16, 2018. The Corporation entered into an agreement with Mr. Dittmer (the "Agreement") on February 16, 2018, which will become effective February 23, 2018, if not revoked before then.None.
The Agreement provides Mr. Dittmer is entitled to receive a lump payment equal to 39 weeks of base salary, less applicable withholdings and deductions, as consideration for commitments including (a) an agreement not to compete with the Corporation or solicit business contacts or employees of the Corporation for one year following his retirement, and (b) a release of claims relating to his employment with or separation from the Corporation.
Any interests held by Mr. Dittmer in any compensation or benefit plan in which Mr. Dittmer participates will be distributed to him in accordance with the terms of those plans and applicable law.

The foregoing description of the Agreement is only a summary and is qualified in its entirety by reference to the Agreement itself, a copy of which is attached as an exhibit to this Form 10-K as Exhibit 10.25 and is incorporated by reference herein.



PART III


Item 10.  Directors, Executive Officers, and Corporate Governance


The information under the caption "Proposal No. 1 - Election of Directors""Corporate Governance and Board Matters" of the Corporation's Definitive Proxy Statement on Schedule 14A for the Annual Meeting of Shareholders to be held on May 8, 20185, 2020 (the "2018"2020 Proxy Statement") is incorporated herein by reference.  For information with respect to executive officers of the Corporation, see "Table I - Information about our Executive Officers of the Registrant"Officers" included in Part I of this report.


Information relating to the identification of the audit committee and audit committee financial expert of the Corporation is contained under the caption "Board Committees""Directors" of the 20182020 Proxy Statement and is incorporated herein by reference.


Code of Ethics


The information under the caption "Code of Business Conduct and Ethics" of the 20182020 Proxy Statement is incorporated herein by reference.

Compliance with Section 16(a) of the Exchange Act

The information under the caption "Section 16(a) Beneficial Ownership Reporting Compliance" of the 2018 Proxy Statement is incorporated herein by reference.


Item 11.  Executive Compensation


The information under the captions "Executive Compensation" and "Director Compensation" of the 20182020 Proxy Statement is incorporated herein by reference.


Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters


The information under the captions "Security Ownership""Beneficial Ownership of the Corporation's Stock" and "Equity Compensation Plan Information" of the 20182020 Proxy Statement is incorporated herein by reference.


Item 13.  Certain Relationships and Related Transactions, and Director Independence


The information under the captionscaption "Corporate Governance and Board Matters" and ''Policy for Review of Related Person Transactions'' of the 20182020 Proxy Statement is incorporated herein by reference.


Item 14.  Principal Accounting Fees and Services


The information under the caption "Fees Incurred for KPMG LLP""Audit and Non-Audit Fees" of the 20182020 Proxy Statement is incorporated herein by reference.



PART IV
 
Item 15.  Exhibits, Financial Statement Schedules


(a)(1) Financial Statements


The following consolidated financial statements of the Corporation and its subsidiaries included in the Corporation's 20172019 Annual Report on Form 10-K are filed as a part of this Report pursuant to Item 8:
 Page


(2) Financial Statement Schedules


All other schedules for which provision is made in the applicable accounting regulation of the SEC are not required under the related instructions or are inapplicable and, therefore, have been omitted.


(b)Exhibits
(b)Exhibits
(3.1)
(3.2)
(4.1)
(10.1)
(10.2)
(10.3)
(10.4)
(10.5)
(10.6)
(10.7)


(10.8)
(10.2)(10.9)
(10.10)
(10.3)(10.11)
(10.4)(10.12)
(10.5)

(10.13)
(10.6)(10.14)

(10.7)(10.15)

(10.8)(10.16)
(10.9)
(10.10)

(10.11)
(10.12)
(10.13)
(10.14)
(10.15)
(10.16)
(10.17)
(10.18)
(10.19)
(10.20)
(10.21)(10.18)
(10.22)
(10.23)
(10.24)(10.19)

(10.20)

(10.25)(10.22)
(10.23)


(21)
(23.1)
(31.1)
(31.2)
(32.1)
101
The following materials from HNI Corporation's Annual Report on Form 10-K for the fiscal year ended December 30, 201728, 2019 are formatted in Inline XBRL (eXtensible Business Reporting Language) and filed electronically herewith: (i) Consolidated Statements of Comprehensive Income; (ii) Consolidated Balance Sheets; (iii) Consolidated Statements of Equity; (iv) Consolidated Statements of Cash Flows; and (iv)(v) Notes to Consolidated Financial Statements


 
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


*    Indicates management contract or compensatory plan.
+    Filed or furnished herewith.


Item 16. Form 10-K Summary


None.



Signatures


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.

 HNI Corporation 
    
Date: February 23, 201825, 2020By:/s/ Stan A. AskrenJeffrey D. Lorenger 
  Stan A. AskrenName:  Jeffrey D. Lorenger 
  Title:    Chairman, President, and CEOChief Executive Officer 


Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.  Each Director whose signature appears below authorizes and appoints Stan A. AskrenJeffrey D. Lorenger as his or her attorney-in-fact to sign and file on his or her behalf any and all amendments and post-effective amendments to this report.


Signature Title Date
     
/s/ Stan A. AskrenJeffrey D. Lorenger Chairman, President, and CEO, Principal Executive Officer, and Director February 23, 201825, 2020
Stan A. AskrenJeffrey D. Lorenger    
     
/s/ Marshall H. Bridges Senior Vice President, and Chief Financial Officer, Principal Financial Officer, and Principal Accounting Officer February 23, 201825, 2020
Marshall H. Bridges    
     
/s/ Mary A. Bell Director February 23, 201825, 2020
Mary A. Bell    
     
/s/ Miguel M. Calado Director February 23, 201825, 2020
Miguel M. Calado    
     
/s/ Cheryl A. Francis Director February 23, 201825, 2020
Cheryl A. Francis
/s/ John R. HartnettDirectorFebruary 25, 2020
John R. Hartnett    
     
/s/ Mary K. W. Jones Director February 23, 201825, 2020
Mary K. W. Jones
/s/ John R. HartnettDirectorFebruary 23, 2018
John R. Hartnett    
     
/s/ Larry B. Porcellato Lead Director February 23, 201825, 2020
Larry B. Porcellato
/s/ Dhanusha SivajeeDirectorFebruary 25, 2020
Dhanusha Sivajee    
     
/s/ Abbie J. Smith Director February 23, 201825, 2020
Abbie J. Smith    
     
/s/ Brian E. Stern Director February 23, 201825, 2020
Brian E. Stern    
     
/s/ Ronald V. Waters, III Director February 23, 201825, 2020
Ronald V. Waters, III    


Management Report on Internal Control Over Financial Reporting



Management of HNI Corporation is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934.  HNI Corporation’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.  HNI Corporation’s internal control over financial reporting includes those written policies and procedures that:


pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of HNI Corporation;
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of HNI Corporation are being made only in accordance with authorizations of management and directors of HNI Corporation; and
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of assets that could have a material effect on the consolidated financial statements.


Internal control over financial reporting includes the controls themselves, monitoring (including internal auditing practices), and actions taken to correct deficiencies as identified.


Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projections of any evaluation of effectiveness to future periods are subject to the risk controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.


Management assessed the effectiveness of HNI Corporation’s internal control over financial reporting as of December 30, 2017.28, 2019.  Management based this assessment on criteria for effective internal control over financial reporting described in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.  Management’s assessment included an evaluation of the design of HNI Corporation’s internal control over financial reporting and testing of operational effectiveness of HNI Corporation’s internal control over financial reporting.  Management reviewed the results of its assessment with the Audit Committee of the Board of Directors.


Based on this assessment, management determined, as of December 30, 2017,28, 2019, HNI Corporation maintained effective internal control over financial reporting.


The effectiveness of HNI Corporation’s internal control over financial reporting as of December 30, 201728, 2019 has been audited by KPMG LLP, an independent registered public accounting firm, as stated in its report which appears herein.


February 23, 201825, 2020



Report of Independent Registered Public Accounting Firm



To theThe Shareholders and Board of Directors and Shareholders
HNI Corporation:


Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting
We have audited the accompanying consolidated balance sheets of HNI Corporation and subsidiaries (the "Company")Company) as of December 30, 201728, 2019 and December 31, 2016,29, 2018, the related consolidated statements of comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 30, 2017,28, 2019, and the related notes (collectively, the "consolidatedconsolidated financial statements")statements). We also have audited the Company’s internal control over financial reporting as of December 30, 2017,28, 2019, based on criteria established in Internal Control - Integrated Framework(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).Commission.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 30, 201728, 2019 and December 31, 2016,29, 2018, and the results of its operations and its cash flows for each of the years in the three-year period ended December 30, 2017,28, 2019, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 30, 2017,28, 2019 based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)Commission.
Change in Accounting Principle
As discussed in Note 2 to the consolidated financial statements, the Company has changed its method of accounting for Leases in 2019 due to the adoption of Accounting Standards Update (ASU) No. 2016-02, “Leases”.
As discussed in Note 2 to the consolidated financial statements, the Company has changed its method of accounting for revenue recognition in 2018 due to the adoption of ASU No. 2014-09, "Revenue from Contracts with Customers".
Basis for OpinionOpinions
The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’sManagement Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB")(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being

made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matter
Assessment of the carrying value of goodwill in three of the Company’s reporting units
As discussed in Note 7 of the consolidated financial statements, the Company’s goodwill balance as of December 28, 2019 was $270.8 million or 19% of total assets. Of this amount, the goodwill associated with the three reporting units within the office furniture segment was $28.5 million, or 11% of goodwill. Annually, or whenever events and circumstances indicate that goodwill might be impaired, the Company performs goodwill impairment testing. Impairment occurs when the carrying value of a reporting unit exceeds its fair value. In performing the assessment of the carrying value, the Company estimates the fair value of each reporting unit using an average of values derived from an income approach (discounted projected cash flow method) and a market approach (guideline company method).
We identified the assessment of the carrying value of goodwill in three of the Company’s reporting units as a critical audit matter. The evaluation of projected revenue and gross margin, discount rate, and market multiple assumptions used in the income or market approaches to measure the estimated fair value of each of the three reporting units required challenging auditor judgment. Changes to those assumptions could have a significant effect on the estimated fair value of each of these three reporting units.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over the Company’s goodwill impairment process, including controls related to development of the projected revenue and gross margin, discount rate, and market multiple assumptions. We evaluated the projected revenue for each of the three reporting units by comparing expected volume growth and price increases to market data, including third-party industry projections and economic forecasts, and historical Company growth rates and price increases. We evaluated the projected gross margin for each of the three reporting units by comparing expected gross margin changes to historical Company and peer company gross margin rates. We compared the Company’s historical revenue and gross margin projections to actual results to assess the Company’s ability to accurately forecast. We performed a sensitivity analysis over the Company’s discount rate assumptions to assess the impact on the Company’s estimate of the fair value of the reporting units. We involved a valuation professional with specialized skills and knowledge, who assisted in:
Evaluating the discount rate used by the Company in the income approach by comparing the Company’s inputs to the discount rate to publicly available data for comparable companies and assessing the resulting discount rate;
Testing the estimated reporting unit fair value, using the Company’s discount rate and forecasted cash flows, and comparing the results to the reporting unit’s carrying value per the Company’s impairment tests.
Assessing the guideline public companies and the selected multiples based on consideration of revenue growth, profitability, and size.
/s/ KPMG LLP
We have served as the Company'sCompany’s auditor since 2015.
Chicago, Illinois
February 23, 201825, 2020


Financial Statements


HNI Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In thousands, except share and per share data)
HNI Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In thousands, except per share data)
HNI Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(In thousands, except per share data)
Year Ended
2017 2016 20152019
 2018
 2017
Net sales$2,175,882
 $2,203,489
 $2,304,419
$2,246,947
 $2,257,895
 $2,175,882
Cost of sales1,391,894
 1,368,476
 1,457,021
1,413,185
 1,422,857
 1,391,894
Gross profit783,988
 835,013
 847,398
833,762
 835,038
 783,988
Selling and administrative expenses671,831
 667,744
 672,125
680,049
 691,140
 671,831
(Gain) loss on sale, disposal, and license of assets(1,949) 22,572
 (195)
Gain on sale, disposal, and license of assets, net
 
 (1,949)
Restructuring and impairment charges37,416
 11,005
 11,792
2,371
 15,725
 37,416
Operating income76,690
 133,692
 163,676
151,342
 128,173
 76,690
Interest income297
 305
 395
Interest expense6,375
 5,086
 6,901
Interest expense, net8,628
 9,448
 6,078
Income before income taxes70,612
 128,911
 157,170
142,714
 118,725
 70,612
Income tax expense (benefit)(19,286) 43,273
 51,764
32,211
 25,399
 (19,286)
Net income89,898
 85,638
 105,406
110,503
 93,326
 89,898
Less: Net income (loss) attributable to the non-controlling interest103
 61
 (30)
Less: Net income (loss) attributable to non-controlling interest(2) (51) 103
Net income attributable to HNI Corporation$89,795
 $85,577
 $105,436
$110,505
 $93,377
 $89,795
     
          
Average number of common shares outstanding – basic43,839,004
 44,413,941
 44,285,298
43,101
 43,639
 43,839
Net income attributable to HNI Corporation per common share – basic$2.05
 $1.93
 $2.38
$2.56
 $2.14
 $2.05
Average number of common shares outstanding – diluted44,839,813
 45,502,219
 45,440,653
43,495
 44,328
 44,840
Net income attributable to HNI Corporation per common share – diluted$2.00
 $1.88
 $2.32
$2.54
 $2.11
 $2.00
          
          
Foreign currency translation adjustments$1,219
 $(1,510) $(1,901)$61
 $(3,004) $1,219
Change in unrealized gains (losses) on marketable securities, net of tax(27) (103) (39)251
 (24) (27)
Change in pension and post-retirement liability, net of tax(463) 339
 1,256
(2,833) 2,701
 (463)
Change in derivative financial instruments, net of tax660
 1,460
 873
(1,953) 339
 660
Other comprehensive income (loss), net of tax1,389
 186
 189
(4,474) 12
 1,389
Comprehensive income91,287
 85,824
 105,595
106,029
 93,338
 91,287
Less: Comprehensive income (loss) attributable to non-controlling interest103
 61
 (30)(2) (51) 103
Comprehensive income attributable to HNI Corporation$91,184
 $85,763
 $105,625
$106,031
 $93,389
 $91,184


The accompanying notes are an integral part of the consolidated financial statements.



HNI Corporation and Subsidiaries
Consolidated Balance Sheets
(In thousands)
HNI Corporation and Subsidiaries
Consolidated Balance Sheets
(In thousands)
HNI Corporation and Subsidiaries
Consolidated Balance Sheets
(In thousands)
      
December 30, 2017 December 31, 2016December 28, 2019 December 29, 2018
Assets      
Current Assets:      
Cash and cash equivalents$23,348
 $36,312
$52,073
 $76,819
Short-term investments2,015
 2,252
1,096
 1,327
Receivables258,551
 229,436
274,565
 255,207
Inventories155,683
 118,438
163,465
 157,178
Prepaid expenses and other current assets49,283
 46,603
37,635
 41,352
Total Current Assets488,880
 433,041
528,834
 531,883
      
Property, Plant, and Equipment:      
Land and land improvements28,593
 27,403
29,394
 28,377
Buildings306,137
 283,930
295,517
 290,263
Machinery and equipment556,571
 528,099
581,225
 565,884
Construction in progress39,788
 51,343
20,881
 28,443
931,089
 890,775
927,017
 912,967
Less accumulated depreciation540,768
 534,330
545,510
 528,034
Net Property, Plant, and Equipment390,321
 356,445
381,507
 384,933
      
Right-of-use Operating / Finance Leases75,012
 
   
Goodwill and Other Intangible Assets490,892
 511,419
445,709
 463,290
      
Deferred Income Taxes193
 719
176
 1,569
      
Other Assets21,264
 28,610
21,274
 20,169
      
Total Assets$1,391,550
 $1,330,234
$1,452,512
 $1,401,844


The accompanying notes are an integral part of the consolidated financial statements.



HNI Corporation and Subsidiaries
Consolidated Balance Sheets
(In thousands, except par value)
HNI Corporation and Subsidiaries
Consolidated Balance Sheets
(In thousands, except par value)
HNI Corporation and Subsidiaries
Consolidated Balance Sheets
(In thousands, except par value)
      
December 30, 2017 December 31, 2016December 28, 2019 December 29, 2018
Liabilities and Equity 
  
 
  
Current Liabilities:      
Accounts payable and accrued expenses$450,128
 $425,046
$453,202
 $428,865
Current maturities of long-term debt36,648
 34,017
790
 679
Current maturities of other long-term obligations2,927
 4,410
1,931
 4,764
Current lease obligations - operating / finance22,782
 
Total Current Liabilities489,703
 463,473
478,705
 434,308
      
Long-Term Debt240,000
 180,000
174,439
 249,355
   
Long-Term Lease Obligations - Operating / Finance59,814
 
      
Other Long-Term Liabilities70,409
 75,044
67,990
 72,767
      
Deferred Income Taxes76,861
 110,708
87,196
 82,155
      
Equity:      
HNI Corporation shareholders' equity:      
Capital Stock:      
Preferred stock - $1 par value, authorized 2,000 shares, no shares outstanding
 

 
   
Common stock - $1 par value, authorized 200,000 shares, outstanding:      
December 30, 2017 - 43,354 shares;   
December 31, 2016 - 44,079 shares43,354
 44,079
December 28, 2019 - 42,595 shares; December 29, 2018 - 43,582 shares42,595
 43,582
      
Additional paid-in capital7,029
 
19,799
 18,041
Retained earnings467,296
 461,524
529,723
 504,909
Accumulated other comprehensive income (loss)(3,611) (5,000)(8,073) (3,599)
Total HNI Corporation shareholders’ equity514,068
 500,603
Total HNI Corporation shareholders' equity584,044
 562,933
      
Non-controlling interest509
 406
324
 326
      
Total Equity514,577
 501,009
584,368
 563,259
      
Total Liabilities and Equity$1,391,550
 $1,330,234
$1,452,512
 $1,401,844


The accompanying notes are an integral part of the consolidated financial statements.



HNI Corporation and Subsidiaries
Consolidated Statements of Equity
(In thousands, except per share data)
Common Stock
 Additional Paid-in Capital
 Retained Earnings
 Accumulated Other Comprehensive Income (Loss)
 Non-controlling Interest
 Total Shareholders’ Equity
Common Stock
 Additional Paid-in Capital
 Retained Earnings
 Accumulated Other Comprehensive Income (Loss)
 Non-controlling Interest
 Total Shareholders' Equity
Balance, January 3, 2015$44,166
 $867
 $374,929
 $(5,375) $(86) $414,501
Balance, December 31, 2016$44,079
 $
 $461,524
 $(5,000) $406
 $501,009
Comprehensive income:           
Net income (loss)
 
 89,795
 
 103
 89,898
Other comprehensive income (loss), net of tax
 
 
 1,389
 
 1,389
Cash dividends; $1.130 per share
 
 (49,557) 
 
 (49,557)
Common shares – treasury:           
Shares purchased(1,463) (22,958) (34,466) 
 
 (58,887)
Shares issued under Members' Stock Purchase Plan and stock awards, net of tax738
 29,987
 
 
 
 30,725
Balance, December 30, 2017$43,354
 $7,029
 $467,296
 $(3,611) $509
 $514,577
Comprehensive income:           
 
  
  
  
  
  
Net income (loss)
 
 105,436
 
 (30) 105,406

 
 93,377
 
 (51) 93,326
Other comprehensive income (loss), net of tax
 
 
 189
 
 189

 
 
 12
 
 12
Change in ownership of non-controlling interest
 
 (461) 
 461
 

 
 (43) 
 (132) (175)
Cash dividends; $1.045 per share
 
 (46,329) 
 
 (46,329)
Cash dividends; $1.170 per share
 
 (51,085) 
 
 (51,085)
Common shares – treasury:           
 
  
  
  
  
  
Shares purchased(550) (26,107) 
 

 

 (26,657)(755) (24,033) (4,636) 
 
 (29,424)
Shares issued under Members’ Stock Purchase Plan and stock awards, net of tax542
 29,647
 
 
 
 30,189
Balance, January 2, 2016$44,158
 $4,407
 $433,575
 $(5,186) $345
 $477,299
Shares issued under Members' Stock Purchase Plan and stock awards, net of tax983
 35,045
 
 
 
 36,028
Balance, December 29, 2018$43,582
 $18,041
 $504,909
 $(3,599) $326
 $563,259
Comprehensive income: 
  
  
  
  
  
           
Net income (loss)
 
 85,577
 
 61
 85,638

 
 110,505
 
 (2) 110,503
Other comprehensive income (loss), net of tax
 
 
 186
 
 186

 
 
 (3,735) 
 (3,735)
Change in ownership of non-controlling interest
 
 (89) 
 
 (89)
Cash dividends; $1.090 per share
 
 (48,495) 
 
 (48,495)
Reclassification of Stranded Tax Effects (ASU 2018-02)
 
 739
 (739) 
 
Impact of Implementation of Lease Guidance
 
 2,999
 
 
 2,999
Cash dividends; $1.210 per share
 
 (52,232) 
 
 (52,232)
Common shares – treasury: 
  
  
  
  
  
           
Shares purchased(1,082) (45,699) (9,044) 
 
 (55,825)(2,286) (44,424) (37,197) 
 
 (83,907)
Shares issued under Members’ Stock Purchase Plan and stock awards, net of tax1,003
 41,292
 
 
 
 42,295
Balance, December 31, 2016$44,079
 $
 $461,524
 $(5,000) $406
 $501,009
Comprehensive income:           
Net income (loss)
 
 89,795
 
 103
 89,898
Other comprehensive income (loss), net of tax
 
 
 1,389
 
 1,389
Change in ownership of non-controlling interest
 
 
 
 
 
Cash dividends; $1.130 per share
 
 (49,557) 
 
 (49,557)
Common shares – treasury:           
Shares purchased(1,463) (22,958) (34,466) 
 
 (58,887)
Shares issued under Members’ Stock Purchase Plan and stock awards, net of tax738
 29,987
 
 
 
 30,725
Balance, December 30, 2017$43,354
 $7,029
 $467,296
 $(3,611) $509
 $514,577
Shares issued under Members' Stock Purchase Plan and stock awards, net of tax1,299
 46,182
 
 
 
 47,481
Balance, December 28, 2019$42,595
 $19,799
 $529,723
 $(8,073) $324
 $584,368


The accompanying notes are an integral part of the consolidated financial statements.



HNI Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
HNI Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
HNI Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
2017
 2016
 2015
2019
 2018
 2017
Net Cash Flows From (To) Operating Activities:          
Net income$89,898
 $85,638
 $105,406
$110,503
 $93,326
 $89,898
Non-cash items included in net income:   
  
   
  
Depreciation and amortization72,872
 68,947
 57,564
77,427
 74,788
 72,872
Other post-retirement and post-employment benefits1,592
 1,643
 1,856
1,475
 1,767
 1,592
Stock-based compensation7,750
 8,141
 9,097
6,830
 7,317
 7,750
Excess tax benefits from stock-based compensation
 (2,713) (1,581)
Operating / finance lease interest and amortization22,936
 
 
Deferred income taxes(33,606) 20,495
 15,257
6,750
 3,197
 (33,606)
(Gain) loss on sale, retirement, license, and impairment of long-lived assets and intangibles, net30,892
 28,868
 12,463
Loss on sale and retirement of long-lived assets, net2,014
 16,264
 30,892
Other – net(1,949) 4,523
 (1,216)3,593
 (1,736) (1,949)
Net increase (decrease) in operating assets and liabilities, net of acquisitions and divestitures(29,409) 17,430
 (28,075)
Net increase (decrease) in operating assets and liabilities, net of divestitures(3,280) (10,729) (29,409)
Increase (decrease) in other liabilities(4,891) (9,610) 2,581
(8,868) 2,236
 (4,891)
Net cash flows from (to) operating activities133,149
 223,362
 173,352
219,380
 186,430
 133,149
          
Net Cash Flows From (To) Investing Activities: 
  
  
 
  
  
Capital expenditures(109,243) (93,425) (82,610)(60,826) (55,648) (109,243)
Proceeds from sale and license of property, plant, equipment, and intangibles9,009
 1,055
 2,201
Proceeds from sale and license of property, plant, and equipment, and intangibles327
 23,767
 9,009
Acquisition spending, net of cash acquired
 (2,850) (898)
Capitalized software(18,148) (26,159) (32,356)(6,059) (8,048) (18,148)
Acquisition spending, net of cash acquired(898) (34,302) 
Purchase of investments(3,451) (8,724) (3,660)(6,702) (2,676) (3,451)
Sales or maturities of investments3,197
 8,619
 3,550
4,845
 3,100
 3,197
Other – net1,510
 (90) 
5,520
 1,135
 1,510
Net cash flows from (to) investing activities(118,024) (153,026) (112,875)(62,895) (41,220) (118,024)
          
Net Cash Flows From (To) Financing Activities: 
  
  
 
  
  
Payments of note and long-term debt and other financing(274,343) (594,547) (455,222)
Payments of long-term debt(215,934) (348,987) (276,736)
Proceeds from long-term debt339,337
 611,986
 448,449
141,035
 323,075
 339,337
Dividends paid(49,557) (48,495) (46,329)(52,232) (51,085) (49,557)
Purchase of HNI Corporation common stock(57,505) (55,825) (26,657)(83,887) (30,452) (57,505)
Proceeds from sales of HNI Corporation common stock14,224
 21,596
 12,276
30,473
 19,606
 14,224
Withholding related to net share settlements of equity based awards(245) 
 (171)
Excess tax benefits from stock-based compensation
 2,713
 1,581
Other – net(686) (3,896) 2,148
Net cash flows from (to) financing activities(28,089) (62,572) (66,073)(181,231) (91,739) (28,089)
          
Net increase (decrease) in cash and cash equivalents(12,964) 7,764
 (5,596)(24,746) 53,471
 (12,964)
Cash and cash equivalents at beginning of year36,312
 28,548
 34,144
Cash and cash equivalents at end of year$23,348
 $36,312
 $28,548
Cash and cash equivalents at beginning of period76,819
 23,348
 36,312
Cash and cash equivalents at end of period$52,073
 $76,819
 $23,348


The accompanying notes are an integral part of the consolidated financial statements.



HNI Corporation and Subsidiaries


Notes to Consolidated Financial Statements
December 30, 201728, 2019


Note 1. Nature of Operations


HNI Corporation with its subsidiaries (the "Corporation") is a provider of office furniture and hearth products.  Both industries are reportable segments; however, the Corporation’s office furniture business is its principal line of business.  Refer to "Note 16.17. Reportable Segment Information" in the Notes to Consolidated Financial Statements for further information.  Office furniture products include panel-based and freestanding furniture systems, seating, storage, tables, and tables.architectural products. These products are sold primarily through a national system of independent dealers, wholesalers, and office product distributors but also directly to end-user customers and federal, state, and local governments.  Hearth products include a full array of gas, wood, electric, and pellet burningfueled fireplaces, inserts, stoves, facings, and accessories.  These products are sold through a national system of independent dealers and distributors, as well as Corporation-owned distribution and retail outlets.  The Corporation’s products are marketed predominantly in the United States and Canada.  The Corporation exports select products through its export subsidiary to a limited number of markets outside North America, principally the Middle East, Mexico, Latin America, and the Caribbean. The Corporation also manufactures and markets office furniture in Asia, primarily China and India.


Fiscal year-end – The Corporation follows a 52/53-week fiscal year, which ends on the Saturday nearest December 31.  Fiscal year 2019 ended on December 28, 2019, fiscal year 2018 ended on December 29, 2018, and fiscal year 2017 ended on December 30, 2017, fiscal year 2016 ended on December 31, 2016, and fiscal year 2015 ended on January 2, 2016.2017. The financial statements for fiscal years 2017, 2016,2019, 2018, and 20152017 are on a 52-week basis. A 53-week year occurs approximately every sixth year.


Note 2. Summary of Significant Accounting Policies


Principles of Consolidation
The consolidated financial statements include the accounts and transactions of the Corporation and its subsidiaries.  Intercompany accounts and transactions have been eliminated in consolidation.


Cash, Cash Equivalents, and Investments
Cash and cash equivalents generally consist of cash and money market accounts.  The fair value approximates the carrying value due to the short duration of the securities. These securities have original maturity dates not exceeding three months.  The Corporation has short-term investments with maturities of less than one year, andas well as investments with maturities greater thanbetween one year included in "Other Assets" in the Consolidated Balance Sheets.and five years.  Management classifies investments in marketable securities at the time of purchase and reevaluates such classification at each balance sheet date.  Debt securities, including government and corporate bonds, are classified as available-for-sale and stated at current market value with unrealized gains and losses included as a separate component of equity, net of any related tax effect.  The specific identification method is used to determine realized gains and losses on the trade date. The Corporation's equity investment consists of an investment in a private entity and is carried at cost, as it does not have a readily determinable fair value.


Cash, cash equivalents, and investments consisted ofare reflected in the followingConsolidated Balance Sheets and were as follows (in thousands):
 December 28, 2019 December 29, 2018
 Cash and cash equivalents Short-term investments Other Assets Cash and cash equivalents Short-term investments Other Assets
Debt securities$
 $1,096
 $11,566
 $
 $1,327
 $10,677
Equity investment
 
 1,500
 
 
 
Cash and money market accounts52,073
 
 
 76,819
 
 
Total$52,073
 $1,096
 $13,066
 $76,819
 $1,327
 $10,677

 December 30, 2017 December 31, 2016
 Cash and cash equivalents Short-term investments Long-term investments Cash and cash equivalents Short-term investments Long-term investments
Available-for-sale securities:           
Debt securities
 2,015
 10,479
 
 2,252
 10,033
Cash and money market accounts23,348
 
 
 36,312
 
 
Total$23,348
 $2,015
 $10,479
 $36,312
 $2,252
 $10,033



The following table summarizes the amortized cost basis of the debt securities (in thousands):
 December 28, 2019 December 29, 2018
Amortized cost basis of debt securities$12,542
 $12,202

 December 30, 2017 December 31, 2016
Amortized cost basis of debt securities$12,660
 $12,445


Immaterial unrealized gains and losses are recorded in "Accumulated other comprehensive income (loss)" in the Consolidated Balance Sheets for these debt securities.


Receivables
The allowance for doubtful accounts is developed based on several factors including overall customer credit quality, historical write-off experience, and specific account analyses projecting the ultimate collectability of the account.  As such, these factors may change over time causing the allowance level to adjust accordingly. The following table summarizes the change in the allowance for doubtful accounts (in thousands):
  Balance at beginning of period Adjustments to allowance Amounts written off, net of recoveries and other adjustments Balance at end of period
Year ended December 28, 2019 $3,867
 $508
 $816
 $3,559
Year ended December 29, 2018 $1,904
 $2,440
 $477
 $3,867
Year ended December 30, 2017 $2,140
 $846
 $1,082
 $1,904

  Balance at beginning of period Adjustments to Allowance Amounts written off, net of recoveries and other adjustments Divestitures Balance at end of period
Year ended December 30, 2017 $2,140
 $846
 $1,082
 $
 $1,904
Year ended December 31, 2016 $4,287
 $(357) $1,598
 $192
 $2,140
Year ended January 2, 2016 $5,096
 $1,394
 $2,203
 $
 $4,287


Inventories
The Corporation values its inventory at the lower of cost or net realizable value with approximately 83 percent and 79 percent valued byvalue. Inventories included in the last-in, first-out ("LIFO") costing method asConsolidated Balance Sheets consisted of December 30, 2017 and December 31, 2016, respectively.the following (in thousands):
 December 28, 2019 December 29, 2018
Finished products$118,633
 $97,398
Materials and work in process75,526
 94,161
Last-in, first-out ("LIFO") allowance(30,694) (34,381)
Total inventories$163,465
 $157,178
    
    
Inventory valued by the LIFO costing method65% 81%

(In thousands)December 30, 2017 December 31, 2016
Finished products$101,715
 $71,223
Materials and work in process81,202
 71,375
LIFO allowance(27,234) (24,160)
 $155,683
 $118,438


During 2016,2019 and 2018, inventory quantities were reduced at certain reporting units.  This reduction resulted in a liquidation of LIFO inventory quantities carried at higher or lower costs prevailing in prior years as compared with the cost of current year purchases, the effect of which increaseddecreased cost of goods sold by approximately $0.05$2.2 million in 2016. There was no similar LIFO decrement2019 and $0.5 million in 2017 and 2015.2018. If the FIFO method had been in use, inventories would have been $27.2$30.7 million and $24.2$34.4 million higher than reported as of December 30, 201728, 2019 and December 31, 2016,29, 2018, respectively.

The increase in finished products inventory is primarily due to investments in direct fulfillment capabilities and production leveling related to higher volume.


Property, Plant, and Equipment
Property, plant, and equipment are carried at cost. Expenditures for repairs and maintenance are expensed as incurred. Major improvements that materially extend the useful lives of the assets are capitalized.  Depreciation has been computed using the straight-line method over estimated useful lives: land improvements, 1020 years; buildings, 1040 years; and machinery and equipment, 312 years. Total depreciation expense was as follows (in thousands):
 2019
 2018
 2017
Depreciation expense$53,022
 $51,063
 $56,494

 2017
 2016
 2015
Depreciation expense$56,494
 $57,171
 $46,512



Long-Lived Assets
The Corporation evaluates long-lived assets for indicators of impairment as events or changes in circumstances occur indicating that an impairment risk may be present. The judgments regarding the existence of impairment are based on business and market conditions, operational performance, and estimated future cash flows. If the carrying value of a long-lived asset is considered impaired, an impairment charge is recorded to adjust the asset to its estimated fair value. Asset impairment charges associated with the Corporation’s long-lived assets are discussed in "Note 3. Restructuring and Impairment Charges" in the Notes to Consolidated Financial Statements.


Goodwill and Other Intangible Assets
The Corporation evaluates its goodwill for impairment on an annual basis during the fourth quarter or whenever indicators of impairment exist.  Asset impairment charges associated with the Corporation’s goodwill impairment testing are discussed in "Note 6.7. Goodwill and Other Intangible Assets" in the Notes to Consolidated Financial Statements.


The Corporation reviews goodwill at the reporting unit level within its office furniture and hearth products operating segments.  These reporting units constitute components for which discrete financial information is available and regularly reviewed by segment management. The accounting standards for goodwill permit entities to first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform a quantitative goodwill impairment test. If the quantitative test is required, the Corporation estimates the fair value of its reporting units. In estimating the fair value, the Corporation relies on an average of the income approach and the market approach. This estimated fair value is compared to the carrying value of the reporting unit and an impairment is recorded if the estimate is less than the carrying value. In the income approach, the estimate of fair value of each reporting unit is based on management’s projection of revenues, gross margin, operating costs, and cash flows considering historical and estimated future results, general economic and market conditions, as well as the impact of planned business and operational strategies.  The valuations employ present value techniques to measure fair value and consider market factors.  In the market approach, the Corporation utilizes the guideline company method, which involves calculating valuation multiples based on operating data from guideline publicly-traded companies. These multiples are then applied to the operating data for the reporting units and adjusted for factors similar to those used in the discounted cash flow analysis. Management believes the assumptions used for the impairment test are consistent with those utilized by a market participant in performing similar valuations of its reporting units.  Management bases its fair value estimates on assumptions they believe to be reasonable at the time, but such assumptions are subject to inherent uncertainty.  Actual results may differ from those estimates.

The Corporation also evaluates the fair value of indefinite-lived trade names on an annual basis during the fourth quarter or whenever an indication of impairment exists. The estimate of the fair value of the trade names is based on a discounted cash flows model using inputs which include: projected revenues, assumed royalty rates that would be payable if the trade names were not owned, and discount rates.

The Corporation has definite-lived intangible assets that are amortized over their estimated useful lives. Impairment losses are recognized if the carrying amount of an intangible asset subject to amortization is not recoverable from expected future cash flows and its carrying amount exceeds its fair value.

Accounts Payable and Accrued Expenses
Accounts payable and accrued expenses are reflected in the Consolidated Balance Sheets and were as follows (in thousands):
 December 28, 2019 December 29, 2018
Trade accounts payable$227,557
 $221,395
Compensation53,147
 52,227
Profit sharing and retirement expense28,264
 28,300
Marketing expenses46,344
 36,529
Freight15,998
 13,892
Other accrued expenses81,892
 76,522
 $453,202
 $428,865

 December 30, 2017 December 31, 2016
Trade accounts payable$235,577
 $201,810
Compensation32,582
 47,280
Profit sharing and retirement expense30,884
 32,335
Marketing expenses41,751
 41,963
Freight13,121
 14,251
Other accrued expenses96,213
 87,407
 $450,128
 $425,046


Product Warranties
The Corporation issues certain warranty policies on its office furniture and hearth products that provide for repair or replacement of any covered product or component that failsduring normal use because of a defect in design, materials, or workmanship.  Allowances have been established for the anticipated future costs associated with the Corporation's warranty programs.


A warranty allowance is determined by recording a specific allowance for known warranty issues and an additional allowance for unknown claims expected to be incurred based on historical claims experience.  Actual claims incurred could differ from the original estimates, requiring adjustments to the allowance.  

Activity associated with warranty obligations was as follows (in thousands):
 2019
 2018
 2017
Balance at beginning of period$15,450
 $15,388
 $15,250
Accruals for warranties issued during period19,600
 22,697
 20,075
Adjustments related to pre-existing warranties906
 233
 194
Settlements made during the period(20,091) (22,868) (20,131)
Balance at end of period$15,865
 $15,450
 $15,388

 2017
 2016
 2015
Balance at beginning of period$15,250
 $16,227
 $16,719
Accruals settled from divestiture
 (538) 
Accruals for warranties issued during period20,075
 20,055
 19,995
Adjustments related to pre-existing warranties194
 604
 (334)
Settlements made during the period(20,131) (21,098) (20,153)
Balance at end of period$15,388
 $15,250
 $16,227


The current and long-term portions of the allowance for the estimated settlements are included within "Accounts payable and accrued expenses" and "Other Long-Term Liabilities", respectively, in the Consolidated Balance Sheets. The following table summarizes when these estimated settlements are expected to be paid (in thousands):
 December 28, 2019 December 29, 2018
Current - in the next twelve months$7,940
 $9,455
Long-term - beyond one year7,925
 5,995
 $15,865
 $15,450

 December 30, 2017 December 31, 2016
Current - in the next twelve months$9,524
 $6,959
Long-term - beyond one year5,864
 8,291
 $15,388
 $15,250



Revenue Recognition
SalesThe Corporation implemented ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), at the beginning of fiscal 2018 using the modified-retrospective method, which required this guidance to be applied prospectively to revenue transactions completed on or after the effective date. Given the nature of the Corporation's revenue transactions, this guidance did not have a material impact on the Corporation's results of operations or financial position.

Performance Obligations - The Corporation recognizes revenue for sales of office furniture and hearth products are generally recognized when title transfers andat a point in time following the risks and rewardstransfer of ownership have passedcontrol of such products to customers. Typically, title and riskthe customer, which typically occurs upon shipment of ownership transfer when the product is shipped.product. In certain circumstances, title and risktransfer of ownership docontrol to the customer does not transferoccur until the goods are received by the customer or upon installation and/or customer acceptance, depending on the terms of the underlying contracts. Contracts typically have a duration of less than one year and normally do not include a significant financing component. Generally, payment is due within 30 days of invoicing.

Significant Judgments - The amount of consideration the Corporation receives and revenue recognized varies with changes in rebate and marketing program incentives, as well as early pay discounts, offered to customers. The Corporation uses significant judgment throughout the year in estimating the reduction in net sales driven by variable consideration for rebate and marketing programs. Judgments made include expected sales levels and utilization of funds. However, this judgment factor is significantly reduced at the end of each year when sales volumes and the impact to rebate and marketing programs are known and recorded as the programs typically end near the Corporation's fiscal year end.

Accounting Policies and Practical Expedients Elected:

Shipping and Handling Activities - The Corporation elected to apply the accounting policy election permitted in the revenue accounting standard, which allows an entity to account for shipping and handling activities that occur after control is transferred as fulfillment activities. The Corporation accrues for shipping and handling costs at the same time revenue is recognized, which is in accordance with the policy election. When shipping and handling activities occur prior to the customer acceptance.  Revenue includes freight charged to customers; relatedobtaining control of the good(s), they are considered fulfillment activities rather than a performance obligation and the costs are recordedaccrued for as incurred.

Sales Taxes - The Corporation elected to apply the accounting policy election permitted in sellingthe revenue accounting standard, which allows an entity to exclude from the measurement of the transaction price all taxes assessed by a governmental authority associated with the transaction, including sales, use, excise, value-added, and administrative expense.  Rebates, discounts, and other marketing program expenses directly relatedfranchise taxes (collectively referred to as sales taxes). This allows the sale are recordedCorporation to present revenue net of these certain types of taxes.

Incremental Costs of Obtaining a Contract - The Corporation elected the practical expedient permitted in the revenue accounting standard, which permits an entity to recognize incremental costs to obtain a contract as a reductionan expense when incurred if the amortization period will be less than one year.


Significant Financing Component - The Corporation elected the practical expedient permitted in the revenue accounting standard, which allows an entity to net sales.  Marketing program accruals requirenot adjust the use of management estimates and the consideration of contractual arrangements subject to interpretation.  Customer sales that achieve or do not achieve certain award levels can affect thepromised amount of such estimatesconsideration for the effects of a significant financing component if a contract has a duration of one year or less. As the Corporation's contracts are typically less than one year in length, consideration will not be adjusted.

Remaining Performance Obligation - The Corporation's backlog orders are typically cancelable for a period of time and actual results could differalmost all contracts have an original duration of one year or less. As a result, the Corporation elected the practical expedient permitted in the revenue accounting standard not to disclose the unsatisfied performance obligation as of period end. The backlog is typically fulfilled within a quarter.

These accounting policies and practical expedients have been applied consistently to all revenue transactions. See "Note 3. Revenue from these estimates.Contracts with Customers" in the Notes to Consolidated Financial Statements for further information.


ProductResearch and Development Costs
ProductResearch and development costs relating to development of new products and processes, including significant improvements and refinements to existing products, are expensed as incurred.  These costs include salaries, contractor fees, buildingprototype costs, utilities, and administrative fees.  The amounts charged against income and recorded in "Selling and administrative expenses" on the Consolidated Statements of Comprehensive Income were as follows (in thousands):
 2019
 2018
 2017
Research and development costs$34,699
 $33,420
 $31,846

 2017
 2016
 2015
Product development costs$31,846
 $28,089
 $31,103


Freight Expense
Freight expense on shipments to customers werewas recorded in "Selling and administrative expenses" on the Consolidated Statements of Comprehensive Income as follows (in thousands):
 2019
 2018
 2017
Freight expense$123,667
 $134,190
 $119,096

 2017
 2016
 2015
Freight expense$119,096
 $115,157
 $133,384


Stock-Based Compensation
The Corporation measures the cost of employee services in exchange for an award of equity instruments based on the grant-date fair value of the award and recognizes cost over the requisite service period.  See "Note 11.12. Stock-Based Compensation" in the Notes to Consolidated Financial Statements for further information.


Income Taxes
The Corporation uses an asset and liability approach that takes into account guidance related to uncertain tax positions and requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Corporation’s financial statements or tax returns. Deferred income taxes are provided to reflect differences between the tax bases of assets and liabilities and their reported amounts in the consolidated financial statements.


On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "Act") was signed into law, making significant changes to the Internal Revenue Code. In January 2018, the FASB released guidance on the accounting for tax on the global intangible low-taxed income ("GILTI") provisions of the Act. The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The guidance indicates that either accounting for deferred taxes related to GILTI inclusions or treating any taxes on GILTI inclusions as a period cost are both acceptable methods subject to an accounting policy election. Effective in the first quarter of fiscal 2018, the Corporation will electelected to treat any potential GILTI inclusions as a period cost, as no material impact is projected from GILTI inclusions and any deferred taxes related to any inclusion would not be material. Also under the Act, a corporation’s foreign earnings accumulated under legacy tax laws are deemed repatriated. The Corporation will continue to evaluate its ability to assert indefinite reinvestment to determine recognition of a deferred tax liability for other items such as Section 986(c) currency gain/loss, foreign withholding, and state taxes. There were approximately $33.6 million of accumulated earnings considered permanently reinvested in China, Hong Kong, Singapore, and Canada as of December 30, 2017. The Corporation believes the tax costs on accumulated unremitted foreign earnings would be approximately $0.2 million if the amounts were not considered permanently reinvested.

See "Note 8.9. Income Taxes" in the Notes to Consolidated Financial Statements for further information.



Earnings Per Share
Basic earnings per share are based on the weighted-average number of common shares outstanding during the year.  Shares potentially issuable under stock options, restricted stock units, and common stock equivalents under the Corporation's deferred compensation plans have been considered outstanding for purposes of the diluted earnings per share calculation.

The following table reconciles the numerators and denominators used in the calculation of basic and diluted earnings per share ("EPS") (in thousands, except per share data):
 2019
 2018
 2017
Numerator:     
Numerator for both basic and diluted EPS attributable to HNI Corporation net income$110,505
 $93,377
 $89,795
Denominators:     
Denominator for basic EPS weighted-average common shares outstanding43,101
 43,639
 43,839
Potentially dilutive shares from stock-based compensation plans394
 689
 1,001
Denominator for diluted EPS43,495
 44,328
 44,840
Earnings per share – basic$2.56
 $2.14
 $2.05
Earnings per share – diluted$2.54
 $2.11
 $2.00

 2017
 2016
 2015
Numerator:     
Numerator for both basic and diluted EPS attributable to HNI Corporation net income$89,795
 $85,577
 $105,436
Denominators:     
Denominator for basic EPS weighted- average common shares outstanding43,839
 44,414
 44,285
Potentially dilutive shares from stock-based compensation plans1,001
 1,088
 1,156
Denominator for diluted EPS44,840
 45,502
 45,441
Earnings per share – basic$2.05
 $1.93
 $2.38
Earnings per share – diluted$2.00
 $1.88
 $2.32


The weighted-average common stock equivalents presented above do not include the effect of the common stock equivalents in the table below because their inclusion would be anti-dilutive.anti-dilutive (in thousands):
 2019
 2018
 2017
Common stock equivalents excluded because their inclusion would be anti-dilutive2,131
 1,508
 809

 2017
 2016
 2015
Common stock equivalents excluded because their inclusion would be anti-dilutive809,420
 416,142
 493,202

The Corporation implemented ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting, in the first quarter of fiscal 2017, which had an immaterial impact on the number of potentially dilutive shares from stock-based compensation plans for the year ended December 30, 2017. See "Recently Adopted Accounting Standards" below for more information regarding the implementation of ASU No. 2016-09.


Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes.  The critical areasAreas requiring significant use of management estimates relate to goodwill and intangibles, accruals for self-insured medical claims, workers’ compensation, legal contingencies, general liability and auto insurance claims, valuation of long-lived assets, and estimates of income taxes. Other significant areas requiring use of management estimates relate to allowance for doubtful accounts, inventory allowances, marketing program accruals, warranty accruals, and useful lives for depreciation and amortization.  Actual results could differ from those estimates.


Self-Insurance
The Corporation is primarily self-insured for general, auto, and product liability, workers’ compensation, and certain employee health benefits.  Certain risk exposures are mitigated through the use of independent third party stop loss insurance coverages. The general, auto, product, and workers’ compensation liabilities are managed using a wholly-owned insurance captive and the related liabilities are included in the Consolidated Balance Sheets as follows (in thousands):
 December 28, 2019 December 29, 2018
General, auto, product, and workers' compensation liabilities$26,233
 $30,227

 December 30, 2017 December 31, 2016
General, auto, product, and workers' compensation liabilities$27,591
 $26,526


The Corporation’s policy is to accrue amounts in accordance with the actuarially determined liabilities.  The actuarial valuations are based on historical information along with certain assumptions about future events.  Changes in assumptions for such matters as legal actions, medical cost inflation, and magnitude of change in actual experience development could cause these estimates to change in the future.



Foreign Currency Translations
Foreign currency financial statements of foreign operations, where the local currency is the functional currency, are translated using exchange rates in effect at period end for assets and liabilities and average exchange rates during the period for results of operations.  Related translation adjustments are reported as a component of Shareholders’ Equity.  GainsImmaterial gains and losses on foreign currency transactions are included in "Selling and administrative expenses" in the Consolidated Statements of Comprehensive Income.


Reclassifications
Certain reclassifications have been made within the financial statements to conform to the current year presentation.


Recently Adopted Accounting Standards
In MarchFebruary 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting2016-02, Leases. The new standard is intendedrequires lessees to simplify accountingrecognize most leases, including operating leases, on-balance sheet via a right of use asset and lease liability. The new standard became effective for share-based employment awards to employees. Changes include: all excess tax benefits/deficiencies should be recognized as income tax expense/benefit; entities can make elections on how to account for forfeitures;the Corporation in fiscal 2019 and cash paid by an employer when directly withholding shares for tax withholding purposes should be classified aswas implemented using a financing activity on the cash flow statement.modified-retrospective transition approach. The Corporation implementedselected a technology tool to assist with the accounting and disclosure requirements of the new standard. All necessary changes required by the new standard, inincluding those to the Corporation's accounting policies, business process, systems, controls, and disclosures, were identified and implemented as of the first quarter of fiscal 2017. The primary impact of implementation was the recognition of excess tax benefits2019. See "Note 15. Leases" in the Corporation's provisionNotes to Consolidated Financial Statements for income taxes rather than paid-in capital beginning withfinancial impacts, accounting elections, and further information.

In February 2018, the first quarterFASB issued ASU No. 2018-02, Reclassification of fiscal 2017. Excess tax benefits will be recorded in the operating section of the Consolidated Statements of Cash Flows on a prospective basis. Prior to fiscal 2017, the tax benefits or shortfalls were recorded in financing cash flows.Certain Tax Effects from Accumulated Other Comprehensive Income. The presentation requirements for cash flows related to employee taxes paid for withheld shares in the financing section had no impact to any of the periods presented in the Corporation's Consolidated Statements of Cash Flows since such cash flows have historically been presented as a financing activity. The ongoing impact of the new standard resulted inallows entities to reclassify certain stranded tax effects from accumulated other comprehensive income to retained earnings resulting from the recognition of excessAct. The standard also requires certain disclosures about stranded tax benefits in the Corporation's provision for income taxes of $1.5 million as a net tax benefiteffects. The new standard became effective for the year ended December 30, 2017. Prior to the adoption of this standard, those amounts would have been recognized as an adjustment to "Additional paid-in capital"Corporation in the Consolidated Balance Sheets.fiscal 2019. See "Note 8.9. Income Taxes" in the Notes to Consolidated Financial Statements for further information.


In July 2015,August 2017, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory2017-12, Targeted Improvements to Accounting for Hedging Activities. The new standard is intendedimproves the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements and make certain targeted improvements to simplify the subsequentapplication of the hedge accounting guidance through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of inventory by requiring inventoryhedge results. The new standard became effective for the Corporation in fiscal 2019. The standard requires a cumulative effect adjustment to be measured at the loweropening balance of cost orretained earnings as of the beginning of the fiscal year of adoption for the previously recorded ineffectiveness included in retained earnings related to existing net realizable value rather thaninvestment hedges as of the previousdate of adoption. The Corporation did not record a cumulative effect adjustment to retained earnings as no net investment hedges existed as of the ASU adoption date. New hedging relationships entered after the adoption date have been presented in the financial statements using the guidance of measuring inventory at the lower of cost or market.ASU. The Corporation implemented the new standard in the first quarter of fiscal 2017. As the Corporation previously calculated net realizable value when measuring inventory at the lower of cost or market, this standard did not have a material effect on the consolidated financial statements and related disclosures.


In January 2017,
Note 3. Revenue from Contracts with Customers

Disaggregation of Revenue
Revenue from contracts with customers disaggregated by sales channel and by segment is as follows (in thousands):
 Segment2019
 2018
Supplies-driven channelOffice Furniture$891,997
 $904,292
Contract channelOffice Furniture805,189
 801,800
HearthHearth Products549,761
 551,803
Net sales $2,246,947
 $2,257,895


Sales by channel type are subject to similar economic factors and market conditions regardless of the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350). The new standardchannel under which the product is to simplify the test for goodwill impairment by eliminating the step 2 requirement. Instead, an entity will perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The standard is effective for fiscal 2020, but the Corporation has early adopted the standard in 2017. The Corporation performed its annual test for goodwill impairment during the fourth quarter of fiscal 2017 under the guidance of this standard.sold. See "Note 6. Goodwill and Other Intangible Assets"“Note 17. Reportable Segment Information” in the Notes to Consolidated Financial Statements for further information.information about operating segments.

Contract Assets and Contract Liabilities
In addition to trade receivables, the Corporation has contract assets consisting of funds paid to certain office furniture dealers in exchange for their multi-year commitment to market and sell the Corporation’s products. These contract assets are amortized over the term of the contracts and recognized as a reduction of revenue. For contracts less than one year, the Corporation has elected the practical expedient to recognize incremental costs to obtain a contract as an expense when incurred. The Corporation has contract liabilities consisting of customer deposits and rebate and marketing program liabilities.


Contract assets and contract liabilities were as follows (in thousands):
 December 28,
2019
 December 29,
2018
Trade receivables (1)$278,124
 $259,075
Contract assets (current) (2)$857
 $529
Contract assets (long-term) (3)$2,700
 $2,188
Contract liabilities (4)$54,972
 $44,858

The index below indicates the line item in the Consolidated Balance Sheets where contract assets and contract liabilities are reported:

(1)     "Receivables"
(2)     "Prepaid expenses and other current assets"
(3)     "Other Assets"
(4)     "Accounts payable and accrued expenses"

Changes in contract asset and contract liability balances during the year ended December 28, 2019 were as follows (in thousands):
 Contract assets increase (decrease) Contract liabilities (increase) decrease
Contract assets recognized$1,313
 $
Reclassification of contract assets to contra-revenue(473) 
Contract liabilities recognized and recorded to contra-revenue as a result of performance obligations satisfied
 (147,830)
Contract liabilities paid
 138,015
Cash received in advance and not recognized as revenue
 (67,938)
Reclassification of cash received in advance to revenue as a result of performance obligations satisfied
 67,639
Net change$840
 $(10,114)


Changes in contract asset and contract liability balances during the year ended December 29, 2018 were as follows (in thousands):
 Contract assets increase (decrease) Contract liabilities (increase) decrease
Contract assets recognized$2,100
 $
Reclassification of contract assets to contra-revenue(483) 
Contract asset impairment(1,550) 
Contract liabilities recognized and recorded to contra-revenue as a result of performance obligations satisfied
 (127,454)
Contract liabilities paid
 132,909
Cash received in advance and not recognized as revenue
 (54,167)
Reclassification of cash received in advance to revenue as a result of performance obligations satisfied
 58,304
Impact of business combination
 77
Net change$67
 $9,669


Contract liabilities for customer deposits paid to the Corporation prior to the satisfaction of performance obligations are recognized as revenue upon completion of the performance obligations. The amount of revenue recognized during the year ended December 28, 2019 that was included in the December 29, 2018 contract liabilities balance was $8.3 million. The amount of revenue recognized during the year ended December 29, 2018 that was included in the December 30, 2017 contract liabilities balance was $12.5 million, respectively.

Note 3.4. Restructuring and Impairment Charges


Restructuring costs, goodwill and long-lived asset impairments, and a valuation allowance recorded in the Consolidated Statements of Comprehensive Income are as follows (in thousands):
 2019
 2018
 2017
Cost of sales - accelerated depreciation$
 $
 $10,327
      
Restructuring charges$2,371
 $2,325
 $6,205
Goodwill and long-lived asset impairments
 15,200
 20,947
Valuation allowance of long-term note receivable
 (1,800) 10,264
Restructuring and impairment charges$2,371
 $15,725
 $37,416

 2017
 2016
 2015
Cost of sales - accelerated depreciation$10,327
 $5,302
 $792
      
Restructuring charges$6,205
 $5,229
 $551
Goodwill and long-lived asset impairments20,947
 5,776
 11,241
Valuation allowance of long-term note receivable10,264
 
 
Restructuring and impairment charges$37,416
 $11,005
 $11,792


Restructuring costs in 2019 related to a structural realignment in the office furniture segment and were primarily comprised of severance costs.

Restructuring costs in 2018 were primarily incurred as part of the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington and the office furniture manufacturing facility in Orleans, Indiana. Impairment charges include the impairment of goodwill and long-lived assets for office furniture companies and an impairment charge from the sale of the closed manufacturing facility in Paris, Kentucky. The Corporation also recovered a portion of a long-term note receivable previously impaired.

Restructuring costs in 2017, which include accelerated depreciation recorded in "Cost of sales" in the Consolidated Statements of Comprehensive Income, were primarily incurred as part of the previously announced closures of the hearth manufacturing facilities in Paris, Kentucky and Colville, Washington and the office furniture manufacturing facility in Orleans, Indiana. As of December 30, 2017, the estimated fair value of the Paris, Kentucky hearth manufacturing facility of $4.6 million was classified as held for sale and is included in "Prepaid expenses and other current assets" in the Consolidated Balance Sheets.

Restructuring costs in 2016, which include accelerated depreciation recorded in "Cost of sales" in the Consolidated Statements of Comprehensive Income, were primarily incurred as part of the previously announced closures of the Paris, Kentucky hearth manufacturing facility and the Orleans, Indiana office furniture manufacturing facility.

Restructuring costs in 2015, which include accelerated depreciation recorded in "Cost of sales" in the Consolidated Statements of Comprehensive Income, were primarily incurred as part of the Corporation's decision to exit a line of business within the hearth products segment and the remaining costs relating to the closures of three office furniture manufacturing facilities announced in 2014.

See "Note 6. Goodwill and Other Intangible Assets" in the Notes to Consolidated Financial Statements for more information on goodwill and long-lived asset impairments.

See "Note 4. Acquisitions and Divestitures" in the Notes to Consolidated Financial Statements for more information on the valuation allowance of a long-term note receivable.


The accrued restructuring expenses are expected to be paid in the next twelve months and are includedreflected in "Accounts payable and accrued expenses" in the Consolidated Balance Sheets. The following is a summary of changes in restructuring accruals (in thousands):
 Severance Costs Facility Exit Costs & Other Total
Restructuring allowance as of December 31, 2016$2,704
 $
 $2,704
Restructuring charges1,436
 4,769
 6,205
Cash payments(2,797) (4,253) (7,050)
Restructuring allowance as of December 30, 20171,343
 516
 1,859
Restructuring charges355
 1,970
 2,325
Cash payments(1,562) (2,336) (3,898)
Restructuring allowance as of December 29, 2018136
 150
 286
Restructuring charges1,977
 394
 2,371
Cash payments(1,451) (272) (1,723)
Restructuring allowance as of December 28, 2019$662
 $272
 $934

 Severance Costs Facility Exit Costs & Other Total
Restructuring allowance as of January 3, 2015$1,213
 $
 $1,213
Restructuring charges(704) 1,255
 551
Cash payments(303) (1,240) (1,543)
Restructuring allowance as of January 2, 2016206
 15
 221
Restructuring charges3,883
 1,346
 5,229
Cash payments(1,385) (1,361) (2,746)
Restructuring allowance as of December 31, 20162,704
 
 2,704
Restructuring charges1,436
 4,769
 6,205
Cash payments(2,797) (4,253) (7,050)
Restructuring allowance as of December 30, 2017$1,343
 $516
 $1,859



Note 4.5. Acquisitions and Divestitures

OFM
On January 29, 2016, the Corporation acquired OFM, an office furniture company, with annual sales of approximately $30 million at a purchase price of $34.1 million, net of cash acquired, in an all cash transaction. The Corporation finalized the allocation of the purchase price during fourth quarter 2016. There were $15 million of intangible assets other than goodwill associated with this acquisition with estimated useful lives ranging from three to ten years with amortization recorded on a straight-line basis based on the projected cash flow associated with the respective intangible assets. There was $14 million of goodwill associated with this acquisition. The goodwill is deductible for income tax purposes.

Office Furniture Dealerships
As part of the Corporation's ongoing business strategy, it continues to acquire and divest small office furniture dealerships. There was no changedealerships and small hearth products companies, for which the impact is not material to Goodwill in 2017 as a result of this activity. Goodwill increased approximately $2 million in 2016 as a result of this activity.

Artcobell
The Corporation completed the sale of substantially all the assets of ArtcoBell Corporation ("Artcobell"), a K-12 education furniture business, on December 31, 2016. A pre-tax non-cash charge of approximately $23 million and a $10 million long-term note receivable, which was included in "Other Assets" in the Corporation's Consolidated Balance Sheets in Form 10-K for the fiscal year ended December 31, 2016, were recorded in relation to the sale. Artcobell had been included as part of the Corporation's office furniture segment. As of December 30, 2017, a valuation allowance was recorded against the long-term note receivable.financial statements.



Note 5.6. Supplemental Cash Flow Information


The Corporation's cash payments for interest, income taxes, and non-cash investing and financing activities are as follows (in thousands):
 2019
 2018
 2017
Cash paid for:     
  Interest paid, net of capitalized interest$9,867
 $9,882
 $6,236
  Income taxes paid$21,181
 $11,465
 $13,733
Changes in accrued expenses due to:     
  Purchases of property and equipment$(8,476) $5,895
 $(10,370)
  Purchases of capitalized software$653
 $(2,497) $(237)

 2017
 2016
 2015
Cash paid for:     
  Interest paid, net of capitalized interest$6,236
 $6,644
 $7,066
  Income taxes paid$13,733
 $23,120
 $28,252
Changes in accrued expenses due to:     
  Purchases of property and equipment$(10,370) $3,599
 $(327)
  Purchases of capitalized software$(237) $603
 $(2,806)


Note 6.7. Goodwill and Other Intangible Assets


Goodwill and other intangible assets included in the Consolidated Balance Sheets consisted of the following (in thousands):
 December 28, 2019 December 29, 2018
Goodwill$270,820
 $270,788
Definite-lived intangible assets146,040
 163,714
Indefinite-lived intangible assets28,849
 28,788
Total goodwill and other intangible assets$445,709
 $463,290

 December 30, 2017 December 31, 2016
Goodwill$279,505
 $290,699
Definite-lived intangible assets182,186
 182,666
Indefinite-lived intangible assets29,201
 38,054
 $490,892
 $511,419



Goodwill
The changes in the carrying amount of goodwill, by reporting segment, are as follows (in thousands):
 Office Furniture Hearth Products Total
Balance as of December 30, 2017     
Goodwill$128,657
 $183,199
 $311,856
Accumulated impairment losses(32,208) (143) (32,351)
Net goodwill balance as of December 30, 2017$96,449
 $183,056
 $279,505
      
Goodwill acquired during the year
 3,463
 3,463
Impairment losses(12,168) 
 (12,168)
Foreign currency translation adjustment(12) 
 (12)
      
Balance as of December 29, 2018 
  
  
Goodwill128,645
 186,662
 315,307
Accumulated impairment losses(44,376) (143) (44,519)
Net goodwill balance as of December 29, 2018$84,269
 $186,519
 $270,788
      
Foreign currency translation adjustment32
 
 32
      
Balance as of December 28, 2019 
  
  
Goodwill128,677
 186,662
 315,339
Accumulated impairment losses(44,376) (143) (44,519)
Net goodwill balance as of December 28, 2019$84,301
 $186,519
 $270,820

 Office Furniture Hearth Products Total
Balance as of January 2, 2016     
Goodwill$121,964
 $183,199
 $305,163
Accumulated impairment losses(27,370) (143) (27,513)
Net goodwill balance as of January 2, 201694,594
 183,056
 277,650
      
Goodwill acquired during the year15,928
 
 15,928
Impairment losses(2,876) 
 (2,876)
Foreign currency translation adjustment(3) 
 (3)
      
Balance as of December 31, 2016 
  
  
Goodwill137,889
 183,199
 321,088
Accumulated impairment losses(30,246) (143) (30,389)
Net goodwill balance as of December 31, 2016107,643
 183,056
 290,699
      
Goodwill acquired during the year
 
 
Impairment losses(11,150) 
 (11,150)
Foreign currency translation adjustment(44) 
 (44)
      
Balance as of December 30, 2017 
  
  
Goodwill137,845
 183,199
 321,044
Accumulated impairment losses(41,396) (143) (41,539)
Net goodwill balance as of December 30, 2017$96,449
 $183,056
 $279,505


The increaseschanges in goodwill in fiscal 2018 primarily relate to completed acquisitions.  See "Note 4. Acquisitions and Divestitures"acquisitions in the Notes to Consolidated Financial Statements for further information.  The decreases in goodwillhearth products segment, and impairment charges in the office furniture segment were due to impairment charges, which are described below.segment.  

Paoli - On December 6, 2017, the Corporation made the decision to discontinue the Paoli office furniture brand. The manufacturing of Paoli branded products will cease in the first quarter of 2018. The Corporation made this decision as part of continued efforts to drive efficiency and simplification, delivering increased value to its shareholders. As a result of this decision, the Corporation recorded a $6.3 million goodwill impairment charge, an $8.3 million impairment charge related to an indefinite-lived trade name, and a $1.5 million impairment charge related to a definite-lived customer list. These impairment charges reduced the total amount of Paoli's goodwill and other intangible assets to $0 on the Consolidated Balance Sheets as of December 30, 2017.

Annual Goodwill Impairment Assessment - As a result of the required annual impairment assessment performed in the fourth quarter of 2017, the Corporation determined the fair value of a reporting unit within the office furniture segment was below its carrying value. The decline in the estimated fair value of this reporting unit was primarily driven by reducing long-term margin expectations for the reporting unit. The projections used in the impairment model reflected management's assumptions regarding revenue growth rates, economic and market trends, cost structure, investments required for operational transformation, and other expectations about the anticipated short-term and long-term operating results of the reporting unit. The Corporation assumed a discount rate of 13.5 percent, near term growth rates ranging from 7 percent to 10 percent, and a terminal growth rate of 3 percent. Based on the quantitative analysis, the Corporation recorded a $4.8 million goodwill impairment charge in 2017. There was $19.6 million net goodwill remaining in the reporting unit as of December 30, 2017. Holding other assumptions constant, a 100 basis point increase in the discount rate would result in a $3.3 million decrease in the estimated fair value of the reporting unit. Holding other assumptions constant, a 100 basis point decrease in the long-term growth rate would result in a $1.4 million decrease in the estimated fair value of the reporting unit. Prior to the goodwill impairment assessment, the Corporation completed a qualitative review of long-lived assets for all asset groups to determine if events or changes in circumstances indicated that the carrying amount of each asset group

may not be recoverable (if a "triggering event" existed). Based on this review, the Corporation tested the recoverability of the long-lived assets, other than goodwill and indefinite-lived intangible assets, in certain asset groups where a triggering event existed, and found no impairments, except for the $1.5 million impairment charge to remove the Paoli definite-lived customer list asset, based on the closure of this office furniture brand.

Based on the results of the annual impairment test, the Corporation concluded that no other goodwill impairment existed apart from the impairment charges discussed above. For all other reporting units included in the annual quantitative impairment test, the estimated fair value is significantly in excess of the carrying value.


Definite-lived intangible assets
The table below summarizes amortizable definite-lived intangible assets, which are reflected in "Goodwill and Other Intangible Assets" in the Corporation’s Consolidated Balance Sheets (in thousands):
  December 28, 2019 December 29, 2018
  Gross Accumulated Amortization Net Gross Accumulated Amortization Net
Patents $40
 $40
 $
 $40
 $34
 $6
Software 176,836
 67,541
 109,295
 170,274
 49,561
 120,713
Trademarks and trade names 7,564
 3,381
 4,183
 7,564
 2,721
 4,843
Customer lists and other 104,004
 71,442
 32,562
 103,840
 65,688
 38,152
Net definite-lived intangible assets $288,444
 $142,404
 $146,040
 $281,718
 $118,004
 $163,714

  December 30, 2017 December 31, 2016
  Gross Accumulated Amortization Net Gross Accumulated Amortization Net
Patents $40
 $26
 $14
 $18,645
 $18,623
 $22
Software 167,105
 34,792
 132,313
 149,587
 25,792
 123,795
Trademarks and trade names 7,564
 2,061
 5,503
 7,564
 1,401
 6,163
Customer lists and other 106,090
 61,734
 44,356
 117,789
 65,103
 52,686
Net definite lived intangible assets $280,799
 $98,613
 $182,186
 $293,585
 $110,919
 $182,666


Amortization expense is reflected in "Selling and administrative expenses" in the Consolidated Statements of Comprehensive Income and was as follows (in thousands):
2017
 2016
 2015
2019
 2018
 2017
Capitalized software$9,389
 $4,722
 $3,482
$18,130
 $17,109
 $9,389
Other definite-lived intangibles$6,989
 $7,055
 $7,570
$6,275
 $6,615
 $6,989


The occurrence of events such as acquisitions, dispositions, or impairments may impact future amortization expense. Based on the current amount of intangible assets subject to amortization, the estimated amortization expense for each of the following five fiscal years is as follows (in millions):
 2020
 2021
 2022
 2023
 2024
Amortization expense$23.8
 $22.7
 $19.7
 $17.5
 $16.5

 2018
 2019
 2020
 2021
 2022
Amortization expense$23.0
 $21.9
 $21.0
 $20.2
 $17.2

The occurrence of events such as acquisitions, dispositions, or impairments in the future may result in changes to amounts.


Indefinite-lived intangible assets
The Corporation also owns certain intangible assets, which are deemed to have indefinite useful lives because they are expected to generate cash flows indefinitely. These indefinite-lived intangible assets are reflected in "Goodwill and Other Intangible Assets" in the Consolidated Balance Sheets (in thousands):
 December 30, 2017 December 31, 2016
Trademarks and trade names$29,201
 $38,054
 December 28, 2019 December 29, 2018
Trademarks and trade names$28,849
 $28,788


InThe immaterial change in the fourth quarter of 2017, the Corporation recorded an impairment charge of $8.3 millionindefinite-lived intangible assets balances shown above is related to remove the Paoli trade name asset, based on the closure of this office furniture brand.foreign currency translation impacts. As a result of the required annual impairment assessment performed in the fourth quarter of 2017,2019, the Corporation did not record any other impairment charges related to indefinite-lived intangible assets.assets, as the estimated fair values were significantly in excess of the respective carrying values.


Sale and License of an Intangible Asset
In the third quarter of 2017, the Corporation recorded a $6.0 million nonrecurring gain from the sale and license of an intangible asset, which had a zero carrying value. This nonrecurring gain is reflected in "(Gain) loss"Gain on sale, disposal, and license of assets"assets, net" in the Consolidated Statements of Comprehensive Income.

Impairment Analysis
As a result of the required annual goodwill impairment assessment performed in the fourth quarter of 2019, the Corporation determined the fair value of its reporting units exceeded the respective carrying value and, therefore, 0 impairment of goodwill was recorded. The projections used in the impairment model reflected management's assumptions regarding revenue growth rates, economic and market trends, cost structure, investments required for product enhancements, and other expectations about the anticipated short-

term and long-term operating results of the reporting units. For three reporting units in the office furniture segment, the concluded fair values included in the respective annual quantitative impairment test contain a higher degree of sensitivity to changes in estimates, and therefore an increased risk of future impairment charges, relative to the Corporation's other reporting units for which the estimated fair value is significantly in excess of the carrying value. These three reporting units have goodwill of $6.9 million, $7.5 million and $14.1 million, respectively, and an estimated fair value that exceeded carrying value by approximately 68 percent, 15 percent, and 11 percent, respectively.

The reporting unit that exceeded its carrying value by approximately 15 percent in the current year assessment recorded a goodwill impairment charge of $12.2 million pretax in 2018. In connection with the current year impairment assessment, the Corporation assumed a discount rate of 14 percent, near term growth rates ranging from 2 percent to 5.5 percent, and a terminal growth rate of 3 percent. Holding other assumptions constant, a 100 basis point increase in the discount rate would result in a $2.8 million decrease in the estimated fair value of the reporting unit. Holding other assumptions constant, a 100 basis point decrease in the long-term growth rate would result in a $1.1 million decrease in the estimated fair value of the reporting unit. Both of these scenarios individually would result in the estimated fair value exceeding carrying value.

For the reporting unit that exceeded its carrying value by approximately 11 percent, the Corporation assumed a discount rate of 15 percent, near term growth rates ranging from 10 percent to 51 percent, and a terminal growth rate of 3 percent. Holding other assumptions constant, a 100 basis point increase in the discount rate would result in a $7.9 million decrease in the estimated fair value of the reporting unit. This scenario would result in the estimated fair value being below carrying value. Holding other assumptions constant, a 100 basis point decrease in the long-term growth rate would result in a $1.8 million decrease in the estimated fair value of the reporting unit. This scenario would result in the estimated fair value exceeding carrying value.

Note 7.8. Long-Term Debt


Long-term debt is as follows (in thousands):
 December 28, 2019 December 29, 2018
Revolving credit facility with interest at a variable rate
(December 28, 2019 - 2.8%; December 29, 2018 - 3.5%)
$75,000
 $150,000
Fixed rate notes due in 2025 with an interest rate of 4.22%50,000
 50,000
Fixed rate notes due in 2028 with an interest rate of 4.40%50,000
 50,000
Other amounts790
 679
Deferred debt issuance costs(561) (645)
Total debt175,229
 250,034
Less: Current maturities of long-term debt790
 679
Long-term debt$174,439
 $249,355

 2017
 2016
Revolving credit facility with interest at a variable rate (2017 - 2.7%; 2016 - 1.8%)$267,500
 $214,000
Other amounts9,148
 17
Total debt276,648
 214,017
Less: Current maturities of long-term debt36,648
 34,017
Long-term debt$240,000
 $180,000


Aggregate maturities of long-term debt are as follows (in thousands):
 2020
 2021
 2022
 2023
 2024
 Thereafter
Maturities of long-term debt$790
 $
 $
 $75,000
 $
 $100,000

 2018
 2019
 2020
 2021
 2022
 Thereafter
Maturities of long-term debt$36,648
 $
 $
 $240,000
 $
 $


The carrying value of the Corporation's outstanding variable-rate, long-term debt obligations at December 28, 2019 was $75 million, which approximated fair value. The fair value of the fixed rate notes was estimated based on a discounted cash flow method (Level 2) to be $116 million at December 28, 2019.

As of December 28, 2019, the Corporation’s revolving credit facility borrowings were under the current credit agreement was entered into January 6, 2016 and matures January 6, 2021.on April 20, 2018 with a scheduled maturity of April 20, 2023. The Corporation deferred the debt issuance costs related to the credit agreement, which are classified as assets, and is amortizing them over the term of the credit agreement. The current portion of debt issuance costs of $0.4 million which is the amount to be amortized over the next twelve months based on the current credit agreement and is reflected in "Prepaid expenses and other current assets" in the Consolidated Balance Sheets. The long-term portion of $0.7debt issuance costs of $1.0 million is reflected in "Other Assets" in the Consolidated Balance Sheets.


As of December 30, 2017,28, 2019, there was $267.5$75 million outstanding under the $400$450 million revolving credit facility. The entire amount drawn under the revolving credit facility of which $240 million was classifiedis considered long-term as long-term since the Corporation does not expectassumes no obligation to repay any of the borrowings within a year. Becauseamounts borrowed in the next twelve months. Based on current earnings before interest, taxes, depreciation and amortization, the Corporation expects, but is not required,can access the full remaining $375 million of borrowing capacity available under the revolving credit facility and maintain compliance with applicable covenants.

In addition to repaycash flows from operations, the remaining $27.5 million in 2018, it is classified as current.

The revolving credit facility under the credit agreement is the primary source of committed funding from whichdaily operating capital for the Corporation finances its plannedand provides additional financial capacity for capital expenditures, repurchases of common stock, and strategic initiatives, such as acquisitions, repurchasesacquisitions.

In addition to the revolving credit facility, the Corporation also has $100 million of common stock,borrowings outstanding under private placement note agreements entered into on May 31, 2018. Under the agreements, the Corporation issued $50 million of seven-year fixed rate notes with an interest rate of 4.22 percent, due May 31, 2025, and certain working capital needs.$50 million of ten-year fixed rate notes with an interest rate of 4.40 percent, due May 31, 2028. The Corporation deferred the debt issuance costs related to the private placement note agreements, which are classified as a reduction of long-term debt in accordance with ASU No. 2015-03, and is amortizing them over the terms of the private placement note agreements. The deferred debt issuance costs do not reduce the amount owed by the Corporation under the terms of the private placement note agreements. As ofDecember 28, 2019 the debt issuance costs balance of $0.6 million related to the private placement note agreements is reflected in "Long-Term Debt" in the Consolidated Balance Sheets.


The credit agreement contains a number ofand private placement notes both contain financial and non-financial covenants. The covenants under both are substantially the same. Non-compliance with covenants inunder the credit agreementagreements could prevent the Corporation from being able to access further borrowings, under the revolving credit facility, require immediate repayment of all amounts outstanding, with respect to the revolving credit facility, and/or increase the cost of borrowing.


Certain covenantsCovenants require maintenance of financial ratios as of the end of any fiscal quarter, including:


a consolidated interest coverage ratio (as defined in the credit agreement) of not less than 4.0 to 1.0, based upon the ratio of (a) consolidated EBITDA for the last four fiscal quarters to (b) the sum of consolidated interest charges; and
a consolidated leverage ratio (as defined in the credit agreement) of not greater than 3.5 to 1.0, based upon the ratio of (a) the quarter-end consolidated funded indebtedness to (b) consolidated EBITDA for the last four fiscal quarters.


The most restrictive of the financial covenants is the consolidated leverage ratio requirement of 3.5 to 1.0. Under the credit agreement, consolidated EBITDA is defined as consolidated net income before interest expense, income taxes, and depreciation and amortization of intangibles, as well as non-cash nonrecurring charges and all non-cash items increasingthat increase or decrease net income.  As of December 30, 2017,28, 2019, the Corporation was below the maximum allowable ratio and was in compliance with all of the covenants and other restrictions in the credit agreement.  The Corporation expects to remain in compliance with all of the covenants and other restrictions in the credit agreement over the next twelve months.



Note 8.9. Income Taxes


Significant components of the provision for income taxes, including those related to non-controlling interest, are as follows (in thousands):
 2019
 2018
 2017
Current:     
Federal$20,122
 $15,663
 $9,501
State5,418
 4,877
 3,408
Foreign662
 936
 789
Current provision26,202
 21,476
 13,698
Deferred: 
  
  
Federal4,140
 4,002
 (35,914)
State1,634
 1,320
 2,552
Foreign235
 (1,399) 378
Deferred provision6,009
 3,923
 (32,984)
Total income tax expense$32,211
 $25,399
 $(19,286)

 2017
 2016
 2015
Current:     
Federal$9,501
 $18,963
 $27,768
State3,408
 3,740
 5,258
Foreign789
 1,450
 1,713
Current provision13,698
 24,153
 34,739
Deferred: 
  
  
Federal(35,914) 18,167
 15,348
State2,552
 2,533
 2,217
Foreign378
 (1,580) (540)
Deferred provision(32,984) 19,120
 17,025
Total income tax expense$(19,286) $43,273
 $51,764


The differences between the actual tax expense and tax expense computed at the statutory U.S.United States federal tax rate are explained as follows (in thousands):
 2019
 2018
 2017
Federal statutory tax expense$29,970
 $24,943
 $24,678
State taxes, net of federal tax effect5,159
 3,997
 2,197
Credit for increasing research activities(4,050) (3,950) (3,407)
Deduction related to domestic production activities
 
 (1,537)
Valuation allowance98
 (1,141) 4,232
Federal rate adjustment to deferred taxes
 
 (45,386)
Equity based compensation639
 (666) (1,544)
Change in uncertain tax positions(357) 766
 (163)
Foreign income tax rate differential596
 124
 2,094
Other – net156
 1,326
 (450)
Total income tax expense$32,211
 $25,399
 $(19,286)

 2017
 2016
 2015
Federal statutory tax expense$24,678
 $45,098
 $55,020
State taxes, net of federal tax effect2,197
 3,874
 4,269
Credit for increasing research activities(3,407) (3,808) (3,320)
Deduction related to domestic production activities(1,537) (2,243) (3,320)
Valuation allowance4,232
 231
 565
Federal rate adjustment to deferred taxes(45,386) 
 
Equity based compensation(1,544) 
 
Change in uncertain tax positions(163) 117
 (1,344)
Foreign income tax rate differential2,094
 845
 1,074
Other – net(450) (841) (1,180)
Total income tax expense$(19,286) $43,273
 $51,764


On December 22, 2017, the Tax Cuts and Jobs Act of 2017 was signed into law, making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate tax rate decrease from 35%35 percent to 21%21 percent effective for tax years beginning after December 31, 2017, the transition of U.S.United States international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. The Corporation has calculated its best estimate of the impact of the Act in its year-end income tax provision in accordance with its understanding of the Act and guidance available as of the date of this filing and as a result has recorded $44.8 million as an additional income tax benefit in the fourth quarter of 2017, the period in which the legislation was enacted. The amount related to the remeasurement of certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future was a $45.4 million benefit. The one-time transition tax is based on the Corporation's total post-1986 earnings and profits ("E&P") that were previously deferred from U.S. income taxes. The Corporation recorded a provisional amount for the one-time transition tax liability for all of its foreign subsidiaries, resulting in an increase in income tax expense of $0.1 million. The Corporation has not yet completed its calculation of the total post-1986 E&P for these foreign subsidiaries. Further, the transition tax is based, in part, on the amount of those earnings held in cash and other specified assets. This amount may change when the Corporation finalizes the calculation of post-1986 foreign E&P previously deferred from U.S. federal taxation and finalize the amounts held in cash or other specified assets. The provisional amount related to other tax legislation changes from the Act is an additional $0.5 million of tax expense.



Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of U.S.United States GAAP in the reporting period that includes December 22, 2017 in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act. In accordance with SAB 118, the Corporation has determined thatas of the end of fiscal 2017, the $45.4 million of the deferred tax benefit recorded in connection with the remeasurement of certain deferred tax assets and liabilities and the $0.1 million of current tax expense recorded in connection with the transition tax on the mandatory deemed repatriation of foreign earnings was a provisional amount and a reasonable estimate as of December 30, 2017. Additional work iswas necessary to docomplete a more detailed analysis of historical foreign earnings as well as potential correlative adjustments. Any subsequent adjustmentSubsequent adjustments to these amounts, will bewhich were not material, were recorded to current tax expense in the third quarter of fiscal 2018 when the analysis is complete.was completed.


During the third quarter of 2019, the 2018 federal income tax return was completed resulting in a $0.3 million benefit related to a change in estimate of state income taxes, research and development credit and other items.

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.


Significant components of the Corporation’s deferred tax liabilities and assets are as follows (in thousands):
 December 28,
2019
 December 29,
2018
Deferred Taxes   
Allowance for doubtful accounts$746
 $897
Compensation7,243
 6,419
Inventory differences1,445
 2,498
Marketing accrual1,238
 1,260
Stock-based compensation7,680
 8,456
Accrued post-retirement benefit obligations6,287
 5,500
Vacation accrual2,687
 2,783
Warranty accrual3,842
 3,761
Net operating loss carryforward4,522
 4,790
Capital loss carryforward2,011
 2,001
Lease liability17,212
 
Other – net8,916
 11,413
Total deferred tax assets$63,829
 $49,778
Deferred income(4,838) (4,707)
Goodwill and other intangible assets(54,951) (52,468)
Prepaids(6,867) (6,536)
Right of use asset(16,251) 
Tax over book depreciation(57,682) (59,500)
Total deferred tax liabilities$(140,589) $(123,211)
Valuation allowance(10,260) (7,153)
Total net deferred tax liabilities$(87,020) $(80,586)
  
  
Long-term net deferred tax assets176
 1,569
Long-term net deferred tax liabilities(87,196) (82,155)
Total net deferred tax liabilities$(87,020) $(80,586)

 2017
 2016
Deferred Taxes   
Allowance for doubtful accounts$2,679
 $495
Compensation5,618
 16,684
Inventory differences2,541
 3,977
Marketing accrual1,653
 1,458
Stock-based compensation8,224
 11,607
Accrued post-retirement benefit obligations6,896
 10,106
Vacation accrual2,577
 4,153
Warranty accrual3,737
 5,725
Net operating loss carryforward6,534
 5,820
Charitable contributions carryforward2,839
 
Other – net6,372
 7,224
Total deferred tax assets$49,670
 $67,249
Deferred income(4,330) (5,716)
Goodwill and other intangible assets(53,255) (87,146)
Prepaids(5,862) (9,271)
Tax over book depreciation(54,227) (70,946)
Total deferred tax liabilities$(117,674) $(173,079)
Valuation allowance(8,664) (4,159)
Total net deferred tax liabilities$(76,668) $(109,989)
  
  
Long-term net deferred tax assets193
 719
Long-term net deferred tax liabilities(76,861) (110,708)
Total net deferred tax liabilities$(76,668) $(109,989)


The valuation allowance for deferred tax assets is as follows (in thousands):
  Balance at beginning of period Charged to expenses Adjustments to balance sheet Balance at end of period
Year ended December 28, 2019 $7,153
 $98
 $3,009
 $10,260
Year ended December 29, 2018 $8,664
 $(839) $(672) $7,153
Year ended December 30, 2017 $4,159
 $4,505
 $
 $8,664

  Balance at beginning of period Charged to expenses Adjustments to balance sheet Balance at end of period
Year ended December 30, 2017 $4,159
 $4,505
 $
 $8,664
Year ended December 31, 2016 $3,978
 $231
 $(50) $4,159
Year ended January 2, 2016 $3,413
 $565
 $
 $3,978


The current year increase in the valuation allowance of $4.5$3.1 million primarily relates to aan increase of deferred tax assets related to foreign tax net operating loss and a domestic deferreddue to adjustments for prior tax asset recorded during the period that would give rise to a capital loss.years.


As of December 30, 2017,28, 2019, the Corporation had approximately $0.2 million of U.S.United States state tax net operating losses and $2.3$1.3 million of U.S.United States state tax credits, which expire over the next twenty years.


A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):
 2019
 2018
Balance at beginning of period$2,937
 $2,524
Increases in positions taken in a prior period14
 262
Decreases in positions taken in a prior period(127) 
New positions taken in a current period562
 529
Decrease due to settlements
 (9)
Decrease due to lapse of statute of limitations(808) (369)
Balance at end of period$2,578
 $2,937

 2017
 2016
Balance at beginning of period$3,043
 $2,858
Increases in positions taken in a prior period
 86
Decreases in positions taken in a prior period(45) 
New positions taken in a current period569
 792
Decrease due to settlements(363) (560)
Decrease due to lapse of statute of limitations(680) (133)
Balance at end of period$2,524
 $3,043

The amount of unrecognized tax benefits, which would impact the Corporation’sCorporation's effective tax rate, if recognized, was $2.5$2.6 million as of December 30, 201728, 2019 and $3.0$2.9 million as of December 31, 2016.29, 2018.

As of December 30, 2017,28, 2019, it is reasonably possible the amount of unrecognized tax benefits may increase or decrease within the twelve months following the reporting date.  These increases or decreases in the unrecognized tax benefits would be due to new positions that may be taken on income tax returns, settlement of tax positions, and the closing of statutes of limitation.  It is not expected any of the changes will be material individually, or in total, to the results or financial position of the Corporation.


The Corporation recognized interest accrued related to unrecognized tax benefits in interest expense, and penalties in operating expenses, consistent with the recognition of these items in prior reporting periods.  Interest, penalties, and benefits recognized in the Consolidated Statements of Comprehensive Income were as follows (in thousands):
 2019
 2018
 2017
Interest, penalties, and (benefits)$4
 $92
 $(25)

 December 30, 2017 December 31, 2016 January 2, 2016
Interest, penalties, and (benefits)$(25) $70
 $(66)


The Corporation recorded a liability for interest and penalties related to unrecognized tax benefits in the Consolidated Statements of Comprehensive IncomeBalance Sheets as follows (in thousands):
 December 28, 2019 December 29, 2018
Liability related to unrecognized tax benefits$279
 $275

 December 30, 2017 December 31, 2016
Liability related to unrecognized tax benefits$183
 $208


Tax years 20142016 through 20162018 remain open for examination by the Internal Revenue Service ("IRS").  The Corporation is currently under examination in one state jurisdiction; however, years 2014 through 2018 remain open for examination in various state jurisdictions, of which years 2013 through 2016 remain open to examination.jurisdictions.


Deferred income taxes are provided to reflect differences between the tax basis of assets and liabilities and their reported amounts in the financial statements. Under the Act, a corporation’s foreign earnings accumulated under legacy tax laws are deemed repatriated. The tax on those deemed repatriated earnings is no longer indefinitely deferred but may be paid over eight years. This is a one-time transition tax. The Corporation will continue to evaluate its ability to assert indefinite reinvestment to determine recognition of a deferred tax liability for other items such as Section 986(c) currency gain/loss, foreign withholding, and state taxes. There were approximately $33.6$37 million of accumulated earnings considered permanently reinvested in China, Hong Kong Singapore, and Canada as of December 30, 2017.28, 2019. The Corporation believes the tax costs on accumulated unremitted foreign earnings would be approximately $0.2$0.02 million if the amounts were not considered permanently reinvested.



Note 9.10. Fair Value Measurements of Financial Instruments


For recognition purposes, on a recurring basis, the Corporation is required to measure at fair value its marketable securities, derivative financial instruments, variable-rate debt obligations, and deferred stock-based compensation.  The marketable securities are comprised of money market funds, government securities, and corporate bonds.  When available, the Corporation uses quoted market prices to determine fair value and classifies such measurements within Level 1.  Where market prices are not available, the Corporation makes use of observable market-based inputs (prices or quotes from published exchanges and indexes) to calculate fair value using the market approach, in which case the measurements are classified within Level 2.


Financial instruments measured at fair value were as follows (in thousands):
 Fair value as of measurement date 
Quoted prices in active markets for identical assets
(Level 1)
 
Significant other observable inputs
(Level 2)
 
Significant unobservable inputs
(Level 3)
Balance as of December 28, 2019       
Cash and cash equivalents (including money market funds) (1)$52,073
 $52,073
 $
 $
Government securities (2)$6,339
 $
 $6,339
 $
Corporate bonds (2)$6,323
 $
 $6,323
 $
Derivative financial instruments (3)$276
 $
 $276
 $
Deferred stock-based compensation (4)$7,503
 $
 $7,503
 $
        
        
Balance as of December 29, 2018       
Cash and cash equivalents (including money market funds) (1)$76,819
 $76,819
 $
 $
Government securities (2)$7,384
 $
 $7,384
 $
Corporate bonds (2)$4,620
 $
 $4,620
 $
Derivative financial instruments (3)$3,797
 $
 $3,797
 $
Deferred stock-based compensation (4)$7,857
 $
 $7,857
 $

 Fair value as of measurement date 
Quoted prices in active markets for identical assets
(Level 1)
 
Significant other observable inputs
(Level 2)
 
Significant unobservable inputs
(Level 3)
Balance as of December 30, 2017       
Cash and cash equivalents (including money market funds) (1)$23,348
 $23,348
 $
 $
Government securities (2)$6,345
 $
 $6,345
 $
Corporate bonds (2)$6,149
 $
 $6,149
 $
Derivative financial instruments (3)$3,354
 $
 $3,354
 $
Variable-rate debt obligations (4)$267,500
 $
 $267,500
 $
Deferred stock-based compensation (5)$8,885
 $
 $8,885
 $
        
Balance as of December 31, 2016       
Cash and cash equivalents (including money market funds) (1)$36,312
 $36,312
 $
 $
Government securities (2)$6,268
 $
 $6,268
 $
Corporate bonds (2)$6,017
 $
 $6,017
 $
Derivative financial instruments (3)$2,309
 $
 $2,309
 $
Variable-rate debt obligations (4)$214,000
 $
 $214,000
 $
Deferred stock-based compensation (5)$12,203
 $
 $12,203
 $


The index below indicates the line item in the Consolidated Balance Sheets where the financial instruments are reported:


(1)     "Cash and cash equivalents"
(2)     Current portion - "Short-term investments"; Long-term portion - "Other Assets"
(3)     Current portion - "Prepaid expenses and other current assets"; Long-term portion - "Other Assets"
(4)     Current portion - "Current maturities of long-term debt"; Long-term portion - "Long-Term Debt"
(5)     Current portion - "Current maturities of other long-term obligations"; Long-term portion - "Other Long-Term Liabilities"



Note 10.11. Accumulated Other Comprehensive Income (Loss) and Shareholders’ Equity


The following table summarizes the components of accumulated other comprehensive income (loss) and the changes in accumulated other comprehensive income (loss), net of tax, as applicable (in thousands):
 
Foreign Currency
Translation Adjustment
 
Unrealized Gains
(Losses) on Debt
Securities
 
Pension and Post-retirement
Liabilities
 
Derivative Financial
Instruments
 
Accumulated Other
Comprehensive Income (Loss)
Balance as of December 31, 2016$(1,188) $(105) $(5,167) $1,460
 $(5,000)
Other comprehensive income (loss) before reclassifications1,219
 (6) (733) 714
 1,194
Tax (expense) or benefit
 (21) 270
 (263) (14)
Amounts reclassified from accumulated other comprehensive income (loss), net of tax
 
 
 209
 209
Balance as of December 30, 2017$31
 $(132) $(5,630) $2,120
 $(3,611)
Other comprehensive income (loss) before reclassifications(3,004) (31) 3,531
 1,488
 1,984
Tax (expense) or benefit
 7
 (830) (350) (1,173)
Amounts reclassified from accumulated other comprehensive income (loss), net of tax
 
 
 (799) (799)
Balance as of December 29, 2018$(2,973) $(156) $(2,929) $2,459
 $(3,599)
Other comprehensive income (loss) before reclassifications61
 318
 (2,254) (1,739) (3,614)
Tax (expense) or benefit
 (67) 606
 403
 942
Reclassification of stranded tax impact
 
 (1,185) 446
 (739)
Amounts reclassified from accumulated other comprehensive income (loss), net of tax
 
 
 (1,063) (1,063)
Balance as of December 28, 2019$(2,912) $95
 $(5,762) $506
 $(8,073)
 
Foreign Currency
Translation Adjustment
 
Unrealized Gains
(Losses) on Marketable
Securities
 
Pension and Post-retirement
Liabilities
 
Derivative Financial
Instruments
 
Accumulated Other
Comprehensive Income (Loss)
Balance as of January 3, 2015$2,223
 $37
 $(6,763) $(872) $(5,375)
Other comprehensive income (loss) before reclassifications(1,901) (60) 1,975
 (1,188) (1,174)
Tax (expense) or benefit
 21
 (718) 433
 (264)
Amounts reclassified from accumulated other comprehensive income, net of tax
 
 
 1,627
 1,627
Balance as of January 2, 2016$322
 $(2) $(5,506) $
 $(5,186)
Other comprehensive income (loss) before reclassifications(1,510) (158) 499
 1,317
 148
Tax (expense) or benefit
 55
 (160) (485) (590)
Amounts reclassified from accumulated other comprehensive income, net of tax
 
 
 628
 628
Balance as of December 31, 2016$(1,188) $(105) $(5,167) $1,460
 $(5,000)
Other comprehensive income (loss) before reclassifications1,219
 (6) (733) 714
 1,194
Tax (expense) or benefit
 (21) 270
 (263) (14)
Amounts reclassified from accumulated other comprehensive income, net of tax
 
 
 209
 209
Balance as of December 30, 2017$31
 $(132) $(5,630) $2,120
 $(3,611)

Amounts in parentheses indicate reductions to equity.


Interest Rate Swap
In March 2016, the Corporation entered in to an interest rate swap transaction to hedge $150 million of outstanding variable rate revolver borrowings against future interest rate volatility. Under the terms of the interest rate swap, the Corporation paid a fixed rate of 1.29 percent and received one month LIBOR on a $150 million notational value. In August 2019, the agreement governing this interest rate swap was terminated and the Corporation received cash proceeds of $0.5 million, the fair value of the interest rate swap on the termination date. The proceeds were recorded as cash provided by operating activities in the Consolidated Statement of Cash Flows. The $0.5 million gain from the termination of this interest rate swap agreement was recorded to "Accumulated other comprehensive income (loss)" and will be amortized as an offset to interest expense through January 2021, the remaining term of the original interest rate swap agreement.

In August 2019, concurrent with the termination of the previous interest rate swap, the Corporation entered into a new interest rate swap transaction to hedge $75 million of outstanding variable rate revolver borrowings against future interest rate volatility. Under the terms of this interest rate swap, the Corporation pays a fixed rate of 1.291.42 percent and receives one month LIBOR on a $150$75 million notationalnotional value expiring January 2021.August 2023. As of December 30, 2017,28, 2019, the fair value of the Corporation's interest rate swap asset was an asset of $3.4 million, which is reflected in "Other Assets" in the Consolidated Balance Sheets.$0.3 million. The unrecognized change in value of the interest rate swap, which includes the unamortized gain on the termination of the 2016 interest rate swap, is reported net of tax as $2.1$0.5 million in "Accumulated other comprehensive income (loss)" in the Consolidated Balance Sheets.


The following table details the reclassifications from accumulated other comprehensive income (loss) (in thousands):
Details about Accumulated Other Comprehensive Income (Loss) Components Affected Line Item in the Statement Where Net Income is Presented 2019
 2018
 2017
Derivative financial instruments        
Interest rate swap Interest expense, net $1,392
 $1,045
 $(330)
  Income tax expense (329) (246) 121
  Net of tax $1,063
 $799
 $(209)
Details about Accumulated Other Comprehensive Income (Loss) Components Affected Line Item in the Statement Where Net Income is Presented 2017
 2016
 2015
Derivative financial instruments        
Interest rate swap Interest income or (expense) $(330) $(993) $
  Tax (expense) or benefit 121
 365
 
  Net of tax $(209) $(628) $
         
Diesel hedge Selling and administrative expenses $
 $
 $(2,562)
  Tax (expense) or benefit 
 
 935
  Net of tax $��
 $
 $(1,627)

Amounts in parentheses indicate reductions to profit.



DuringIn May 2017, shareholders approved the Corporation registered 300,000 shares of its common stock under its 2017 Equity Plan for Non-Employee Directors of HNI Corporation (the "2017 Director Plan") to replace. The 2017 Director Plan replaced the expired 2007 Equity Plan for Non-Employee Directors of HNI Corporation (the "2007 Director Plan" and together with the 2017 Director Plan, the "Director Plans"). Under the 2017 Director Plan, 300,000 shares of common stock were registered for issuance to participating Directors. After approval of the 2017 Director Plan, no awards were granted under the 2007 Director Plan.  The 2017 Director Plan permits the Corporation to issue to its non-employee directors options to purchase shares of Corporation common stock, restricted stock or restricted stock units of the Corporation, and awards of Corporation common stock.  The 2017 Director Plan also permits non-employee directors to elect to receive all or a portion of their annual retainers and other compensation in the form of shares of Corporation common stock.

Common stock was issued under the Director Plans as follows:
 2019
 2018
 2017
Director Plan issued shares of common stock37,269
 27,745
 27,196

 2017
 2016
 2015
Director Plan issued common stock27,196
 24,352
 20,146


Dividend
Cash dividendsThe Corporation declared and paid cash dividends per common share for each year were as follows (in dollars):
 2019
 2018
 2017
Dividends per common shares$1.21
 $1.17
 $1.13

 2017
 2016
 2015
Common shares$1.130
 $1.090
 $1.045


During 2017, shareholders approved the HNI Corporation Members' Stock Purchase Plan (the "2017 MSPP") to replace the expired 2007 Members' Stock Purchase Plan (the "2007 MSPP" and together with the 2017 MSPP, the "MSPPs"). Under the 2017 MSPP, 800,000 shares of common stock were registered for issuance to participating members.  After approval of the 2017 MSPP, no awards were granted under the 2007 MSPP. Under the 2017 MSPP, rights to purchase stock are granted on a quarterly basis to all participating members who customarily work 20 hours or more per week and for five months or more in any calendar year.  The price of the stock purchased under the MSPP is 85 percent of the closing price on the exercise date.  No member may purchase stock under the MSPP in an amount which exceeds a maximum fair value of $25,000 in any calendar year.  The following table provides the details of stock under the MSPPs:
2017
 2016
 2015
2019
 2018
 2017
Shares of common stock issued74,694
 75,098
 73,874
76,041
 74,020
 74,694
Average price per share$29.01
 $31.11
 $32.18
$30.67
 $32.19
 $35.22


An additional 743,284593,223 shares were available for issuance under the 2017 MSPP as of December 30, 2017.28, 2019.


The Corporation has entered into change in control employment agreements with certain officers.  According to the agreements, a change in control occurs when a third person or entity becomes the beneficial owner of 20 percent or more of the Corporation’s common stock, when more than one-third of the Board is composed of persons not recommended by at least three-fourths of the incumbent Board, upon certain business combinations involving the Corporation, or upon approval by the Corporation’s shareholders of a complete liquidation or dissolution.  Upon a change in control, a key member is deemed to have a two-year employment agreement with the Corporation, and all of his or her benefits vest under the Corporation’s compensation plans.  If, at any time within two years of the change in control, his or her employment is terminated by the Corporation for any reason other than cause or disability, or by the key member for good reason, as such terms are defined in the agreement, then the key member is entitled to receive, among other benefits, a severance payment equal to two2 times (three(3 times for the Corporation’s Chairman, President, and CEO) annual salary and the average of the prior two years’years' bonuses.


Stock Repurchase
The par value method of accounting is used for common stock repurchases. During 2017,The following table summarizes shares repurchased and settled by the Corporation repurchased 1,462,936 shares of its common stock at a cost of approximately $58.9 million, or an average price of $40.25(in thousands, except share and per share. share data):
 2019
 2018
 2017
Shares repurchased2,286,200
 755,221
 1,462,936
Average price per share$36.70
 $38.96
 $40.25
      
Cash purchase price$(83,907) $(29,424) $(58,887)
Purchases unsettled as of quarter end374
 354
 1,382
Prior year purchases settled in current year(354) (1,382) 
Shares repurchased per cash flow$(83,887) $(30,452) $(57,505)


As of December 30, 2017, there was a payable of $1.4 million reflected in "Accounts payable and accrued expenses" in the Consolidated Balance Sheets relating to shares repurchased but not yet settled.  As of December 30, 2017,28, 2019, approximately $78.0$164.7 million of the Corporation's Board of Directors'Board's current repurchase authorization remained unspent. During 2016, the Corporation repurchased 1,082,938 shares of its common stock at a cost of approximately $55.8 million, or an average price of $51.55 per share. During 2015, the Corporation repurchased 550,000 shares of its common stock at a cost of approximately $26.7 million, or an average price of $48.47 per share.



Note 11.12. Stock-Based Compensation


Under the Corporation’s 2017 Stock-Based Compensation Plan (the "Plan"), effective May 9, 2017, the Corporation may award options to purchase shares of the Corporation’s common stock and grant other stock awards to executives, managers, and key personnel.  Upon shareholder approval of the Plan in May 2017, no future awards were granted under the Corporation’s 2007 Stock-Based Compensation Plan, but all outstanding awards previously granted under that plan shall remain outstanding in accordance with their terms.  As of December 30, 2017,28, 2019, there were approximately 3.42.1 million shares available for future issuance under the Plan.  The Plan is administered by the Human Resources and Compensation Committee of the Board.  Restricted stock units awarded under the Plan are expensed ratably over the vesting period of the awards.  Stock options awarded to members under the Plan must be at exercise prices equal to or exceeding the fair market value of the Corporation’s common stock on the date of grant.  Stock options are generally subject to four-year cliff vesting and must be exercised within 10 years from the date of grant.


The Corporation measures the cost of employee services in exchange for an award of equity instrumentsstock-based compensation expense at grant date, based on the grant-date fair value of the award, and recognizes costexpense over the employees' requisite service period.periods. Stock-based compensation expense is the cost of stock options and time-based restricted stock units issued under the shareholder approved stock-based compensation plans and shares issued under the shareholder approved member stock purchase plans.


Compensation cost charged against operations for the Plan and the 2017 MSPP described in "Note 10.11. Accumulated Other Comprehensive Income (Loss) and Shareholders' Equity" in the Notes to Consolidated Financial Statements was as follows (in thousands):
 2019
 2018
 2017
Compensation cost$6,830
 $7,317
 $7,750

 December 30, 2017 December 31, 2016 January 2, 2016
Compensation cost$7,750
 $8,141
 $9,097


The total income tax benefit recognized in the income statementConsolidated Statements of Comprehensive Income for share-based compensation arrangements was as follows (in thousands):
 2019
 2018
 2017
Income tax benefit$1,545
 $1,582
 $2,581

 December 30, 2017 December 31, 2016 January 2, 2016
Income tax benefit$2,581
 $2,809
 $3,086


The stock-basedStock-based compensation expense for the following year-end dates werewas estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions by grant year:
 2019
 2018
 2017
Expected term5 years
 5 years
 6 years
Expected volatility (weighted-average)33.86% 34.12% 38.07%
Expected dividend yield (weighted-average)2.98% 2.97% 2.36%
Risk-free interest rate (weighted-average)2.52% 2.66% 2.17%

 December 30, 2017 December 31, 2016 January 2, 2016
Expected term6 years
 6 years
 6 years
Expected volatility (weighted-average)38.07% 38.96% 43.54%
Expected dividend yield (weighted-average)2.36% 3.30% 1.94%
Risk-free interest rate (weighted-average)2.17% 1.41% 1.69%


Expected volatilities were based on historical volatility as the Corporation does not feelexpect that future volatility over the expected term of the options is likely to differ from the past.  The Corporation used a calculation method based on the historical daily frequency for a period of time equal to the prior six years.expected term. The Corporation used the current dividend yield as there are no plans to substantially increase or decrease its dividends.  The Corporation used historical exercise experience to determine the expected term.  The risk-free interest rate was selected based on yields from treasury securities as published by the Federal Reserve equal to the expected term of the options. The amount of stock-based compensation expense recognized during a period is also based on the portion of the stock options that are ultimately expected to vest. The Corporation estimates pre-vesting forfeitures at the time of grant by analyzing historical data and revises those estimates in subsequent periods if actual forfeitures differ from those estimates.



The following table summarizes the changes in outstanding stock options:
 Number of Shares Weighted Average Exercise Price
Outstanding as of December 31, 20163,504,335
 $31.68
Granted537,795
 46.61
Exercised(446,817) 25.55
Forfeited or Expired(33,029) 40.81
Outstanding as of December 30, 20173,562,284
 $34.63
Granted788,301
 38.53
Exercised(647,759) 26.28
Forfeited or Expired(75,821) 38.36
Outstanding as of December 29, 20183,627,005
 $36.89
Granted637,763
 39.64
Exercised(921,900) 30.29
Forfeited or Expired(120,143) 39.29
Outstanding as of December 28, 20193,222,725
 $39.24

 Number of Shares Weighted Average Exercise Price
Outstanding as of January 3, 20153,335,445
 $29.93
Granted350,038
 51.54
Exercised(302,635) 30.22
Forfeited or Expired(24,525) 39.14
Outstanding as of January 2, 20163,358,323
 $32.09
Granted877,277
 32.18
Exercised(609,663) 30.52
Forfeited or Expired(121,602) 52.24
Outstanding as of December 31, 20163,504,335
 $31.68
Granted537,795
 46.61
Exercised(446,817) 25.55
Forfeited or Expired(33,029) 40.81
Outstanding as of December 30, 20173,562,284
 $34.63


A summary of the Corporation’s non-vested stock options and changes during the year are presented below:
 Number of Shares Weighted Average Grant-Date Fair Value
Non-vested as of December 29, 20182,001,418
 $11.46
Granted637,763
 9.84
Vested(920,133) 12.47
Forfeited(116,475) 10.27
Non-vested as of December 28, 20191,602,573
 $10.32

 
 
Shares
 Weighted Average Grant-Date Fair Value
Non-vested as of December 31, 20162,162,157
 $11.12
Granted537,795
 14.41
Vested(731,085) 11.02
Forfeited(33,029) 12.19
Non-vested as of December 30, 20171,935,838
 $12.05


As of December 30, 2017,28, 2019, there was $3.5$3.1 million of unrecognized compensation cost net of estimated forfeitures related to non-vested stock option awards, which the Corporation expects to recognize over a weighted-average period of 1.21.1 years.  

Information about stock options expected to vest or currently exercisable is as follows:
 December 28, 2019

Number of Shares Weighted-Average Exercise Price 
Weighted-Average Remaining Exercisable Period
(years)
 
Aggregate Intrinsic Value
($000s)
Expected to vest1,484,810
 $38.95
 8.0 $1,597
Exercisable1,620,152
 $39.46
 5.1 $3,901

 December 30, 2017

Number Weighted-Average Exercise Price 
Weighted-Average Remaining Service Period
(years)
 
Aggregate Intrinsic Value
($000s)
Expected to vest1,819,673
 $39.31
 7.8 $5,900
Exercisable1,626,446
 $28.97
 3.7 $16,440



Other information for the last three years is as follows (in thousands):
 2019
 2018
 2017
Total fair value of shares vested$11,470
 $7,204
 $8,057
Total intrinsic value of options exercised$5,981
 $8,917
 $7,270
Cash received from exercise of stock options$27,926
 $17,021
 $11,418
Tax benefit realized from exercise of stock options$1,353
 $1,928
 $2,423
Weighted-average grant-date fair value of options granted$9.84
 $9.72
 $14.41

 December 30, 2017 December 31, 2016 January 2, 2016
Total fair value of shares vested$8,057
 $7,206
 $5,554
Total intrinsic value of options exercised$7,270
 $11,985
 $6,412
Cash received from exercise of stock options$11,418
 $18,609
 $9,145
Tax benefit realized from exercise of stock options$2,423
 $4,142
 $2,111
Weighted-average grant-date fair value of options granted$14.41
 $8.80
 $18.45


The Corporation has occasionally issued restricted stock units ("RSUs") to executives, managers, and key personnel.  The RSUs vest at the end of three years after the grant date.  No dividends are accrued on the RSUs.  The share-based compensation expense associated with the RSUs is based on the quoted market price of HNI Corporation shares on the date of grant less the discounted present value of dividends not received on the shares and is amortized using the straight-line method from the grant date through the vesting date.


The following table summarizes the changes in outstanding RSUs:
 Number of Shares Weighted-Average Grant Date Fair Value
Outstanding as of December 31, 201660,500
 $38.54
Granted
 
Vested(18,500) 35.36
Forfeited(5,000) 51.54
Outstanding as of December 30, 201737,000
 $38.38
Granted23,224
 40.44
Vested(12,000) 51.54
Forfeited(2,500) 28.90
Outstanding as of December 29, 201845,724
 $36.49
Granted10,000
 36.05
Vested(24,823) 33.30
Forfeited(9,289) 40.22
Outstanding as of December 28, 201921,612
 $38.41

 Number of Shares Weighted-Average Grant Date Fair Value
Outstanding as of January 3, 201526,026
 $27.76
Granted23,000
 51.54
Vested(10,526) 21.19
Forfeited
 
Outstanding as of January 2, 201638,500
 $43.77
Granted25,000
 32.06
Vested
 
Forfeited(3,000) 51.54
Outstanding as of December 31, 201660,500
 $38.54
Granted
 
Vested(18,500) 35.36
Forfeited(5,000) 51.54
Outstanding as of December 30, 201737,000
 $38.38


As of December 30, 2017,28, 2019, there was $0.3$0.4 million of unrecognized compensation cost related to RSUs, which the Corporation expects to recognize over a weighted-average period of 0.71.0 year. The total value of shares vested was as follows (in thousands):
 2019
 2018
 2017
Value of shares vested$827
 $618
 $654

 2017
 2016
 2015
Value of shares vested$654
 $
 $223



The following table details deferred compensation, which is a combination of cash and stock, and the affected line item in the Consolidated Balance Sheets where deferred compensation is presented (in thousands):
 December 28, 2019 December 29, 2018
Current maturities of other long-term obligations$850
 $2,356
Other long-term liabilities9,740
 8,729
Total deferred compensation$10,590
 $11,085
    
Total fair-market value of deferred compensation$7,503
 $7,857

 December 30, 2017 December 31, 2016
Current maturities of other long-term obligations$719
 $876
Other long-term liabilities11,581
 15,104
Total deferred compensation$12,300
 $15,980
    
Total fair-market value of deferred compensation$8,885
 $12,203


Note 12.13. Retirement Benefits


The Corporation has a defined contribution retirement plan covering substantially all employees.


The Corporation's annual contribution to the plan is based on employee eligible earnings. A portion of the contribution is also based on results of operations, and a portion is contributed in the form of common stock of the Corporation. The following table reconciles the annual contribution (in thousands):
 2019
 2018
 2017
Stock contribution$7,237
 $7,174
 $7,327
Cash contribution21,171
 21,413
 23,834
Total annual contribution$28,408
 $28,587
 $31,161

 2017
 2016
 2015
Stock contribution$7,327
 $7,170
 $6,828
Other contribution23,834
 25,349
 22,268
Total annual contribution$31,161
 $32,519
 $29,096


Note 13.14. Post-Retirement Health Care


The Corporation offers a fixed subsidy to certain retirees who choose to participate in a third party insurance plan selected by the Corporation. Guidance on employers’ accounting for other post-retirement plans requires recognition of the overfunded or underfunded status on the balance sheet.  Under this guidance, gains and losses, prior service costs and credits, and any remaining transition amounts under previous guidance not yet recognized through net periodic benefit cost are recognized in accumulated other comprehensive income (loss), net of tax effects, until they are amortized as a component of net periodic benefit cost.  Also, the measurement date – the date at which the benefit obligation and plan assets are measured – is required to be the Corporation’s fiscal year-end.

The following table sets forth the activity and reporting location of the benefit obligation and plan assets (in thousands):
 2019
 2018
Change in benefit obligation   
Benefit obligation at beginning of year$19,552
 $22,933
Service cost680
 853
Interest cost795
 789
Benefits paid(1,607) (1,570)
Actuarial (gain) loss2,398
 (3,453)
Benefit obligation at end of year$21,818
 $19,552
Change in plan assets 
  
Fair value at beginning of year$
 $
Actual return on assets
 
Employer contribution1,607
 1,570
Transferred out
 
Benefits paid(1,607) (1,570)
Fair value at end of year$
 $
Funded Status of Plan$(21,818) $(19,552)
    
Amounts recognized in the Statement of Financial Position consist of: 
  
Current liabilities$1,081
 $1,057
Non-current liabilities$20,737
 $18,495
    
Amounts recognized in Accumulated Other Comprehensive Income (Loss) (before tax) consist of: 
  
Actuarial (gain) loss$2,384
 $(14)
 

 

Change in Accumulated Other Comprehensive Income (before tax): 
  
Amount disclosed at beginning of year$(14) $3,565
Actuarial (gain) loss2,398
 (3,453)
Amortization of transition amount
 (126)
Amount disclosed at end of year$2,384
 $(14)

 2017
 2016
Change in benefit obligation   
Benefit obligation at beginning of year$21,153
 $20,884
Service cost741
 735
Interest cost825
 846
Benefits paid(1,003) (1,017)
Actuarial (gain) loss1,217
 (295)
Benefit obligation at end of year$22,933
 $21,153
Change in plan assets 
  
Fair value at beginning of year$
 $
Actual return on assets
 
Employer contribution1,003
 1,017
Transferred out
 
Benefits paid(1,003) (1,017)
Fair value at end of year$
 $
Funded Status of Plan$(22,933) $(21,153)
    
Amounts recognized in the Statement of Financial Position consist of: 
  
Current liabilities$1,050
 $1,034
Non-current liabilities$21,883
 $20,119
    
Amounts recognized in Accumulated Other Comprehensive Income (before tax) consist of: 
  
Actuarial (gain) loss$3,565
 $2,373
 

 

Change in Accumulated Other Comprehensive Income (before tax): 
  
Amount disclosed at beginning of year$2,373
 $2,730
Actuarial (gain) loss1,217
 (295)
Amortization of transition amount(25) (62)
Amount disclosed at end of year$3,565
 $2,373


Estimated future benefit payments are as follows (in thousands):
Fiscal 2018$1,050
Fiscal 2019$1,056
Fiscal 2020$1,067
$1,081
Fiscal 2021$1,085
$1,069
Fiscal 2022$1,122
$1,069
Fiscal 2023 – 2027$6,206
Fiscal 2023$1,083
Fiscal 2024$1,098
Fiscal 2025 – 2029$5,933



Expected contributions are as follows (in thousands):
Fiscal 2020$1,081

Fiscal 2018$1,050


The discount rate is set at the measurement date to reflect the yield of a portfolio of high quality, fixed income debt instruments. The discount rate used was as follows:
 2019
 2018
 2017
Discount rate3.2% 4.2% 3.5%

 2017
 2016
 2015
Discount rate3.5% 4.0% 4.2%


The Corporation's payment for these benefits is a fixed subsidy per the plan; therefore, healthcare trend rates have no impact on the Corporation’s cost.  There were no funds designated as plan assets. A discount rate of 3.53.2 percent was used to determine net periodic benefit costs for 2018.2020. The following table sets forth the components of net periodic benefit costs (in thousands):
 2020
Service cost$777
Interest cost675
Amortization of net (gain) loss20
Net periodic post-retirement benefit cost$1,472

 2018
Service cost$853
Interest cost789
Amortization of net (gain) loss125
Net periodic post-retirement benefit cost (income)$1,767


Note 14.15. Leases


The Corporation implemented ASU No. 2016-02, Leases (Topic 842), at the beginning of fiscal 2019 using the modified-retrospective transition approach. The new standard requires lessees to recognize most leases, including operating leases, on-balance sheet via a right of use ("ROU") asset and lease liability. The Corporation selected a technology tool to assist with the accounting and disclosure requirements of the new standard. All necessary changes required by the new standard, including those to the Corporation's accounting policies, business process, systems, controls, and disclosures, were identified and implemented as of the first quarter 2019.

Implementation of ASU No. 2016-02 increased retained earnings by $3.0 million. This included an increase of $3.3 million driven by the recognition of the remaining deferred gain on a 2018 sale-leaseback directly into retained earnings. An offsetting decrease of $0.3 million was driven by the calculation of beginning ROU assets and lease liabilities. The Corporation recognized $73.8 million in ROU assets and $82.0 million in lease liabilities as a result of the implementation of this standard.

The Corporation leases certain showrooms, office space, warehousemanufacturing facilities, distribution centers, retail stores and plant facilitiesequipment and equipment.  Commitmentsdetermines if an arrangement is a lease at inception. ROU assets represent the right to use an underlying asset for minimum rentals under non-cancelablethe lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Leases with an initial term of twelve months or less are not recorded on the Consolidated Balance Sheets; expense for these leases is recognized on a straight-line basis over the lease term.

As the rates implicit in its leases cannot be readily determined, the Corporation uses a secured incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Corporation uses separate discount rates for its United States operations and overseas operations.

Certain real estate leases include 1 or more options to renew with renewal terms that can extend the lease term from one to ten years. The exercise of lease renewal options is at the Corporation's sole discretion. Certain real estate leases include an option to terminate the lease term earlier than the specified lease term for a fee. These options are not included as part of the lease term unless they are reasonably certain to be exercised.

Many of the Corporation's real estate lease agreements include periods of rent holidays and payments that escalate over the lease term by specified amounts. While not significant, certain equipment leases have variable lease payments based on machine hours and certain real estate leases have rate changes based on the Consumer Price Index. The Corporation's lease agreements do not contain any material residual value guarantees.

The Corporation has lease agreements with lease and non-lease components, which are generally accounted for as a single lease component.

On occasion, the Corporation rents or subleases certain real estate to third parties. This sublease portfolio consists mainly of operating leases for office furniture showrooms and is not significant.


Leases included in the Consolidated Balance Sheets consisted of the following (in thousands):
ClassificationDecember 28,
2019
Assets 
   Right-of-use operating leases$72,883
   Right-of-use finance leases2,129
      Total Right-of-use operating / finance leases$75,012
  
Liabilities 
   Current lease obligations - operating$22,219
   Current lease obligations - finance563
      Total Current lease obligations - operating / finance22,782
  
   Long-term lease obligations - operating58,233
   Long-term lease obligations - finance1,581
      Total Long-term lease obligations - operating / finance59,814
  
         Total lease obligations - operating / finance$82,596


Approximately 86 percent of the value of the leased assets is for real estate. The remaining 14 percent of the value of the leased assets is for equipment.

Lease costs included in the Consolidated Statements of Comprehensive Income consisted of the following (in thousands):
 Classification2019
Operating lease costs  
FixedCost of sales$1,803
 Selling and administrative expenses24,149
Short-term / variableCost of sales700
 Selling and administrative expenses1,140
Finance lease costs  
AmortizationCost of sales, selling and administrative, and interest expense480
Less: Sublease income 181
Total lease costs $28,091



Maturity of lease liabilities as of December 28, 2019 is as follows (in thousands):
 Operating LeasesOperating Leases (a) Finance Leases (b) Total
2018 $29,135
2019 24,018
2020 17,949
$25,181
 $630
 $25,811
2021 13,883
18,597
 602
 19,199
2022 9,252
13,054
 516
 13,570
202310,006
 436
 10,442
20245,745
 112
 5,857
Thereafter 19,480
17,609
 
 17,609
Total minimum lease payments $113,717
Total lease payments90,192
 2,296
 92,488
Less: Interest9,742
 150
 9,892
Present value of lease liabilities$80,450
 $2,146
 $82,596

(a)At this time there are 0 operating lease options to extend lease terms that are reasonably certain of being exercised. Currently the Corporation has $0.2 million of legally binding minimum lease payments for operating leases signed but not yet commenced, which are excluded from operating lease liabilities.
(b)At this time there are 0 finance lease options to extend lease terms that are reasonably certain of being exercised. Currently the Corporation has $0.4 million of legally binding minimum lease payments for finance leases signed but not yet commenced, which are excluded from finance lease liabilities.

The following table summarizes the weighted-average discount rates and weighted-average remaining lease terms for operating and finance leases as of December 28, 2019:
 Weighted-Average Discount Rate (percent) 
Weighted-Average Remaining Lease Term
 (years)
Operating leases4.1% 5.4
Finance leases3.6% 4.0


The following table summarizes cash paid for amounts included in the measurements of lease liabilities and the leased assets obtained in exchange for new operating and finance lease liabilities (in thousands):
 2019
Cash paid for amounts included in the measurements of lease liabilities 
Operating cash flows from operating / finance leases$26,446
Financing cash flows from finance leases$419
Leased assets obtained in exchange for new operating / finance lease liabilities$25,268


Accounting Policies and Practical Expedients Elected

The Corporation elected to use the modified-retrospective method of adopting ASU 2016-02. It has been applied to all leases active on or after December 30, 2018, the start of the Corporation's fiscal year.

The Corporation elected the following practical expedients as a result of adopting ASU 2016-02:

The Corporation has made an accounting election by class of underlying assets to not separate non-lease components of a contract from the lease components to which they relate for all classes of assets except for embedded leases.
The Corporation has elected not to restate prior period financial statements for the effects of the new standard. Required ASC 840 disclosures for periods prior to 2019 have been provided.
The Corporation has elected not to use hindsight in determining the lease term and in assessing the likelihood that a lessee purchase option will be exercised.

The Corporation has elected for all asset classes to not recognize ROU assets and lease liabilities for leases that at the acquisition date have a remaining lease term of twelve months or less.

Presented below are the final disclosures utilizing ASC 840 treatment which was provided in the Corporation's Annual Report on Form 10-K for the fiscal year ended December 29, 2018:

Commitments for minimum rentals as of December 29, 2018 under non-cancelable leases were as follows (in thousands):
  Operating Leases
2019 $24,387
2020 18,250
2021 13,324
2022 9,082
2023 6,228
Thereafter 10,469
Total minimum lease payments $81,740


There are nowere 0 capitalized leases as of December 30, 201729, 2018 and December 31, 2016.30, 2017.


Rent expense under ASC 840 was as follows (in thousands):
 2018
 2017
Rent expense$31,027
 $32,158

 2017
 2016
 2015
Rent expense$32,158
 $35,288
 $33,970


There was no0 contingent rent expense under operating leases for the years 2017, 2016,2018 and 2015.2017.


As part of the Corporation's continued efforts to drive efficiency and simplification, the Corporation entered into a sale-leaseback transaction in the first quarter of 2018, selling a manufacturing facility and subsequently leasing back a portion of the facility for a term of 10 years. The net proceeds from the sale of the facility of $16.9 million were reflected in "Proceeds from sale and license of property, plant, equipment, and intangibles" in the Consolidated Statements of Cash Flows in 2018. In accordance with ASC 840, the $5.1 million gain on the sale of the facility was deferred and was amortized as a reduction to rent expense evenly over the term of the lease. In accordance with the ASU No. 2016-02 adoption, the remaining unamortized deferred gain related to the sale-leaseback as of December 29, 2018 was recognized directly in "Retained earnings" in the Condensed Consolidated Balance Sheets in the first quarter of 2019 as a cumulative-effect adjustment as the Corporation transferred control of the asset.

Note 15.16. Guarantees, Commitments, and Contingencies


The Corporation utilizes letters of credit and surety bonds in the amount of approximately $1824 million to back certain insurance policies and payment obligations.  The Corporation utilizes trade letters of credit and banker's acceptances in the amount of $4approximately $1 million to guarantee certain payments to overseas suppliers. The letters of credit, bonds, and banker's acceptances reflect fair value as a condition of their underlying purpose and are subject to competitively determined fees.

The Corporation initiated litigation in Iowa on August 15, 2017 against the purchasers of Artcobell for amounts owed in connection with the sale of Artcobell.  Artcobell initiated litigation against the Corporation in Texas on June 14, 2017 regarding a dispute arising after the sale of Artcobell, for which the Corporation believes it has strong legal and factual defenses.  The Corporation intends to vigorously prosecute the Iowa action and defend the Texas action.


The Corporation has contingent liabilities which have arisen in the ordinary course of its business, including liabilities relating to pending litigation, environmental remediation, taxes, and other claims. It is the Corporation's opinion, after consultation with legal counsel, that liabilities, if any, resulting from these matters are not expected to have a material adverse effect on the Corporation's financial condition, cash flows, or on the Corporation's quarterly or annual operating results when resolved in a future period.



Note 16.17. Reportable Segment Information


Management views the Corporation as being in two2 reportable segments based on industries: office furniture and hearth products, with the former being the principal segment.


The aggregated office furniture segment manufactures and markets a broad line of metal and wood commercial and home office furniture which includes panel-based and freestanding furniture systems, seating, storage, products, desks, credenzas, chairs, tables, bookcases, freestanding office partitions and panel systems, and other relatedarchitectural products.  The hearth products segment manufactures and markets a broad linefull array of gas, wood, electric, wood, and biomass burningpellet fueled fireplaces, inserts, stoves, facings, and accessories, principally for the home.accessories.


For purposes of segment reporting, intercompany sales transfers between segments are not material, and operating profit is income before income taxes exclusive of certain unallocated corporate expenses.  These unallocated general corporate expenses include the net costs of the Corporation’s corporate operations, interest income, and interest expense.operations.  Management views interest income and expense as corporate financing costs and not as a reportable segment cost.  In addition, management applies an effective income tax rate to its consolidated income before income taxes so income taxes are not reported or viewed internally on a segment basis.  Identifiable assets by segment are those assets applicable to the respective industry segments.  Corporate assets consist principally of cash and cash equivalents, short-term investments, long-term investments, IT infrastructure, and corporate office real estate and related equipment.


No geographic information for revenues from external customers or for long-lived assets is disclosed since the Corporation’s primary market and capital investments are concentrated in the United States.


Reportable segment data reconciled to the Corporation's consolidated financial statements was as follows for continuing operations (in thousands):

2017
 2016
 2015
2019
 2018
 2017
Net Sales:          
Office furniture$1,660,723
 $1,703,885
 $1,777,804
$1,697,186
 $1,706,092
 $1,660,723
Hearth products515,159
 499,604
 526,615
549,761
 551,803
 515,159
Total$2,175,882
 $2,203,489
 $2,304,419
$2,246,947
 $2,257,895
 $2,175,882
          
Income Before Income Taxes: 
  
  
 
  
  
Office furniture (a)
$50,176
 $117,397
 $136,593
$103,894
 $75,965
 $50,176
Hearth products (b)
83,649
 69,960
 78,162
94,329
 91,367
 83,649
General corporate(63,213) (58,446) (57,585)(46,881) (39,159) (57,135)
Operating income151,342
 128,173
 76,690
Interest expense, net8,628
 9,448
 6,078
Total$70,612
 $128,911
 $157,170
$142,714
 $118,725
 $70,612
          
Depreciation and Amortization Expense: 
  
  
 
  
  
Office furniture$48,435
 $45,088
 $42,415
$44,887
 $44,303
 $48,435
Hearth products10,109
 12,486
 8,430
8,884
 8,171
 10,109
General corporate14,328
 11,373
 6,719
23,656
 22,314
 14,328
Total$72,872
 $68,947
 $57,564
$77,427
 $74,788
 $72,872
          
Capital Expenditures (including capitalized software): 
  
  
 
  
  
Office furniture$79,458
 $65,944
 $64,850
$41,137
 $47,860
 $79,458
Hearth products17,356
 11,217
 11,078
12,225
 8,854
 17,356
General corporate30,577
 42,423
 39,038
13,523
 6,982
 30,577
Total$127,391
 $119,584
 $114,966
$66,885
 $63,696
 $127,391
          
Identifiable Assets: 
  
  
 
  
  
Office furniture$821,767
 $749,145
 $739,915
$874,913
 $797,574
 $821,767
Hearth products347,189
 340,494
 341,813
364,653
 352,060
 347,189
General corporate222,594
 240,595
 182,197
212,946
 252,210
 222,594
Total$1,391,550
 $1,330,234
 $1,263,925
$1,452,512
 $1,401,844
 $1,391,550


(a)Included in operating profit for the office furniture segment are pretax charges of $2.4 million, $16.4 million, and $32.5 million, $10.9 million, and $11.6 million, for closing of facilitiesrestructuring and impairment charges in 2017, 2016,2019, 2018, and 2015,2017, respectively.
(b)Included in operating profit for the hearth products segment are pretax charges of $4.9$1.2 million and $5.5$4.9 million for closing facilities in 20172018 and 2016, and $0.9 million related to exiting a line of business in 2015.2017.


The Corporation's net sales by product category were as follows (in thousands):
 2019
 2018
 2017
Systems and storage$951,965
 $1,015,900
 $1,069,518
Seating583,245
 598,722
 536,501
Other161,976
 91,470
 54,704
Hearth products549,761
 551,803
 515,159
 $2,246,947
 $2,257,895
 $2,175,882

 2017
 2016
 2015
Systems and storage$1,069,518
 $1,072,518
 $1,140,369
Seating536,501
 539,839
 561,392
Other54,704
 91,528
 76,043
Hearth products515,159
 499,604
 526,615
 $2,175,882
 $2,203,489
 $2,304,419



Summary of Quarterly Results of Operations (Unaudited)


In the opinion of the Corporation’s management, the following information has been prepared on the same basis as the consolidated financial statements appearing elsewhere in this report and includes all adjustments (consisting only of normal recurring accruals) necessary to state fairly the financial results set forth herein.  Results of operations for any previous quarter are not necessarily indicative of results for any future period.


The following tables present certain unaudited quarterly financial information for each of the past 8eight quarters (in thousands, except per share data):
20172019
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Net sales$477,667
 $514,485
 $599,455
 $584,275
$479,456
 $526,026
 $625,386
 $616,079
Cost of sales303,944
 329,733
 378,211
 380,006
309,842
 333,437
 387,715
 382,192
Gross profit173,723
 184,752
 221,244
 204,269
169,614
 192,589
 237,671
 233,887
Selling and administrative expenses163,666
 162,684
 169,547
 175,934
165,937
 168,411
 176,731
 168,969
(Gain) loss on sale, disposal, and license of assets
 
 (6,805) 4,856
Restructuring and impairment charges2,123
 419
 783
 34,091

 930
 284
 1,157
Operating income (loss)7,934
 21,649
 57,719
 (10,612)
Interest income71
 325
 71
 (170)
Interest expense1,046
 1,347
 1,835
 2,147
Income (loss) before income taxes6,959
 20,627
 55,955
 (12,929)
Income tax expense (benefit)2,178
 6,771
 18,624
 (46,859)
Operating income3,677
 23,248
 60,656
 63,761
Interest expense, net2,111
 2,480
 2,205
 1,833
Income before income taxes1,566
 20,768
 58,451
 61,928
Income tax expense546
 4,957
 12,375
 14,333
Net income4,781
 13,856
 37,331
 33,930
1,020
 15,811
 46,076
 47,595
Less: Net income (loss) attributable to the non-controlling interest(56) 8
 60
 91
Less: Net income (loss) attributable to non-controlling interest(2) 1
 (2) 0
Net income attributable to HNI Corporation$4,837
 $13,848
 $37,271
 $33,839
$1,022
 $15,810
 $46,078
 $47,595
              
Average number of common shares outstanding - basic44,050,040
 44,178,287
 43,682,805
 43,444,885
43,534
 43,218
 42,899
 42,755
Net income attributable to HNI Corporation per common share – basic$0.11
 $0.31
 $0.85
 $0.78
$0.02
 $0.37
 $1.07
 $1.11
Average number of common shares outstanding - diluted45,452,664
 45,305,547
 44,479,117
 44,153,300
44,089
 43,634
 43,186
 43,137
Net income attributable to HNI Corporation per common share – diluted$0.11
 $0.31
 $0.84
 $0.77
$0.02
 $0.36
 $1.07
 $1.10
              
As a Percentage of Net Sales: 
  
  
  
 
  
  
  
Net sales100.0% 100.0% 100.0 % 100.0 %100.0% 100.0% 100.0% 100.0%
Gross profit36.4
 35.9
 36.9
 35.0
35.4
 36.6
 38.0
 38.0
Selling and administrative expenses34.3
 31.6
 28.3
 30.1
34.6
 32.0
 28.3
 27.4
(Gain) loss on sale, disposal, and license of assets
 
 (1.1) 0.8
Restructuring and impairment charges0.4
 0.1
 0.1
 5.8

 0.2
 0.0
 0.2
Operating income (loss)1.7
 4.2
 9.6
 (1.8)
Income tax expense (benefit)0.5
 1.3
 3.1
 (8.0)
Operating income0.8
 4.4
 9.7
 10.3
Income tax expense0.1
 0.9
 2.0
 2.3
Net income attributable to HNI Corporation1.0
 2.7
 6.2
 5.8
0.2
 3.0
 7.4
 7.7



 2018
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Net sales$505,069
 $543,614
 $611,120
 $598,092
Cost of sales328,150
 342,744
 377,789
 374,174
Gross profit176,919
 200,870
 233,331
 223,918
Selling and administrative expenses171,895
 172,973
 179,577
 166,695
Restructuring and impairment charges1,338
 837
 128
 13,422
Operating income3,686
 27,060
 53,626
 43,801
Interest expense, net2,224
 2,629
 2,522
 2,073
Income before income taxes1,462
 24,431
 51,104
 41,728
Income tax expense (benefit)(999) 5,835
 11,197
 9,366
Net income2,461
 18,596
 39,907
 32,362
Less: Net loss attributable to non-controlling interest(49) (1) 
 (1)
Net income attributable to HNI Corporation$2,510
 $18,597
 $39,907
 $32,363
        
Average number of common shares outstanding - basic43,360
 43,665
 43,823
 43,708
Net income attributable to HNI Corporation per common share – basic$0.06
 $0.43
 $0.91
 $0.74
Average number of common shares outstanding - diluted44,134
 44,290
 44,679
 44,311
Net income attributable to HNI Corporation per common share – diluted$0.06
 $0.42
 $0.89
 $0.73
        
As a Percentage of Net Sales: 
  
  
  
Net sales100.0 % 100.0% 100.0% 100.0%
Gross profit35.0
 37.0
 38.2
 37.4
Selling and administrative expenses34.0
 31.8
 29.4
 27.9
Restructuring and impairment charges0.3
 0.2
 0.0
 2.2
Operating income0.7
 5.0
 8.8
 7.3
Income tax expense (benefit)(0.2) 1.1
 1.8
 1.6
Net income attributable to HNI Corporation0.5
 3.4
 6.5
 5.4

 2016
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
Net sales$501,037
 $536,538
 $584,629
 $581,285
Cost of sales315,326
 327,618
 363,075
 362,457
Gross profit185,711
 208,920
 221,554
 218,828
Selling and administrative expenses165,106
 162,320
 169,535
 170,783
(Gain) loss on sale of assets
 (1) (40) 22,613
Restructuring and impairment charges1,086
 572
 399
 8,948
Operating income19,519
 46,029
 51,660
 16,484
Interest income78
 63
 80
 84
Interest expense1,874
 1,131
 1,091
 990
Income before income taxes17,723
 44,961
 50,649
 15,578
Income taxes5,881
 15,934
 16,837
 4,621
Net income11,842
 29,027
 33,812
 10,957
Less: Net income (loss) attributable to the non-controlling interest(1) (2) (1) 65
Net income attributable to HNI Corporation$11,843
 $29,029
 $33,813
 $10,892
        
Average number of common shares outstanding - basic44,258,357
 44,431,198
 44,547,375
 44,418,833
Net income attributable to HNI Corporation per common share – basic$0.27
 $0.65
 $0.76
 $0.25
Average number of common shares outstanding - diluted45,039,918
 45,632,284
 45,844,566
 45,587,997
Net income attributable to HNI Corporation per common share – diluted$0.26
 $0.64
 $0.74
 $0.24
        
As a Percentage of Net Sales: 
  
  
  
Net sales100.0% 100.0% 100.0% 100.0%
Gross profit37.1
 38.9
 37.9
 37.6
Selling and administrative expenses33.0
 30.3
 29.0
 29.4
(Gain) loss on sale of assets
 
 
 3.9
Restructuring and impairment charges0.2
 0.1
 0.1
 1.5
Operating income3.9
 8.6
 8.8
 2.8
Income taxes1.2
 3.0
 2.9
 0.8
Net income attributable to HNI Corporation2.4
 5.4
 5.8
 1.9



Investor Information

Common Stock Market Prices and Dividends
(Unaudited)
74
2017 High
 Low
 
Dividends
per Share

1st Quarter $56.94
 $44.27
 $0.275
2nd Quarter $48.32
 $37.32
 $0.285
3rd Quarter $41.60
 $34.60
 $0.285
4th Quarter $43.42
 $31.16
 $0.285
Total Dividends Paid $1.130
       
       
2016 High
 Low
 
Dividends
per Share

1st Quarter $39.59
 $29.84
 $0.265
2nd Quarter $48.50
 $38.30
 $0.275
3rd Quarter $56.96
 $39.30
 $0.275
4th Quarter $56.91
 $37.24
 $0.275
Total Dividends Paid $1.090
       
       
2015 High
 Low
 
Dividends
per Share

1st Quarter $56.47
 $38.01
 $0.250
2nd Quarter $57.74
 $46.19
 $0.265
3rd Quarter $52.52
 $41.29
 $0.265
4th Quarter $47.68
 $35.53
 $0.265
Total Dividends Paid $1.045

Common Stock Market Price and Price/Earnings Ratio
(Unaudited)
 Year Market Price 
Diluted Earnings
per Share
 Price / Earnings Ratio
  High
Low
   High
Low
2017 $56.94
$31.16
 $2.00
 28
16
2016 $56.96
$29.84
 $1.88
 30
16
2015 $57.74
$35.53
 $2.32
 25
15
2014 $52.90
$31.00
 $1.35
 39
23
2013 $40.73
$28.28
 $1.39
 29
20
         
       Five Year Average
    30
18


71