HNI Corporation Announces Results of Early Participation in Exchange Offer and Consent Solicitation

MUSCATINE, Iowa, Oct. 10, 2025 (GLOBE NEWSWIRE) -- On August 4, 2025, HNI Corporation (NYSE: HNI; “HNI” or “the Corporation”) announced a definitive agreement to acquire Steelcase, Inc. (NYSE: SCS; “Steelcase”) in a cash and stock transaction (the “Acquisition”). In connection with the Acquisition, HNI previously announced the commencement of an offer to exchange any and all outstanding 5.125% Notes due 2029 (the “Existing Steelcase Notes”), as issued by Steelcase, for up to $450,000,000 aggregate principal amount of new notes to be issued by HNI (the “New HNI Notes”).

HNI today announced that it has received consents from Eligible Holders (as defined herein) representing 77.83% in principal amount of the Existing Steelcase Notes pursuant to HNI's previously announced (A) offer to exchange (the “Exchange Offer”) any and all outstanding Existing Steelcase Notes for New HNI Notes and (B) related solicitation of consents (the “Consent Solicitation”) from the Eligible Holders of the Existing Steelcase Notes to, among other things, eliminate certain covenants and restrictive provisions from the Steelcase indenture dated August 7, 2006, governing the Existing Steelcase Notes (as amended and supplemented, the “Existing Steelcase Indenture”) and the Existing Steelcase Notes (the “Proposed Amendments”).

The withdrawal deadline for the Exchange Offer expired at 5:00 p.m., New York City time, on October 9, 2025 and has not been extended. Accordingly, holders may no longer withdraw Existing Steelcase Notes tendered in the Exchange Offer, including, for the avoidance of doubt, any Existing Steelcase Notes tendered on or after the date hereof and prior to the Expiration Date (as defined below), except as required by law. Furthermore, consents delivered in the Consent Solicitation with respect to the Existing Steelcase Notes may no longer be revoked, except as required by law.

In accordance with the terms of the Existing Steelcase Indenture and the Exchange Offer Memorandum and Consent Solicitation Statement dated September 26, 2025 (the “Statement”), HNI has received consents sufficient to amend the Existing Steelcase Indenture to effectuate the Proposed Amendments. The Proposed Amendments are further described in the Statement. Accordingly, Steelcase has executed a supplemental indenture (the “Existing Steelcase Notes Supplemental Indenture”) to the Existing Steelcase Indenture to effect the Proposed Amendments approved in the Consent Solicitation. The Proposed Amendments effectuated by the Existing Steelcase Notes Supplemental Indenture will become operative only upon the settlement date for the Exchange Offer and the Consent Solicitation, which is expected to be within five business days after the Expiration Date.