Globenewswireยท2025-10-28 00:18Core Viewpoint - HNI Corporation has announced a definitive agreement to acquire Steelcase, Inc. in a cash and stock transaction, which includes an offer to exchange existing Steelcase Notes for new HNI Notes [1][4]. Acquisition Details - The acquisition is subject to shareholder approvals from both HNI and Steelcase, antitrust approvals, and other customary closing conditions [4]. - HNI has initiated an exchange offer for up to $450,000,000 of existing Steelcase Notes, with a current tender amount of $350,767,000, representing 77.95% of the total [1][8]. Exchange Offer and Consent Solicitation - The expiration date for the exchange offer and related consent solicitation has been extended to December 5, 2025 [2]. - HNI received sufficient consents to amend the existing Steelcase Indenture on October 9, 2025, and the amendments will take effect upon the settlement date of the exchange offer [3]. Conditions and Extensions - The completion of the acquisition is not contingent upon the exchange offer or consent solicitation, but the exchange offer is subject to the acquisition's consummation [4][5]. - If the acquisition is not expected to close by the anticipated settlement date, HNI plans to extend the expiration date accordingly [5]. Eligible Holders and Documentation - The exchange offer and consent solicitation are directed towards "Eligible Holders," defined as qualified institutional buyers or non-U.S. persons outside the United States [9].