HNI Nears Completion of Strategic Steelcase Acquisition

The office furniture industry is poised for a significant consolidation as HNI Corporation moves to finalize its acquisition of Steelcase Inc. The transaction, now on the brink of closure following decisive shareholder votes, is expected to reshape the competitive landscape.

Investors in both companies have overwhelmingly endorsed the merger agreement. At HNI, approximately 96.9% of the votes cast were in favor of issuing new shares to facilitate the deal, representing about 84.5% of all outstanding shares. The shareholder support at Steelcase was even more definitive, with around 99.6% of votes approving the merger. These substantial majorities reflect strong investor confidence in the strategic rationale for uniting these two sector leaders.

Transaction Mechanics and Financial Preparations

All formal approvals are now in place ahead of the anticipated closing date of December 10, 2025. In a key preparatory step, HNI successfully concluded an exchange offer for outstanding Steelcase notes maturing in 2029. Bondholders tendered notes with an aggregate principal amount of $351 million, constituting 78% of the outstanding volume, accepting new HNI debt securities in return.

Should investors sell immediately? Or is it worth buying HNI?

Preliminary data indicates that most Steelcase shareholders have opted for a mixed consideration package. Holders of roughly 95.5 million shares will receive 0.2192 HNI shares plus $7.20 in cash for each Steelcase share they own. A smaller portion of shareholders selected either all-cash or all-stock alternatives. Final allocation will be confirmed once all closing formalities are complete.

• Closing Target: The deal is scheduled to be completed by December 10, 2025.
• Debt Consolidation: HNI has already assumed a majority of Steelcase's outstanding 2029 notes.
• Payment Method: A mix of stock and cash was the preferred choice for the bulk of Steelcase equity holders.

Strong Foundation and Integrated Future

HNI enters this transformative phase from a position of financial strength. The company reported third-quarter 2025 net sales of $683.8 million, with non-GAAP earnings per share reaching $1.10—a 7% year-over-year increase. Its adjusted operating margin of 10.8% set a new record for a third quarter.

The integration of Steelcase is projected to enhance HNI's growth trajectory through 2026, fueled by synergy realization and ongoing operational initiatives. Existing projects, including the integration of Kimball International and the expansion of a manufacturing facility in Mexico, are expected to continue delivering significant cost savings. The completion of the Steelcase acquisition will solidify the combined entity's standing in the commercial and office furnishings market.