UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~April~~July 1, 2022


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 333-48123

The Hackett Group, Inc.

(Exact name of registrant as specified in its charter)


Florida		65-0750100
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1001 Brickell Bay Drive, Suite 3000 Miami, Florida		33131
(Address of principal executive offices)		(Zip Code)

~~(305)~~ (305) 375-8005

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.001 per share	HCKT	NASDAQ Stock Market

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 requirement for the past 90 days. Yes☒No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes☒No☐

Indicate by check mark whether 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 Filer	☐	Accelerated Filer	☒

Non-Accelerated Filer	☐	Smaller Reporting Company	☐

		Emerging Growth Company	☐

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. ☐

Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of ~~May~~August 5, 2022, there were ~~31,650,966~~31,682,972 shares of common stock outstanding.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

The Hackett Group, Inc.

TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION		Page

Item 1.	Financial Statements

	Consolidated Balance Sheets as of ~~April~~July 1, 2022 (unaudited) and December 31, 2021	3

	Consolidated Statements of Operations for the Three and Six Months Ended ~~April~~July 1, 2022 and ~~April~~July 2, 2021 (unaudited)	4

	Consolidated Statements of Comprehensive Income for the Three and Six Months Ended ~~April~~July 1, 2022 and ~~April~~July 2, 2021 (unaudited)	5

	Consolidated Statements of Cash Flows for the ~~Three~~Six Months Ended ~~April~~July 1, 2022 and ~~April~~July 2, 2021 (unaudited)	6

	Consolidated Statements of Equity for the Three and Six Months Ended ~~April~~July 1, 2022, and ~~April~~July 2, 2021 (unaudited)	7

	Notes to Consolidated Financial Statements (unaudited)	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	16

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	20

Item 4.	Controls and Procedures	20

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	21

Item 1A.	Risk Factors	21

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	21

Item 6.	Exhibits	22

SIGNATURES		23

PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

~~ITEM 1.~~

~~FINANCIAL STATEMENTS~~

The Hackett Group, Inc.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

(unaudited)


	April 1,			December 31,			July 1,			December 31,
	2022			2021			2022			2021
ASSETS
Current assets:
Cash	$	47,752		$	45,794		$	61,680		$	45,794
Accounts receivable and contract assets, net of allowance of $3,925 and $2,702 at April 1, 2022 and December 31, 2021, respectively		50,514			50,616
Accounts receivable and contract assets, net of allowance of $1,469 and $2,702 at July 1, 2022 and December 31, 2021, respectively								49,485			50,616
Prepaid expenses and other current assets		5,364			5,766			3,033			5,766
Total current assets		103,630			102,176			114,198			102,176

Property and equipment, net		18,212			18,026			18,638			18,026
Other assets		540			620			501			620
Goodwill		84,639			85,070			83,512			85,070
Operating lease right-of-use assets		1,424			1,649			1,040			1,649
Total assets	$	208,445		$	207,541		$	217,889		$	207,541

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	8,041		$	7,677		$	5,400		$	7,677
Accrued expenses and other liabilities		21,981			30,297			30,482			30,297
Contract liabilities (deferred revenue)		15,863			14,616			14,250			14,616
Operating lease liabilities		2,073			2,299			1,507			2,299
Total current liabilities		47,958			54,889			51,639			54,889
Non-current deferred tax liability, net		8,992			7,325			8,401			7,325
Operating lease liabilities		1,180			1,474			1,019			1,474
Total liabilities		58,130			63,688			61,059			63,688

Commitments and contingencies

Shareholders’ equity:
Preferred stock, $0.001 par value, 1,250,000 shares authorized; NaN issued and outstanding		—			—
Common stock, $0.001 par value, 125,000,000 shares authorized; 60,004,457 and 59,631,003 shares issued at April 1, 2022 and December 31, 2021, respectively		60			60
Preferred stock, $0.001 par value, 1,250,000 shares authorized; NaN issued and outstanding								—			—
Common stock, $0.001 par value, 125,000,000 shares authorized; 60,065,278 and 59,631,003 shares issued at July 1, 2022 and December 31, 2021, respectively								60			60
Additional paid-in capital		301,488			300,288			304,164			300,288
Treasury stock, at cost, 28,388,144 and 28,357,145 shares April 1, 2022 and December 31, 2021, respectively		(157,929	)		(157,294	)
Treasury stock, at cost, 28,388,144 and 28,357,145 shares July 1, 2022 and December 31, 2021, respectively								(157,929	)		(157,294	)
Retained earnings		18,303			11,272			25,038			11,272
Accumulated other comprehensive loss		(11,607	)		(10,473	)		(14,503	)		(10,473	)
Total shareholders' equity		150,315			143,853			156,830			143,853
Total liabilities and shareholders' equity	$	208,445		$	207,541		$	217,889		$	207,541

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

The Hackett Group, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)


	Quarter Ended						Quarter Ended						Six Months Ended
	April 1,			April 2,			July 1,			July 2,			July 1,			July 2,
	2022			2021			2022			2021			2022			2021
Revenue:
Revenue before reimbursements	$	75,108		$	63,410		$	74,768		$	72,997		$	149,876		$	136,407
Reimbursements		556			76			1,160			200			1,716			276
Total revenue		75,664			63,486			75,928			73,197			151,592			136,683
Costs and expenses:
Cost of service:
Personnel costs before reimbursable expenses (includes $1,666 and $1,847 of stock compensation expense in 2022 and 2021, respectively)		47,333			41,170
Personnel costs before reimbursable expenses (includes $1,483 and $3,149 and $1,779 and $3,626 of stock compensation expense in the three and six months ended July 1, 2022 and July 2, 2021, respectively)								44,701			43,227			92,034			84,397
Reimbursable expenses		556			76			1,160			200			1,716			276
Total cost of service		47,889			41,246			45,861			43,427			93,750			84,673
Selling, general and administrative costs (includes $933 and $740 of stock compensation expense in 2022 and 2021, respectively)		14,366			13,387
Selling, general and administrative costs (includes $1,235 and $2,168 and $874 and $1,614 of stock compensation expense in the three and six months ended July 1, 2022 and July 2, 2021, respectively)								15,886			15,553			30,252			28,940
Total costs and operating expenses		62,255			54,633			61,747			58,980			124,002			113,613
Income from operations		13,409			8,853			14,181			14,217			27,590			23,070

Other expense:
Interest expense		(28	)		(25	)		(28	)		(25	)		(56	)		(50	)
Income from operations before income taxes		13,381			8,828			14,153			14,192			27,534			23,020
Income tax expense		2,876			2,460			3,938			3,660			6,814			6,120
Income from continuing operations		10,505			6,368			10,215			10,532			20,720			16,900
Loss from discontinued operations		—			(7	)		—			—			—			(7	)
Net income	$	10,505		$	6,361		$	10,215		$	10,532		$	20,720		$	16,893

Basic net income per common share:
Income per common share from continuing operations	$	0.33		$	0.21		$	0.32		$	0.35		$	0.66		$	0.56
Loss per common share from discontinued operations		-			(0.00	)		-			-			-			(0.00	)
Net income per common share	$	0.33		$	0.21		$	0.32		$	0.35		$	0.66		$	0.56

Diluted net income per common share:
Income per common share from continuing operations	$	0.33		$	0.19		$	0.32		$	0.32		$	0.65		$	0.51
Loss per common share from discontinued operations		-			(0.00	)		-			-			-			(0.00	)
Net income per common share	$	0.33		$	0.19		$	0.32		$	0.32		$	0.65		$	0.51

Weighted average common shares outstanding:
Basic		31,449			30,207			31,652			30,094			31,551			30,151
Diluted		31,844			32,769			32,221			32,970			32,032			32,870

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

The Hackett Group, Inc.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

(unaudited)


	Quarter Ended					Quarter Ended						Six Months Ended
	April 1,			April 2,		July 1,			July 2,			July 1,			July 2,
	2022			2021		2022			2021			2022			2021
Net income	$	10,505		$	6,361	$	10,215		$	10,532		$	20,720		$	16,893
Foreign currency translation adjustment		(1,134	)		269		(2,896	)		(132	)		(4,030	)		137
Total comprehensive income	$	9,371		$	6,630	$	7,319		$	10,400		$	16,690		$	17,030

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

The Hackett Group, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Quarter Ended						Six Months Ended
	April 1,			April 2,			July 1,			July 2,
	2022			2021			2022			2021
Cash flows from operating activities:
Net income	$	10,505		$	6,361		$	20,720		$	16,893
Plus loss from discontinued operations		—			7			—			(7	)
Net income from continuing operations		10,505			6,368			20,720			16,900
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense		802			874			1,630			1,723
Amortization expense		144			261			154			524
Amortization of debt issuance costs		14			11			28			22
Non-cash stock compensation expense		2,599			2,587			5,317			5,240
(Reversal) provision for doubtful accounts		(23	)		137
Provision for doubtful accounts								204			38
(Gain) loss on foreign currency translation		(298	)		61			(968	)		88
Deferred income tax expense		1,643			1,378			1,064			690
Changes in assets and liabilities:
Decrease (increase) in accounts receivable and contract assets		177			(6,091	)		1,079			(14,554	)
Decrease in prepaid expenses and other assets		640			182			3,369			528
Increase (decrease) in accounts payable		363			(1,159	)
Decrease in accrued expenses and other liabilities		(11,760	)		(4,985	)
Increase in contract liabilities		1,248			5,037
Decrease in accounts payable								(2,277	)		(1,383	)
(Decrease) increase in accrued expenses and other liabilities								(7,613	)		2,146
(Decrease) increase in contract liabilities								(366	)		5,119
Increase in income tax payable		—			1,241			1,948			2,577
Net cash provided by operating activities		6,054			5,895			24,289			19,651
Cash flows from investing activities:
Purchases of property and equipment		(993	)		(525	)		(2,267	)		(1,417	)
Net cash used in investing activities		(993	)		(525	)		(2,267	)		(1,417	)
Cash flows from financing activities:
Debt issuance costs		(10	)		—			(10	)		—
Proceeds from ESPP								407			391
Proceeds from exercise of stock options								120			—
Dividends paid								(3,475	)		(3,253	)
Repurchase of common stock		(3,066	)		(3,716	)		(3,142	)		(12,357	)
Net cash used in financing activities		(3,076	)		(3,716	)		(6,100	)		(15,219	)
Effect of exchange rate on cash		(27	)		(4	)		(36	)		(17	)
Net increase in cash and cash equivalents		1,958			1,650			15,886			2,998
Cash at beginning of period		45,794			49,455			45,794			49,455
Cash at end of period	$	47,752		$	51,105		$	61,680		$	52,453
Supplemental disclosure of cash flow information:
Cash paid (refunded) for income taxes	$	1		$	(181	)
Cash (refunded) paid for income taxes							$	(34	)	$	2,710
Cash paid for interest	$	-		$	14		$	28		$	14

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

The Hackett Group, Inc.

CONSOLIDATED STATEMENTS OF EQUITY

(in thousands)

(unaudited)


																	Accumulated																						Accumulated
					Additional												Other			Total							Additional												Other			Total
	Common Stock				Paid in			Treasury Stock						Retained			Comprehensive			Shareholders'			Common Stock				Paid in			Treasury Stock						Retained			Comprehensive			Shareholders'
	Shares		Amount		Capital			Shares			Amount			Earnings			Loss			Equity			Shares		Amount		Capital			Shares			Amount			Earnings			Loss			Equity
Balance at December 31, 2021		59,631	$	60	$	300,288			(28,358	)	$	(157,294	)	$	11,272		$	(10,473	)	$	143,853			59,631	$	60	$	300,288			(28,358	)	$	(157,294	)	$	11,272		$	(10,473	)	$	143,853
Issuance of common stock		373		—		(2,432	)		—			—			—			—			(2,432	)		373		—		(2,432	)		—			—			—			—			(2,432	)
Treasury stock purchased		—		—		—			(31	)		(635	)		—			—			(635	)		—		—		—			(31	)		(635	)		—			—			(635	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		3,632			—			—			—			—			3,632			—		—		3,632			—			—			—			—			3,632
Dividends declared		—		—		—			—			—			(3,474	)		—			(3,474	)		—		—		—			—			—			(3,474	)		—			(3,474	)
Net income		—		—		—			—			—			10,505			—			10,505			—		—		—			—			—			10,505			—			10,505
Foreign currency translation		—		—		—			—			—			—			(1,134	)		(1,134	)		—		—		—			—			—			—			(1,134	)		(1,134	)
Balance at April 1, 2022		60,004	$	60	$	301,488			(28,389	)	$	(157,929	)	$	18,303		$	(11,607	)	$	150,315			60,004	$	60	$	301,488			(28,389	)	$	(157,929	)	$	18,303		$	(11,607	)	$	150,315
Issuance of common stock																								61		—		452			—			—			—			—			452
Treasury stock purchased																								—		—		—			—			—			—			—			—
Amortization of restricted stock units and common stock subject to vesting requirements																								—		—		2,224			—			—			—			—			2,224
Dividends declared																								—		—		—			—			—			(3,480	)		—			(3,480	)
Net income																								—		—		—			—			—			10,215			—			10,215
Foreign currency translation																								—		—		—			—			—			—			(2,896	)		(2,896	)
Balance at July 1, 2022																								60,065	$	60	$	304,164			(28,389	)	$	(157,929	)	$	25,038		$	(14,503	)	$	156,830



					Additional												Other			Total							Additional												Other			Total
	Common Stock				Paid in			Treasury Stock						Accumulated			Comprehensive			Shareholders'			Common Stock				Paid in			Treasury Stock						Accumulated			Comprehensive			Shareholders'
	Shares		Amount		Capital			Shares			Amount			Deficit			Loss			Equity			Shares		Amount		Capital			Shares			Amount			Deficit			Loss			Equity
Balance at January 1, 2021		57,693	$	58	$	312,039			(27,609	)	$	(144,254	)	$	(17,388	)	$	(9,568	)	$	140,887			57,693	$	58	$	312,039			(27,609	)	$	(144,254	)	$	(17,388	)	$	(9,568	)	$	140,887
Issuance of common stock		294		—		(1,605	)		—			—			—			—			(1,605	)		294		—		(1,605	)		—			—			—			—			(1,605	)
Treasury stock purchased		—		—		—			(136	)		(2,110	)		—			—			(2,110	)		—		—		—			(136	)		(2,110	)		—			—			(2,110	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		2,633			—			—			—			—			2,633			—		—		2,633			—			—			—			—			2,633
Dividends declared		—		—		—			—			—			(3,254	)		—			(3,254	)		—		—		—			—			—			(3,254	)		—			(3,254	)
Net income		—		—		—			—			—			6,361			—			6,361			—		—		—			—			—			6,361			—			6,361
Foreign currency translation		—		—		—			—			—			—			269			269			—		—		—			—			—			—			269			269
Balance at April 2, 2021		57,987	$	58	$	313,067			(27,745	)	$	(146,364	)	$	(14,281	)	$	(9,299	)	$	143,181			57,987	$	58	$	313,067			(27,745	)	$	(146,364	)	$	(14,281	)	$	(9,299	)	$	143,181
Issuance of common stock																								73		—		354			—			—			—			—			354
Treasury stock purchased																								—		—		—			(489	)		(8,603	)		—			—			(8,603	)
Amortization of restricted stock units and common stock subject to vesting requirements																								—		—		2,258			—			—			—			—			2,258
Dividends declared																								—		—		—			—			—			(3,227	)		—			(3,227	)
Net income																								—		—		—			—			—			10,532			—			10,532
Foreign currency translation																								—		—		—			—			—			—			(132	)		(132	)
Balance at July 2, 2021																								58,060	$	58	$	315,679			(28,234	)	$	(154,967	)	$	(6,976	)	$	(9,431	)	$	144,363

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

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information

Basis of Presentation

The accompanying consolidated financial statements of The Hackett Group, Inc. (“Hackett” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the Company’s accounts and those of its wholly-owned subsidiaries which the Company is required to consolidate. All intercompany transactions and balances have been eliminated in consolidation.

In the opinion of management, the accompanying consolidated financial statements reflect all normal and recurring adjustments which are necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows as of the dates and for the periods presented. The consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, these statements do not include all the disclosures normally required by U.S. GAAP for annual financial statements and should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2021, included in the Annual Report on Form 10-K filed by the Company with the SEC on March 4, 2022. The consolidated results of operations for the quarter and six months ended ~~April~~July 1, 2022, are not necessarily indicative of the results to be expected for any future period or for the full fiscal year.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Revenue Recognition

The Company generates substantially all of its revenue from providing professional services to its clients. The Company also generates revenue from software licenses, software support and maintenance and subscriptions to its executive and best practices advisory programs. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, the Company allocates the total transaction price to each performance obligation based on its relative standalone selling price. The Company determines the standalone selling price based on the respective selling price of the individual elements when sold separately.

Revenue is recognized when control of the goods and services provided are transferred to the Company’s customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when the Company satisfies the performance obligations.

The Company typically satisfies its performance obligations for professional services over time as the related services are provided. The performance obligations related to software support, maintenance and subscriptions to its executive and best practice advisory programs are typically satisfied evenly over the course of the service period. Other performance obligations, such as software licenses, are satisfied at a point in time.

The Company generates revenue under four types of billing arrangements: fixed-fee (including software license revenue); time-and-materials; executive and best practice advisory services; and software sales and software maintenance and support.

In fixed-fee billing arrangements, which would also include contracts with capped fees, the Company agrees to a pre-established fee or fee cap in exchange for a predetermined set of professional services. The Company sets the fees based on its estimates of the costs and timing for completing the engagements. The Company generally recognizes revenue under fixed-fee or capped fee arrangements using a proportionate performance approach, which is based on work completed to-date as compared to estimates of the total services to be provided under the engagement. Estimates of total engagement revenue and cost of services are monitored regularly during the term of the engagement. If the Company’s estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable. The customer is invoiced based on the contractual agreement between the parties, typically bi-weekly, monthly or milestone driven, with net thirty-day terms, however client terms are subject to change.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information (continued)

Time-and-material billing arrangements require the client to pay based on the number of hours worked by the Company’s consultants at agreed upon hourly rates. The Company recognizes revenue under time-and-material arrangements as the related services or goods are provided, using the right to invoice practical expedient which allows it to recognize revenue in the amount based on the number of hours worked and the agreed upon hourly rates. The customer is invoiced based on the contractual agreement between the parties, typically bi-weekly, monthly or milestone driven, with net thirty-day terms, however client terms are subject to change.

Advisory services contracts are typically in the form of a subscription agreement which allows the customer access to the Company’s executive and best practice advisory programs. There is typically a single performance obligation and the transaction price is the contractual amount of the subscription agreement. Revenue from advisory services contracts is recognized ratably over the life of the agreements. Customers are typically invoiced at the inception of the contract, with net thirty-day terms, however client terms are subject to change.

The resale of software and maintenance contracts are in the form of SAP America software license or maintenance agreements provided by SAP America. SAP is the principal and the Company is the agent in these transactions as the Company does not obtain title to the software and maintenance which is sold simultaneously. The transaction price is the Company’s agreed-upon percentage of the software license or maintenance amount in the contract with the vendor. Revenue for the resale of software licenses is recognized upon contract execution and customer’s receipt of the software. Revenue from maintenance contracts is recognized ratably over the life of the agreements. The customer is typically invoiced at contract inception, with net thirty-day terms, however client terms are subject to change.

Revenue before reimbursements excludes reimbursable expenses charged to clients. Reimbursements, which include travel and out-of-pocket expenses, are included in revenue, and an equivalent amount of reimbursable expenses is included in cost of service.

Expense reimbursements that are billable to clients are included in total revenue and are substantially all billed as time-and-material billing arrangements. Therefore, the Company recognizes all reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Any expense reimbursements that are billable to clients under fixed-fee billing arrangements are recognized in line with the proportionate performance approach.

The payment terms and conditions in the Company’s customer contracts vary. The agreements entered into in connection with a project, whether time and materials-based or fixed-fee or capped-fee based, typically allow clients to terminate early due to breach or for convenience with 30 days’ notice. In the event of termination, the client is contractually required to pay for all time, materials and expenses incurred by the Company through the effective date of the termination. In addition, from time to time the Company enters into agreements with its clients that limit its right to enter into business relationships with specific competitors of that client for a specific time period. These provisions typically prohibit the Company from performing a defined range of services which it might otherwise be willing to perform for potential clients. These provisions are generally limited to six to twelve months and usually apply only to specific employees or the specific project team.

Differences between the timing of billings and the recognition of revenue are recognized as either contract assets or contract liabilities in the accompanying consolidated balance sheets. Revenue recognized for services performed but not yet billed to clients are recorded as contract assets. Revenue recognized, but for which are not yet entitled to bill because certain events, such as the completion of the measurement period, are recorded as contract assets and included within accounts receivable and contract assets. Client prepayments are classified as contract liabilities and recognized over future periods as earned in accordance with the applicable engagement agreement. See Note 3 for the accounts receivable and contract asset balances. During the quarter and six months ended ~~April~~July 1, 2022, the Company recognized ~~$6.9~~$3.4 million and $10.3 million, respectively,of revenue as a result of changes in the contract liability balance, as compared to ~~$4.0~~$2.0 million and $6.0 million for the quarter and six months ended ~~April~~July 2, ~~2021.~~ 2021, respectively.

The following table reflects the Company’s disaggregation of total revenue for the quarters and six months ended ~~April~~July 1, 2022 and ~~April~~July 2, 2021:


	Quarter Ended				Quarter Ended				Six Months Ended
	April 1,		April 2,		July 1,		July 2,		July 1,		July 2,
	2022		2021		2022		2021		2022		2021
Consulting	$	74,498	$	62,109	$	74,914	$	67,411	$	149,412	$	129,597
Software license sales		1,166		1,301		1,014		5,786		2,180		7,086
Total revenue	$	75,664	$	63,486	$	75,928	$	73,197	$	151,592	$	136,683

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information (continued)

Capitalized Sales Commissions

Sales commissions earned by the Company’s sales force are considered incremental and recoverable costs of obtaining a contract with a customer. These costs are deferred and then amortized as project revenue is recognized. The Company determined the period of amortization by taking into consideration the customer contract period, which are generally less than 12 months. Commission expense is included in Selling, General and Administrative Costs in the accompanying consolidated statements of operations. As of December 31, 2021, and January 1, 2021, the Company had ~~$1.6~~$1.6 million and ~~$1.5~~$1.5 million,, respectively, of deferred commissions, of which $$0.4 million and ~~$0.2~~$0.7 million was amortized during the ~~first three~~quarter and six months ofended July 1, 2022, respectively, and $0.3 million and $0.5 million for the ~~year 2022 and~~same periods in 2021, respectively. NaN impairment loss was recognized relating to the capitalization of deferred commission.

Practical Expedients

The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be less than one year.

Sales tax collected from customers and remitted to the applicable taxing authorities is accounted for on a net basis, with no impact on revenue.

Fair Value

The Company’s financial instruments consist of cash, accounts receivable and contract assets, accounts payable, accrued expenses and other liabilities and contract liabilities. As of ~~April~~July 1, 2022 and December 31, 2021, the carrying amount of each financial instrument approximated the instrument’s respective fair value due to the short-term nature and maturity of these instruments.

The Company uses significant other observable market data or assumptions (Level 2 inputs as defined in accounting guidance) that it believes market participants would use in pricing debt. The fair value of the debt approximated the carrying amount, using Level 2 inputs, due to the short-term variable interest rates based on market rates.

COVID-19 Pandemic Impact on the Business

The level of revenue the Company achieves is based on its ability to deliver market leading services and solutions and to deploy skilled teams of professionals quickly. The Company’s results of operations are affected by economic conditions, including macroeconomic conditions and levels of business confidence. In each of the four quarters of 2021, the Company’s revenue before reimbursements and diluted earnings per share grew when compared to the fourth quarter of 2020 reflecting a continuation of improved economic conditions. However, any reversal of these trends or a prolonged economic downturn as a result of the impact of COVID-19 variants, or otherwise, weak or uncertain economic conditions or similar factors could adversely affect ~~our~~the Company's clients' financial condition which may further reduce ~~our~~the clients' demand for ~~our~~the Company's services.

The Company continues to actively manage its business to respond to the impact of the COVID-19 pandemic. At the onset of the pandemic, the Company reduced employee headcount and restricted employee travel to only essential business needs. While headcount has increased and some select non-essential travel is being allowed, most of the Company’s employees continue to work remotely from home. The Company is generally following the requirements, recommendation and protocols published by the U.S. Centers for Disease Control and the World Health Organization, and state and local governments.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information (continued)

As a response to the ongoing COVID-19 pandemic, in 2020 the Company ~~has~~ implemented plans to manage its costs and preserve cash at the onset of the COVID-19 pandemic. ~~The~~At this time the Company significantly limited the addition of new employees and third party contracted services, eliminated all travel except where necessary to meet customer needs, and limited discretionary spending. At the end of June 2020, the Company reduced its global workforce by approximately ~~10%~~10% and recorded a ~~$5.0~~$5.0 million restructuring charge. During the fourth quarter of 2020, as a result of and in consideration of the COVID-19 pandemic, and the changing nature of its use of office space for its workforce, the Company evaluated its existing office leases as part of the Company’s transformation initiatives related to real estate. This evaluation resulted in the complete and partial abandonment of certain leased office spaces and an asset impairment charge of ~~$3.9~~$3.9 million for certain lease right-of-use assets and certain property, equipment and leasehold improvements. All client concessions and accounts receivable allowances have been appropriately reflected in our financial statements. To the extent that economic conditions do not continue to improve, and the business is again disrupted, the reinstatement of cost management actions will be considered. Future asset impairment charges, increases in allowance for doubtful accounts, or restructuring charges will be dependent on the severity and duration of the COVID-19 pandemic.

In light of the evolving health, social, economic and business environment, governmental regulations or mandates, and business disruptions that could occur, the potential impact that the COVID-19 pandemic could have on the Company’s financial condition and operating results remains highly uncertain.

2. Net Income per Common Share

Basic net income per common share is computed by dividing net income by the weighted average number of common shares outstanding during the period. With regard to common stock subject to vesting requirements and restricted stock units issued to the Company’s employees and non-employee members of its Board of Directors, the calculation includes only the vested portion of such stock and units.

Diluted net income per common share is computed by dividing net income by the weighted average number of common shares outstanding, increased by the assumed conversion of other potentially dilutive securities during the period.

The following table reconciles basic and dilutive weighted average common shares:


					Quarter Ended				Six Months Ended
	Quarter Ended				July 1,		July 2,		July 1,		July 2,
	April 1,		April 2,		2022		2021		2022		2021
	2022		2021
Basic weighted average common shares outstanding		31,449,408		30,207,490		31,652,413		30,093,726		31,550,911		30,150,608
Effect of dilutive securities:
Unvested restricted stock units and common stock subject to vesting requirements issued to employees and non-employees		370,033		264,210		566,969		490,685		468,500		377,447
Common stock issuable upon the exercise of stock options and SARs		24,122		2,297,467		1,656		2,385,533		12,889		2,341,500
Dilutive weighted average common shares outstanding		31,843,563		32,769,167		32,221,038		32,969,944		32,032,300		32,869,555

Approximately ~~6 hundred~~3 thousand shares and 3 2thousand sharesof common stock equivalents were excluded from the computations of diluted net income per common share for the ~~quarters~~quarter and six months ended ~~April~~July 1, 2022, respectively, as compared to 2 thousand shares and ~~April~~3 thousand shares for the quarter and six months ended July 2, 2021, respectively, as inclusion would have had an anti-dilutive effect on diluted net income per common share.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

3. Accounts Receivable and Contract Assets, Net

Accounts receivable and contract assets, net, consisted of the following (in thousands):


	April 1,			December 31,			July 1,			December 31,
	2022			2021			2022			2021
Accounts receivable	$	32,924		$	30,732		$	35,110		$	30,732
Contract assets (unbilled revenue)		21,515			22,586			15,844			22,586
Allowance for doubtful accounts		(3,925	)		(2,702	)		(1,469	)		(2,702	)
Accounts receivable and contract assets, net	$	50,514		$	50,616		$	49,485		$	50,616

Accounts receivable is net of uncollected advanced billings. Contract assets represents revenue for services performed that have not been invoiced.

~~The Hackett Group, Inc.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(unaudited)~~

4. Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities consisted of the following (in thousands):


	April 1,		December 31,		July 1,		December 31,
	2022		2021		2022		2021
Accrued compensation and benefits	$	6,143	$	7,730	$	9,130	$	7,730
Deferred employer's payroll taxes		1,780		1,780		1,780		1,780
Accrued bonuses		5,247		13,753		8,274		13,753
Accrued dividend payable		3,475		-		3,480		-
Restructuring liability		666		740		411		740
Accrued sales, use, franchise and VAT tax		1,515		1,783		1,544		1,783
Income taxes payable						1,948		-
Non-cash stock compensation accrual		324		1,357		818		1,357
Other accrued expenses		2,831		3,154		3,097		3,154
Total accrued expenses and other liabilities	$	21,981	$	30,297	$	30,482	$	30,297

As a result of the tax deduction related to the exercise of the 2.9 million SARs in 2021, as of December 31, 2021, the Company ~~has recorded~~had an income tax receivable of ~~$2.3~~ $3.4million toin the prepaid expenses and other current assets on the consolidated balance sheet.

5. Restructuring Costs

During 2020, the Company recorded restructuring costs of ~~$10.5~~$10.5 million, of which ~~$5.7~~$5.7 million was primarily related to the reduction of staff in Europe and Australia. As of ~~April~~July 1, 2022, the Company had $~~$0.7~~0.4 million ~~million~~of remaining commitments related to the restructuring charge.

The following table sets forth the activity in the restructuring expense accruals (in thousands):


						Exit, Closure and
		Employee Related				Consolidation												Exit, Closure and
		Costs				of Facilities				Total				Employee Related				Consolidation
Accrual balance at January 1, 2021			1,083				1,209				2,292
Cash paid			(1,013	)			(539	)			(1,552	)
														Costs				of Facilities				Total
Accrual balance at December 31, 2021	$		70		$		670		$		740		$		70		$		670		$		740
Cash paid			—				(74	)			(74	)			—				(74	)			(74	)
Accrual balance at April 1, 2022	$		70		$		596		$		666		$		70		$		596		$		666
Cash paid															(26	)			(218	)			(244	)
Expense															(22	)			11				(11	)
Accrual balance at July 1, 2022													$		22		$		389		$		411

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

6. Leases

The Company has operating leases for office space and, to a much lesser extent, operating leases for equipment. The Company’s office leases are between terms of 1 year and 4 years. Rents usually increase annually in accordance with defined rent steps or are based on current year consumer price index adjustments. Some of the lease agreements contain one or more of the following provisions: tenant allowances, rent holidays, lease premiums, and rent escalation clauses. There are typically no purchase options, residual value guarantees or restrictive covenants. When renewal options exist, the Company generally does not deem them to be reasonably certain to be exercised, and therefore the amounts are not recognized as part of the lease liability nor the right of use asset.

The components of lease expense were as follows for the ~~three~~six months ended ~~April~~July 1, 2022 (in thousands):


Operating lease cost	$	257	$	613

Total net lease costs	$	257	$	613

~~The Hackett Group, Inc.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(unaudited)~~

~~6. Leases (continued)~~

The weighted average remaining lease term is ~~1 year.~~2 years. The weighted average discount rate utilized is 4%4%. The discount rates applied to each lease, reflects the Company’s estimated incremental borrowing rate. This includes an assessment of the Company’s credit rating to determine the rate that the Company would have to pay to borrow, on a collateralized basis for a similar term, an amount equal to our lease payments in a similar economic environment. For the ~~three~~quarter and six months ended ~~April~~July 1, 2022, the Company paid $~~0.6~~0.7 million and $1.3 million, respectively, from operating cash flows for its operating leases.

Future minimum lease payments under non-cancellable operating leases as of ~~April~~July 1, 2022, were as follows (in thousands):

2022 (excluding the three months ended April 1, 2022)	$	1,968

2022 (excluding the six months ended July 1, 2022)				$	1,055
2023		1,017			986
2024		579			567
Thereafter		-			-
Total lease payments		3,564			2,608
Less imputed interest		(122	)		(112	)
Total	$	3,442		$	2,496

As of ~~April~~July 1, 2022, the Company does not have any additional operating leases that have not yet ~~commenced.~~ commenced.

7. Credit Facility

The Company has a credit agreement with Bank of America, N.A., which provides for borrowing up to ~~$45.0~~$45.0 million pursuant to a revolving line of credit (the “Revolver”) which has a maturity date of November 30, 2022 (as amended the “Credit Agreement”).

The obligations of Hackett under the Revolver are guaranteed by active existing and future material U.S. subsidiaries of Hackett (the “U.S. Subsidiaries”), and are secured by substantially all of the existing and future property and assets of Hackett and the U.S. Subsidiaries, a ~~100%~~100% pledge of the capital stock of the U.S. Subsidiaries, and a ~~66%~~66% pledge of the capital stock of Hackett’s direct foreign subsidiaries (subject to certain exceptions).

As of ~~April~~July 1, 2022 and December ~~31, 2021,~~31,2021, the Company did 0t0t have any outstanding balanceunder the Revolver. The interest rates per annum applicable to borrowings under Revolver will be, at the Company’s option, equal to either a base rate or a LIBOR base rate, plus an applicable margin percentage. The applicable margin percentage is based on the consolidated leverage ratio, as defined in the Credit Agreement. As of ~~April~~July 1, 2022, the applicable margin percentage was ~~1.50%~~1.50% per annum based on the consolidated leverage ratio, in the case of LIBOR rate advances, and ~~0.75%~~0.75% per annum, in the case of base rate advances. The interest rate of the commitment fees as of ~~April~~July 1, 2022, was ~~0.125%~~0.125%.

The Company is subject to certain covenants, including total consolidated leverage, fixed cost coverage, adjusted fixed cost coverage and liquidity requirements, each as set forth in the Credit Agreement, subject to certain exceptions. As of ~~April~~July 1, 2022, the Company was in compliance with all covenants.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

8. Stock Based Compensation

During the ~~three~~quarter and six months ended ~~April~~July 1, 2022, the Company issued29,538 and ~~682,781~~712,319 restricted stock units at a weighted average grant-date fair value of $~~19.24~~ 23.42and$19.41per ~~share.~~share, respectively. As of ~~April~~July 1, 2022, the Company had ~~1,353,549~~1,322,995 restricted stock units outstanding at a weighted average grant-date fair value of ~~$17.60~~ $17.80per share. As of ~~April~~July 1, 2022, ~~$18.7~~$16.4 million of total restricted stock unit compensation expense related to unvested awards had not been recognized and is expected to be recognized over a weighted average period of approximately ~~2.7~~2.6 years.

As of ~~April~~July 1, 2022, the Company had 2,945 shares of common stock subject to vesting requirements outstanding at a weighted average grant-date fair value of ~~$16.17~~ $16.17per share. As of ~~April~~July 1, 2022, ~~$23~~ $19thousand of compensation expense related to common stock subject to vesting requirements had not been recognized and is expected to be recognized over a weighted average period of approximately ~~1.5~~1.3 years.

Forfeitures for all of the Company’s outstanding equity awards are recognized as incurred.

~~The Hackett Group, Inc.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(unaudited)~~

9. Shareholders’ Equity

Stock Appreciation Rights (“SARs”)

As of ~~April~~July 1, 2022, the Company did 0t0t have any outstanding SARs. In December 2021, 2.9 million SARs were exercised with an exercise price of $4.00 per share.

Treasury Stock

Under the Company’s share repurchase plan, the Company may repurchase shares of its outstanding common stock either on the open market or through privately negotiated transactions subject to market conditions and trading restrictions. During the ~~three~~quarter, the Company did 0t repurchase any outstanding common stock. During the six months ended ~~April~~July 1, 2022, the Company repurchased31 thousand of its common stock at an average price of $20.50 for a total cost of $0.6million. As of July 1, 2022 the Company had a total authorization remaining of $10.6 million under its repurchase plan with atotal authorization of $167.2 million.

During the quarter and six months ended July 2, 2021, the Company repurchased 489 thousand shares and 626 thousand shares of its common stock at an average price of ~~$20.50~~$17.58 and $17.11 per share for a total cost of ~~$0.6~~$8.6 ~~million. As of April 1, 2022 the Company had a total authorization remaining of $10.6~~ million ~~under its repurchase plan with a~~and $10.7 million, respectively.~~total authorization of $167.2 million.~~

~~During the quarter ended April 2, 2021, the Company repurchased 136 thousand shares of its common stock at an average price of $15.45 per share for a total cost of $2.1 million.~~

The shares repurchased under the share repurchase plan during the quarter and six months ended ~~April~~July 1, 2022, do not include ~~126~~4 thousand shares and 130 thousandshares, respectively, which the Company bought back to satisfy employee net vesting obligations for a cost of ~~$2.4 million. In addition, the shares repurchased under the share repurchase plan during~~$76 thousand and $2.5 million, respectively. During the quarter and six months ended ~~April~~July 2, 2021, ~~do not include 108 thousand shares which~~ the Company bought back2 thousand shares and 110 thousand shares, respectively, at a cost of $38 thousand and $1.6 million, respectively, to satisfy employee net vesting ~~obligations at a cost of $1.6 million.~~ obligations.

Dividend Program

In 2021, the Company increased the annual dividend from ~~$0.38~~$0.38 per share to ~~$0.40~~$0.40 per share to be paid on a quarterly basis and during the first quarter of 2022, the Company further increased the annual dividend to ~~$0.44~~$0.44 per share. During the first ~~quarter~~half of 2022, the Company declared ~~its first~~two quarterly ~~dividend~~dividends to its shareholders of ~~$3.5~~$3.5 million ~~and~~each, which ~~was~~were paid in April ~~2022.~~2022 and July 2022. These dividends were paid from U.S. domestic sources and are accounted for as ~~an increase~~a decrease to ~~accumulated deficit.~~retained earnings. Subsequent to ~~April~~July 1, 2022, the Company declared its ~~second~~third quarterly dividend in 2022 to be paid in ~~July 2022.~~October 2022.

10. Transactions with Related Parties

During the ~~three~~six months ended ~~April~~July 1, 2022, the Company bought back 31 thousand shares of its common stock from members of its Board of Directors for ~~$0.6~~$0.6 million, or ~~$20.50~~$20.50 per share.

11. Litigation

The Company is involved in legal proceedings, claims, and litigation arising in the ordinary course of business not specifically discussed herein. In the opinion of management, the final disposition of such matters will not have a material adverse effect on the Company’s financial position, cash flows or results of operations.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

12. Geographic and Group Information

Revenue before reimbursements, which is primarily based on the country of the contracting entity, was attributed to the following geographical areas (in thousands):


	Quarter Ended				Six Months Ended
	July 1,		July 2,		July 1,		July 2,
	2022		2021		2022		2021

United States	$	66,717	$	63,959	$	131,110	$	119,218
Europe		5,103		5,641		12,640		11,199
Other (Australia, Canada, India and Uruguay)		4,108		3,597		7,842		6,266
Total revenue	$	75,928	$	73,197	$	151,592	$	136,683

Quarter Ended

April 1,

April 2,

2022

2021

United States

$
64,392

$
55,259

Europe

7,537

5,558

Other (Australia, Canada, India and Uruguay)

3,735

2,669

Total revenue

$
75,664

$
63,486

~~The Hackett Group, Inc.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(unaudited)~~

~~12. Geographic and Group Information (continued)~~

Long-lived assets are attributable to the following geographic areas (in thousands):


	April 1,		December 31,		July 1,		December 31,
	2022		2021		2022		2021
Long-lived assets:
United States	$	89,158	$	89,199	$	89,175	$	89,199
Europe		15,060		15,584		13,935		15,584
Other (Australia, Canada, India and Uruguay)		597		582		581		582
Total long-lived assets	$	104,815	$	105,365	$	103,691	$	105,365

As of ~~April~~July 1, 2022 and December 31, 2021, foreign assets included $~~14.6~~13.5 million and ~~$15.1~~$15.1 million, respectively, of goodwill related to acquisitions.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

~~ITEM 2.~~

~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.~~

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We intend the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in these sections. All statements regarding our expected financial position and operating results, our business strategy, our financing plans and forecasted demographic and economic trends relating to our industry are forward-looking statements. These statements can sometimes be identified by our use of forward-looking words such as “may,” “will,” “anticipate,” “estimate,” “expect,” or “intend” and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. We cannot promise you that our expectations reflected in such forward-looking statements will turn out to be correct. Factors that could impact such forward-looking statements include, among others, the impact of the coronavirus (COVID-19) pandemic and our ability to mitigate or manage disruptions posed by COVID-19 pandemic, changes in worldwide and U.S. economic conditions that impact business confidence and the demand for our products and services, our ability to effectively integrate acquisitions into our operations, our ability to retain existing business, our ability to attract additional business, our ability to effectively market and sell our product offerings and other services, the timing of projects and the potential for contract cancellation by our customers, changes in expectations regarding the business consulting and information technology industries, our ability to attract and retain skilled employees, possible changes in collections of accounts receivable due to the bankruptcy or financial difficulties of our customers, risks of competition, price and margin trends, foreign currency fluctuations, the impact of the geopolitical conflict involving Russia and Ukraine on our business and changes in general economic conditions, inflation, interest rates and our ability to obtain additional debt financing if needed. For a discussion of risks and actions taken in response to the COVID-19 pandemic, see “Our results of operations have been adversely affected and could in the future be materially adversely impacted by the coronavirus pandemic (COVID-19)” under Item 1A, “Risk Factors” of our Annual Report on Form 10-K. An additional description of our risk factors is described in Part I – Item 1A, “Risk Factors”. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Many of the risks, uncertainties and other factors identified in our Annual Report on Form 10-K for the year ended December 31, 2021 have been amplified by the COVID-19 pandemic.

OVERVIEW

The following Management's Discussion and Analysis ("MD&A") is intended to help the reader understand the results of operations and financial condition of Hackett. MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and the accompanying notes to our consolidated financial statements included in this Quarterly Report on Form 10-Q.

The Hackett Group, Inc. (“Hackett” or the “Company”) is a leading IP-based strategic advisory and technology consulting firm that enables companies to achieve world-class business performance. By leveraging the comprehensive Hackett database, the world’s leading repository of enterprise business process performance metrics and best practice intellectual capital, our business and technology solutions help clients improve performance and maximize returns on technology investments. Only Hackett empirically defines world-class performance in sales, general and administrative and certain supply chain activities with analysis gained through nearly 20,000 benchmark and performance studies over 27 years at over 7,000 of the world’s leading companies.

In the following discussion, Strategy and Business Transformation Group includes the results of our North America IP as-a-service offerings, which include our Executive Advisory Programs and Benchmarking Services, and our Business Transformation Practices (S&BT). ERP, EPM and Analytics Solutions includes the results of our North America Oracle EEA and SAP Solutions Practices (EEA). International includes results of our S&BT and EEA Practices primarily in Europe.

COVID-19 Pandemic Impact on Our Business

The level of revenue we achieve is based on our ability to deliver market leading services and solutions and to deploy skilled teams of professionals quickly. Our results of operations are affected by economic conditions, including macroeconomic conditions and levels of business confidence. In each of the ~~first quarter~~four quarters of 2021, our revenue before reimbursements and diluted earnings per share grew when compared to the fourth quarter of 2020 reflecting a continuation of improved economic conditions. However, any reversal of these trends or a prolonged economic downturn as a result of the impact of COVID-19 ~~pandemic~~variants, or otherwise, weak or uncertain economic conditions or similar factors could adversely affect our ~~clients’~~clients' financial condition which may further reduce our ~~clients’~~clients' demand for our services.

We are actively managing our business to respond to the impact of the COVID-19 pandemic. We are generally following the requirements and protocols published by the U.S. Centers for Disease Control and the World Health Organization, and state and local governments.

In light of the evolving health, social, economic and business environment, governmental regulations or mandates, and business disruptions that could occur, the potential impact that the COVID-19 pandemic could have on our financial condition and operating results remains highly uncertain.

RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, our results of operations(in thousands and unaudited):


	Quarter Ended						Quarter Ended						Six Months Ended
	April 1,			April 2,			July 1,			July 2,			July 1,			July 2,
	2022			2021			2022			2021			2022			2021
Revenue:
Revenue before reimbursements	$	75,108		$	63,410		$	74,768		$	72,997		$	149,876		$	136,407
Reimbursements		556			76			1,160			200			1,716			276
Total revenue		75,664			63,486			75,928			73,197			151,592			136,683
Costs and expenses:
Cost of service:
Personnel costs before reimbursable expenses (includes $1,666 and $1,847 of stock compensation expense in 2022 and 2021, respectively)		47,333			41,170
Personnel costs before reimbursable expenses (includes $1,483 and $3,149 and $1,779 and $3,626 of stock compensation expense in the three and six months ended July 1, 2022 and July 2, 2021, respectively)								44,701			43,227			92,034			84,397
Reimbursable expenses		556			76			1,160			200			1,716			276
Total cost of service		47,889			41,246			45,861			43,427			93,750			84,673
Selling, general and administrative costs (includes $933 and $740 of stock compensation expense in 2022 and 2021, respectively)		14,366			13,387
Selling, general and administrative costs (includes $1,235 and $2,168 and $874 and $1,614 of stock compensation expense in the three and six months ended July 1, 2022 and July 2, 2021, respectively)								15,886			15,553			30,252			28,940
Total costs and operating expenses		62,255			54,633			61,747			58,980			124,002			113,613

Income from operations		13,409			8,853			14,181			14,217			27,590			23,070
Other expense:
Interest expense		(28	)		(25	)		(28	)		(25	)		(56	)		(50	)
Income from continuing operations before income taxes		13,381			8,828			14,153			14,192			27,534			23,020
Income tax expense		2,876			2,460			3,938			3,660			6,814			6,120
Income from continuing operations (net of taxes)		10,505			6,368
Income from continuing operations								10,215			10,532			20,720			16,900
Loss from discontinued operations		—			(7	)		—			—			—			(7	)
Net income	$	10,505		$	6,361		$	10,215		$	10,532		$	20,720		$	16,893
Diluted net income per common share	$	0.33		$	0.19		$	0.32		$	0.32		$	0.65		$	0.51

Revenue. We are a global company with operations located in the United States and Western Europe. Our revenue is denominated in multiple currencies, primarily the U.S. Dollar, British Pound and Euro, and as a result is affected by currency exchange rate fluctuations. The impact of currency fluctuations did not have a significant impact on comparisons between the second quarter and first ~~quarter~~six months of 2022 and the comparable ~~period~~periods of 2021. In this MD&A, we discuss revenue based on geographical location of engagement team personnel.

The following table sets forth revenue by group for the periods indicated (in thousands):


	Quarter Ended				Quarter Ended				Six Months Ended
	April 1,		April 2,		July 1,		July 2,		July 1,		July 2,
	2022		2021		2022		2021		2022		2021
S&BT	$	29,980	$	25,759	$	33,390	$	26,496	$	63,370	$	52,255
EEA		37,965		32,192		36,774		40,673		74,739		72,865
International		7,719		5,535		5,764		6,028		13,483		11,563
Total revenue	$	75,664	$	63,486	$	75,928	$	73,197	$	151,592	$	136,683

Our Company total revenue increased ~~19%~~4%, to ~~$75.7~~$75.9 million, and 11%, to $151.6 million in the second quarter and first ~~quarter~~six months of 2022, as compared to ~~$63.5~~$73.2 million, and $136.7 million, in the same ~~period~~periods of 2021. Our revenue before reimbursements and reimbursable expenses were both affected from the economic disruption of the COVID-19 pandemic and as we transitioned to a remote service delivery model throughout the U.S. and Europe.2021, respectively. In the second quarter and first

~~quarter~~ six months of 2022, one customer accounted for 7% of our total revenue. In the second quarter of 2021 one customer accounted for 7% of our total revenue and in the first ~~quarter~~six months of 2021 no customer accounted for more than 5% of our total revenue.

S&BT total revenue was ~~$30.0~~$33.4 million and $63.4 million during the second quarter and first ~~quarter~~six months of 2022, respectively, as compared to ~~$25.8~~$26.5 million and $52.3 million in the same period of 2021, reflecting the continued sequential growth since the second quarter of ~~2020, which includes strong growth from our research advisory offerings.~~2020.

EEA total revenue was ~~$38.0~~$36.8 million and $74.7 million during the second quarter and first six months of 2022, respectively, as compared to $40.7 million and $72.9 million in the same periods of 2021. EEA total revenue in the second quarter and first six months of 2021 included a a $5.3 million software sales transaction. EEA total revenue, excluding the software transaction, was $35.4 million and $67.6 million in the second quarter and first six months of 2021, respectively. The increase in revenue in 2022 as compared to ~~$32.2 million in~~2021, excluding the ~~same period of 2021,~~software sale transaction, was primarily driven by ~~the~~ large ERP and EPM Oracle engagements and continuing growth of our OneStream implementation ~~practice,~~offerings; partially offset by a decline in our SAP offerings as we are rebuilding our sales pipeline after the ~~transition~~completion of large SAP ~~year end~~related engagements.

Hackett international total revenue ~~increased 39%~~decreased 4% in the ~~first~~second quarter of 2022 and increased 17% during the first six months of 2022, respectively, as compared to the same ~~period~~periods in ~~2021,~~2021. The increase in total revenue was primarily due to U.S. driven global ~~engagements and strong Hackett Institute sales.~~engagements. The Company’s international total revenue accounted for~~10%~~ 8% and 9% of Company total revenue during the second quarter and first ~~quarters~~six months of 2022, respectively, and ~~2021, respectively.~~8% for both of the comparable periods in 2021.

Reimbursements as a percentage of Company total revenue were ~~0.7%~~1.5% and ~~0.1%~~1.1% during the second quarter and first ~~quarters~~six months of 2022, respectively, as compared to 0.3% and ~~2021, respectively.~~0.2%, in the same periods in 2021. Reimbursements are project travel-related expenses passed through to a client with no associated operating margin. ~~The low level of reimbursements in both periods is directly attributable~~We have experienced increased client-related travel since the transition to ~~the decreases in travel requirements resulting from the COVID-19 pandemic. At this time, due to the immergence of the hybrid operating~~a remote delivery model, however we do not expect reimbursements to return to pre-pandemic levels.

Cost of Service. Cost of service consists of personnel costs before reimbursable expenses, which includes salaries, benefits and incentive compensation for consultants and subcontractor fees, acquisition-related cash and stock compensation costs, non-cash stock compensation expense, and reimbursable expenses which are travel and other expenses passed through to a client and are associated with projects.

Personnel costs before reimbursable expenses, increased ~~15%,~~3% to ~~$47.3~~$44.7 million and 9% to $92.0 million, for the second quarter and first ~~quarter~~six months of 2022 ~~from $41.2~~respectively, as compared to $43.2 million and $84.4 million in the same ~~period~~periods of 2021. The higher costs in the six-month period of 2022 were primarily a result of hiring activities and increased utilization of subcontractors to support revenue growth, as well as increases in incentive compensation accruals commensurate with Company performance. Personnel costs as a percentage of total revenue were ~~63%~~59% and 61% for the second quarter and first ~~quarter~~six months of 2022, respectively, as compared to 59% and ~~65%~~62% for the ~~first quarter~~same periods of ~~2021.~~2021, respectively.

Non-cash stock compensation expense, included in personnel costs before reimbursable expenses was ~~$1.7~~$1.5 million and $3.1 million for the second quarter and first ~~quarter~~six months of 2022, respectively, as compared to ~~$1.6~~$1.8 million and $3.6 million for the same ~~period~~periods of ~~2021.~~2021, respectively.

Acquisition related non-cash stock compensation expense, included in personnel costs before reimbursable expenses, was $4 thousand and ~~$248~~$8 thousand infor the second quarter and first six months of 2022, respectively, as compared to $111 thousand and $359 thousand for the same periods of 2021, respectively, primarily related to equity issued in relation to acquisitions.

Selling, General and Administrative Costs (“SG&A”). SG&A primarily consists of salaries, benefits and incentive compensation for the selling, marketing, administrative and executive employees, non-cash compensation expense, amortization of intangible assets, acquisition related costs and various other overhead expenses.

SG&A costs increased 7%2%, to ~~$14.4~~$15.9 million and 5%, to $30.3 million, for the second quarter and first ~~quarter~~six months of 2022, respectively, as compared to ~~$13.4~~$15.6 million and $28.9 million for the same ~~period in 2021.~~periods of 2021, respectively. This increase isin the costs during the first six months of 2022 was primarily due to increased incentive compensation accruals commensurate with Company ~~performance.~~performance, increased professional fees and increased investments in sales and marketing. SG&A costs as a percentage of total revenue were ~~19%~~21% and ~~21%~~20% during the second quarter and first ~~quarters~~six months of 2022, ~~and 2021, respectively.~~as compared to 21% for both of the same periods in 2021.

Non-cash stock compensation expense, included in SG&A, was ~~$0.9~~$1.2 million and $2.2 million for the second quarter and first ~~quarter~~six months of 2022, respectively, as compared to ~~$0.7~~$0.9 million and $1.6 million for the same ~~period~~periods of ~~2021.~~2021, respectively. The increase is due to higher incentive compensation ~~accruals~~expense commensurate with Company performance.

Amortization expense, included in SG&A, was ~~$0.1~~$10 thousand and $154 thousand million in the second quarter and first ~~quarter~~six months of 2022, respectively, as compared to $0.3 million and $0.5 million in the same ~~period~~periods in ~~2021.~~2021, respectively. The amortization expense ~~relates~~related to the amortization of the intangible asset acquired in our acquisitions and the buyout of our partner’s joint venture interest in the CGBS Training and Certification Programs in 2017. ~~The~~As of July 1, 2022, the intangible assets related to the acquisitions ~~will continue to amortize until the end of the year.~~have been fully amortized.

Income Taxes. During the second quarter and first ~~quarter~~six months of 2022, we recorded ~~$2.9~~$3.9 million and $6.8 million of income tax expense, respectively, related to certain federal, foreign and state taxes which reflected an effective tax rate of 28% and 25%, respectively. In the second quarter and first six months of 2021, we recorded $3.7 million and $6.1 million of income tax expense related to certain federal, foreign and state taxes which reflected an effective tax rate of ~~22%. In the first quarter of 2021, we recorded $2.5 million of income tax expense related to certain federal, foreign~~26% and ~~state taxes which reflected an effective tax rate of 28%.~~ 27%, respectively.

Liquidity and Capital Resources

As of ~~April~~July 1, 2022, and December 31, 2021, we had ~~$47.8~~$61.7 million and $45.8 million, respectively, classified in cash on the consolidated balance sheets. We currently believe that available funds (including the cash on hand and funds available for borrowing under our credit facility) and cash flows generated by operations will be sufficient to fund our working capital and capital expenditure requirements, including working capital, debt payments, lease obligations and capital expenditures for at least the next twelve months and beyond. We may decide to raise additional funds in order to fund expansion, to develop new or further enhance products and services, to respond to competitive pressures, or to acquire complementary businesses or technologies. There is no assurance that additional financing would be available when needed or desired. Our cash requirements have not changed materially from those disclosed in Item 7 included in Part II of our Annual Report on Form 10-K for the year ended December 31, 2021.

The following table summarizes our cash flow activity (in thousands):


	Quarter Ended						Six Months Ended
	April 1,			April 2,			July 1,			July 2,
	2022			2021			2022			2021
Cash flows provided by operating activities	$	6,054		$	5,895		$	24,289		$	19,651
Cash flows used in investing activities	$	(993	)	$	(525	)	$	(2,267	)	$	(1,417	)
Cash flows used in financing activities	$	(3,076	)	$	(3,716	)	$	(6,100	)	$	(15,219	)

Cash Flows from Operating Activities

Net cash provided by operating activities was ~~$6.1~~$24.3 million during the first ~~three~~six months of 2022, as compared to ~~$5.9~~$19.7 million during the same period in 2021. In 2022, the net cash provided by operating activities was primarily due to net income adjusted for non-cash items, partially offset by the decrease in accounts payable and accrued liabilities and other accruals primarily due to the payout of vendor payments and the 2021 incentive compensation payments. In 2021, the net cash provided by operating activities was primarily due to net income adjusted for non-cash items and an increase in ~~contract liabilities~~accounts payable, incentive compensation and income ~~taxes payable,~~tax accruals, partially offset by an increase in accounts receivable and contract ~~assets and a decrease in accrued liabilities and other accruals resulting from the payout of 2020 incentive compensation payments.~~assets.

Cash Flows from Investing Activities

Net cash used in investing activities was ~~$1.0~~$2.3 million during the first ~~three~~six months of 2022, as compared to ~~$0.5~~$1.4 million during the same period in 2021. During both periods, cash flows used in investing activities primarily related to investments for the development of our Quantum Leap benchmark technologies. The investing activities in 2022 also included purchases of computer equipment.

Cash Flows from Financing Activities

Net cash used in financing activities was ~~$3.1~~$6.1 million and ~~$3.7~~$15.2 million during the first six months of 2022 and 2021, respectively. The usage of cash in the first ~~three~~six months ~~of both~~ 2022 ~~and 2021~~ primarily related to the repurchase of $3.1 million of the Company's common stock and ~~$3.7~~dividend payments of $3.5 million. The usage of cash in the first six months 2021 primarily related to the repurchase of $12.4 million ~~respectively,~~ of the Company’s common ~~stock.~~stock and dividend payments of $3.3 million.

As of ~~April~~July 1, 2022, we did not have any outstanding borrowings under our revolving line of credit (the “Revolver”), leaving us with a capacity of approximately $45.0 million. See Note 7, “Credit Facility,” to our consolidated financial statements included in this Quarterly Report on Form 10-Q for more information.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

~~Item 3.~~

~~Quantitative and Qualitative Disclosures About Market Risk.~~

As of ~~April~~July 1, 2022, our exposure to market risk related primarily to changes in interest rates and foreign currency exchange rate risks.

Interest Rate Risk

Our exposure to market risk for changes in interest rates relates primarily to the Revolver, which is subject to variable interest rates. Under our current credit agreement which expires in November 2022, hethe interest rates per annum applicable to loans under the Revolver will be, at our option, equal to either a base rate or a LIBOR rate for one-, two-, three- or nine-month interest periods chosen by us in each case, plus an applicable margin percentage. A 100-basis point increase in our interest rate under our Revolver would not have had a material impact on our results of operations for the quarter and six months ended ~~April~~July 1, 2022. Upon renewal of our credit agreement in November 2022, the interest rate will change from LIBOR to a different benchmark index, which is yet to be determined.

Exchange Rate Sensitivity

We face exposure to adverse movements in foreign currency exchange rates as a portion of our revenue, expenses, assets and liabilities are denominated in currencies other than the U.S. Dollar, primarily the British Pound, the Euro and the Australian Dollar. These exposures may change over time as business practices evolve.

Item 4. Controls and Procedures

~~Item 4.~~

~~Controls and Procedures~~

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q.

Changes in Internal Control Over Financial Controls

There were no changes in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

~~Item 1.~~

~~Legal Proceedings.~~

Item 1A. Risk Factors.

~~Item 1A.~~

~~Risk Factors.~~

For a discussion of our potential risks and uncertainties, see the risk factor below and the information under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021 (the “Annual Report”).

There have been no material changes to any of the risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

~~Item 2.~~

~~Unregistered Sales of Equity Securities and Use of Proceeds.~~

Issuer Purchases of Equity Securities

During the quarter ended ~~April~~July 1, 2022, the Company did not repurchase any common stock under the repurchase plan during the quarter ended July 1, 2022, and during the six months ended July 1, 2022 the Company repurchased 31 thousand shares of its common stock under the repurchase plan approved by the Company's Board of Directors. As of ~~April~~July 1, 2022, the Company had $10.6million of authorization remaining under the repurchase plan.

Total Number

Maximum Dollar

of Shares as Part

Value That May

of Publicly

Yet be Purchased

Total Number

Average Price

Announced

Under the

Period

of Shares

Paid per Share

Program

Program

Balance as of December 31, 2021

$
11,244,246

January 1, 2022 to January 28, 2022

—

$
—

—

$
11,244,246

January 29, 2022 to February 25, 2022

30,999

$
20.50

30,999

$
10,608,767

February 26, 2022 to April 1, 2022

—

$
—

—

$
10,608,767

30,999

$
20.50

30,999


					Total Number		Maximum Dollar
					of Shares as Part		Value That May
					of Publicly		Yet be Purchased
	Total Number		Average Price		Announced		Under the
Period	of Shares		Paid per Share		Program		Program
Balance as of April 1, 2022							$	10,608,767
April 2, 2022 to April 29, 2022		—	$	—		—	$	10,608,767
April 30, 2022 to May 27, 2022		—	$	—		—	$	10,608,767
May 28, 2022 to July 1, 2022		—	$	—		—	$	10,608,767
		—	$	—		—

Shares repurchased during the quarter and six months ended ~~April~~July 1, 2022 under the repurchase plan approved by the Company's Board of Directors do not include~~126~~ 4 thousand shares and 130 thousand shares, respectively, for a cost of ~~$2.4~~$76 thousand and $2.5 million, respectively, that the Company bought back to satisfy employee net vesting obligations.

Item 6. Exhibits


Exhibit No.	~~Exhibits~~

~~Exhibit No.~~		Exhibit Description
3.1		Second Amended and Restated Articles of Incorporation of the Registrant, as amended (incorporated herein by reference to the Registrant's Form 10-K for the year ended December 29, 2000).

3.2~~3.2~~		Articles of Amendment of the Articles of Incorporation of the Registrant (incorporated herein by reference to the Registrant's Form 10-K for the year ended December 28, 2007).

3.3		Amended and Restated Bylaws of the Registrant, as amended (incorporated herein by reference to the Registrant's Form 10-K for the year ended December 29, 2000).

3.4~~3.4~~		Amendment to Amended and Restated Bylaws of the Registrant (incorporated herein by reference to the Registrant's Form 8-K filed on March 31, 2008).

3.5		Amendment to Amended and Restated Bylaws of the Registrant (incorporated herein by reference to the Registrant's Form 8-K filed on January 21, 2015).

31.1*		Certification by CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification by CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32*		Certification Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS**		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.

101.SCH**		Inline XBRL Taxonomy Extension Schema

101.CAL**		Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF**		Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB**		Inline XBRL Taxonomy Extension Label Linkbase

101.PRE**		Inline XBRL Taxonomy Extension Presentation Linkbase

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

* Filed herewith

** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

SIGNATURES

~~Filed herewith~~

Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

~~SIGNATURES~~

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		The Hackett Group, Inc.

Date: ~~May 11,~~August 10, 2022		/s/ Robert A. Ramirez
		Robert A. Ramirez
		Executive Vice President, Finance and Chief Financial Officer