Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
May 29, 2021 | Jul. 14, 2021 | Nov. 27, 2020 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | May 29, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 0-32113 | ||
Entity Registrant Name | RESOURCES CONNECTION, INC. | ||
Entity Incorporation State Country Code | DE | ||
Entity Tax Identification Number | 33-0832424 | ||
Entity Address Address Line 1 | 17101 Armstrong Avenue | ||
Entity Address City Or Town | Irvine | ||
Entity Address State Or Province | CA | ||
Entity Address Postal Zip Code | 92614 | ||
City Area Code | 714 | ||
Local Phone Number | 430-6400 | ||
Security 12b Title | Common Stock, par value $0.01 per share | ||
Trading Symbol | RGP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Icfr Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 382,157,000 | ||
Entity Common Stock, Shares Outstanding | 32,888,182 | ||
Documents Incorporated By Reference | The registrant’s definitive proxy statement for the 2021 Annual Meeting of Stockholders is incorporated by reference in Part III of this Form 10-K to the extent stated herein. | ||
Current Fiscal Year End Date | --05-29 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001084765 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 29, 2021 | May 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 74,391 | $ 95,624 |
Trade accounts receivable, net of allowance for doubtful accounts of $2,032 and $3,067 as of May 29, 2021 and May 30, 2020, respectively | 116,455 | 124,986 |
Prepaid expenses and other current assets | 7,235 | 6,222 |
Income taxes receivable | 37,184 | 4,167 |
Total current assets | 235,265 | 230,999 |
Goodwill | 216,758 | 214,067 |
Intangible assets, net | 20,240 | 20,077 |
Property and equipment, net | 20,543 | 23,644 |
Operating right-of-use assets | 24,655 | 34,287 |
Deferred income taxes | 1,691 | 1,597 |
Other assets | 1,492 | 4,510 |
Total assets | 520,644 | 529,181 |
Current liabilities: | ||
Accounts payable and accrued expenses | 15,987 | 15,799 |
Accrued salaries and related obligations | 55,513 | 52,407 |
Operating lease liabilities, current | 10,206 | 11,223 |
Contingent consideration liabilities | 7,129 | 4,970 |
Other liabilities | 12,071 | 10,502 |
Total current liabilities | 100,906 | 94,901 |
Long-term debt | 43,000 | 88,000 |
Operating lease liabilities, noncurrent | 20,740 | 30,672 |
Deferred income taxes | 18,382 | 6,215 |
Other long-term liabilities | 8,070 | 5,732 |
Total liabilities | 191,098 | 225,520 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 5,000 shares authorized; zero shares issued and outstanding | ||
Common stock, $0.01 par value, 70,000 shares authorized; 64,626 and 63,910 shares issued, and 32,885 and 32,144 shares outstanding as of May 29, 2021 and May 30, 2020, respectively | 646 | 639 |
Additional paid-in capital | 489,864 | 477,438 |
Accumulated other comprehensive loss | (7,393) | (13,862) |
Retained earnings | 367,229 | 360,534 |
Treasury stock at cost, 31,741 and 31,766 shares as of May 29, 2021 and May 30, 2020, respectively | (520,800) | (521,088) |
Total stockholders' equity | 329,546 | 303,661 |
Total liabilities and stockholders' equity | $ 520,644 | $ 529,181 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | May 29, 2021 | May 30, 2020 |
Consolidated Balance Sheets [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 2,032 | $ 3,067 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 70,000,000 | 70,000,000 |
Common stock, shares issued | 64,626,000 | 63,910,000 |
Common stock, shares outstanding | 32,885,000 | 32,144,000 |
Treasury stock at cost, shares | 31,741,000 | 31,766,000 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Consolidated Statements Of Operations [Abstract] | |||
Revenue | $ 629,516 | $ 703,353 | $ 728,999 |
Direct cost of services, primarily payroll and related taxes for professional services employees | 388,112 | 427,870 | 446,560 |
Gross profit | 241,404 | 275,483 | 282,439 |
Selling, general and administrative expenses | 209,326 | 228,067 | 223,802 |
Amortization of intangible assets | 5,228 | 5,745 | 3,799 |
Depreciation expense | 3,897 | 5,019 | 4,679 |
Income from operations | 22,953 | 36,652 | 50,159 |
Interest expense, net | 1,600 | 2,061 | 2,190 |
Other income | (1,331) | (637) | |
Income before income tax (benefit) expense | 22,684 | 35,228 | 47,969 |
Income tax (benefit) expense | (2,545) | 6,943 | 16,499 |
Net income | $ 25,229 | $ 28,285 | $ 31,470 |
Net income per common share: | |||
Basic (per share) | $ 0.78 | $ 0.88 | $ 1 |
Diluted (per share) | $ 0.78 | $ 0.88 | $ 0.98 |
Weighted average common shares outstanding: | |||
Basic (shares) | 32,444 | 31,989 | 31,596 |
Diluted (shares) | 32,552 | 32,227 | 32,207 |
Cash dividends declared per common share | $ 0.56 | $ 0.56 | $ 0.52 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
COMPREHENSIVE INCOME: | |||
Net income | $ 25,229 | $ 28,285 | $ 31,470 |
Foreign currency translation adjustment, net of tax | 6,469 | (1,274) | (2,203) |
Total comprehensive income | $ 31,698 | $ 27,011 | $ 29,267 |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings [Member] | Total |
Balances at May. 26, 2018 | $ 613 | $ 429,578 | $ (486,722) | $ (10,385) | $ 335,741 | $ 268,825 |
Balances (in shares) at May. 26, 2018 | 61,252,000 | 29,638,000 | ||||
Exercise of stock options | $ 15 | 19,794 | 19,809 | |||
Exercise of stock options (in shares) | 1,444,000 | |||||
Stock-based compensation expense | 6,358 | 6,358 | ||||
Issuance of common stock under Employee Stock Purchase Plan | $ 3 | 4,496 | 4,499 | |||
Issuance of common stock under Employee Stock Purchase Plan (in shares) | 358,000 | |||||
Issuance of restricted stock out of treasury stock to board of director members | $ 510 | (510) | ||||
Issuance of restricted stock out of treasury stock to board of director members (in shares) | (21,000) | |||||
Purchase of shares | $ (29,891) | (29,891) | ||||
Purchase of shares (in shares) | 1,849,000 | |||||
Cash dividends declared | (16,471) | (16,471) | ||||
Currency translation adjustment | (2,203) | (2,203) | ||||
Net income | 31,470 | 31,470 | ||||
Balances at May. 25, 2019 | $ 631 | 460,226 | $ (516,103) | (12,588) | 350,230 | 282,396 |
Balances (in shares) at May. 25, 2019 | 63,054,000 | 31,466,000 | ||||
Exercise of stock options | $ 3 | 5,122 | 5,125 | |||
Exercise of stock options (in shares) | 376,000 | |||||
Stock-based compensation expense | 5,833 | 5,833 | ||||
Issuance of common stock under Employee Stock Purchase Plan | $ 4 | 5,127 | 5,131 | |||
Issuance of common stock under Employee Stock Purchase Plan (in shares) | 400,000 | |||||
Cancellation of restricted stock (in shares) | (13,000) | |||||
Issuance of restricted stock | 0 | |||||
Issuance of restricted stock (in shares) | 10,000 | |||||
Amortization of restricted stock issued out of treasury stock to board of director members | (10) | $ 15 | (5) | |||
Amortization of restricted stock issued out of treasury stock to board of director members (in shares) | (18,000) | |||||
Purchase of shares | $ (5,000) | (5,000) | ||||
Purchase of shares (in shares) | 318,000 | |||||
Cash dividends declared | (17,976) | (17,976) | ||||
Issuance of common stock in connection with the acquisition of Accretive | $ 1 | 1,140 | 1,141 | |||
Issuance of common stock in connection with the acquisition of Accretive (in shares) | 83,000 | |||||
Currency translation adjustment | (1,274) | (1,274) | ||||
Net income | 28,285 | 28,285 | ||||
Balances at May. 30, 2020 | $ 639 | 477,438 | $ (521,088) | (13,862) | 360,534 | $ 303,661 |
Balances (in shares) at May. 30, 2020 | 63,910,000 | 31,766,000 | 32,144,000 | |||
Exercise of stock options | $ 1 | 1,627 | $ 1,628 | |||
Exercise of stock options (in shares) | 135,000 | 135,000 | ||||
Stock-based compensation expense | 5,720 | $ 5,720 | ||||
Issuance of common stock under Employee Stock Purchase Plan | $ 5 | 5,058 | 5,063 | |||
Issuance of common stock under Employee Stock Purchase Plan (in shares) | 506,000 | |||||
Issuance of restricted stock | $ 1 | (1) | $ (25) | |||
Issuance of restricted stock (in shares) | 75,000 | |||||
Amortization of restricted stock issued out of treasury stock to board of director members | (160) | 288 | (102) | 26 | ||
Cash dividends declared | (18,250) | (18,250) | ||||
Dividend equivalents on restricted stock | 182 | (182) | ||||
Currency translation adjustment | 6,469 | 6,469 | ||||
Net income | 25,229 | 25,229 | ||||
Balances at May. 29, 2021 | $ 646 | $ 489,864 | $ (520,800) | $ (7,393) | $ 367,229 | $ 329,546 |
Balances (in shares) at May. 29, 2021 | 64,626,000 | 31,741,000 | 32,885,000 |
Consolidated Statements Of St_2
Consolidated Statements Of Stockholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Consolidated Statements Of Stockholders' Equity [Abstract] | |||
Cash dividends declared per common share | $ 0.56 | $ 0.56 | $ 0.52 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Cash flows from operating activities: | |||
Net income | $ 25,229 | $ 28,285 | $ 31,470 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 9,125 | 10,764 | 8,478 |
Stock-based compensation expense | 6,613 | 6,057 | 6,570 |
Contingent consideration adjustment | 4,512 | 794 | (590) |
Loss on disposal of assets | 587 | 484 | 126 |
Impairment of operating right-of-use assets | 935 | 649 | |
Adjustment to allowance for doubtful accounts | (55) | 1,840 | 1,540 |
Deferred income taxes | 12,203 | 911 | 6,452 |
Changes in operating assets and liabilities, net of effects of business combinations: | |||
Trade accounts receivable | 11,443 | 10,010 | (5,690) |
Prepaid expenses and other current assets | (868) | 980 | 109 |
Income taxes | (32,590) | (2,472) | (4,324) |
Other assets | 513 | (1,332) | (1,147) |
Accounts payable and accrued expenses | (704) | (7,902) | (1,469) |
Accrued salaries and related obligations | 2,378 | (6,810) | 547 |
Other liabilities | 622 | 7,265 | 1,549 |
Net cash provided by operating activities | 39,943 | 49,523 | 43,621 |
Cash flows from investing activities: | |||
Redemption of short-term investments | 5,981 | ||
Purchase of short-term investments | (5,981) | ||
Proceeds from sale of assets | 3 | 105 | |
Acquisition of Expertence, net of cash acquired | (254) | ||
Acquisition of Veracity, net of cash acquired | (30,258) | ||
Acquisition of property and equipment and internal-use software | (3,846) | (2,346) | (6,896) |
Net cash used in investing activities | (3,843) | (26,772) | (12,877) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 1,726 | 5,125 | 19,809 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 5,063 | 5,131 | 4,499 |
Purchase of common stock | (5,000) | (29,891) | |
Payment of contingent consideration | (3,020) | (1,771) | (1,860) |
Proceeds from Revolving Credit Facility | 74,000 | ||
Repayments on Revolving Credit Facility | (45,000) | (29,000) | (20,000) |
Cash dividends paid | (18,230) | (17,581) | (16,158) |
Net cash (used in) provided by financing activities | (59,461) | 30,904 | (43,601) |
Effect of exchange rate changes on cash | 2,128 | (1,076) | (568) |
Net (decrease) increase in cash | (21,233) | 52,579 | (13,425) |
Cash and cash equivalents at beginning of period | 95,624 | 43,045 | 56,470 |
Cash and cash equivalents at end of period | $ 74,391 | $ 95,624 | $ 43,045 |
Description Of The Company And
Description Of The Company And Its Business | 12 Months Ended |
May 29, 2021 | |
Description Of The Company And Its Business [Abstract] | |
Description Of The Company And Its Business | 1. Description of the Company and its Business Resources Connection, Inc. (the “Company”), a Delaware corporation, was incorporated on November 16, 1998. The Company’s operating entities provide services primarily under the name Resources Global Professionals. Resources Global Professionals is a global consulting firm helping clients match the right professional talent needed to tackle change and transformational initiatives. As a next-generation human capital partner for its clients, the Company specializes in solving today’s most pressing business problems across the enterprise in the areas of transactions, regulations, and transformations. The Company’s principal markets of operations are the United States (“U.S.”), Europe, Asia Pacific, Mexico and Canada. The Company’s fiscal year consists of 52 or 53 weeks, ending on the Saturday in May closest to May 31. Fiscal years 2019 and 2021 consisted of four 13-week quarters and included a total of 52 weeks of activity in the fiscal year. For fiscal year 2020, the first three quarters consisted of 13 weeks each and the fourth quarter consisted of 14 weeks, with a total of 53 weeks of activity in the fiscal year. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 12 Months Ended |
May 29, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The Consolidated Financial Statements of the Company (“financial statements”) have been prepared in conformity with accounting principles generally accepted in the U.S. (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Reporting Segments Effective in the second quarter of fiscal 2021, the Company revised its historical one segment position and identified the following new operating segments to align with changes made in its internal management structure and its reporting structure of financial information used to assess performance and allocate resources: RGP – a global business consulting practice which operates primarily under the RGP brand and focuses on project consulting and professional staffing services in areas such as finance and accounting, business strategy and transformation, risk and compliance, and technology and digital; taskforce – a German professional services firm that operates under the taskforce brand. It utilizes a distinct independent contractor/partner business model and infrastructure and focuses on providing senior interim management and project management services to middle market clients in the German market; Sitrick – a crisis communications and public relations firm which operates under the Sitrick brand, providing corporate, financial, transactional and crisis communication and management services. Each of these three segments reports through a separate management team to the Company’s Chief Executive Officer, who is designated as the Chief Operating Decision Maker for segment reporting purposes. RGP is the Company’s only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments. Each of these segments represents a reporting unit for the purposes of assessing goodwill for impairment. All prior-period comparative segment information was recast to reflect the current reportable segments in accordance with Accounting Standards Codification (“ASC”) 280, Segment Reporting . The change in segment reporting did not impact the Company’s consolidated financial statements. Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. These reclassifications had no effect on previously reported totals for assets, liabilities, stockholders’ equity, cash flows or net income. Risks and Uncertainties The Pandemic has adversely impacted the Company’ business in the past year including, among other things, reducing demand for or delaying client decisions to procure its services. In response to the Pandemic, the Company evolved its operating model to be more virtual and borderless. The move to virtual and borderless talent helped the Company manage supply and demand more efficiently, which resulted in faster revenue generation and reduced consultant turnover, mitigating the negative impact of the Pandemic. During fiscal 2021, the Company’s revenue declined 10.5 % compared to fiscal 2020, as the Pandemic started to impact the Company on a worldwide basis in the fourth quarter of fiscal 2020. The Company reached a trough in revenue during the first quarter of fiscal 2021 and has since experienced a steady recovery in each sequential quarter thereafter . By the fourth quarter of fiscal 2021, the revenue decline compared to the prior year quarter improved to 3.5 % year over year, and revenue in the fourth quarter of fiscal 2021 exceeded the first quarter of fiscal 2021 by 16.9 %. In order to strengthen the Company’s liquidity during the Pandemic, the Company took proactive measures to increase its cash on hand including, but not limited to, borrowing $ 39 million under its $ 120.0 million secured revolving credit facility with Bank of America (the “Facility”) in the fourth quarter of fiscal 2020, reducing discretionary spending, and focusing on receivables collections efforts. The Company also elected to defer the deposit of its employer portion of social security taxes from April to December 2020, as provided for under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). Due to the focused efforts to contain costs and manage working capital, the Company’s cash flows from operations enabled it to repay a total of $ 45 million on its borrowings during fiscal 2021 and another $ 10 million subsequently on June 9, 2021. In addition, the Company repaid a total of $ 6.3 million in deferred deposit of the employer portion of social security taxes prior to May 29, 2021. As of May 29, 2021, the Company had cash and cash equivalents of $ 74.4 million, and additional availability under the Facility of $ 75.7 million. Given its balance sheet and liquidity position, management believes that the Company has the financial flexibility and resources needed to operate in the current uncertain economic environment. However, if global economic conditions worsen as a result of the Pandemic, it could materially impact the Company’s liquidity position and capital needs. The full extent to which the Pandemic impacts the Company’ business and financial results will depend on future developments that are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of the virus and the actions to contain its impact, the impacts of new variants of the virus, and the timing, distribution, efficacy and public acceptance of vaccines and other treatments for COVID-19. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes these estimates and assumptions are adequate, actual results could differ from the estimates and assumptions used. Revenue Recognition The Company generates substantially all of its revenues from providing professional consulting services to its clients. Revenues are recognized when control of the promised service is transferred to the Company’s clients, in an amount that reflects the consideration expected in exchange for the services. Revenue is recorded net of sales or other transaction taxes collected from clients and remitted to taxing authorities. Revenues from contracts are recognized over time, based on hours worked by the Company’s professionals. The performance of the agreed-to service over time is the single performance obligation for revenues. Certain clients may receive discounts (for example, volume discounts or rebates) to the amounts billed. These discounts or rebates are considered variable consideration. Management evaluates the facts and circumstances of each contract and client relationship to estimate the variable consideration assessing the most likely amount to recognize and considering management’s expectation of the volume of services to be provided over the applicable period. Rebates are the largest component of variable consideration and are estimated using the most likely amount method, contracts terms and estimates of revenue. Revenues are recognized net of variable consideration to the extent that it is probable that a significant reversal of revenues will not occur in subsequent periods. On a limited basis, the Company may have fixed-price contracts, for which revenues are recognized over time using the input method based on time incurred as a proportion of estimated total time. Time incurred represents work performed, which corresponds with, and therefore best depicts, the transfer of control to the client. Management uses significant judgments when estimating the total hours expected to complete the contract performance obligation. It is possible that updated estimates for consulting engagements may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate. The Company recognizes revenues primarily on a gross basis as it acts as a principal for primarily all of its revenue transactions. The Company has concluded that gross reporting is appropriate because it controls the services before they are transferred to the customers. The Company a) has the risk of identifying and hiring qualified consultants; b) has the discretion to select the consultants and establish the price and responsibilities for services to be provided; c) is primarily responsible for fulfilling the promise to provide the service to the customer; and d) bears the risk for services provided that are not fully paid for by clients. The Company recognizes all reimbursements received from clients for “out-of-pocket” expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $ 3.2 million, $ 9.4 million and $ 12.3 million for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. Commissions earned by the Company’ sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. The Company elected to apply the practical expedient to expense sales commissions as incurred as the expected amortization period is one year or less. Sales commissions are recorded in selling, general and administrative expenses in the Company’s Consolidated Statement of Operations. During the years ended May 29, 2021, May 30, 2020, and May 25, 2019, sales commission expense was $ 5.9 million, $ 6.3 million, and $ 6.7 million, respectively. The Company’s clients are contractually obligated to pay the Company for all hours billed. The Company invoices the majority of its clients on a weekly basis or, in certain circumstances, on a bi-weekly or monthly basis, and its typical arrangement of payment is due within 30 days. To a much lesser extent, in certain circumstances, the Company also earns revenue if one of its consultants is hired by, or if the Company places an outside candidate with, its client. Conversion fees or permanent placement fees are recognized when one of the Company’s professionals, or a candidate identified by the Company, accepts an offer of permanent employment from a client and all requisite terms of the agreement have been met. Such conversion fees or permanent placement fees are recognized when the performance obligation is considered complete, which the Company considers a) when the consultant or candidate accepts the position; b) the consultant or candidate has notified either RGP or their current employer of their decision; and c) the start date is within the Company’s current quarter. Conversion fees were 0.3 %, 0.4 % and 0.5 % of revenue for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. Permanent placement fees were 0.6 % of revenue for each of the years ended May 29, 2021, May 30, 2020 and May 25, 2019. The Company’s contracts generally have termination for convenience provisions and do not have termination penalties. While clients are contractually obligated to pay the Company for all hours billed, the Company does not have long-term agreements with its clients for the provision of services and the Company’s clients may terminate engagements at any time. All costs of compensating the Company’s professionals are the responsibility of the Company and are included in direct cost of services. Foreign Currency Translation The financial statements of subsidiaries outside the U.S. are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at current exchange rates, income and expense items are translated at average exchange rates prevailing during the period and the related translation adjustments are recorded as a component of comprehensive income or loss within stockholders’ equity. Gains and losses from foreign currency transactions are included in selling, general and administrative expenses in the Consolidated Statements of Operations. Per Share Information The Company presents both basic and diluted earnings per share (“EPS”). Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is based upon the weighted average number of common shares and common equivalent shares outstanding during the period, calculated using the treasury stock method. Under the treasury stock method, exercise proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost related to stock awards for future services that the Company has not yet recognized and the amount of tax benefits that would be recorded when the award becomes deductible. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect. Stock options for which the exercise price exceeds the average market price over the period are anti-dilutive and are excluded from the calculation. The following table summarizes the calculation of net income per share for the years ended May 29, 2021, May 30, 2020 and May 25, 2019 (in thousands, except per share amounts): For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Net income $ 25,229 $ 28,285 $ 31,470 Basic: Weighted average shares 32,444 31,989 31,596 Diluted: Weighted average shares 32,444 31,989 31,596 Potentially dilutive shares 108 238 611 Total dilutive shares 32,552 32,227 32,207 Net income per common share Basic $ 0.78 $ 0.88 $ 1.00 Dilutive $ 0.78 $ 0.88 $ 0.98 Anti-dilutive shares not included above 4,556 4,731 3,316 Cash and Cash Equivalents The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the consolidated balance sheets for cash and cash equivalents approximate the fair values due to the short maturities of these instruments. Financial Instruments The fair value of the Company’s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels: Level 1 – Quoted prices in active markets for identical assets and liabilities. Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets. Level 3 – Unobservable inputs. The following table shows the Company’s financial instruments that are measured and recorded in the consolidated financial statements at fair value on a recurring basis (in thousands): May 29, 2021 May 30, 2020 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Liabilities: Contingent consideration liability $ - $ - $ 7,129 $ - $ - $ 7,898 Total liabilities $ - $ - $ 7,129 $ - $ - $ 7,898 Contingent consideration liability presented in the table above is for estimated future contingent consideration cash payments related to the Company’s acquisitions. Total contingent consideration liabilities were $ 7.1 million and $ 7.9 million as of May 29, 2021 and May 30, 2020, respectively. The fair value measurement of the liability is based on significant inputs not observed in the market and thus represents a Level 3 measurement. The significant unobservable inputs used in the fair value measurement of the contingent consideration liability are the Company’s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liability is remeasured on a quarterly basis by the Company using additional information as it becomes available, and any change in the fair value estimates are recorded in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations . See Note 3 – Acquisitions and Dispositions . The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and long-term debt, are carried at cost, which approximates their fair value because of the short - term maturity of these instruments or because their stated interest rates are indicative of market interest rates. Allowance for Doubtful Accounts The Company maintains an allowance for doubtful accounts for estimated losses resulting from its clients’ failure to make required payments for services rendered. Management estimates this allowance based upon knowledge of the financial condition of the Company’s clients (which may not include knowledge of all significant events), review of historical receivable and reserve trends and other pertinent information. If the financial condition of the Company’s clients deteriorates or there is an unfavorable trend in aggregate receivable collections, additional allowances may be required. The following table summarizes the activity in the allowance for doubtful accounts (in thousands): Currency Beginning Charged to Rate (Write-offs)/ Ending Balance Operations Changes Recoveries Balance Years Ended: May 25, 2019 $ 1,640 $ 1,540 $ - $ ( 660 ) $ 2,520 May 30, 2020 $ 2,520 $ 1,840 $ ( 18 ) $ ( 1,275 ) $ 3,067 May 29, 2021 $ 3,067 $ ( 55 ) $ 4 $ ( 984 ) $ 2,032 Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the following estimated useful lives: Building 30 years Furniture 5 to 10 years Leasehold improvements Lesser of useful life of asset or term of lease Computer, equipment and software 3 to 5 years Costs for normal repairs and maintenance are expensed to operations as incurred, while renewals and major refurbishments are capitalized. Long-lived Assets The Company evaluates the recoverability of long - lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The impairment test comprises two steps. The first step compares the carrying amount of the asset to the sum of expected undiscounted future cash flows. If the sum of expected undiscounted future cash flows exceeds the carrying amount of the asset, no impairment is taken. If the sum of expected undiscounted future cash flows is less than the carrying amount of the asset, a second step is warranted and an impairment loss is measured as the amount by which the carrying amount of the asset exceeds its fair value calculated using the present value of estimated net future cash flows. The Company recorded right-of-use (“ROU”) assets impairment of $ 0.9 million and $ 0.6 million for the years ended May 29, 2021 and May 30, 2020, respectively, primarily associated with exiting certain real estate leases as part of its restructuring initiatives. The impairment charges are included in selling, general and administrative expense in the Company’s Consolidated Statements of Operations. Goodwill and Intangible Assets Goodwill is recorded at the time of an acquisition and is calculated as the difference between the aggregate consideration paid for an acquisition and the fair value of the net tangible and intangible assets acquired. Goodwill is not subject to amortization but the carrying value is tested for impairment on an annual basis in the fourth quarter of the fiscal year, or more frequently if the Company believes indicators of impairment exist. Impairment evaluations involve management’s assessment of qualitative factors to determine whether it is more likely than not that goodwill is impaired. If management concludes from its assessment of qualitative factors that it is more likely than not that impairment exists, then a quantitative impairment test will be performed. Significant management judgment is required in the forecasts of future operating results that are used in these evaluations. The Company’s interim and annual goodwill impairment analysis indicated that there was no related impairment for the fiscal years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. The Company’s identifiable intangible assets include customer contracts and relationships, tradenames, backlog, consultant list, non-compete agreements and computer software, including internally-developed software. These assets are amortized on a straight-line basis over lives ranging from 17 months to ten years . See Note 4 — Intangible Assets and Goodwill for a further description of the Company’s goodwill and intangible assets, including information about the Company’s goodwill impairment assessment in connection with its change in segment reporting effective in the second quarter of fiscal 2021 . Leases The Company currently leases office space, vehicles and certain equipment under operating leases expiring through 2028. At May 29, 2021, the Company had no finance leases. The Company’s operating leases are primarily for real estates, which include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of common area maintenance, operating expenses and real estate taxes applicable to the property. Variable payments are excluded from the measurements of lease liabilities and are expensed as incurred. Any tenant improvement allowances received from the lessor are recorded as a reduction to rent expense over the term of the lease. None of the Company’s lease agreements contained residual value guarantees or material restrictive covenants. The Company has not entered into any real estate lease arrangements where it occupies the entire building. As such, the Company does not have any separate land lease components embedded within any of its real estate leases. The Company determines if an arrangement is a lease at the inception of the contract. Specially, the Company considers whether it can control the underlying asset and have the right to obtain substantially all of the economic benefits or outputs from the assets. The ROU assets represent the right to use the underlying assets for the lease term and the lease liabilities represent the Company’s obligation to make lease payments arising from the leases. The Company’s lease liability is recognized as of the lease commencement date at the present value of the lease payments over the lease term. The Company’s ROU asset is recognized as of the lease commencement date at the amount of the corresponding lease liability, adjusted for prepaid lease payments, lease incentives received, and initial direct costs incurred. The Company evaluates its ROU assets for impairment consistent with its policy for evaluating long-lived assets for impairment. See “Long-lived Assets” above. ROU assets are presented as operating right-of-use assets in the Company’s Consolidated Balance Sheets. Operating lease liabilities are presented as operating lease liabilities, current or operating lease liabilities, noncurrent in the Company’s Consolidated Balance Sheets based on their contractual due dates. Operating lease expense is recognized on a straight-line basis over the lease term, and is recognized in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. Most of the Company’s leases do not provide an implicit rate that can be readily determined. Therefore, the Company uses a discount rate based on its incremental borrowing rate and the information available at the commencement date. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a fully collateralized basis over a similar term in an amount equal to the total lease payments in a similar economic environment. The Company has a centrally managed treasury function; therefore, the portfolio approach is applied in determining the incremental borrowing rate. Application at the portfolio level is not materially different from applying guidance at the individual lease level. Certain of the Company’s leases include one or more options to renew or terminate the lease at the Company’s discretion. Generally, the renewal and termination options are not included in the ROU assets and lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates lease renewal and termination options and, when they are reasonably certain of exercise, includes the renewal or termination option in the lease term. In some instances, the Company subleases excess office space to third party tenants. The Company, as sublessor, continues to account for the head lease. If the lease cost for the term of the sublease exceeds the Company’s anticipated sublease income for the same period, this indicates that the right-of-use asset associated with the head lease should be assessed for impairment under the long-lived asset impairment provisions. Sublease income is included in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. The Company has elected the practical expedient that allows lessees to choose to not separate lease and non-lease components by class of underlying asset and is applying this expedient to all real estate asset classes. Additionally, the Company has also made an accounting policy election to recognize the lease payments under short-term leases as an expense on a straight-line basis over the lease term without recognizing the lease liability and the ROU asset. See Note 6 — Leases for a further description of the Company’s leases. Stock-Based Compensation The Company recognizes compensation expense for all share-based payment awards made to employees and directors, including restricted stock awards, restricted stock units, employee stock options awarded under the Company’s 2020 Performance Incentive Plan (the “2020 Plan”) and the Company’s 2014 Performance Incentive Plan (the “2014 Plan”), and employee stock purchases made via the Company’s 2019 Employee Stock Purchase Plan (the “ESPP”), based on estimated fair value at the date of grant. The Company estimates the fair value of share-based payment awards on the date of grant using the Black-Scholes valuation model for stock options and the closing price of the Company’s common stock on the date of grant for restricted stock awards and restricted stock units . The value of the portion of the award that is ultimately expected to vest is recognized on a straight-line basis as an expense over the requisite service periods. If the actual number of forfeitures differs from that estimated by management, additional adjustments to compensation expense may be required in future periods. Excess income tax benefits and deficiencies from stock-based compensation are recognized as a discrete item within the provision for income taxes on the Company’s Consolidated Statements of Operations. Stock options and restricted stock units typically vest over four years and restricted stock award vesting is determined on an individual grant basis under the 2014 Plan or the 2020 Plan. See Note 14 — Stock-Based Compensation Plans for further information on the 2020 Plan and stock-based compensation. Income Taxes The Company recognizes deferred income taxes for the estimated tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized when, in management’s opinion, it is more likely than not that some portion of the deferred tax assets will not be realized. The provision for income taxes represents current taxes payable net of the change during the period in deferred tax assets and liabilities. The Company also evaluates its uncertain tax positions and only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are measured based on the largest benefit that has a greater than 50 percentage likelihood of being realized upon settlement. The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Any change in judgment related to the expected ultimate resolution of uncertain tax positions is recognized in earnings in the period in which such change occurs. Recent Accounting Pronouncements Accounting Pronouncements Adopted During Fiscal Year 2021 In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). Under ASU 2016-13, companies are required to present financial assets, measured at amortized cost basis, at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis, such as trade receivables. The measurement of expected credit loss will be based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this guidance using the modified retrospective adoption method beginning with its first quarter of fiscal 2021, and applied it to all applicable accounts. The application of this new guidance did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 12 Months Ended |
May 29, 2021 | |
Acquisitions And Dispositions [Abstract] | |
Acquisitions And Dispositions | 3 . Acquisitions and Dispositions The Company did no t complete any acquisitions during the year ended May 29, 2021. Prior Year Acquisitions During fiscal 2020, the Company completed two acquisitions. The first acquisition, completed November 30, 2019, was Expertforce Interim Projects GmbH, LLC (“Expertence”), a leading provider of professional interim management services, based in Munich, Germany. With the acquisition of Expertence, the Company is able to offer a full range of project and management consulting services in the German market. The Company paid an initial cash consideration of $ 0.4 million. The initial consideration is subject to final adjustments for the impact of working capital as defined in the purchase agreement. In addition, the purchase agreement required earn-out payments to be made based on performance over an 18 -month period that ended on May 31, 2021. The Company was obligated to pay the former owners of Expertence contingent consideration if certain revenue targets were achieved, up to a maximum of $ 0.3 million, and as a result, made payments of contingent consideration equal to $ 0.3 million in July 2021. In determining the fair value of the contingent consideration liability, the Company used an estimate based on a number of possible projections over the earnout period and applied a probability to each possible outcome. Given the short duration of the earnout period, the fair value of contingent liability was measured on an undiscounted basis. The Company remeasures the fair value of the contingent consideration at each reporting period, and any change in fair value is recognized in the Company’s results of operations in the applicable period. The estimate of the fair value of contingent consideration requires very subjective assumptions to be made of various potential revenue results. Given that the performance period has ended, the Company does not expect to make any future revisions to these assumptions to materially change the estimate of the fair value of contingent consideration. Fair value of consideration transferred (in thousands): Cash $ 383 Estimated initial contingent consideration 305 Total $ 688 The following table summarizes the final valuation of the assets acquired and liabilities assumed at the acquisition date (dollars in thousands): Cash and cash equivalents $ 11 Accounts receivable 215 Prepaid expenses and other current assets 7 Intangible assets: Computer software ( 24 months useful life) 184 Total identifiable assets 417 Accounts payable 196 Accrued expenses and other current liabilities 8 Deferred tax liability 59 Total liabilities assumed 263 Net identifiable assets acquired 154 Goodwill 534 Net assets acquired $ 688 Results of operations of Expertence are included in the Consolidated Statements of Operations from the date of acquisition and is not material to the Company’s consolidated results of operations for the years ended May 29, 2021 and May 30, 2020. The amount of the acquisition costs incurred as included in the Consolidated Statements of Operations for the year ended May 30, 2020 was immaterial. The second acquisition occurred on July 31, 2019 when the Company acquired Veracity Consulting Group, LLC (“Veracity”), a fast-growing, digital transformation firm based in Richmond, Virginia, that delivers innovative solutions to the Fortune 500 and leading healthcare organizations. The acquisition of Veracity was a critical step in accelerating the Company’s stated objective to enhance its digital capabilities and allows the Company to offer comprehensive end-to-end solutions to its clients by combining Veracity’s customer-facing offerings with the Company’s depth of experience in transforming the back office. The Company paid an initial cash consideration of $ 30.3 million (net of $ 2.1 million cash acquired). The initial consideration is subject to final adjustments for the impact of the Internal Revenue Code Section 338(h)(10) joint election between the Company and former owners of Veracity and working capital as defined in the purchase agreement. In addition, the purchase agreement requires earn-out payments to be made in cash based on performance after each of the first and second anniversary of the acquisition date. The Company is obligated to pay the former owners of Veracity contingent consideration if certain earnings before interest, taxes, depreciation and amortization (“EBITDA”) thresholds are achieved. In determining the fair value of the contingent consideration liability, the Company used the Monte Carlo simulation modeling which included the application of an appropriate discount rate (Level 3 fair value). The Company remeasures the fair value of the contingent consideration at each reporting period, and any change in fair value is be recognized in the Company’s results of operations in the applicable period. The estimate of fair value of contingent consideration requires very subjective assumptions to be made, including various potential EBITDA results and discount rates. Future revisions to these assumptions could materially change the estimate of the fair value of contingent consideration and therefore could materially affect the Company’s future operating results. During the quarter ended August 24, 2019, the Company made an initial provisional allocation of the purchase price for Veracity based on the fair value of the assets acquired and liabilities assumed, with the residual amount recorded as goodwill, in accordance with ASC 805, Business Combinations . The Company’s initial purchase price allocation considered a number of factors, including the valuation of identifiable intangible assets and contingent consideration. During the three months ended November 23, 2019, the Company adjusted the previously reported provisional allocation of the purchase price to reflect new information obtained during the quarter, which resulted in changes in expected future performance and cash flows as of the acquisition date. There were no additional adjustments to the provisional purchase price allocation during the remainder of the measurement period. The following table provides a summary of the final purchase price allocation. Fair value of consideration transferred (in thousands): Cash $ 32,314 Estimated initial contingent consideration 6,290 Total $ 38,604 Recognized final amounts of identifiable assets acquired and liabilities assumed (dollars in thousands): Cash and cash equivalents $ 2,056 Accounts receivable 3,299 Prepaid expenses and other current assets 116 Intangible assets: Backlog ( 17 months useful life) 1,210 Customer relationships ( 7 years useful life) 9,300 Trademarks ( 3 years useful life) 570 Property and equipment 117 Total identifiable assets 16,668 Accounts payable 305 Accrued expenses and other current liabilities 712 Total liabilities assumed 1,017 Net identifiable assets acquired 15,651 Goodwill 22,953 Net assets acquired $ 38,604 During the years ended May 29, 2021 and May 30, 2020, the fair value of the Veracity contingent consideration liability increased by $ 4.5 million and $ 1.3 million, respectively. Such amounts were recorded in selling, general and administrative expenses in the Consolidated Statements of Operations. In November 2020, the Company paid $ 5.3 million in contingent consideration to the former owners of Veracity relating to the first earn-out period. As of May 29, 2021, the contingent consideration liability related to Veracity for the second and final earn-out period was $ 6.8 million, all of which was included in Other current liabilities in the Consolidated Balance Sheet. As of May 30, 2020, the contingent consideration liability was $ 7.6 million, of which $ 5.0 million was included in Other current liabilities and $ 2.6 million was included in Other long-term liabilities in the Consolidated Balance Sheet. Results of operations of Veracity are included in the Consolidated Statements of Operations from the date of acquisition. Veracity contributed $ 26.2 million to consolidated revenue and $ 6.6 million to income from operations during the year ended May 29, 2021, and $ 18.8 million to consolidated revenue and $ 4.1 million to income from operations during the year ended May 30, 2020. T he Company incurred $ 0.6 million in acquisition costs which were recorded in selling, general and administrative expenses in the Consolidated Statements of Operations during the year ended May 30, 2020. Dispositions As part of its restructuring initiatives in Europe, the Company completed or substantially completed the dissolution of certain of its foreign subsidiaries in Europe as of May 29, 2021. The dissolutions did not have a material impact on the Company’s financial condition, results of operations or cash flows for the year ended May 29, 2021. See Note 13 – Restructuring Activities for further information on the Company’s restructuring initiatives. Prior Year Dispositions During the fourth quarter of fiscal 2020, the Company discontinued its operations in Belgium, Luxembourg and Norway. All three legal entities were dissolved as of the end of fiscal 2020. In connection with the foregoing sale of assets and exit activities, the Company incurred costs of approximately $ 0.7 million primarily related to employee termination benefits. Such expenses were included in selling, general and administrative expenses in the Consolidated Statements of Operations for the year ended May 30, 2020. None of the markets sold or exited are considered strategic components of the Company’s operations. On September 2, 2019, the Company completed the sale of certain assets and liabilities of its foreign subsidiary, Resources Global Professionals Sweden AB, to Capacent Holding AB (publ), a Swedish public company, for SEK 1,016,862 (approximately $ 105,000 ) in cash, resulting in a loss on sale of assets of approximately $ 38,000 . As a part the sale, the Company transferred the majority of its local customer contracts, the existing office lease as well as all its employee consultants. As a result of the sale, the nearby Denmark and Norway markets also discontinued serving local Sweden customer contracts. In connection with exiting the above-mentioned entities, the Company analyzed the facts and circumstances regarding its historical and current investments, along with its associated accounting and tax positions. Based on the analysis, the Company recorded a tax benefit related to the worthless stock loss in the investment in its wholly owned subsidiaries as well as worthless loans to these subsidiaries. See Note 8 – Income taxes . |
Intangible Assets And Goodwill
Intangible Assets And Goodwill | 12 Months Ended |
May 29, 2021 | |
Intangible Assets And Goodwill [Abstract] | |
Intangible Assets And Goodwill | 4. Intangible Assets and Goodwill The following table presents details of the Company’s intangible assets, estimated lives and related accumulated amortization (dollars in thousands): As of May 29, 2021 As of May 30, 2020 Accumulated Accumulated Gross Amortization Net Gross Amortization Net Customer contracts and relationships ( 3 - 8 years ) $ 23,941 $ ( 9,918 ) $ 14,023 $ 23,779 $ ( 6,707 ) $ 17,072 Tradenames ( 3 - 10 years ) 5,164 ( 3,651 ) 1,513 4,960 ( 2,735 ) 2,225 Backlog ( 17 months ) 1,210 ( 1,210 ) - 1,210 ( 694 ) 516 Consultant list ( 3 years ) 849 ( 849 ) - 776 ( 718 ) 58 Non-compete agreements ( 3 years ) 970 ( 970 ) - 888 ( 821 ) 67 Computer software ( 2 - 3.5 years) 5,446 ( 742 ) 4,704 185 ( 46 ) 139 Total $ 37,580 $ ( 17,340 ) $ 20,240 $ 31,798 $ ( 11,721 ) $ 20,077 The weighted-average useful lives of the customer contracts and relationships, tradenames, backlog, and computer software are approximately 7.2 years, 5.8 years, 1.4 years, and 3.3 years, respectively. The weighted-average useful life of all of the Company’s intangible assets is 6.2 years. The Company recorded amortization expense of $ 5.2 million, $ 5.7 million, and $ 3.8 million for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. The following table presents future estimated amortization expense based on existing intangible assets (in thousands): 2022 $ 4,399 2023 4,190 2024 3,986 2025 3,123 2026 2,330 Total $ 18,028 As further described in Note 18 – Segment Information and Enterprise Reporting , the Company changed its segment reporting effective in the second quarter of fiscal 2021, and reallocated goodwill to the new reporting units on the relative fair value basis. Concurrent with the segment change, the Company completed a goodwill impairment assessment, and concluded that no goodwill impairment existed immediately before or after the change in segment reporting. The following table summarizes the activity in the Company’s goodwill balance. The prior year information was recast to reflect the impact of the preceding segment change. Amounts are in thousands. RGP Other Segments Total Company Balance as of May 25, 2019 $ 186,170 $ 4,645 $ 190,815 Acquisitions (see Note 3) 22,953 534 23,487 Impact of foreign currency exchange rate changes ( 165 ) ( 70 ) ( 235 ) Balance as of May 30, 2020 $ 208,958 $ 5,109 $ 214,067 Impact of foreign currency exchange rate changes 430 2,261 2,691 Balance as of May 29, 2021 $ 209,388 $ 7,370 $ 216,758 |
Property And Equipment
Property And Equipment | 12 Months Ended |
May 29, 2021 | |
Property And Equipment [Abstract] | |
Property And Equipment | 5. Property and Equipment Property and equipment consist of the following (in thousands): As of As of May 29, 2021 May 30, 2020 Building and land $ 14,244 $ 14,244 Computers, equipment and software 16,540 18,102 Leasehold improvements 15,609 19,903 Furniture 9,157 10,256 55,550 62,505 Less: accumulated depreciation and amortization ( 35,007 ) ( 38,861 ) $ 20,543 $ $ 23,644 |
Leases
Leases | 12 Months Ended |
May 29, 2021 | |
Leases [Abstract] | |
Leases | 6. Leases Lease cost components included within selling, general and administrative expenses in the Consolidated Statements of Operations were as follows (in thousands): For the Years Ended May 29, 2021 May 30, 2020 Operating lease cost $ 10,604 $ 12,308 Short-term lease cost 202 345 Variable lease cost 2,585 2,808 Sublease income ( 913 ) ( 610 ) Total lease cost $ 12,478 $ 14,851 The weighted average lease terms and discount rates for operating leases are presented in the following table: As of As of May 29, 2021 May 30, 2020 Weighted average remaining lease term 3.7 years 4.3 years Weighted average discount rate 3.92 % 4.09 % Cash flow and other information related to operating leases is included in the following table (in thousands): For the Years Ended May 29, 2021 May 30, 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 13,206 $ 13,311 Right-of-use assets obtained in exchange for new operating lease obligations $ 2,235 $ 3,452 Future maturities of operating lease liabilities at May 29, 2021 are presented in the following table (in thousands): Years Ending: Operating Lease Maturity May 28, 2022 $ 11,167 May 27, 2023 8,878 May 25, 2024 6,980 May 31, 2025 3,117 May 30, 2026 1,577 Thereafter 1,496 Total minimum payments $ 33,215 Less: interest ( 2,269 ) Present value of operating lease liabilities $ 30,946 The Company leases approximately 13,000 square feet of the approximately 57,000 square feet of a Company owned building located in Irvine, California to independent third parties and has operating lease agreements for sublet space with independent third parties expiring through fiscal 2025. Rental income received for the years ended May 29, 2021, May 30, 2020 and May 25, 2019 totaled $ 162,000 , $ 210,000 and $ 240,000 , respectively. Under the terms of these operating lease agreements, rental income from such third-party leases is expected to be $ 199,000 , $ 219,000 , $ 219,000 and $ 77,000 in fiscal 2022 through 2025, respectively. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
May 29, 2021 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 7. Long-Term Debt Pursuant to the terms of the Credit Agreement, dated October 17, 2016, between the Company and Resources Connection LLC, as borrowers, and Bank of America, N.A. as lender (as amended, the “Credit Agreement”), the Company has a $ 120.0 million Facility with Bank of America, which until September 3, 2020, consisted of (i) a $ 90.0 million revolving loan facility (“Revolving Commitment”), which included a $ 5.0 million sublimit for the issuance of standby letters of credit, and (ii) a $ 30.0 million reducing revolving loan facility (“Reducing Revolving Commitment”), any amounts of which may not be reborrowed after being repaid. The Company and Resources Connection LLC, as borrowers, entered into the Fifth Amendment to the Credit Agreement (the “Fifth Amendment”) with Bank of America, N.A. as lender on September 3, 2020, and the Sixth Amendment to the Credit Agreement (the “Sixth Amendment”) with Bank of America, N.A. as lender on May 25, 2021, both of which amended the terms of the Facility. The Fifth Amendment, among other things, (1) eliminated the $ 30.0 million Reducing Revolving Commitment and (2) increased the Revolving Commitment by $ 30.0 million to $ 120.0 million. The Sixth Amendment, among other things, (1) further revised the definition of Consolidated EBITDA in the Credit Agreement to include addbacks for certain restructuring costs (2) included customary provisions relating to the transition from LIBOR as the benchmark interest rate under the Credit Agreement, including providing for a Benchmark Replacement option (as defined in the Credit Agreement) to replace LIBOR, and (3) decreased the interest rate floor as described below. Borrowings under the Facility bear interest at a rate per annum of either, at the Company’s option, (i) a London Interbank Offered Rate (“LIBOR”) defined in the Facility plus a margin or (ii) an alternate base rate, plus a margin, with the applicable margin depending on the Company’s consolidated leverage ratio. The alternate base rate is the highest of (i) Bank of America’s prime rate, (ii) the federal funds rate plus 0.50 % and (iii) the Eurodollar rate plus 1.0 %. Prior to entering into the Fifth Amendment, the margin for loans based on LIBOR was 1.25 % to 1.50 %, the margin for loans based on the alternate base rate was 0.25 % to 0.50 %, and the LIBOR interest rate floor was 0 %. Effective upon entering into the Fifth Amendment, the applicable margin increased by 0.25 % and the LIBOR interest rate floor increased to 0.25 %. Effective upon entering into the Sixth Amendment, the LIBOR interest rate floor was removed and reverted to 0 %. The Company pays an unused commitment fee on the average daily unused portion of the Facility, which, prior to entering into the Fifth Amendment, was a rate of 0.15 % to 0.25 % per annum depending on the Company’s consolidated leverage ratio and, effective upon entering into the Fifth Amendment, is 0.25 % per annum. The unused commitment fee remains at 0.25 % per annum under the Sixth Amendment. The Facility is available for working capital and general corporate purposes, including potential acquisitions and stock repurchases. The Company’s obligations under the Facility are guaranteed by all of the Company’s domestic subsidiaries and certain foreign subsidiaries, and secured by essentially all assets of the Company, Resources Connection LLC and their respective domestic and foreign subsidiaries, subject to certain customary exclusions. The Facility expires on October 17, 2022 . The Facility contains both affirmative and negative covenants. Covenants include, but are not limited to, limitations on the Company’s and its subsidiaries’ ability to incur liens, incur additional indebtedness, make certain restricted payments, merge or consolidate and make dispositions of assets. In addition, the Facility requires the Company to comply with financial covenants limiting the Company’s total funded debt, minimum interest coverage ratio and maximum leverage ratio. The Company was compliant with all financial covenants under the Facility as of May 29, 2021 . Upon the occurrence of an event of default under the Facility, the lender may cease making loans, terminate the Facility and declare all amounts outstanding to be immediately due and payable. The Facility specifies a number of events of default (some of which are subject to applicable grace or cure periods), including, among other things, non-payment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults and material judgment defaults. The Company’s borrowings under the Facility were $ 43.0 million and $ 88.0 million as of May 29, 2021 and May 30, 2020, respectively. In addition, the Company had $ 1.3 million of outstanding letters of credit issued under the Facility as of both May 29, 2021 and May 30, 2020. As of May 29, 2021, there was $ 75.7 million remaining capacity under the Facility, and the interest rate on the Company’s borrowings under the Facility was 1.93 %. |
Income Taxes
Income Taxes | 12 Months Ended |
May 29, 2021 | |
Income Taxes [Abstract] | |
Income Taxes | 8. Income Taxes The following table represents the current and deferred income tax (benefit) provision for federal, state and foreign income taxes attributable to operations (in thousands): For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Current Federal $ ( 19,790 ) $ 3,038 $ 5,068 State 3,256 1,302 2,278 Foreign 1,769 1,686 2,690 ( 14,765 ) 6,026 10,036 Deferred Federal 13,509 874 5,890 State ( 1,341 ) 245 619 Foreign 52 ( 202 ) ( 46 ) 12,220 917 6,463 $ ( 2,545 ) $ 6,943 $ 16,499 Income before income tax (benefit) expense is as follows (in thousands): For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Domestic $ 23,598 $ 36,148 $ 41,828 Foreign ( 914 ) ( 920 ) 6,141 $ 22,684 $ 35,228 $ 47,969 The income tax (benefit) expense differs from the amount that would result from applying the federal statutory rate as follows: For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Statutory tax rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 9.0 3.6 4.9 Non-U.S. rate adjustments 3.1 0.9 1.3 Stock-based compensation 6.0 3.2 2.8 Long-term net capital gains - - ( 6.1 ) Foreign tax credit - - 9.3 Valuation allowance 7.8 4.1 ( 2.8 ) Global Intangible Low-Taxed Income (“GILTI”) - 0.9 1.1 Worthless Stock Deduction - ( 14.8 ) - Worthless Debt Deduction - ( 2.6 ) - FIN48 0.1 1.6 - Permanent items, primarily meals and entertainment 0.8 2.0 1.4 Deferred tax impact of U.S. federal rate changes - - 0.1 Deferred tax impact of foreign rate changes ( 1.9 ) ( 0.2 ) 1.2 Prior year true-ups ( 3.8 ) - - Prior year interest and penalty 3.1 - - Federal rate benefit on NOL carryback ( 56.3 ) - - Other, net ( 0.1 ) - 0.2 Effective tax rate ( 11.2 ) % 19.7 % 34.4 % The impact of state taxes, net of federal benefit, and foreign income taxed at other than U.S. rates fluctuates year over year due to the changes in the mix of operating income and losses amongst the various states and foreign jurisdictions in which the Company operates. The components of the net deferred tax asset (liability) consist of the following (in thousands): As of As of May 29, May 30, 2021 2020 Deferred tax assets: Allowance for doubtful accounts $ 268 $ 1,158 Accrued compensation 4,567 3,716 Accrued expenses 4,495 2,652 Stock options and restricted stock 4,435 4,870 Foreign tax credit 557 567 Net operating losses 16,931 12,018 State taxes 210 70 Property and equipment 410 - Gross deferred tax asset 31,873 25,051 Valuation allowance ( 13,263 ) ( 11,069 ) Gross deferred tax asset, net of valuation allowance 18,610 13,982 Deferred tax liabilities: Property and equipment - ( 547 ) Outside basis difference - Sweden investment ( 259 ) ( 263 ) IRC Section 481(a) adjustment ( 16,786 ) - Goodwill and intangibles ( 18,256 ) ( 17,790 ) Net deferred tax liability $ ( 16,691 ) $ ( 4,618 ) In March 2020, the CARES Act was enacted into law. The CARES Act made various tax law changes, including among other things (i) enacting technical corrections so that qualified improvement property can be immediately expensed under IRC Section 168(k) and (ii) allowing federal net operating losses (“NOLs”) incurred in calendar year 2018 to 2020 (RGP’s fiscal years 2019, 2020 and 2021) to be carried back to the five preceding taxable years. The NOL carryback is intended to generate tax benefits at higher tax rates in the carryback periods. As part of the Company’s tax planning strategies, management made certain changes related to the capitalization of fixed assets effective in fiscal 2021. The strategy allowed the Company to carry back the net operating losses of fiscal 2021 to fiscal years 2016 to 2018. The Company recognized a discrete tax benefit of $ 12.8 million in the fourth quarter of fiscal 2021. The Company had a net income tax receivable of $ 36.1 million as of May 29, 2021 and $ 3.5 million as of May 30, 2020, respectively. The tax benefit associated with the exercise of nonqualified stock options, disqualifying dispositions by employees of shares acquired pursuant to incentive stock options or under the Company’s ESPP, and the grant of restricted stock awards and restricted stock units reduced income taxes payable by $ 0.4 million and $ 0.9 million for the years ended May 29, 2021 and May 30, 2020, respectively. The Company has foreign net operating loss carryforwards of $ 59.1 million and foreign tax credit carryforwards of $ 0.6 million. The foreign tax credits will expire beginning in fiscal 2023. The following table summarizes the net operating loss expiration periods. Expiration Periods Amount of Net Operating Losses Fiscal Years Ending: (in thousands) 2022 $ 89 2023 139 2024 2,511 2025 593 2026 621 2027-2031 2,524 Unlimited 52,587 $ 59,064 The following table summarizes the activity in the Company’s valuation allowance accounts (in thousands): Currency Beginning Charged to Rate Ending Balance Operations Changes Balance Years Ended: May 25, 2019 $ 15,298 $ ( 1,440 ) $ ( 668 ) $ 13,190 May 30, 2020 $ 13,190 $ ( 1,919 ) $ ( 202 ) $ 11,069 May 29, 2021 $ 11,069 $ 951 $ 1,243 $ 13,263 Realization of deferred tax assets is dependent upon generating sufficient future taxable income. Management believes that it is more likely than not that all remaining deferred tax assets will be realized through future taxable earnings or alternative tax strategies. Deferred income taxes have not been provided on the undistributed earnings of approximately $ 23.7 million from the Company’s foreign subsidiaries as of May 29, 2021 since these amounts are intended to be indefinitely reinvested in foreign operations. If the earnings of the Company’s foreign subsidiaries were to be distributed, management estimates that the income tax impact would be immaterial as a result of the transition tax and federal dividends received deduction for foreign source earnings provided under the US Tax Cuts and Jobs Act of 2017. The following table summarizes the activity related to the gross unrecognized tax benefits (in thousands): For the Years Ended May 29, May 30, 2021 2020 Unrecognized tax benefits, beginning of year $ 848 $ 42 Gross increases (decreases)-tax positions in prior period 24 ( 42 ) Gross increases-tax positions in current period - 848 Unrecognized tax benefits, end of year $ 872 $ 848 The Company’s total liability for unrecognized gross tax benefits was $ 872,000 and $ 848,000 as of May 29, 2021 and May 30, 2020, respectively, which, if ultimately recognized, would impact the effective tax rate in future periods. The unrecognized tax benefits are included in long-term liabilities in the Consolidated Balance Sheets. None of the unrecognized tax benefits are short-term liabilities due to the closing of the statute of limitations. The Company’s major income tax jurisdiction is the U.S., with federal statutes of limitations remaining open for fiscal 2018 and thereafter. For states within the U.S. in which the Company does significant business, the Company remains subject to examination for fiscal 2017 and thereafter. Major foreign jurisdictions in Europe remain open for fiscal years ended 2016 and thereafter. The Company recognizes interest and penalties related to unrecognized tax benefits as a part of its provision for income taxes. During the fiscal year ended May 29, 2021, the Company accrued for interest of $ 24,000 as a component of the liability for unrecognized tax benefits. |
Accrued Salaries And Related Ob
Accrued Salaries And Related Obligations | 12 Months Ended |
May 29, 2021 | |
Accrued Salaries And Related Obligations [Abstract] | |
Accrued Salaries And Related Obligations | 9. Accrued Salaries and Related Obligations Accrued salaries and related obligations consist of the following (in thousands): As of As of May 29, May 30, 2021 2020 Accrued salaries and related obligations $ 13,231 $ 14,795 Accrued bonuses 19,968 17,897 Accrued vacation 22,314 19,715 $ 55,513 $ 52,407 |
Concentrations Of Credit Risk
Concentrations Of Credit Risk | 12 Months Ended |
May 29, 2021 | |
Concentrations Of Credit Risk [Abstract] | |
Concentrations Of Credit Risk | 10. Concentrations of Credit Risk The Company currently maintains cash and cash equivalents in commercial paper or money market accounts. Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of trade receivables. However, concentrations of credit risk are limited due to the large number of customers comprising the Company’s customer base and their dispersion across different business and geographic areas. The Company monitors its exposure to credit losses and maintains an allowance for anticipated losses. A significant change in the liquidity or financial position of one or more of the Company’s customers could result in an increase in the allowance for anticipated losses. No single customer accounted for more than 10% of revenue for the years ended May 29, 2021, May 30, 2020 and May 25, 2019. No single customer accounted for more than 10% of trade accounts receivable as of May 29, 2021 and May 30, 2020. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
May 29, 2021 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 11. Stockholders’ Equity The Company has authorized for issuance 5,000,000 shares of preferred stock with a $ 0.01 par value per share. The board of directors has the authority to issue preferred stock in one or more series and to determine the related rights and preferences. No shares of preferred stock were outstanding as of May 29, 2021 and May 30, 2020. The Company has 70,000,000 authorized shares of common stock with a $ 0.01 par value. At May 29, 2021 and May 30, 2020, there were 32,885,000 and 32,144,000 shares of common stock outstanding, respectively, all of which provide the holders with voting rights. Stock Repurchase Program The Company’s board of directors has periodically approved a stock repurchase program authorizing the repurchase, at the discretion of the Company’s senior executives, of the Company’s common stock for a designated aggregate dollar limit. The current program was authorized in July 2015 (the “July 2015 Program”) and set an aggregate dollar limit not to exceed $ 150 million. Subject to the aggregate dollar limit, the currently authorized stock repurchase program does not have an expiration date. Repurchases under the program may take place in the open market or in privately negotiated transactions and may be made pursuant to a Rule 10b5-1 plan. The Company did no t purchase any share of its common stock during the year ended May 29, 2021. During the year ended May 30, 2020, the Company purchased on the open market approximately 0.3 million shares of its common stock at an average price $ 15.70 per share for approximately $ 5.0 million. As of May 29, 2021, approximately $ 85.1 million remained available for future repurchases of the Company’s common stock under the July 2015 Program. Quarterly Dividend Subject to approval each quarter by its board of directors, the Company pays a regular dividend. On April 15, 2021, the board of directors declared a regular quarterly dividend of $ 0.14 per share of the Company’s common stock. The dividend, paid on June 10, 2021 to holders of record as of May 13, 2021, was accrued in the Company’s Consolidated Balance Sheet as of May 29, 2021 for $ 4.6 million. Continuation of the quarterly dividend is at the discretion of the board of directors and depends upon the Company’s financial condition, results of operations, capital requirements, general business condition, contractual restrictions contained in the Company’s current credit agreements and other agreements, and other factors deemed relevant by the board of directors. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
May 29, 2021 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 12. Revenue Recognition The timing of revenue recognition, billings and cash collections affects the recognition of accounts receivable, contract assets and contract liabilities. Contract assets represent the Company’s rights to consideration for completed performance under the contract (e.g., unbilled receivables), in which the Company has transferred control of the product or services before there is an unconditional right to payment. Contract assets were $ 36.2 million and $ 30.6 million as of May 29, 2021 and May 30, 2020, respectively, which were included in Accounts Receivable in the Consolidated Balance Sheets. Contract liabilities represent deferred revenue when cash is received in advance of performance and are presented in Other Liabilities in the Consolidated Balance Sheets. Contract liabilities were $ 4.6 million and $ 2.9 million as of May 29, 2021 and May 30, 2020, respectively. The year over year increase of $ 1.7 million was primarily related to an increase in services credits earned by key clients. Revenues recognized during the year ended May 29, 2021 that were included in deferred revenues as of May 30, 2020 were $ 1.6 million. Revenues recognized during the year ended May 30, 2020 that were included in deferred revenues as of May 25, 2019 were $ 1.8 million. |
Restructuring Activities
Restructuring Activities | 12 Months Ended |
May 29, 2021 | |
Restructuring Activities [Abstract] | |
Restructuring Activities | 13. Restructuring Activities The Company initiated its global restructuring and business transformation plan in North America and Asia Pacific (the “North America and APAC Plan”) in March 2020 and in Europe (the “European Plan” and, together with the North America and APAC Plan, the “Restructuring Plans”) in September 2020. Both the North America and APAC Plan and the European Plan consisted of two key components: (i) an effort to streamline the management and organizational structure and eliminate certain positions as well as exit certain markets to focus on core solution offerings and high growth clients; and (ii) a strategic rationalization of the Company’s physical geographic footprint and real estate spend to focus investment dollars in high growth core markets for greater impact. In connection with the execution of the European Plan, the Company changed its internal management structure and its reporting structure of financial information used to assess performance and allocate resources during the second quarter of fiscal 2021. The Company revised its operating segments accordingly effective in the second quarter of fiscal 2021, resulting in a change to the Company’s reportable segments into RGP and Other Segments. All of the employee termination and facility exit costs associated with the Company’s restructuring initiatives are within its RGP segment, and are recorded in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. Unpaid employee termination benefits were included in accounts payable and accrued expenses in the Company’s Consolidated Balance Sheets. See further discussion about the Company’s segment position in Note 2 – Summary of Significant Accounting Policies and Note 18 – Segment Information and Enterprise Reporting . Restructuring costs for the years ended May 29, 2021 and May 30, 2020 were as follows (in thousands): For the Year Ended May 29, 2021 For the Year Ended May 30, 2020 North America European North America European and APAC Plan Plan Total and APAC Plan Plan Total Employee termination costs $ 1,024 $ 4,838 $ 5,862 $ 3,927 $ - $ 3,927 Real estate exit costs 1,052 666 1,718 1,055 - 1,055 Other costs - 680 680 - - - Total restructuring costs $ 2,076 $ 6,184 $ 8,260 $ 4,982 $ - $ 4,982 Real estate exit costs for the year ended May 29, 2021 consisted of $ 0.4 million in lease early termination costs paid under the European Plan, $ 0.4 million in loss on disposal of property and equipment, including $ 0.2 million under the European Plan and $ 0.2 million under the North America and APAC Plan, and $ 0.9 million of impairment of ROU assets, including $ 0.1 million under the European Plan and $ 0.8 million under the North America and APAC Plan. Other costs incurred under the European Plan for the year ended May 29, 2021 of $ 0.7 million were primarily related to legal and professional fees associated with the exit of certain non-core markets in Europe. Real estate exit costs for the year ended May 30, 2020 consisted of $ 0.6 million of impairment of ROU assets and $ 0.5 million in loss on disposal of property and equipment, both under the North America and APAC Plan. The following table summarizes the employee termination activity under both the North America and APAC Plan and the European Plan for the years ended May 30, 2020 and May 29, 2021 (in thousands): Liability balance at May 25, 2019 $ - Increase in liability (restructuring costs) 3,927 Reduction in liability (payments and others) ( 2,053 ) Liability balance at May 30, 2020 1,874 Increase in liability (restructuring costs) 5,862 Reduction in liability (payments and others) ( 6,473 ) Liability balance at May 29, 2021 $ 1,263 As of May 29, 2021, the Company has substantially completed the planned employee headcount reduction under both the North America and APAC Plan and the European Plan, and has recognized substantially all of the associated expected employee termination costs. The Company expects the remaining liability of $ 0.4 million and $ 0.9 million as of May 29, 2021, for the North America and APAC Plan and European Plan, respectively, to be paid out prior to the end of fiscal 2022. The Company currently expects to incur additional restructuring charges in fiscal 2022 as it continues to exit certain real estate leases in accordance with the Restructuring Plans. The exact amount and timing will depend on a number of variables, including market conditions. Given the current macro environment, particularly the current shift away from commercial real estate occupancy, accelerated by the Pandemic, management believes it could take longer and be more costly to terminate and sublet the Company’s leases, therefore taking longer to realize the expected savings. |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 12 Months Ended |
May 29, 2021 | |
Stock-Based Compensation Plans [Abstract] | |
Stock-Based Compensation Plans | 14. Stock-Based Compensation Plans General T he Company’s stockholders approved the 2020 Plan on October 22, 2020, which replaced and succeeded in its entirety the 2014 Plan. Executive officers and certain employees, as well as non-employee directors of the Company and certain consultants and advisors are eligible to participate in the 2020 Plan. The maximum number of shares of the Company’s common stock that may be issued or transferred pursuant to awards under the 2020 Plan equals: (1) 1,797,440 (which represents the number of shares that were available for additional award grant purposes under the 2014 Plan immediately prior to the termination of the authority to grant new awards under the 2014 Plan as of October 22, 2020), plus (2) the number of any shares subject to stock options granted under the 2014 Plan or the Resources Connection, Inc. 2004 Performance Incentive Plan (together with the 2014 Plan, the “Prior Plans”) and outstanding as of October 22, 2020 which expire, or for any reason are cancelled or terminated, after that date without being exercised, plus (3) the number of any shares subject to restricted stock and restricted stock unit awards granted under the Prior Plans that are outstanding and unvested as of October 22, 2020 which are forfeited, terminated, cancelled, or otherwise reacquired after that date without having become vested. Awards under the 2020 Plan may include, but are not limited to, stock options, stock appreciation rights, restricted stock, stock units, stock bonuses and other forms of awards granted or denominated in shares of common stock or units of common stock, as well as certain cash bonus awards . Historically, the Company has granted restricted stock units and stock option awards that typically vest in equal annual installments, and restricted stock awards vest based on an individual grant basis as described in the award agreement. Stock option grants typically terminate ten years from the date of grant. As of May 29, 2021, there were 1,851,644 shares available for further award grants under the 2020 Plan. Stock-Based Compensation Expense Stock-based compensation expense included in selling, general and administrative expenses was $ 6.6 million, $ 6.1 million and $ 6.6 million for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. These amounts consisted of stock-based compensation expense related to employee stock options, employee stock purchases made via the ESPP, restricted stock awards, restricted stock units and stock units credited under the Directors Deferred Compensation Plan. Stock Options The following table summarizes the stock option activity for the year ended May 29, 2021 (amounts in thousands, except weighted average exercise price): Number of Weighted Weighted Average Shares Average Remaining Aggregate Under Exercise Contractual Life Intrinsic Option Price (in years) Value Awards outstanding at May 30, 2020 5,755 $ 16.07 6.18 $ - Exercised ( 135 ) 12.05 Forfeited (1) ( 269 ) 17.54 Expired ( 795 ) 17.88 Awards outstanding at May 29, 2021 4,556 $ 15.78 5.71 $ 2,472 Exercisable at May 29, 2021 3,235 $ 15.00 4.85 $ 2,469 Vested and expected to vest at May 29, 2021 (2) 4,499 $ 15.76 5.68 $ 2,472 (1) For stock options forfeited, represent one share for each stock option forfeited. (2) The expected to vest options are the result of applying the pre-vesting forfeiture rate assumptions to options not yet vested of 1,321,496 and 2,391,052 as of May 29, 2021 and May 30, 2020, respectively. The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the Company’s closing stock price of $ 14.58 as of May 28, 2021 (the last trading day of fiscal 2021), which would have been received by the option holders had all option holders exercised their options as of that date. The total pre-tax intrinsic value related to stock options exercised during the years ended May 29, 2021, May 30, 2020 and May 25, 2019 was $ 0.2 million, $ 1.2 million and $ 5.2 million, respectively. The total estimated fair value of stock options that vested during the years ended May 29, 2021, May 30, 2020 and May 25, 2019 was $ 3.2 million, $ 3.5 million and $ 5.4 million, respectively. Valuation and Expense Information for Stock Based Compensation Plans There were no employee stock option grants during the year ended May 29, 2021. The weighted average estimated fair value per share of employee stock options granted during the years ended May 30, 2020 and May 25, 2019 was $ 3.88 and $ 4.74 , respectively, using the Black-Scholes model with the following assumptions: For the Years Ended May 30, 2020 May 25, 2019 Expected volatility 30.9 % - 32.9 % 31.6 % - 34.7 % Risk-free interest rate 1.5 % - 1.8 % 3.1 % - 3.2 % Expected dividends 3.4 % - 3.7 % 3.2 % Expected life 5.6 - 8.1 years 5.7 - 8.3 years Restricted Stock Awards The following table summarizes the activities for the unvested restricted stock awards for the year ended May 29, 2021 (amounts in thousands, except weighted average grant-date fair value): Shares Weighted Average Grant-Date Fair Value Outstanding at May 30, 2020 90 $ 15.90 Granted 99 12.47 Vested ( 62 ) 16.12 Unvested as of May 29, 2021 127 $ 13.12 Expected to vest as of May 29, 2021 115 $ 13.18 As of May 29, 2021, there was $ 1.4 million of total unrecognized compensation cost related to unvested restricted stock awards. The cost is expected to be recognized over a weighted-average period of 1.71 years. The weighted average estimated fair value per share of restricted stock awards granted during the years ended May 29, 2021, May 30, 2020 and May 25, 2019 was $ 12.47 , $ 15.98 and $ 13.93 , respectively. Restricted Stock Units On January 1, 2018, the Company adopted the Directors Deferred Compensation Plan, which provides the members of the Company’s board of directors who are not officers or employees of the Company the opportunity to defer certain compensation and equity awards paid or granted for their service in the form of stock units (“Stock Units”). The Stock Units are used solely as a device for determining the amount of cash benefit to eventually be paid to the director. Each has the same value as one share of Resources Connection, Inc. common stock. Stock Units must be retained until the director leaves the board of directors, at which time the cash value of the Stock Units is paid out. Additional Stock Units are credited to reflect dividends paid on shares of Resources Connection, Inc. common stock. Stock Units credited to a director pursuant to an election to defer compensation (and any dividend equivalents credited thereon) are fully vested at all times. Stock Units credited to a director pursuant to an election to defer an equity award are subject to the vesting conditions applicable to the equity award, except that dividend equivalents credited to a director with respect to such Stock Units are vested at all times. These liability-classified awards are re-measured at each reporting date and on settlement using the closing price of the Company’s common stock on that date. Any change in fair value is recorded as stock-based compensation expense in the period. The Company recognizes stock-based compensation on these Stock Units using the straight-line method over the requisite service period. The Company also grants restricted stock units to its employees under the 2020 Plan, which are classified as equity awards. The following table summarizes the activities for the unvested restricted stock units, including both equity- and liability-classified restricted stock units, for the year ended May 29, 2021 (amounts in thousands, except weighted average grant-date fair value): Equity-Classified Restricted Stock Units Liability-Classified Stock Units Total Restricted Stock Units Shares Weighted Average Grant-Date Fair Value Shares Weighted Average Grant-Date Fair Value Shares Weighted Average Grant-Date Fair Value Outstanding at May 30, 2020 - $ - 87 $ 10.99 87 $ 10.99 Granted 519 11.41 54 12.47 573 11.51 Vested - - ( 52 ) 12.25 ( 52 ) 12.25 Forfeited ( 6 ) 11.53 - - ( 6 ) 11.53 Unvested as of May 29, 2021 513 $ 11.40 89 $ 14.58 602 $ 11.87 Expected to vest as of May 29, 2021 463 $ 11.41 88 $ 14.58 551 $ 11.91 As of May 29, 2021, there was $ 6.2 million of total unrecognized compensation cost related to unvested restricted stock units. The cost is expected to be recognized over a weighted-average period of 2.11 years. The weighted average estimated fair value per share of restricted stock units granted during the years ended May 29, 2021, May 30, 2020 and May 25, 2019 was $ 11.51 , $ 14.98 and $ 16.08 , respectively. Employee Stock Purchase Plan On October 15, 2019, the Company’s stockholders approved the ESPP which superseded the 2014 Employee Stock Purchase Plan. The maximum number of shares of the Company’s common stock authorized for issuance under the ESPP is 1,825,000 . The Company’s ESPP allows qualified employees (as defined in the ESPP) to purchase designated shares of the Company’s common stock at a price equal to 85 % of the lesser of the fair market value of common stock at the beginning or end of each semi-annual stock purchase period. The Company issued 506,000 , 400,000 and 358,000 shares of common stock pursuant to the ESPP for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. There were 1,134,355 shares of common stock available for issuance under the ESPP as of May 29, 2021. |
Benefit Plan
Benefit Plan | 12 Months Ended |
May 29, 2021 | |
Benefit Plan [Abstract] | |
Benefit Plan | 15. Benefit Plan The Company has a defined contribution 401(k) plan (“the plan”) which covers all employees in the U.S. who have completed 90 days of service and are age 21 or older. Participants may contribute up to 50 % of their annual salary up to the maximum amount allowed by statute. As defined in the plan agreement, the Company may make matching contributions in such amount, if any, up to a maximum of 6 % of individual employees’ annual compensation. The Company, at its sole discretion, determines the matching contribution made from quarter to quarter. For the years ended May 29, 2021, May 30, 2020 and May 25, 2019, the Company contributed $ 6.2 million, $ 6.5 million and $ 6.4 million, respectively, to the plan as Company matching contributions. |
Supplemental Disclosure Of Cash
Supplemental Disclosure Of Cash Flow Information | 12 Months Ended |
May 29, 2021 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | |
Supplemental Disclosure Of Cash Flow Information | 16. Supplemental Disclosure of Cash Flow Information Additional information regarding cash flows is as follows (in thousands): For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Income taxes paid $ 18,034 $ 8,258 $ 14,229 Interest paid $ 1,562 $ 2,191 $ 2,440 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 121 $ 137 $ 2,312 Acquisition of Veracity: Liability for contingent consideration $ - $ 7,570 $ - Acquisition of taskforce: Liability for contingent consideration $ - $ - $ 2,195 Acquisition of Expertence: Liability for contingent consideration $ - $ 328 $ - Acquisition of Accretive: Issuance of common stock $ - $ 1,141 $ - Dividends declared, not paid $ 4,610 $ 4,512 $ 4,105 The $ 18.0 million income taxes paid during the year ended May 29, 2021 was partially due to the tax method change that the Company elected to make related to the capitalization of certain fixed assets as part of its overall tax planning strategies. See further discussion in Note 8 – Income Taxes . |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
May 29, 2021 | |
Commitments and Contingencies [Abstract] | |
Commitments And Contingencies | 17. Commitments and Contingencies Legal Proceedings The Company is involved in certain legal matters in the ordinary course of business. In the opinion of management, all such matters, if disposed of unfavorably, would not have a material adverse effect on the Company’s financial position, cash flows or results of operations. |
Segment Information And Enterpr
Segment Information And Enterprise Reporting | 12 Months Ended |
May 29, 2021 | |
Segment Information And Enterprise Reporting [Abstract] | |
Segment Information And Enterprise Reporting | 18. Segment Information and Enterprise Reporting As discussed in Note 2 — Summary of Significant Accounting Policies , the Company revised its historical one segment position and identified the following new operating segments effective in the second quarter of fiscal 2021 to align with changes made in its internal management structure and its reporting structure of financial information used to assess performance and allocate resources: RGP, taskforce , and Sitrick. RGP is the Company’s only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments. The tables below reflect the operating results of the Company’s segments consistent with the management and performance measurement system utilized by the Company. All prior year periods presented were recast to reflect the impact of the preceding segment changes. Performance measurement is based on segment Adjusted EBITDA. Adjusted EBITDA is defined as net income before amortization of intangible assets, depreciation expense, interest and income taxes plus stock-based compensation expense, restructuring costs, and plus or minus contingent consideration adjustments. Adjusted EBITDA at the segment level excludes certain shared corporate administrative costs that are not practical to allocate. The Company’s Chief Operating Decision Maker does not evaluate segments using asset information. Amounts are in thousands. For the Years Ended (2) May 29, May 30, May 25, 2021 2020 2019 Revenues: RGP $ 587,620 $ 662,475 $ 689,602 Other Segments 41,896 40,878 39,397 Total revenues $ 629,516 $ 703,353 $ 728,999 Adjusted EBITDA: RGP $ 77,589 $ 87,836 $ 87,728 Other Segments 3,580 2,601 3,323 Reconciling items (1) ( 28,375 ) ( 30,551 ) ( 26,434 ) Total Adjusted EBITDA $ 52,794 $ 59,886 $ 64,617 (1) Reconciling items are generally comprised of u nallocated corporate administrative costs, including management and board compensation, corporate support function costs and other general corporate costs that are not allocated to segments. (2) Fiscal year 2020 consisted of 53 weeks. Fiscal year 2021 and Fiscal year 2019 consisted of 52 weeks. The below is a reconciliation of the Company’s net income to Adjusted EBITDA for all periods presented (amounts in thousands). For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Net income $ 25,229 $ 28,285 $ 31,470 Adjustments: Amortization of intangible assets 5,228 5,745 3,799 Depreciation expense 3,897 5,019 4,679 Interest expense, net 1,600 2,061 2,190 Income tax (benefit) expense ( 2,545 ) 6,943 16,499 Stock-based compensation expense 6,613 6,057 6,570 Restructuring costs 8,260 4,982 - Contingent consideration adjustment 4,512 794 ( 590 ) Adjusted EBITDA $ 52,794 $ 59,886 $ 64,617 The table below represents the Company’s revenue and long-lived assets by geographic location (amounts in thousands): Revenue for the Years Ended Long-Lived Assets as of (1) May 29, May 30, May 25, May 29, May 30, 2021 2020 2019 2021 2020 United States $ 502,493 $ 568,725 $ 575,641 $ 40,988 $ 50,170 International 127,023 134,628 153,358 4,211 7,762 Total $ 629,516 $ 703,353 $ 728,999 $ 45,199 $ 57,932 (1) Long lived assets are comprised of property and equipment and ROU assets . |
Subsequent Events
Subsequent Events | 12 Months Ended |
May 29, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. Subsequent Events Repayment on Revolving Credit Facility On June 9, 2021, the Company repaid $ 10.0 million on its Facility, reducing its outstanding borrowing under the Facility to $ 33.0 million. |
Description of the Company an_2
Description of the Company and Its Business (Policy) | 12 Months Ended |
May 29, 2021 | |
Description Of The Company And Its Business [Abstract] | |
Fiscal Period | The Company’s fiscal year consists of 52 or 53 weeks, ending on the Saturday in May closest to May 31. Fiscal years 2019 and 2021 consisted of four 13-week quarters and included a total of 52 weeks of activity in the fiscal year. For fiscal year 2020, the first three quarters consisted of 13 weeks each and the fourth quarter consisted of 14 weeks, with a total of 53 weeks of activity in the fiscal year. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies (Policy) | 12 Months Ended |
May 29, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation And Principles Of Consolidation | Basis of Presentation and Principles of Consolidation The Consolidated Financial Statements of the Company (“financial statements”) have been prepared in conformity with accounting principles generally accepted in the U.S. (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Reporting Segments | Reporting Segments Effective in the second quarter of fiscal 2021, the Company revised its historical one segment position and identified the following new operating segments to align with changes made in its internal management structure and its reporting structure of financial information used to assess performance and allocate resources: RGP – a global business consulting practice which operates primarily under the RGP brand and focuses on project consulting and professional staffing services in areas such as finance and accounting, business strategy and transformation, risk and compliance, and technology and digital; taskforce – a German professional services firm that operates under the taskforce brand. It utilizes a distinct independent contractor/partner business model and infrastructure and focuses on providing senior interim management and project management services to middle market clients in the German market; Sitrick – a crisis communications and public relations firm which operates under the Sitrick brand, providing corporate, financial, transactional and crisis communication and management services. Each of these three segments reports through a separate management team to the Company’s Chief Executive Officer, who is designated as the Chief Operating Decision Maker for segment reporting purposes. RGP is the Company’s only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments. Each of these segments represents a reporting unit for the purposes of assessing goodwill for impairment. All prior-period comparative segment information was recast to reflect the current reportable segments in accordance with Accounting Standards Codification (“ASC”) 280, Segment Reporting . The change in segment reporting did not impact the Company’s consolidated financial statements. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to current period presentation. These reclassifications had no effect on previously reported totals for assets, liabilities, stockholders’ equity, cash flows or net income. |
Risks And Uncertainties | Risks and Uncertainties The Pandemic has adversely impacted the Company’ business in the past year including, among other things, reducing demand for or delaying client decisions to procure its services. In response to the Pandemic, the Company evolved its operating model to be more virtual and borderless. The move to virtual and borderless talent helped the Company manage supply and demand more efficiently, which resulted in faster revenue generation and reduced consultant turnover, mitigating the negative impact of the Pandemic. During fiscal 2021, the Company’s revenue declined 10.5 % compared to fiscal 2020, as the Pandemic started to impact the Company on a worldwide basis in the fourth quarter of fiscal 2020. The Company reached a trough in revenue during the first quarter of fiscal 2021 and has since experienced a steady recovery in each sequential quarter thereafter . By the fourth quarter of fiscal 2021, the revenue decline compared to the prior year quarter improved to 3.5 % year over year, and revenue in the fourth quarter of fiscal 2021 exceeded the first quarter of fiscal 2021 by 16.9 %. In order to strengthen the Company’s liquidity during the Pandemic, the Company took proactive measures to increase its cash on hand including, but not limited to, borrowing $ 39 million under its $ 120.0 million secured revolving credit facility with Bank of America (the “Facility”) in the fourth quarter of fiscal 2020, reducing discretionary spending, and focusing on receivables collections efforts. The Company also elected to defer the deposit of its employer portion of social security taxes from April to December 2020, as provided for under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”). Due to the focused efforts to contain costs and manage working capital, the Company’s cash flows from operations enabled it to repay a total of $ 45 million on its borrowings during fiscal 2021 and another $ 10 million subsequently on June 9, 2021. In addition, the Company repaid a total of $ 6.3 million in deferred deposit of the employer portion of social security taxes prior to May 29, 2021. As of May 29, 2021, the Company had cash and cash equivalents of $ 74.4 million, and additional availability under the Facility of $ 75.7 million. Given its balance sheet and liquidity position, management believes that the Company has the financial flexibility and resources needed to operate in the current uncertain economic environment. However, if global economic conditions worsen as a result of the Pandemic, it could materially impact the Company’s liquidity position and capital needs. The full extent to which the Pandemic impacts the Company’ business and financial results will depend on future developments that are highly uncertain and cannot be predicted, including new information that may emerge concerning the severity of the virus and the actions to contain its impact, the impacts of new variants of the virus, and the timing, distribution, efficacy and public acceptance of vaccines and other treatments for COVID-19. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes these estimates and assumptions are adequate, actual results could differ from the estimates and assumptions used. |
Revenue Recognition | Revenue Recognition The Company generates substantially all of its revenues from providing professional consulting services to its clients. Revenues are recognized when control of the promised service is transferred to the Company’s clients, in an amount that reflects the consideration expected in exchange for the services. Revenue is recorded net of sales or other transaction taxes collected from clients and remitted to taxing authorities. Revenues from contracts are recognized over time, based on hours worked by the Company’s professionals. The performance of the agreed-to service over time is the single performance obligation for revenues. Certain clients may receive discounts (for example, volume discounts or rebates) to the amounts billed. These discounts or rebates are considered variable consideration. Management evaluates the facts and circumstances of each contract and client relationship to estimate the variable consideration assessing the most likely amount to recognize and considering management’s expectation of the volume of services to be provided over the applicable period. Rebates are the largest component of variable consideration and are estimated using the most likely amount method, contracts terms and estimates of revenue. Revenues are recognized net of variable consideration to the extent that it is probable that a significant reversal of revenues will not occur in subsequent periods. On a limited basis, the Company may have fixed-price contracts, for which revenues are recognized over time using the input method based on time incurred as a proportion of estimated total time. Time incurred represents work performed, which corresponds with, and therefore best depicts, the transfer of control to the client. Management uses significant judgments when estimating the total hours expected to complete the contract performance obligation. It is possible that updated estimates for consulting engagements may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate. The Company recognizes revenues primarily on a gross basis as it acts as a principal for primarily all of its revenue transactions. The Company has concluded that gross reporting is appropriate because it controls the services before they are transferred to the customers. The Company a) has the risk of identifying and hiring qualified consultants; b) has the discretion to select the consultants and establish the price and responsibilities for services to be provided; c) is primarily responsible for fulfilling the promise to provide the service to the customer; and d) bears the risk for services provided that are not fully paid for by clients. The Company recognizes all reimbursements received from clients for “out-of-pocket” expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $ 3.2 million, $ 9.4 million and $ 12.3 million for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. Commissions earned by the Company’ sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. The Company elected to apply the practical expedient to expense sales commissions as incurred as the expected amortization period is one year or less. Sales commissions are recorded in selling, general and administrative expenses in the Company’s Consolidated Statement of Operations. During the years ended May 29, 2021, May 30, 2020, and May 25, 2019, sales commission expense was $ 5.9 million, $ 6.3 million, and $ 6.7 million, respectively. The Company’s clients are contractually obligated to pay the Company for all hours billed. The Company invoices the majority of its clients on a weekly basis or, in certain circumstances, on a bi-weekly or monthly basis, and its typical arrangement of payment is due within 30 days. To a much lesser extent, in certain circumstances, the Company also earns revenue if one of its consultants is hired by, or if the Company places an outside candidate with, its client. Conversion fees or permanent placement fees are recognized when one of the Company’s professionals, or a candidate identified by the Company, accepts an offer of permanent employment from a client and all requisite terms of the agreement have been met. Such conversion fees or permanent placement fees are recognized when the performance obligation is considered complete, which the Company considers a) when the consultant or candidate accepts the position; b) the consultant or candidate has notified either RGP or their current employer of their decision; and c) the start date is within the Company’s current quarter. Conversion fees were 0.3 %, 0.4 % and 0.5 % of revenue for the years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. Permanent placement fees were 0.6 % of revenue for each of the years ended May 29, 2021, May 30, 2020 and May 25, 2019. The Company’s contracts generally have termination for convenience provisions and do not have termination penalties. While clients are contractually obligated to pay the Company for all hours billed, the Company does not have long-term agreements with its clients for the provision of services and the Company’s clients may terminate engagements at any time. All costs of compensating the Company’s professionals are the responsibility of the Company and are included in direct cost of services. |
Foreign Currency Translation | Foreign Currency Translation The financial statements of subsidiaries outside the U.S. are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at current exchange rates, income and expense items are translated at average exchange rates prevailing during the period and the related translation adjustments are recorded as a component of comprehensive income or loss within stockholders’ equity. Gains and losses from foreign currency transactions are included in selling, general and administrative expenses in the Consolidated Statements of Operations. |
Per Share Information | Per Share Information The Company presents both basic and diluted earnings per share (“EPS”). Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is based upon the weighted average number of common shares and common equivalent shares outstanding during the period, calculated using the treasury stock method. Under the treasury stock method, exercise proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost related to stock awards for future services that the Company has not yet recognized and the amount of tax benefits that would be recorded when the award becomes deductible. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect. Stock options for which the exercise price exceeds the average market price over the period are anti-dilutive and are excluded from the calculation. The following table summarizes the calculation of net income per share for the years ended May 29, 2021, May 30, 2020 and May 25, 2019 (in thousands, except per share amounts): For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Net income $ 25,229 $ 28,285 $ 31,470 Basic: Weighted average shares 32,444 31,989 31,596 Diluted: Weighted average shares 32,444 31,989 31,596 Potentially dilutive shares 108 238 611 Total dilutive shares 32,552 32,227 32,207 Net income per common share Basic $ 0.78 $ 0.88 $ 1.00 Dilutive $ 0.78 $ 0.88 $ 0.98 Anti-dilutive shares not included above 4,556 4,731 3,316 |
Cash And Cash Equivalents | Cash and Cash Equivalents The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the consolidated balance sheets for cash and cash equivalents approximate the fair values due to the short maturities of these instruments. |
Financial Instruments | Financial Instruments The fair value of the Company’s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels: Level 1 – Quoted prices in active markets for identical assets and liabilities. Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets. Level 3 – Unobservable inputs. The following table shows the Company’s financial instruments that are measured and recorded in the consolidated financial statements at fair value on a recurring basis (in thousands): May 29, 2021 May 30, 2020 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Liabilities: Contingent consideration liability $ - $ - $ 7,129 $ - $ - $ 7,898 Total liabilities $ - $ - $ 7,129 $ - $ - $ 7,898 Contingent consideration liability presented in the table above is for estimated future contingent consideration cash payments related to the Company’s acquisitions. Total contingent consideration liabilities were $ 7.1 million and $ 7.9 million as of May 29, 2021 and May 30, 2020, respectively. The fair value measurement of the liability is based on significant inputs not observed in the market and thus represents a Level 3 measurement. The significant unobservable inputs used in the fair value measurement of the contingent consideration liability are the Company’s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liability is remeasured on a quarterly basis by the Company using additional information as it becomes available, and any change in the fair value estimates are recorded in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations . See Note 3 – Acquisitions and Dispositions . The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and long-term debt, are carried at cost, which approximates their fair value because of the short - term maturity of these instruments or because their stated interest rates are indicative of market interest rates. |
Allowance For Doubtful Accounts | Allowance for Doubtful Accounts The Company maintains an allowance for doubtful accounts for estimated losses resulting from its clients’ failure to make required payments for services rendered. Management estimates this allowance based upon knowledge of the financial condition of the Company’s clients (which may not include knowledge of all significant events), review of historical receivable and reserve trends and other pertinent information. If the financial condition of the Company’s clients deteriorates or there is an unfavorable trend in aggregate receivable collections, additional allowances may be required. The following table summarizes the activity in the allowance for doubtful accounts (in thousands): Currency Beginning Charged to Rate (Write-offs)/ Ending Balance Operations Changes Recoveries Balance Years Ended: May 25, 2019 $ 1,640 $ 1,540 $ - $ ( 660 ) $ 2,520 May 30, 2020 $ 2,520 $ 1,840 $ ( 18 ) $ ( 1,275 ) $ 3,067 May 29, 2021 $ 3,067 $ ( 55 ) $ 4 $ ( 984 ) $ 2,032 |
Property And Equipment | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the following estimated useful lives: Building 30 years Furniture 5 to 10 years Leasehold improvements Lesser of useful life of asset or term of lease Computer, equipment and software 3 to 5 years Costs for normal repairs and maintenance are expensed to operations as incurred, while renewals and major refurbishments are capitalized. |
Long-lived Assets | Long-lived Assets The Company evaluates the recoverability of long - lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The impairment test comprises two steps. The first step compares the carrying amount of the asset to the sum of expected undiscounted future cash flows. If the sum of expected undiscounted future cash flows exceeds the carrying amount of the asset, no impairment is taken. If the sum of expected undiscounted future cash flows is less than the carrying amount of the asset, a second step is warranted and an impairment loss is measured as the amount by which the carrying amount of the asset exceeds its fair value calculated using the present value of estimated net future cash flows. The Company recorded right-of-use (“ROU”) assets impairment of $ 0.9 million and $ 0.6 million for the years ended May 29, 2021 and May 30, 2020, respectively, primarily associated with exiting certain real estate leases as part of its restructuring initiatives. The impairment charges are included in selling, general and administrative expense in the Company’s Consolidated Statements of Operations. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is recorded at the time of an acquisition and is calculated as the difference between the aggregate consideration paid for an acquisition and the fair value of the net tangible and intangible assets acquired. Goodwill is not subject to amortization but the carrying value is tested for impairment on an annual basis in the fourth quarter of the fiscal year, or more frequently if the Company believes indicators of impairment exist. Impairment evaluations involve management’s assessment of qualitative factors to determine whether it is more likely than not that goodwill is impaired. If management concludes from its assessment of qualitative factors that it is more likely than not that impairment exists, then a quantitative impairment test will be performed. Significant management judgment is required in the forecasts of future operating results that are used in these evaluations. The Company’s interim and annual goodwill impairment analysis indicated that there was no related impairment for the fiscal years ended May 29, 2021, May 30, 2020 and May 25, 2019, respectively. The Company’s identifiable intangible assets include customer contracts and relationships, tradenames, backlog, consultant list, non-compete agreements and computer software, including internally-developed software. These assets are amortized on a straight-line basis over lives ranging from 17 months to ten years . See Note 4 — Intangible Assets and Goodwill for a further description of the Company’s goodwill and intangible assets, including information about the Company’s goodwill impairment assessment in connection with its change in segment reporting effective in the second quarter of fiscal 2021 . |
Leases | Leases The Company currently leases office space, vehicles and certain equipment under operating leases expiring through 2028. At May 29, 2021, the Company had no finance leases. The Company’s operating leases are primarily for real estates, which include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of common area maintenance, operating expenses and real estate taxes applicable to the property. Variable payments are excluded from the measurements of lease liabilities and are expensed as incurred. Any tenant improvement allowances received from the lessor are recorded as a reduction to rent expense over the term of the lease. None of the Company’s lease agreements contained residual value guarantees or material restrictive covenants. The Company has not entered into any real estate lease arrangements where it occupies the entire building. As such, the Company does not have any separate land lease components embedded within any of its real estate leases. The Company determines if an arrangement is a lease at the inception of the contract. Specially, the Company considers whether it can control the underlying asset and have the right to obtain substantially all of the economic benefits or outputs from the assets. The ROU assets represent the right to use the underlying assets for the lease term and the lease liabilities represent the Company’s obligation to make lease payments arising from the leases. The Company’s lease liability is recognized as of the lease commencement date at the present value of the lease payments over the lease term. The Company’s ROU asset is recognized as of the lease commencement date at the amount of the corresponding lease liability, adjusted for prepaid lease payments, lease incentives received, and initial direct costs incurred. The Company evaluates its ROU assets for impairment consistent with its policy for evaluating long-lived assets for impairment. See “Long-lived Assets” above. ROU assets are presented as operating right-of-use assets in the Company’s Consolidated Balance Sheets. Operating lease liabilities are presented as operating lease liabilities, current or operating lease liabilities, noncurrent in the Company’s Consolidated Balance Sheets based on their contractual due dates. Operating lease expense is recognized on a straight-line basis over the lease term, and is recognized in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. Most of the Company’s leases do not provide an implicit rate that can be readily determined. Therefore, the Company uses a discount rate based on its incremental borrowing rate and the information available at the commencement date. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a fully collateralized basis over a similar term in an amount equal to the total lease payments in a similar economic environment. The Company has a centrally managed treasury function; therefore, the portfolio approach is applied in determining the incremental borrowing rate. Application at the portfolio level is not materially different from applying guidance at the individual lease level. Certain of the Company’s leases include one or more options to renew or terminate the lease at the Company’s discretion. Generally, the renewal and termination options are not included in the ROU assets and lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates lease renewal and termination options and, when they are reasonably certain of exercise, includes the renewal or termination option in the lease term. In some instances, the Company subleases excess office space to third party tenants. The Company, as sublessor, continues to account for the head lease. If the lease cost for the term of the sublease exceeds the Company’s anticipated sublease income for the same period, this indicates that the right-of-use asset associated with the head lease should be assessed for impairment under the long-lived asset impairment provisions. Sublease income is included in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. The Company has elected the practical expedient that allows lessees to choose to not separate lease and non-lease components by class of underlying asset and is applying this expedient to all real estate asset classes. Additionally, the Company has also made an accounting policy election to recognize the lease payments under short-term leases as an expense on a straight-line basis over the lease term without recognizing the lease liability and the ROU asset. See Note 6 — Leases for a further description of the Company’s leases. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes compensation expense for all share-based payment awards made to employees and directors, including restricted stock awards, restricted stock units, employee stock options awarded under the Company’s 2020 Performance Incentive Plan (the “2020 Plan”) and the Company’s 2014 Performance Incentive Plan (the “2014 Plan”), and employee stock purchases made via the Company’s 2019 Employee Stock Purchase Plan (the “ESPP”), based on estimated fair value at the date of grant. The Company estimates the fair value of share-based payment awards on the date of grant using the Black-Scholes valuation model for stock options and the closing price of the Company’s common stock on the date of grant for restricted stock awards and restricted stock units . The value of the portion of the award that is ultimately expected to vest is recognized on a straight-line basis as an expense over the requisite service periods. If the actual number of forfeitures differs from that estimated by management, additional adjustments to compensation expense may be required in future periods. Excess income tax benefits and deficiencies from stock-based compensation are recognized as a discrete item within the provision for income taxes on the Company’s Consolidated Statements of Operations. Stock options and restricted stock units typically vest over four years and restricted stock award vesting is determined on an individual grant basis under the 2014 Plan or the 2020 Plan. See Note 14 — Stock-Based Compensation Plans for further information on the 2020 Plan and stock-based compensation. |
Income Taxes | Income Taxes The Company recognizes deferred income taxes for the estimated tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized when, in management’s opinion, it is more likely than not that some portion of the deferred tax assets will not be realized. The provision for income taxes represents current taxes payable net of the change during the period in deferred tax assets and liabilities. The Company also evaluates its uncertain tax positions and only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are measured based on the largest benefit that has a greater than 50 percentage likelihood of being realized upon settlement. The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Any change in judgment related to the expected ultimate resolution of uncertain tax positions is recognized in earnings in the period in which such change occurs. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Pronouncements Adopted During Fiscal Year 2021 In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). Under ASU 2016-13, companies are required to present financial assets, measured at amortized cost basis, at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis, such as trade receivables. The measurement of expected credit loss will be based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company adopted this guidance using the modified retrospective adoption method beginning with its first quarter of fiscal 2021, and applied it to all applicable accounts. The application of this new guidance did not have a material impact on the Company’s consolidated financial condition, results of operations or cash flows. |
Summary Of Significant Accoun_3
Summary Of Significant Accounting Policies (Tables) | 12 Months Ended |
May 29, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | |
Calculation Of Net (Loss) Income Per Share | For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Net income $ 25,229 $ 28,285 $ 31,470 Basic: Weighted average shares 32,444 31,989 31,596 Diluted: Weighted average shares 32,444 31,989 31,596 Potentially dilutive shares 108 238 611 Total dilutive shares 32,552 32,227 32,207 Net income per common share Basic $ 0.78 $ 0.88 $ 1.00 Dilutive $ 0.78 $ 0.88 $ 0.98 Anti-dilutive shares not included above 4,556 4,731 3,316 |
Financial Instruments Measured At Fair Value On A Recurring Basis | May 29, 2021 May 30, 2020 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Liabilities: Contingent consideration liability $ - $ - $ 7,129 $ - $ - $ 7,898 Total liabilities $ - $ - $ 7,129 $ - $ - $ 7,898 |
Summary Of The Activity In Allowance For Doubtful Accounts | Currency Beginning Charged to Rate (Write-offs)/ Ending Balance Operations Changes Recoveries Balance Years Ended: May 25, 2019 $ 1,640 $ 1,540 $ - $ ( 660 ) $ 2,520 May 30, 2020 $ 2,520 $ 1,840 $ ( 18 ) $ ( 1,275 ) $ 3,067 May 29, 2021 $ 3,067 $ ( 55 ) $ 4 $ ( 984 ) $ 2,032 |
Schedule Of Estimated Useful Lives Of Property And Equipment | Building 30 years Furniture 5 to 10 years Leasehold improvements Lesser of useful life of asset or term of lease Computer, equipment and software 3 to 5 years |
Acquisitions And Dispositions (
Acquisitions And Dispositions (Tables) | 12 Months Ended |
May 29, 2021 | |
Expertence [Member] | |
Business Acquisition [Line Items] | |
Summary Of Fair Value Of Consideration Transferred | Cash $ 383 Estimated initial contingent consideration 305 Total $ 688 |
Summary Of Recognized Amounts Of Assets Acquired And Liabilities Assumed | Cash and cash equivalents $ 11 Accounts receivable 215 Prepaid expenses and other current assets 7 Intangible assets: Computer software ( 24 months useful life) 184 Total identifiable assets 417 Accounts payable 196 Accrued expenses and other current liabilities 8 Deferred tax liability 59 Total liabilities assumed 263 Net identifiable assets acquired 154 Goodwill 534 Net assets acquired $ 688 |
Veracity [Member] | |
Business Acquisition [Line Items] | |
Summary Of Fair Value Of Consideration Transferred | Cash $ 32,314 Estimated initial contingent consideration 6,290 Total $ 38,604 |
Summary Of Recognized Amounts Of Assets Acquired And Liabilities Assumed | Cash and cash equivalents $ 2,056 Accounts receivable 3,299 Prepaid expenses and other current assets 116 Intangible assets: Backlog ( 17 months useful life) 1,210 Customer relationships ( 7 years useful life) 9,300 Trademarks ( 3 years useful life) 570 Property and equipment 117 Total identifiable assets 16,668 Accounts payable 305 Accrued expenses and other current liabilities 712 Total liabilities assumed 1,017 Net identifiable assets acquired 15,651 Goodwill 22,953 Net assets acquired $ 38,604 |
Intangible Assets And Goodwill
Intangible Assets And Goodwill (Tables) | 12 Months Ended |
May 29, 2021 | |
Intangible Assets And Goodwill [Abstract] | |
Summary Of Intangible Assets And Related Accumulated Amortization | As of May 29, 2021 As of May 30, 2020 Accumulated Accumulated Gross Amortization Net Gross Amortization Net Customer contracts and relationships ( 3 - 8 years ) $ 23,941 $ ( 9,918 ) $ 14,023 $ 23,779 $ ( 6,707 ) $ 17,072 Tradenames ( 3 - 10 years ) 5,164 ( 3,651 ) 1,513 4,960 ( 2,735 ) 2,225 Backlog ( 17 months ) 1,210 ( 1,210 ) - 1,210 ( 694 ) 516 Consultant list ( 3 years ) 849 ( 849 ) - 776 ( 718 ) 58 Non-compete agreements ( 3 years ) 970 ( 970 ) - 888 ( 821 ) 67 Computer software ( 2 - 3.5 years) 5,446 ( 742 ) 4,704 185 ( 46 ) 139 Total $ 37,580 $ ( 17,340 ) $ 20,240 $ 31,798 $ ( 11,721 ) $ 20,077 |
Summary Of Future Estimated Amortization Expense | 2022 $ 4,399 2023 4,190 2024 3,986 2025 3,123 2026 2,330 Total $ 18,028 |
Summary Of Activity In Goodwill Balance | RGP Other Segments Total Company Balance as of May 25, 2019 $ 186,170 $ 4,645 $ 190,815 Acquisitions (see Note 3) 22,953 534 23,487 Impact of foreign currency exchange rate changes ( 165 ) ( 70 ) ( 235 ) Balance as of May 30, 2020 $ 208,958 $ 5,109 $ 214,067 Impact of foreign currency exchange rate changes 430 2,261 2,691 Balance as of May 29, 2021 $ 209,388 $ 7,370 $ 216,758 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 12 Months Ended |
May 29, 2021 | |
Property And Equipment [Abstract] | |
Schedule Of Property And Equipment | As of As of May 29, 2021 May 30, 2020 Building and land $ 14,244 $ 14,244 Computers, equipment and software 16,540 18,102 Leasehold improvements 15,609 19,903 Furniture 9,157 10,256 55,550 62,505 Less: accumulated depreciation and amortization ( 35,007 ) ( 38,861 ) $ 20,543 $ $ 23,644 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
May 29, 2021 | |
Leases [Abstract] | |
Lease Cost Components | For the Years Ended May 29, 2021 May 30, 2020 Operating lease cost $ 10,604 $ 12,308 Short-term lease cost 202 345 Variable lease cost 2,585 2,808 Sublease income ( 913 ) ( 610 ) Total lease cost $ 12,478 $ 14,851 |
Lease Term And Discount Rate | As of As of May 29, 2021 May 30, 2020 Weighted average remaining lease term 3.7 years 4.3 years Weighted average discount rate 3.92 % 4.09 % |
Supplemental Cash Flow Information Related To Operating Leases | For the Years Ended May 29, 2021 May 30, 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 13,206 $ 13,311 Right-of-use assets obtained in exchange for new operating lease obligations $ 2,235 $ 3,452 |
Maturities Of Operating Lease Liabilities | Years Ending: Operating Lease Maturity May 28, 2022 $ 11,167 May 27, 2023 8,878 May 25, 2024 6,980 May 31, 2025 3,117 May 30, 2026 1,577 Thereafter 1,496 Total minimum payments $ 33,215 Less: interest ( 2,269 ) Present value of operating lease liabilities $ 30,946 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
May 29, 2021 | |
Income Taxes [Abstract] | |
Schedule Of Current And Deferred Income Tax Provision For Federal And State Income Taxes Attributable To Operations | For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Current Federal $ ( 19,790 ) $ 3,038 $ 5,068 State 3,256 1,302 2,278 Foreign 1,769 1,686 2,690 ( 14,765 ) 6,026 10,036 Deferred Federal 13,509 874 5,890 State ( 1,341 ) 245 619 Foreign 52 ( 202 ) ( 46 ) 12,220 917 6,463 $ ( 2,545 ) $ 6,943 $ 16,499 |
Schedule Of Income Before Provision For Income Taxes | For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Domestic $ 23,598 $ 36,148 $ 41,828 Foreign ( 914 ) ( 920 ) 6,141 $ 22,684 $ 35,228 $ 47,969 |
Schedule Of Effective Income Tax Rate Reconciliation | For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Statutory tax rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 9.0 3.6 4.9 Non-U.S. rate adjustments 3.1 0.9 1.3 Stock-based compensation 6.0 3.2 2.8 Long-term net capital gains - - ( 6.1 ) Foreign tax credit - - 9.3 Valuation allowance 7.8 4.1 ( 2.8 ) Global Intangible Low-Taxed Income (“GILTI”) - 0.9 1.1 Worthless Stock Deduction - ( 14.8 ) - Worthless Debt Deduction - ( 2.6 ) - FIN48 0.1 1.6 - Permanent items, primarily meals and entertainment 0.8 2.0 1.4 Deferred tax impact of U.S. federal rate changes - - 0.1 Deferred tax impact of foreign rate changes ( 1.9 ) ( 0.2 ) 1.2 Prior year true-ups ( 3.8 ) - - Prior year interest and penalty 3.1 - - Federal rate benefit on NOL carryback ( 56.3 ) - - Other, net ( 0.1 ) - 0.2 Effective tax rate ( 11.2 ) % 19.7 % 34.4 % |
Schedule Of The Components Of Net Deferred Tax Asset (Liability) | As of As of May 29, May 30, 2021 2020 Deferred tax assets: Allowance for doubtful accounts $ 268 $ 1,158 Accrued compensation 4,567 3,716 Accrued expenses 4,495 2,652 Stock options and restricted stock 4,435 4,870 Foreign tax credit 557 567 Net operating losses 16,931 12,018 State taxes 210 70 Property and equipment 410 - Gross deferred tax asset 31,873 25,051 Valuation allowance ( 13,263 ) ( 11,069 ) Gross deferred tax asset, net of valuation allowance 18,610 13,982 Deferred tax liabilities: Property and equipment - ( 547 ) Outside basis difference - Sweden investment ( 259 ) ( 263 ) IRC Section 481(a) adjustment ( 16,786 ) - Goodwill and intangibles ( 18,256 ) ( 17,790 ) Net deferred tax liability $ ( 16,691 ) $ ( 4,618 ) |
Summary Of Net Operating Loss Expiration Periods | Expiration Periods Amount of Net Operating Losses Fiscal Years Ending: (in thousands) 2022 $ 89 2023 139 2024 2,511 2025 593 2026 621 2027-2031 2,524 Unlimited 52,587 $ 59,064 |
Summary Of Activity In Valuation Allowance | Currency Beginning Charged to Rate Ending Balance Operations Changes Balance Years Ended: May 25, 2019 $ 15,298 $ ( 1,440 ) $ ( 668 ) $ 13,190 May 30, 2020 $ 13,190 $ ( 1,919 ) $ ( 202 ) $ 11,069 May 29, 2021 $ 11,069 $ 951 $ 1,243 $ 13,263 |
Summary Of The Activity Related To Gross Unrecognized Tax Benefits | For the Years Ended May 29, May 30, 2021 2020 Unrecognized tax benefits, beginning of year $ 848 $ 42 Gross increases (decreases)-tax positions in prior period 24 ( 42 ) Gross increases-tax positions in current period - 848 Unrecognized tax benefits, end of year $ 872 $ 848 |
Accrued Salaries And Related _2
Accrued Salaries And Related Obligations (Tables) | 12 Months Ended |
May 29, 2021 | |
Accrued Salaries And Related Obligations [Abstract] | |
Schedule Of Accrued Salaries And Related Obligations | As of As of May 29, May 30, 2021 2020 Accrued salaries and related obligations $ 13,231 $ 14,795 Accrued bonuses 19,968 17,897 Accrued vacation 22,314 19,715 $ 55,513 $ 52,407 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 12 Months Ended |
May 29, 2021 | |
Restructuring Activities [Abstract] | |
Summary Of Restructuring Costs | For the Year Ended May 29, 2021 For the Year Ended May 30, 2020 North America European North America European and APAC Plan Plan Total and APAC Plan Plan Total Employee termination costs $ 1,024 $ 4,838 $ 5,862 $ 3,927 $ - $ 3,927 Real estate exit costs 1,052 666 1,718 1,055 - 1,055 Other costs - 680 680 - - - Total restructuring costs $ 2,076 $ 6,184 $ 8,260 $ 4,982 $ - $ 4,982 |
Summary Of Employee Termination Activity | Liability balance at May 25, 2019 $ - Increase in liability (restructuring costs) 3,927 Reduction in liability (payments and others) ( 2,053 ) Liability balance at May 30, 2020 1,874 Increase in liability (restructuring costs) 5,862 Reduction in liability (payments and others) ( 6,473 ) Liability balance at May 29, 2021 $ 1,263 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 12 Months Ended |
May 29, 2021 | |
Stock-Based Compensation Plans [Abstract] | |
Summary Of Stock Option Activity | Number of Weighted Weighted Average Shares Average Remaining Aggregate Under Exercise Contractual Life Intrinsic Option Price (in years) Value Awards outstanding at May 30, 2020 5,755 $ 16.07 6.18 $ - Exercised ( 135 ) 12.05 Forfeited (1) ( 269 ) 17.54 Expired ( 795 ) 17.88 Awards outstanding at May 29, 2021 4,556 $ 15.78 5.71 $ 2,472 Exercisable at May 29, 2021 3,235 $ 15.00 4.85 $ 2,469 Vested and expected to vest at May 29, 2021 (2) 4,499 $ 15.76 5.68 $ 2,472 (1) For stock options forfeited, represent one share for each stock option forfeited. (2) The expected to vest options are the result of applying the pre-vesting forfeiture rate assumptions to options not yet vested of 1,321,496 and 2,391,052 as of May 29, 2021 and May 30, 2020, respectively. |
Schedule Of Share-Based Payment Award, Valuation Assumptions | For the Years Ended May 30, 2020 May 25, 2019 Expected volatility 30.9 % - 32.9 % 31.6 % - 34.7 % Risk-free interest rate 1.5 % - 1.8 % 3.1 % - 3.2 % Expected dividends 3.4 % - 3.7 % 3.2 % Expected life 5.6 - 8.1 years 5.7 - 8.3 years |
Summary Of Unvested Restricted Awards | Shares Weighted Average Grant-Date Fair Value Outstanding at May 30, 2020 90 $ 15.90 Granted 99 12.47 Vested ( 62 ) 16.12 Unvested as of May 29, 2021 127 $ 13.12 Expected to vest as of May 29, 2021 115 $ 13.18 |
Summary Unvested Restricted Stock Unit Activity | Equity-Classified Restricted Stock Units Liability-Classified Stock Units Total Restricted Stock Units Shares Weighted Average Grant-Date Fair Value Shares Weighted Average Grant-Date Fair Value Shares Weighted Average Grant-Date Fair Value Outstanding at May 30, 2020 - $ - 87 $ 10.99 87 $ 10.99 Granted 519 11.41 54 12.47 573 11.51 Vested - - ( 52 ) 12.25 ( 52 ) 12.25 Forfeited ( 6 ) 11.53 - - ( 6 ) 11.53 Unvested as of May 29, 2021 513 $ 11.40 89 $ 14.58 602 $ 11.87 Expected to vest as of May 29, 2021 463 $ 11.41 88 $ 14.58 551 $ 11.91 |
Supplemental Disclosure Of Ca_2
Supplemental Disclosure Of Cash Flow Information (Tables) | 12 Months Ended |
May 29, 2021 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | |
Schedule Of Additional Information Regarding Cash Flows | For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Income taxes paid $ 18,034 $ 8,258 $ 14,229 Interest paid $ 1,562 $ 2,191 $ 2,440 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 121 $ 137 $ 2,312 Acquisition of Veracity: Liability for contingent consideration $ - $ 7,570 $ - Acquisition of taskforce: Liability for contingent consideration $ - $ - $ 2,195 Acquisition of Expertence: Liability for contingent consideration $ - $ 328 $ - Acquisition of Accretive: Issuance of common stock $ - $ 1,141 $ - Dividends declared, not paid $ 4,610 $ 4,512 $ 4,105 |
Segment Information And Enter_2
Segment Information And Enterprise Reporting (Tables) | 12 Months Ended |
May 29, 2021 | |
Segment Information And Enterprise Reporting [Abstract] | |
Summary Of Operating Results Of Segments | For the Years Ended (2) May 29, May 30, May 25, 2021 2020 2019 Revenues: RGP $ 587,620 $ 662,475 $ 689,602 Other Segments 41,896 40,878 39,397 Total revenues $ 629,516 $ 703,353 $ 728,999 Adjusted EBITDA: RGP $ 77,589 $ 87,836 $ 87,728 Other Segments 3,580 2,601 3,323 Reconciling items (1) ( 28,375 ) ( 30,551 ) ( 26,434 ) Total Adjusted EBITDA $ 52,794 $ 59,886 $ 64,617 (1) Reconciling items are generally comprised of u nallocated corporate administrative costs, including management and board compensation, corporate support function costs and other general corporate costs that are not allocated to segments. (2) Fiscal year 2020 consisted of 53 weeks. Fiscal year 2021 and Fiscal year 2019 consisted of 52 weeks. |
Reconciliation Of Net Income (Loss) To Adjusted EBITDA | For the Years Ended May 29, May 30, May 25, 2021 2020 2019 Net income $ 25,229 $ 28,285 $ 31,470 Adjustments: Amortization of intangible assets 5,228 5,745 3,799 Depreciation expense 3,897 5,019 4,679 Interest expense, net 1,600 2,061 2,190 Income tax (benefit) expense ( 2,545 ) 6,943 16,499 Stock-based compensation expense 6,613 6,057 6,570 Restructuring costs 8,260 4,982 - Contingent consideration adjustment 4,512 794 ( 590 ) Adjusted EBITDA $ 52,794 $ 59,886 $ 64,617 |
Summary Of Revenue And Long-Lived Assets By Geographic Location | Revenue for the Years Ended Long-Lived Assets as of (1) May 29, May 30, May 25, May 29, May 30, 2021 2020 2019 2021 2020 United States $ 502,493 $ 568,725 $ 575,641 $ 40,988 $ 50,170 International 127,023 134,628 153,358 4,211 7,762 Total $ 629,516 $ 703,353 $ 728,999 $ 45,199 $ 57,932 (1) Long lived assets are comprised of property and equipment and ROU assets . |
Description of the Company an_3
Description of the Company and its Business (Narrative) (Details) | 12 Months Ended |
May 29, 2021 | |
Minimum [Member] | |
Description of the Company and its Business [Line Items] | |
Fiscal period duration | 364 days |
Maximum [Member] | |
Description of the Company and its Business [Line Items] | |
Fiscal period duration | 371 days |
Summary Of Significant Accoun_4
Summary Of Significant Accounting Policies (Narrative) (Details) | Jun. 09, 2021USD ($) | May 29, 2021USD ($) | May 30, 2020USD ($) | May 29, 2021USD ($) | May 29, 2021USD ($)segment | May 30, 2020USD ($) | May 25, 2019USD ($) | Nov. 28, 2020USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Number of segments | segment | 3 | |||||||
Increase (decrease) in revenue, percentage | (3.50%) | 16.90% | (10.50%) | |||||
Proceeds from revolving credit facility | $ 74,000,000 | |||||||
Repaid borrowings | $ 45,000,000 | |||||||
Repayment of deferred social security taxes deposits | 6,300,000 | |||||||
Cash and cash equivalents | $ 74,391,000 | $ 95,624,000 | $ 74,391,000 | 74,391,000 | 95,624,000 | |||
Direct cost of services, primarily payroll and related taxes for professional services employees | 388,112,000 | 427,870,000 | $ 446,560,000 | |||||
Revenue | 629,516,000 | 703,353,000 | 728,999,000 | |||||
Contingent consideration liability | 7,100,000 | 7,900,000 | 7,100,000 | 7,100,000 | 7,900,000 | |||
Asset impairment charges | 935,000 | 649,000 | ||||||
Goodwill impairment | 0 | 0 | 0 | $ 0 | 0 | 0 | $ 0 | |
Stock options vesting period | 4 years | |||||||
Subsequent Event [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Repaid borrowings | $ 10,000,000 | |||||||
Reimbursements [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Revenue | $ 3,200,000 | 9,400,000 | 12,300,000 | |||||
Sales Commissions [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Direct cost of services, primarily payroll and related taxes for professional services employees | $ 5,900,000 | $ 6,300,000 | $ 6,700,000 | |||||
Conversion Fees [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Revenue percentage | 0.30% | 0.40% | 0.50% | |||||
Permanent Placement Fees [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Revenue percentage | 0.60% | |||||||
Minimum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Intangible assets, useful lives | 17 months | |||||||
Maximum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Intangible assets, useful lives | 10 years | |||||||
Credit Facility [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Proceeds from revolving credit facility | 39,000,000 | |||||||
Credit facility, remaining borrowing capacity | 75,700,000 | 75,700,000 | $ 75,700,000 | |||||
Credit facility, maximum borrowing capacity | $ 120,000,000 | $ 120,000,000 | $ 120,000,000 | $ 120,000,000 | $ 120,000,000 |
Summary Of Significant Accoun_5
Summary Of Significant Accounting Policies (Calculation Of Net (Loss) Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Summary Of Significant Accounting Policies [Abstract] | |||
Net income | $ 25,229 | $ 28,285 | $ 31,470 |
Basic: | |||
Weighted average shares | 32,444 | 31,989 | 31,596 |
Diluted: | |||
Weighted average shares | 32,444 | 31,989 | 31,596 |
Potentially dilutive shares | 108 | 238 | 611 |
Total dilutive shares | 32,552 | 32,227 | 32,207 |
Net income per common share: | |||
Basic (per share) | $ 0.78 | $ 0.88 | $ 1 |
Dilutive (per share) | $ 0.78 | $ 0.88 | $ 0.98 |
Anti-dilutive shares not included above | 4,556 | 4,731 | 3,316 |
Summary Of Significant Accoun_6
Summary Of Significant Accounting Policies (Financial Instruments Measured At Fair Value On A Recurring Basis) (Details) - USD ($) $ in Thousands | May 29, 2021 | May 30, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent consideration liability | $ 7,100 | $ 7,900 |
Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent consideration liability | 7,129 | 7,898 |
Total liabilities | $ 7,129 | $ 7,898 |
Summary Of Significant Accoun_7
Summary Of Significant Accounting Policies (Summary Of The Activity In Allowance For Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Summary Of Significant Accounting Policies [Abstract] | |||
Beginning Balance | $ 3,067 | $ 2,520 | $ 1,640 |
Charged to Operations | (55) | 1,840 | 1,540 |
Currency Rate Changes | 4 | (18) | |
(Write-offs)/Recoveries | (984) | (1,275) | (660) |
Ending Balance | $ 2,032 | $ 3,067 | $ 2,520 |
Summary Of Significant Accoun_8
Summary Of Significant Accounting Policies (Schedule Of Estimated Useful Lives Of Property And Equipment) (Details) | 12 Months Ended |
May 29, 2021 | |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 30 years |
Minimum [Member] | Furniture [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Minimum [Member] | Computers, Equipment And Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Maximum [Member] | Furniture [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Maximum [Member] | Computers, Equipment And Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Acquisitions and Dispositions_2
Acquisitions and Dispositions (Narrative) (Details) | Nov. 30, 2019USD ($) | Sep. 02, 2019USD ($) | Jul. 31, 2019USD ($) | Jul. 31, 2021USD ($) | Nov. 30, 2020USD ($) | Nov. 23, 2019USD ($) | May 29, 2021USD ($)item | May 30, 2020USD ($)entityitem | May 25, 2019USD ($) | Sep. 02, 2019SEK (kr) |
Business Acquisition [Line Items] | ||||||||||
Number of businesses acquired | item | 0 | 2 | ||||||||
Contingent consideration adjustment | $ 4,512,000 | $ 794,000 | $ (590,000) | |||||||
Contingent consideration liability | 7,100,000 | 7,900,000 | ||||||||
Contingent consideration liability, current | 7,129,000 | 4,970,000 | ||||||||
Revenue | 629,516,000 | 703,353,000 | 728,999,000 | |||||||
Income from operations | $ 22,953,000 | $ 36,652,000 | $ 50,159,000 | |||||||
Number of legal entities dissolved | entity | 3 | |||||||||
Asset sale costs and exit activities | $ 700,000 | |||||||||
Resources Global Professionals Sweden AB [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Loss on sale of assets | $ 38,000 | |||||||||
Disposition consideration | $ 105,000 | kr 1,016,862 | ||||||||
Expertence [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition of business, cash paid | $ 383,000 | |||||||||
Contingent consideration, measurement period | 18 months | |||||||||
Consideration paid | $ 688,000 | |||||||||
Contingent consideration, maximum | $ 300,000 | |||||||||
Expertence [Member] | Scenario, Forecast [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Contingent consideration paid | $ 300,000 | |||||||||
Veracity [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition of business, cash paid | $ 30,300,000 | $ 32,314,000 | ||||||||
Consideration paid | $ 38,604,000 | |||||||||
Contingent consideration paid | $ 5,300,000 | |||||||||
Contingent consideration adjustment | 4,500,000 | 1,300,000 | ||||||||
Contingent consideration liability | 6,800,000 | 7,600,000 | ||||||||
Contingent consideration liability, current | 5,000,000 | |||||||||
Contingent consideration liability, noncurrent | 2,600,000 | |||||||||
Cash acquired | $ 2,100,000 | |||||||||
Revenue | 26,200,000 | 18,800,000 | ||||||||
Income from operations | $ 6,600,000 | 4,100,000 | ||||||||
Acquisition-related costs | $ 600,000 |
Acquisitions And Dispositions_3
Acquisitions And Dispositions (Summary Of Fair Value Of Consideration Transferred) (Details) - USD ($) $ in Thousands | Nov. 30, 2019 | Jul. 31, 2019 | Nov. 23, 2019 |
Expertence [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 383 | ||
Estimated initial contingent consideration | 305 | ||
Total | $ 688 | ||
Veracity [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 30,300 | $ 32,314 | |
Estimated initial contingent consideration | 6,290 | ||
Total | $ 38,604 |
Acquisitions And Dispositions_4
Acquisitions And Dispositions (Summary Of Recognized Amounts Of Assets Acquired And Liabilities Assumed) (Details) - USD ($) $ in Thousands | Nov. 30, 2019 | Nov. 23, 2019 | May 29, 2021 | May 30, 2020 | May 25, 2019 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 216,758 | $ 214,067 | $ 190,815 | ||
Expertence [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 11 | ||||
Accounts receivable | 215 | ||||
Prepaid expenses and other current assets | 7 | ||||
Intangible assets | 184 | ||||
Total identifiable assets | 417 | ||||
Accrued expenses and other current liabilities | 196 | ||||
Accrued expenses and other current liabilities | 8 | ||||
Deferred tax liability | 59 | ||||
Total liabilities assumed | 263 | ||||
Net identifiable assets acquired | 154 | ||||
Goodwill | 534 | ||||
Net assets acquired | $ 688 | ||||
Veracity [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 2,056 | ||||
Accounts receivable | 3,299 | ||||
Prepaid expenses and other current assets | 116 | ||||
Property and equipment | 117 | ||||
Total identifiable assets | 16,668 | ||||
Accrued expenses and other current liabilities | 305 | ||||
Accrued expenses and other current liabilities | 712 | ||||
Total liabilities assumed | 1,017 | ||||
Net identifiable assets acquired | 15,651 | ||||
Goodwill | 22,953 | ||||
Net assets acquired | 38,604 | ||||
Computer Software [Member] | Expertence [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets, useful lives | 24 months | ||||
Backlog [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets, useful lives | 17 months | ||||
Backlog [Member] | Veracity [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 1,210 | ||||
Intangible assets, useful lives | 17 months | ||||
Customer Relationships [Member] | Veracity [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 9,300 | ||||
Intangible assets, useful lives | 7 years | ||||
Trademarks [Member] | Veracity [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 570 | ||||
Intangible assets, useful lives | 3 years |
Intangible Assets And Goodwil_2
Intangible Assets And Goodwill (Narrative) (Details) - USD ($) | 12 Months Ended | |||
May 29, 2021 | May 30, 2020 | May 25, 2019 | Nov. 28, 2020 | |
Finite Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 6 years 2 months 12 days | |||
Amortization expense | $ 5,228,000 | $ 5,745,000 | $ 3,799,000 | |
Goodwill impairment | $ 0 | $ 0 | $ 0 | $ 0 |
Customer Contracts And Relationships [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 7 years 2 months 12 days | |||
Tradenames [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 5 years 9 months 18 days | |||
Backlog [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 1 year 4 months 24 days | |||
Computer Software [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Weighted average useful life | 3 years 3 months 18 days |
Intangible Assets And Goodwil_3
Intangible Assets And Goodwill (Summary Of Intangible Assets And Related Accumulated Amortization) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 37,580 | $ 31,798 |
Accumulated Amortization | (17,340) | (11,721) |
Net | $ 20,240 | 20,077 |
Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 17 months | |
Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 10 years | |
Customer Contracts And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 23,941 | 23,779 |
Accumulated Amortization | (9,918) | (6,707) |
Net | $ 14,023 | 17,072 |
Customer Contracts And Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years | |
Customer Contracts And Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 8 years | |
Tradenames [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 5,164 | 4,960 |
Accumulated Amortization | (3,651) | (2,735) |
Net | $ 1,513 | 2,225 |
Tradenames [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years | |
Tradenames [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 10 years | |
Backlog [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 17 months | |
Gross | $ 1,210 | 1,210 |
Accumulated Amortization | $ (1,210) | (694) |
Net | 516 | |
Consultant List [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years | |
Gross | $ 849 | 776 |
Accumulated Amortization | (849) | (718) |
Net | 58 | |
Non-compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years | |
Gross | $ 970 | 888 |
Accumulated Amortization | (970) | (821) |
Net | 67 | |
Computer Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 5,446 | 185 |
Accumulated Amortization | (742) | (46) |
Net | $ 4,704 | $ 139 |
Computer Software [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 2 years | |
Computer Software [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years 6 months |
Intangible Assets And Goodwil_4
Intangible Assets And Goodwill (Summary Of Future Estimated Amortization Expense) (Details) $ in Thousands | May 29, 2021USD ($) |
Intangible Assets And Goodwill [Abstract] | |
2022 | $ 4,399 |
2023 | 4,190 |
2024 | 3,986 |
2025 | 3,123 |
2026 | 2,330 |
Total | $ 18,028 |
Intangible Assets And Goodwil_5
Intangible Assets And Goodwill (Summary Of Activity In Goodwill Balance) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Goodwill [Line Items] | ||
Goodwill, beginning of period | $ 214,067 | $ 190,815 |
Acquisitions (see Note 3) | 23,487 | |
Impact of foreign currency exchange rate changes | 2,691 | (235) |
Goodwill, end of period | 216,758 | 214,067 |
RGP [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning of period | 208,958 | 186,170 |
Acquisitions (see Note 3) | 22,953 | |
Impact of foreign currency exchange rate changes | 430 | (165) |
Goodwill, end of period | 209,388 | 208,958 |
Other Segments [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning of period | 5,109 | 4,645 |
Acquisitions (see Note 3) | 534 | |
Impact of foreign currency exchange rate changes | 2,261 | (70) |
Goodwill, end of period | $ 7,370 | $ 5,109 |
Property And Equipment (Schedul
Property And Equipment (Schedule Of Property And Equipment) (Details) - USD ($) $ in Thousands | May 29, 2021 | May 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 55,550 | $ 62,505 |
Less: accumulated depreciation and amortization | (35,007) | (38,861) |
Property and equipment, net | 20,543 | 23,644 |
Building and Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 14,244 | 14,244 |
Computers, Equipment And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 16,540 | 18,102 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 15,609 | 19,903 |
Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 9,157 | $ 10,256 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) | 12 Months Ended | ||
May 29, 2021USD ($)ft² | May 30, 2020USD ($) | May 25, 2019USD ($) | |
Rental income | $ 162,000 | $ 210,000 | $ 240,000 |
Expected rental income from third party leases in fiscal 2022 | 199,000 | ||
Expected rental income from third party leases in fiscal 2023 | 219,000 | ||
Expected rental income from third party leases in fiscal 2024 | 219,000 | ||
Expected rental income from third party leases in fiscal 2025 | $ 77,000 | ||
California [Member] | |||
Area of real estate property | ft² | 57,000 | ||
Leases To Independent Third Parties [Member] | California [Member] | |||
Area of real estate property | ft² | 13,000 |
Leases (Lease Cost Components)
Leases (Lease Cost Components) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 10,604 | $ 12,308 |
Short-term lease cost | 202 | 345 |
Variable lease cost | 2,585 | 2,808 |
Sublease income | (913) | (610) |
Total lease cost | $ 12,478 | $ 14,851 |
Leases (Lease Term And Discount
Leases (Lease Term And Discount Rate) (Details) | May 29, 2021 | May 30, 2020 |
Leases [Abstract] | ||
Weighted average remaining lease term | 3 years 8 months 12 days | 4 years 3 months 18 days |
Weighted average discount rate | 3.92% | 4.09% |
Leases (Supplemental Cash Flow
Leases (Supplemental Cash Flow Information Related To Operating Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 13,206 | $ 13,311 |
Right-of-use assets obtained in exchange for new operating lease obligations | $ 2,235 | $ 3,452 |
Leases (Maturities Of Operating
Leases (Maturities Of Operating Lease Liabilities) (Details) $ in Thousands | May 29, 2021USD ($) |
Leases [Abstract] | |
May 28, 2022 | $ 11,167 |
May 27, 2023 | 8,878 |
May 25, 2024 | 6,980 |
May 31, 2025 | 3,117 |
May 30, 2026 | 1,577 |
Thereafter | 1,496 |
Total minimum payments | 33,215 |
Less: interest | (2,269) |
Present value of operating lease liabilities | $ 30,946 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - Credit Facility [Member] - USD ($) $ in Millions | May 25, 2021 | Sep. 03, 2020 | Sep. 02, 2020 | May 29, 2021 | May 30, 2020 |
Debt Instrument [Line Items] | |||||
Credit facility, maximum borrowing capacity | $ 120 | $ 120 | |||
Increase in interest rate spread | 0.25% | ||||
Credit facility, commitment fee | 0.25% | 0.25% | |||
Credit facility, expiration date | Oct. 17, 2022 | ||||
Credit facility, remaining borrowing capacity | $ 75.7 | ||||
Credit facility, effective interest rate | 1.93% | ||||
LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest floor | 0.00% | 0.00% | |||
Increase in interest floor | 0.25% | ||||
Federal Funds Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest spread on variable rate | 0.50% | ||||
Eurodollar Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest spread on variable rate | 1.00% | ||||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility, maximum borrowing capacity | $ 120 | $ 90 | |||
Credit facility, increase (decrease) in borrowing capacity | $ 30 | ||||
Credit facility, remaining borrowing capacity | $ 75.7 | ||||
Credit facility, outstanding balance | 43 | 88 | |||
Standby Letters of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility, maximum borrowing capacity | 5 | ||||
Credit facility, outstanding balance | $ 1.3 | $ 1.3 | |||
Reducing Revolving Commitment [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility, maximum borrowing capacity | $ 30 | ||||
Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility, commitment fee | 0.15% | ||||
Minimum [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest spread on variable rate | 1.25% | ||||
Minimum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest spread on variable rate | 0.25% | ||||
Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Credit facility, commitment fee | 0.25% | ||||
Maximum [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest spread on variable rate | 1.50% | ||||
Maximum [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest spread on variable rate | 0.50% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
May 29, 2021 | May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Income Taxes [Abstract] | ||||
Discrete income tax benefit | $ 12,800,000 | |||
Income tax receivable | 36,100,000 | $ 36,100,000 | $ 3,500,000 | |
Tax benefit related to stock-based compensation for nonqualified stock options expensed and for eligible disqualifying ISO exercises and shares issued under ESPP | 400,000 | 900,000 | ||
Foreign net operating loss carryforwards | 59,064,000 | 59,064,000 | ||
Tax credit carryforward | 600,000 | 600,000 | ||
Undistributed earnings of foreign subsidiaries | 23,700,000 | 23,700,000 | ||
Unrecognized tax benefits | 872,000 | 872,000 | $ 848,000 | $ 42,000 |
Unrecognized tax benefits, accrued interest | $ 24,000 | $ 24,000 |
Income Taxes (Schedule Of Curre
Income Taxes (Schedule Of Current And Deferred Income Tax Provision For Federal, State And Foreign Income Taxes Attributable To Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Income Taxes [Abstract] | |||
Current, Federal | $ (19,790) | $ 3,038 | $ 5,068 |
Current, State | 3,256 | 1,302 | 2,278 |
Current, Foreign | 1,769 | 1,686 | 2,690 |
Current, Total | (14,765) | 6,026 | 10,036 |
Deferred, Federal | 13,509 | 874 | 5,890 |
Deferred, State | (1,341) | 245 | 619 |
Deferred, Foreign | 52 | (202) | (46) |
Deferred, Total | 12,220 | 917 | 6,463 |
Income Tax Provision, Total | $ (2,545) | $ 6,943 | $ 16,499 |
Income Taxes (Schedule Of Incom
Income Taxes (Schedule Of Income Before Provision For Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Income Taxes [Abstract] | |||
Domestic | $ 23,598 | $ 36,148 | $ 41,828 |
Foreign | (914) | (920) | 6,141 |
Income before income tax (benefit) expense | $ 22,684 | $ 35,228 | $ 47,969 |
Income Taxes (Schedule Of Effec
Income Taxes (Schedule Of Effective Income Tax Rate Reconciliation) (Details) | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Income Taxes [Abstract] | |||
Statutory tax rate | 21.00% | 21.00% | 21.00% |
State taxes, net of federal benefit | 9.00% | 3.60% | 4.90% |
Non-U.S. rate adjustments | 3.10% | 0.90% | 1.30% |
Stock-based compensation | 6.00% | 3.20% | 2.80% |
Long-term net capital gains | (6.10%) | ||
Foreign tax credit | 9.30% | ||
Valuation allowance | 7.80% | 4.10% | (2.80%) |
Global Intangible Low-Taxed Income ("GILTI") | 0.90% | 1.10% | |
Worthless Stock Deduction | (14.80%) | ||
Worthless Debt Deduction | (2.60%) | ||
FIN48 | 0.10% | 1.60% | |
Permanent items, primarily meals and entertainment | 0.80% | 2.00% | 1.40% |
Deferred tax impact of U.S. federal rate changes | 0.10% | ||
Deferred tax impact of foreign rate changes | (1.90%) | (0.20%) | 1.20% |
Prior year true-ups | (3.80%) | ||
Prior year interest and penalties | 3.10% | ||
Federal rate benefit on NOL carryback | (56.30%) | ||
Other, net | (0.10%) | 0.20% | |
Effective tax rate | (11.20%) | 19.70% | 34.40% |
Income Taxes (Schedule Of The C
Income Taxes (Schedule Of The Components Of Net Deferred Tax Asset (Liability)) (Details) - USD ($) $ in Thousands | May 29, 2021 | May 30, 2020 |
Income Taxes [Abstract] | ||
Allowance for doubtful accounts | $ 268 | $ 1,158 |
Accrued compensation | 4,567 | 3,716 |
Accrued expenses | 4,495 | 2,652 |
Stock options and restricted stock | 4,435 | 4,870 |
Foreign tax credit | 557 | 567 |
Net operating losses | 16,931 | 12,018 |
State taxes | 210 | 70 |
Property and equipment | 410 | |
Gross deferred tax asset | 31,873 | 25,051 |
Valuation allowance | (13,263) | (11,069) |
Gross deferred tax asset, net of valuation allowance | 18,610 | 13,982 |
Property and equipment | (547) | |
Outside basis difference - Sweden investment | (259) | (263) |
IRC Section 481(a) adjustment | (16,786) | |
Goodwill and intangibles | (18,256) | (17,790) |
Net deferred liability | $ (16,691) | $ (4,618) |
Income Taxes (Summary Of Net Op
Income Taxes (Summary Of Net Operating Loss Expiration Periods) (Details) $ in Thousands | May 29, 2021USD ($) |
Income Taxes [Abstract] | |
2022 | $ 89 |
2023 | 139 |
2024 | 2,511 |
2025 | 593 |
2026 | 621 |
2027-2031 | 2,524 |
Unlimited | 52,587 |
Net operating loss carryforwards | $ 59,064 |
Income Taxes (Summary Of Activi
Income Taxes (Summary Of Activity In Valuation Allowance) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Income Taxes [Abstract] | |||
Valuation allowance, Beginning Balance | $ 11,069 | $ 13,190 | $ 15,298 |
Valuation allowance, Charged to Operations | 951 | (1,919) | (1,440) |
Valuation allowance, Currency Rate Changes | 1,243 | (202) | (668) |
Valuation allowance, Ending Balance | $ 13,263 | $ 11,069 | $ 13,190 |
Income Taxes (Summary Of The Ac
Income Taxes (Summary Of The Activity Related To Gross Unrecognized Tax Benefits) (Details) - USD ($) | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||
Unrecognized tax benefits, beginning of year | $ 848,000 | $ 42,000 |
Gross increases (decreases)-tax positions in prior period | 24,000 | (42,000) |
Gross increases-tax positions in current period | 848,000 | |
Unrecognized tax benefits, end of year | $ 872,000 | $ 848,000 |
Accrued Salaries And Related _3
Accrued Salaries And Related Obligations (Schedule Of Accrued Salaries And Related Obligations) (Details) - USD ($) $ in Thousands | May 29, 2021 | May 30, 2020 |
Accrued Salaries And Related Obligations [Abstract] | ||
Accrued salaries and related obligations | $ 13,231 | $ 14,795 |
Accrued bonuses | 19,968 | 17,897 |
Accrued vacation | 22,314 | 19,715 |
Total accrued salaries and related obligations | $ 55,513 | $ 52,407 |
Concentrations Of Credit Risk (
Concentrations Of Credit Risk (Narrative) (Details) - Customer Concentration Risk [Member] - customer | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Revenue Benchmark [Member] | |||
Concentration Risk [Line Items] | |||
Number of major customers | 0 | 0 | 0 |
Trade Accounts Receivable [Member] | |||
Concentration Risk [Line Items] | |||
Number of major customers | 0 | 0 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
May 29, 2021 | May 30, 2020 | May 25, 2019 | Jun. 10, 2021 | |
Stockholders' Equity Disclosure [Line Items] | ||||
Common stock, shares authorized | 70,000,000 | 70,000,000 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Common stock, shares outstanding | 32,885,000 | 32,144,000 | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Preferred stock, par value | $ 0.01 | $ 0.01 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Cost of shares repurchased | $ 5,000 | $ 29,891 | ||
Dividends payable, current | $ 4,600 | |||
Subsequent Event [Member] | ||||
Stockholders' Equity Disclosure [Line Items] | ||||
Dividends payable (per share) | $ 0.14 | |||
July 2015 Program [Member] | ||||
Stockholders' Equity Disclosure [Line Items] | ||||
Amount authorized under a stock repurchase program | $ 150,000 | |||
Purchase of common stock (in shares) | 0 | 300,000 | ||
Common stock shares repurchased, price per share | $ 15.70 | |||
Cost of shares repurchased | $ 5,000 | |||
Stock repurchase plan, remaining amount | $ 85,100 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Revenue Recognition [Abstract] | ||
Contract assets | $ 36.2 | $ 30.6 |
Contract liabilities | 4.6 | 2.9 |
Increase in contract liabilities | 1.7 | |
Deferred revenue recognized | $ 1.6 | $ 1.8 |
Restructuring Activities (Narra
Restructuring Activities (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Impairment of operating right-of-use assets | $ 935 | $ 649 |
Restructuring costs | 8,260 | 4,982 |
North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring liability | 400 | |
Restructuring costs | 2,076 | 4,982 |
European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring liability | 900 | |
Restructuring costs | 6,184 | |
Employee Termination Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring liability | 1,263 | 1,874 |
Restructuring costs | 5,862 | 3,927 |
Employee Termination Costs [Member] | North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,024 | 3,927 |
Employee Termination Costs [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 4,838 | |
Legal And Professional Fees [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 700 | |
Real Estate Exit Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,718 | 1,055 |
Real Estate Exit Costs [Member] | North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,052 | 1,055 |
Real Estate Exit Costs [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 666 | |
Lease Early Termination Costs [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 400 | |
Disposal Of Property And Equipment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 400 | 500 |
Disposal Of Property And Equipment [Member] | North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 200 | |
Disposal Of Property And Equipment [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 200 | |
Impairment Of Operating Right Of Use Assets [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 900 | $ 600 |
Impairment Of Operating Right Of Use Assets [Member] | North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 800 | |
Impairment Of Operating Right Of Use Assets [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | $ 100 |
Restructuring Activities (Summa
Restructuring Activities (Summary Of Restructuring Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | $ 8,260 | $ 4,982 |
North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 2,076 | 4,982 |
European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 6,184 | |
Employee Termination Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 5,862 | 3,927 |
Employee Termination Costs [Member] | North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,024 | 3,927 |
Employee Termination Costs [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 4,838 | |
Real Estate Exit Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,718 | 1,055 |
Real Estate Exit Costs [Member] | North America And Asia Pacific Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,052 | $ 1,055 |
Real Estate Exit Costs [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 666 | |
Other Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 680 | |
Other Costs [Member] | European Plan [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | $ 680 |
Restructuring Activities (Sum_2
Restructuring Activities (Summary Of Employee Termination Activity) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Increase in liability (restructuring costs) | $ 8,260 | $ 4,982 |
Employee Termination Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Liability balance, beginning of period | 1,874 | |
Increase in liability (restructuring costs) | 5,862 | 3,927 |
Reduction in liability (payments and others) | (6,473) | (2,053) |
Liability balance, end of period | $ 1,263 | $ 1,874 |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plans (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
May 29, 2021 | May 30, 2020 | May 25, 2019 | May 28, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 6,613 | $ 6,057 | $ 6,570 | |
Share price | $ 14.58 | |||
Stock options exercise, intrinsic value | 200 | 1,200 | 5,200 | |
Stock options vested, total fair value | $ 3,200 | $ 3,500 | $ 5,400 | |
Weighted average estimated value per share of employee stock options granted | $ 3.88 | $ 4.74 | ||
Options granted | 0 | |||
Performance Incentive Plan 2020 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of common stock made available for awards | 1,797,440 | |||
Shares available for grant | 1,851,644 | |||
Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares of common stock made available for awards | 1,825,000 | |||
Shares available for grant | 1,134,355 | |||
Percentage of exercise price per share out of fair market value | 85.00% | |||
Common stock issued | 506,000 | 400,000 | 358,000 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options termination period | 10 years | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average grant date fair value of awards other than options | $ 12.47 | $ 15.98 | $ 13.93 | |
Unrecognized compensation cost related to stock-based compensation | $ 1,400 | |||
Weighted-average period of cost to be recognized | 1 year 8 months 15 days | |||
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average grant date fair value of awards other than options | $ 11.51 | $ 14.98 | $ 16.08 | |
Unrecognized compensation cost related to stock-based compensation | $ 6,200 | |||
Weighted-average period of cost to be recognized | 2 years 1 month 9 days |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plans (Summary Of Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
May 29, 2021 | May 30, 2020 | |
Stock-Based Compensation Plans [Abstract] | ||
Outstanding, Beginning balance | 5,755,000 | |
Exercised | (135,000) | |
Forfeited | (269,000) | |
Expired | (795,000) | |
Outstanding, Ending balance | 4,556,000 | 5,755,000 |
Exercisable | 3,235,000 | |
Vested and expected to vest | 4,499,000 | |
Beginning balance, Weighted Average Exercise Price (per share) | $ 16.07 | |
Exercised, Weighted Average Exercise Price (per share) | 12.05 | |
Forfeited, Weighted Average Exercise Price (per share) | 17.54 | |
Expired, Weighted Average Exercise Price (per share) | 17.88 | |
Ending balance, Weighted Average Exercise Price (per share) | 15.78 | $ 16.07 |
Exercisable, Weighted Average Exercise Price (per share) | 15 | |
Vested and expected to vest, Weighted Average Exercise Price (per share) | $ 15.76 | |
Weighted Average Remaining Contractual Life (in years) | 5 years 8 months 15 days | 6 years 2 months 4 days |
Exercisable, Weighted Average Remaining Contractual Life (in years) | 4 years 10 months 6 days | |
Vested and expected to vest, Weighted Average Remaining Contractual Life (in years) | 5 years 8 months 4 days | |
Ending balance, Aggregate Intrinsic Value | $ 2,472 | |
Exercisable, Aggregate Intrinsic Value | 2,469 | |
Vested and expected to vest, Aggregate Intrinsic Value | $ 2,472 | |
Forfeiture assumption, shares | 1,321,496 | 2,391,052 |
Stock-Based Compensation Plan_4
Stock-Based Compensation Plans (Schedule Of Share-Based Payment Award, Valuation Assumptions) (Details) | 12 Months Ended | |
May 30, 2020 | May 25, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility, minimum | 30.90% | 31.60% |
Expected volatility, maximum | 32.90% | 34.70% |
Risk-free interest rate, minimum | 1.50% | 3.10% |
Risk-free interest rate, maximum | 1.80% | 3.20% |
Expected dividends | 3.20% | |
Minimum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected dividends | 3.40% | |
Expected life | 5 years 7 months 6 days | 5 years 8 months 12 days |
Maximum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected dividends | 3.70% | |
Expected life | 8 years 1 month 6 days | 8 years 3 months 18 days |
Stock-Based Compensation Plan_5
Stock-Based Compensation Plans (Summary Of Unvested Restricted Awards) (Details) - Restricted Stock [Member] - $ / shares shares in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Outstanding, beginning balance | 90 | ||
Granted, Shares | 99 | ||
Vested, Shares | (62) | ||
Unvested, ending balance, Shares | 127 | 90 | |
Expected to vest, Shares | 115 | ||
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ 15.90 | ||
Granted, Weighted Average Grant-Date Fair Value | 12.47 | $ 15.98 | $ 13.93 |
Vested, Weighted Average Grant-Date Fair Value | 16.12 | ||
Unvested, ending balance, Weighted Average Grant-Date Fair Value | 13.12 | $ 15.90 | |
Expected to vest, Weighted Average Grant-Date Fair Value | $ 13.18 |
Stock-Based Compensation Plan_6
Stock-Based Compensation Plans (Summary Unvested Restricted Stock Unit Activity) (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Restricted Stock Units (RSUs) [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Outstanding, beginning balance | 87 | ||
Granted, Shares | 573 | ||
Vested, Shares | (52) | ||
Forfeited, Shares | (6) | ||
Unvested, ending balance, Shares | 602 | 87 | |
Expected to vest, Shares | 551 | ||
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ 10.99 | ||
Granted, Weighted Average Grant-Date Fair Value | 11.51 | $ 14.98 | $ 16.08 |
Vested, Weighted Average Grant-Date Fair Value | 12.25 | ||
Forfeited, Weighted Average Grant-Date Fair Value | 11.53 | ||
Unvested, ending balance, Weighted Average Grant-Date Fair Value | 11.87 | $ 10.99 | |
Expected to vest, Weighted Average Grant-Date Fair Value | $ 11.91 | ||
Equity-Classified Restricted Stock Units [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Granted, Shares | 519 | ||
Forfeited, Shares | (6) | ||
Unvested, ending balance, Shares | 513 | ||
Expected to vest, Shares | 463 | ||
Granted, Weighted Average Grant-Date Fair Value | $ 11.41 | ||
Forfeited, Weighted Average Grant-Date Fair Value | 11.53 | ||
Unvested, ending balance, Weighted Average Grant-Date Fair Value | 11.40 | ||
Expected to vest, Weighted Average Grant-Date Fair Value | $ 11.41 | ||
Liability-Classified Stock Units [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Outstanding, beginning balance | 87 | ||
Granted, Shares | 54 | ||
Vested, Shares | (52) | ||
Unvested, ending balance, Shares | 89 | 87 | |
Expected to vest, Shares | 88 | ||
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ 10.99 | ||
Granted, Weighted Average Grant-Date Fair Value | 12.47 | ||
Vested, Weighted Average Grant-Date Fair Value | 12.25 | ||
Unvested, ending balance, Weighted Average Grant-Date Fair Value | 14.58 | $ 10.99 | |
Expected to vest, Weighted Average Grant-Date Fair Value | $ 14.58 |
Benefit Plan (Narrative) (Detai
Benefit Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Benefit Plan [Abstract] | |||
Maximum annual contribution per participant by employee | 50.00% | ||
Maximum annual matching contributions per participant by employer | 6.00% | ||
Contributions to the plan as Company matching contributions | $ 6.2 | $ 6.5 | $ 6.4 |
Supplemental Disclosure Of Ca_3
Supplemental Disclosure Of Cash Flow Information (Schedule Of Additional Information Regarding Cash Flows) (Details) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Business Acquisition [Line Items] | |||
Income taxes paid | $ 18,034 | $ 8,258 | $ 14,229 |
Interest paid | 1,562 | 2,191 | 2,440 |
Capitalized leasehold improvements paid directly by landlord | 121 | $ 137 | 2,312 |
Issuance of common stock | 1,141 | ||
Dividends declared, not paid | $ 4,610 | $ 4,512 | 4,105 |
Veracity [Member] | |||
Business Acquisition [Line Items] | |||
Liability for contingent consideration | 7,570 | ||
Taskforce [Member] | |||
Business Acquisition [Line Items] | |||
Liability for contingent consideration | $ 2,195 | ||
Expertence [Member] | |||
Business Acquisition [Line Items] | |||
Liability for contingent consideration | $ 328 |
Segment Information And Enter_3
Segment Information And Enterprise Reporting (Summary Of Operating Results Of Segments) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 629,516 | $ 703,353 | $ 728,999 |
Adjusted EBITDA | 52,794 | 59,886 | 64,617 |
Reconciling Items [Member] | |||
Segment Reporting Information [Line Items] | |||
Adjusted EBITDA | (28,375) | (30,551) | (26,434) |
RGP [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 587,620 | 662,475 | 689,602 |
Adjusted EBITDA | 77,589 | 87,836 | 87,728 |
Other Segments [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenues | 41,896 | 40,878 | 39,397 |
Adjusted EBITDA | $ 3,580 | $ 2,601 | $ 3,323 |
Segment Information And Enter_4
Segment Information And Enterprise Reporting (Reconciliation of Net Income (Loss) to Adjusted EBITDA) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Segment Information And Enterprise Reporting [Abstract] | |||
Net income | $ 25,229 | $ 28,285 | $ 31,470 |
Amortization of intangible assets | 5,228 | 5,745 | 3,799 |
Depreciation expense | 3,897 | 5,019 | 4,679 |
Interest expense, net | 1,600 | 2,061 | 2,190 |
Income tax (benefit) expense | (2,545) | 6,943 | 16,499 |
Stock-based compensation expense | 6,613 | 6,057 | 6,570 |
Restructuring costs | 8,260 | 4,982 | |
Contingent consideration adjustment | 4,512 | 794 | (590) |
Adjusted EBITDA | $ 52,794 | $ 59,886 | $ 64,617 |
Segment Information And Enter_5
Segment Information And Enterprise Reporting (Summary Of Revenue And Long-Lived Assets By Geographic Location) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
May 29, 2021 | May 30, 2020 | May 25, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | $ 629,516 | $ 703,353 | $ 728,999 |
Long-Lived Assets | 45,199 | 57,932 | |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 502,493 | 568,725 | 575,641 |
Long-Lived Assets | 40,988 | 50,170 | |
International [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 127,023 | 134,628 | $ 153,358 |
Long-Lived Assets | $ 4,211 | $ 7,762 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) $ in Thousands | Jun. 09, 2021 | May 29, 2021 | May 30, 2020 | May 25, 2019 |
Subsequent Event [Line Items] | ||||
Repayment of Revolving Credit Facility | $ 45,000 | $ 29,000 | $ 20,000 | |
Credit Facility [Member] | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Repayment of Revolving Credit Facility | $ 10,000 | |||
Credit facility, outstanding balance | $ 33,000 |