Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Feb. 26, 2022 | Mar. 31, 2022 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Feb. 26, 2022 | |
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 $0.01 per share | |
Trading Symbol | RGP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 33,104,806 | |
Current Fiscal Year End Date | --05-28 | |
Amendment Flag | false | |
Entity Central Index Key | 0001084765 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Feb. 26, 2022 | May 29, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 82,189 | $ 74,391 |
Trade accounts receivable, net of allowance for doubtful accounts of $2,064 and $2,032 as of February 26, 2022 and May 29, 2021, respectively | 150,524 | 116,455 |
Prepaid expenses and other current assets | 7,840 | 7,235 |
Income taxes receivable | 37,207 | 37,184 |
Total current assets | 277,760 | 235,265 |
Goodwill | 214,801 | 216,758 |
Intangible assets, net | 18,047 | 20,240 |
Property and equipment, net | 18,505 | 20,543 |
Operating right-of-use assets | 19,632 | 24,655 |
Deferred income taxes | 8,771 | 1,691 |
Other assets | 2,222 | 1,492 |
Total assets | 559,738 | 520,644 |
Current liabilities: | ||
Accounts payable and accrued expenses | 17,768 | 15,987 |
Accrued salaries and related obligations | 78,246 | 55,513 |
Operating lease liabilities, current | 8,788 | 10,206 |
Contingent consideration liabilities | 7,129 | |
Other liabilities | 10,836 | 12,071 |
Total current liabilities | 115,638 | 100,906 |
Long-term debt | 54,000 | 43,000 |
Operating lease liabilities, noncurrent | 15,390 | 20,740 |
Deferred income taxes | 14,959 | 18,382 |
Other long-term liabilities | 2,723 | 8,070 |
Total liabilities | 202,710 | 191,098 |
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; 34,260 and 64,626 shares issued, and 33,105 and 32,885 shares outstanding as of February 26, 2022 and May 29, 2021, respectively | 342 | 646 |
Additional paid-in capital | 352,128 | 489,864 |
Accumulated other comprehensive loss | (12,712) | (7,393) |
Retained earnings | 36,921 | 367,229 |
Treasury stock at cost, 1,155 and 31,741 shares as of February 26, 2022 and May 29, 2021, respectively | (19,651) | (520,800) |
Total stockholders' equity | 357,028 | 329,546 |
Total liabilities and stockholders' equity | $ 559,738 | $ 520,644 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Feb. 26, 2022 | May 29, 2021 |
Consolidated Balance Sheets [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 2,064 | $ 2,032 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000 | 5,000 |
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 | 70,000 |
Common stock, shares issued | 34,260 | 64,626 |
Common stock, shares outstanding | 33,105 | 32,885 |
Treasury stock at cost, shares | 1,155 | 31,741 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Consolidated Statements Of Operations [Abstract] | ||||
Revenue | $ 204,609 | $ 156,631 | $ 587,987 | $ 457,199 |
Direct cost of services | 127,815 | 99,584 | 361,020 | 284,078 |
Gross profit | 76,794 | 57,047 | 226,967 | 173,121 |
Selling, general and administrative expenses | 57,090 | 52,838 | 165,365 | 158,544 |
Amortization of intangible assets | 1,321 | 1,202 | 3,608 | 4,125 |
Depreciation expense | 882 | 963 | 2,694 | 2,954 |
Income from operations | 17,501 | 2,044 | 55,300 | 7,498 |
Interest expense, net | 307 | 361 | 744 | 1,316 |
Other income | (35) | (64) | (653) | (1,069) |
Income before provision (benefit) for income taxes | 17,229 | 1,747 | 55,209 | 7,251 |
(Benefit) Provision for income taxes | (2,192) | 1,057 | 8,561 | 5,270 |
Net income | $ 19,421 | $ 690 | $ 46,648 | $ 1,981 |
Net income per common share: | ||||
Basic (per share) | $ 0.59 | $ 0.02 | $ 1.42 | $ 0.06 |
Diluted (per share) | $ 0.58 | $ 0.02 | $ 1.39 | $ 0.06 |
Weighted average common shares outstanding: | ||||
Basic (shares) | 32,738 | 32,520 | 32,951 | 32,353 |
Diluted (shares) | 33,375 | 32,659 | 33,556 | 32,422 |
Cash dividends declared per common share | $ 0.14 | $ 0.14 | $ 0.42 | $ 0.42 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
COMPREHENSIVE INCOME: | ||||
Net income | $ 19,421 | $ 690 | $ 46,648 | $ 1,981 |
Foreign currency translation adjustment, net of tax | (963) | 390 | (5,319) | 5,646 |
Total comprehensive income | $ 18,458 | $ 1,080 | $ 41,329 | $ 7,627 |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders' Equity - USD ($) shares in Thousands, $ 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. 30, 2020 | $ 639 | $ 477,438 | $ (521,088) | $ (13,862) | $ 360,534 | $ 303,661 |
Balances (in shares) at May. 30, 2020 | 63,910 | 31,766 | ||||
Exercise of stock options | $ 1 | 557 | 558 | |||
Exercise of stock options (in shares) | 49 | |||||
Stock-based compensation expense | 4,314 | 4,314 | ||||
Issuance of common stock purchased under Employee Stock Purchase Plan | $ 5 | 5,058 | 5,063 | |||
Issuance of common stock purchased under Employee Stock Purchase Plan (in shares) | 506 | |||||
Issuance of restricted stock | $ 1 | (1) | ||||
Issuance of restricted stock (in shares) | 75 | (25) | ||||
Amortization of restricted stock issued out of treasury stock to board of director members | (148) | $ 234 | (78) | 8 | ||
Cash dividends declared | (13,640) | (13,640) | ||||
Dividend equivalents on restricted stock | 121 | (121) | ||||
Currency translation adjustment | 5,646 | 5,646 | ||||
Net income | 1,981 | 1,981 | ||||
Balances at Feb. 27, 2021 | $ 646 | 487,339 | $ (520,854) | (8,216) | 348,676 | 307,591 |
Balances (in shares) at Feb. 27, 2021 | 64,540 | 31,741 | ||||
Balances at Nov. 28, 2020 | $ 642 | 483,087 | $ (520,892) | (8,606) | 352,716 | 306,947 |
Balances (in shares) at Nov. 28, 2020 | 64,199 | 31,766 | ||||
Exercise of stock options | 54 | 54 | ||||
Exercise of stock options (in shares) | 5 | |||||
Stock-based compensation expense | 1,490 | 1,490 | ||||
Issuance of common stock purchased under Employee Stock Purchase Plan | $ 3 | 2,600 | 2,603 | |||
Issuance of common stock purchased under Employee Stock Purchase Plan (in shares) | 261 | |||||
Issuance of restricted stock | $ 1 | (1) | ||||
Issuance of restricted stock (in shares) | 75 | (25) | ||||
Amortization of restricted stock issued out of treasury stock to board of director members | (12) | $ 38 | (18) | 8 | ||
Cash dividends declared | (4,591) | (4,591) | ||||
Dividend equivalents on restricted stock | 121 | (121) | ||||
Currency translation adjustment | 390 | 390 | ||||
Net income | 690 | 690 | ||||
Balances at Feb. 27, 2021 | $ 646 | 487,339 | $ (520,854) | (8,216) | 348,676 | 307,591 |
Balances (in shares) at Feb. 27, 2021 | 64,540 | 31,741 | ||||
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 | 31,741 | 32,885 | |||
Exercise of stock options | $ 7 | 10,696 | $ 10,703 | |||
Exercise of stock options (in shares) | 741 | 741 | ||||
Stock-based compensation expense | 4,969 | $ 4,969 | ||||
Issuance of common stock purchased under Employee Stock Purchase Plan | $ 4 | 5,174 | 5,178 | |||
Issuance of common stock purchased under Employee Stock Purchase Plan (in shares) | 463 | |||||
Issuance of restricted stock | $ 1 | (1) | ||||
Issuance of restricted stock (in shares) | 97 | (2) | ||||
Issuance of common stock upon vesting of restricted stock units, net of shares withheld to cover taxes | $ 1 | (1,096) | (1,095) | |||
Issuance of common stock upon vesting of restricted stock units, net of shares withheld to cover taxes (in shares) | 72 | |||||
Amortization of restricted stock issued out of treasury stock to board of director members | (24) | $ 114 | (50) | 40 | ||
Repurchase of common stock | $ (19,651) | (19,651) | ||||
Repurchase of common stock (in shares) | 1,155 | |||||
Cash dividends declared | (13,991) | (13,991) | ||||
Dividend equivalents on restricted stock | 192 | (192) | ||||
Currency translation adjustment | (5,319) | $ (5,319) | ||||
Retirement of treasury stock | $ (317) | (157,646) | $ 520,686 | (362,723) | ||
Retirement of treasury stock (in shares) | (31,739) | (31,739) | (31,700) | |||
Net income | 46,648 | $ 46,648 | ||||
Balances at Feb. 26, 2022 | $ 342 | 352,128 | $ (19,651) | (12,712) | 36,921 | $ 357,028 |
Balances (in shares) at Feb. 26, 2022 | 34,260 | 1,155 | 33,105 | |||
Balances at Nov. 27, 2021 | $ 337 | 342,807 | (11,749) | 22,205 | $ 353,600 | |
Balances (in shares) at Nov. 27, 2021 | 33,683 | |||||
Exercise of stock options | $ 3 | 4,311 | 4,314 | |||
Exercise of stock options (in shares) | 312 | |||||
Stock-based compensation expense | 2,115 | 2,115 | ||||
Issuance of common stock purchased under Employee Stock Purchase Plan | $ 2 | 2,825 | 2,827 | |||
Issuance of common stock purchased under Employee Stock Purchase Plan (in shares) | 243 | |||||
Issuance of restricted stock (in shares) | 22 | |||||
Repurchase of common stock | $ (19,651) | (19,651) | ||||
Repurchase of common stock (in shares) | 1,155 | |||||
Cash dividends declared | (4,635) | (4,635) | ||||
Dividend equivalents on restricted stock | 70 | (70) | ||||
Currency translation adjustment | (963) | (963) | ||||
Net income | 19,421 | 19,421 | ||||
Balances at Feb. 26, 2022 | $ 342 | $ 352,128 | $ (19,651) | $ (12,712) | $ 36,921 | $ 357,028 |
Balances (in shares) at Feb. 26, 2022 | 34,260 | 1,155 | 33,105 |
Consolidated Statements Of St_2
Consolidated Statements Of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Consolidated Statements Of Stockholders' Equity [Abstract] | ||||
Cash dividends declared per common share | $ 0.14 | $ 0.14 | $ 0.42 | $ 0.42 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 26, 2022 | Feb. 27, 2021 | |
Cash flows from operating activities: | ||
Net income | $ 46,648 | $ 1,981 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 6,302 | 7,079 |
Stock-based compensation expense | 5,851 | 4,939 |
Contingent consideration adjustment | 166 | 3,052 |
Loss on disposal of assets | 290 | 559 |
Gain on dissolution of subsidiaries | (959) | |
Amortization of debt issuance costs and lender fees | 84 | |
Impairment of right of use and other assets | 826 | 821 |
Adjustment to allowance for doubtful accounts | 434 | (136) |
Deferred income taxes | (10,411) | (318) |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (36,399) | 19,141 |
Prepaid expenses and other current assets | (622) | (1,850) |
Income taxes | (1,036) | (7,208) |
Other assets | (220) | 193 |
Accounts payable and accrued expenses | 2,347 | 19 |
Accrued salaries and related obligations | 19,857 | (1,146) |
Other liabilities | (10,482) | 8,245 |
Net cash provided by operating activities | 22,676 | 35,371 |
Cash flows from investing activities: | ||
Proceeds from sale of assets | 256 | 3 |
Acquisition of property and equipment and internal-use software | (2,619) | (2,849) |
Net cash used in investing activities | (2,363) | (2,846) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 11,293 | 576 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 5,178 | 5,063 |
Repurchase of common stock | (19,651) | |
Payment of contingent consideration | (3,575) | (3,020) |
Proceeds from revolving credit facility | 73,393 | |
Repayments on revolving credit facility | (63,000) | (35,000) |
Payment of debt issuance costs | (117) | |
Cash dividends paid | (13,965) | (13,625) |
Net cash used in financing activities | (10,444) | (46,006) |
Effect of exchange rate changes on cash | (2,071) | 1,865 |
Net increase (decrease) in cash | 7,798 | (11,616) |
Cash and cash equivalents at beginning of period | 74,391 | 95,624 |
Cash and cash equivalents at end of period | $ 82,189 | $ 84,008 |
Description Of The Company And
Description Of The Company And Its Business | 9 Months Ended |
Feb. 26, 2022 | |
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 businesses tackle transformation, change and compliance challenges by supplying the right professional talent and solutions. 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 . The third quarters of fiscal 2022 and 2021 each consisted of 13 weeks. The Company’s fiscal 2022 will consist of 52 weeks. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 9 Months Ended |
Feb. 26, 2022 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Interim Financial Information The accompanying unaudited financial statements of the Company as of and for the three and nine months ended February 26, 2022 and February 27, 2021 have been prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. These financial statements include all adjustments (consisting only of normal recurring adjustments) the Company’s management considers necessary for a fair presentation of its financial position at such dates and the operating results and cash flows for those periods. The fiscal 2021 year-end balance sheet data was derived from audited consolidated financial statements, and certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to Securities and Exchange Commission (“SEC”) rules or regulations; however, the Company believes the disclosures made are adequate to make the information presented not misleading. The unaudited consolidated results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full fiscal year. These interim financial statements should be read in conjunction with the audited consolidated financial statements for the year ended May 29, 2021, which are included in the Company’s Annual Report on Form 10-K (“Fiscal Year 2021 Form 10-K”) filed with the SEC on July 23, 2021 (File No. 0-32113). The Company’s significant accounting policies are described in Note 2 to the audited consolidated financial statements included in the Fiscal Year 2021 Form 10-K. Principles of Consolidation The consolidated financial statements of the Company 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 280, Segment Reporting . The change in segment reporting did not impact the Company’s consolidated financial statements. 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. Net Income 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. The performance stock units are also excluded from the EPS calculation, since the awards are not considered vested until the performance criteria are met. 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 common share for the periods indicated (in thousands, except per share amounts): Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Net income $ 19,421 $ 690 $ 46,648 $ 1,981 Basic: Weighted average shares 32,738 32,520 32,951 32,353 Diluted: Weighted average shares 32,738 32,520 32,951 32,353 Potentially dilutive shares 637 139 605 69 Total dilutive shares 33,375 32,659 33,556 32,422 Net income per common share Basic $ 0.59 $ 0.02 $ 1.42 $ 0.06 Dilutive $ 0.58 $ 0.02 $ 1.39 $ 0.06 Anti-dilutive shares not included above 1,924 4,657 2,009 5,200 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. Contingent consideration liability is for estimated future contingent consideration payments related to the Company’s acquisitions. Total contingent consideration liabilities were zero and $ 7.1 million as of February 26, 2022 and May 29, 2021, respectively. During the three months ended November 27, 2021, the Company made the final cash earn-out payment of $ 7.0 million related to the acquisition of Veracity Consulting Group, LLC. The fair value measurement of the liability was 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 were the Company’s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liability was remeasured on a quarterly basis until settlement by the Company using additional information as it becomes available, and any change in the fair value estimates were recorded in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. 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. Share Repurchases and Retirement of Treasury Shares Shares of common stock repurchased by the Company are held as treasury shares. The Company accounts for the retirement of treasury shares using the par value method under which the cost of repurchased and retired treasury shares in excess of the par value is allocated between additional paid-in capital and retained earnings. When the repurchase price is greater than the original issue proceeds, the excess is charged to retained earnings. The Company uses the weighted-average cost flow assumption to identify and assign the original issue proceeds to the cost of the repurchased and retired treasury shares. The Company believes that this allocation method is preferable because it more accurately reflects its paid-in capital balances by allocating the cost of the repurchased and retired treasury shares to paid-in capital in proportion to paid-in capital associated with the original issuance of those shares. Recent Accounting Pronouncements No recent accounting pronouncements or changes in accounting pronouncements have been issued or adopted since those discussed in the Company’s Fiscal Year 2021 Form 10-K, that are of material significance, or have potential material significance, to the Company. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Feb. 26, 2022 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 3. 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 (i.e., 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 $ 46.4 million and $ 36.2 million as of February 26, 2022 and May 29, 2021, respectively. The contract asset balances are presented in our consolidated balance sheets as Trade accounts receivable. 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 $ 4.5 million and $ 4.6 million as of February 26, 2022 and May 29, 2021, respectively. Revenue recognized during the three and nine months ended February 26, 2022 that were included in deferred revenue as of May 29, 2021 were $ 0.5 million and $ 2.1 million, respectively. |
Dispositions
Dispositions | 9 Months Ended |
Feb. 26, 2022 | |
Dispositions [Abstract] | |
Dispositions | 4. Dispositions During the nine months ended February 26, 2022, the Company completed the dissolution of the following three foreign subsidiaries: RGP France SAS, RGP Denmark A/S, and RGP Italy SRL, as it continued to complete its exit from certain non-core markets in Europe. The Company recognized a total gain on dissolutions of $ 1.1 million and $ 1.0 million during the three and nine months ended February 26, 2022, respectively. The net gain on the dissolutions of these foreign subsidiaries was primarily related to the recognition of the accumulated translation adjustment associated with these foreign subsidiaries , which was included in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations . |
Intangible Assets And Goodwill
Intangible Assets And Goodwill | 9 Months Ended |
Feb. 26, 2022 | |
Intangible Assets And Goodwill [Abstract] | |
Intangible Assets And Goodwill | 5. Intangible Assets and Goodwill The following table sets forth the Company’s intangible assets, including acquired intangible assets and internal-use software (in thousands): As of February 26, 2022 As of May 29, 2021 Accumulated Accumulated Gross Amortization Net Gross Amortization Net Customer contracts and relationships ( 3 - 8 years ) $ 23,804 $ ( 11,965 ) $ 11,839 $ 23,941 $ ( 9,918 ) $ 14,023 Tradenames ( 3 - 10 years ) 4,986 ( 3,857 ) 1,129 5,164 ( 3,651 ) 1,513 Backlog ( 17 months) 1,210 ( 1,210 ) - 1,210 ( 1,210 ) - Consultant list ( 3 years) 789 ( 789 ) - 849 ( 849 ) - Non-compete agreements ( 3 years) 902 ( 902 ) - 970 ( 970 ) - Computer software ( 2 - 3.5 years ) 6,941 ( 1,862 ) 5,079 5,446 ( 742 ) 4,704 Total $ 38,632 $ ( 20,585 ) $ 18,047 $ 37,580 $ ( 17,340 ) $ 20,240 The Company recorded amortization expense of $ 1.3 million and $ 1.2 million for the three months ended February 26, 2022 and February 27, 2021, respectively, and $ 3.6 million and $ 4.1 million for the nine months ended February 26, 2022 and February 27, 2021, respectively. The following table summarizes future estimated amortization expense related to intangible assets (in thousands): 2022 (remaining 3 months) $ 1,326 2023 5,242 2024 5,086 2025 3,586 2026 2,308 2027 445 Total $ 17,993 The estimates of future intangible asset amortization expense do not incorporate the potential impact of future currency fluctuations when translating the financial results of the Company’s international operations that have amortizable intangible assets into U.S. dollars. The following table summarizes the activity in the Company’s goodwill balance (in thousands): RGP Other Segments Total Company Balance as of May 29, 2021 $ 209,388 $ 7,370 $ 216,758 Impact of foreign currency exchange rate changes ( 1,623 ) ( 334 ) ( 1,957 ) Balance as of February 26, 2022 $ 207,765 $ 7,036 $ 214,801 |
Leases
Leases | 9 Months Ended |
Feb. 26, 2022 | |
Leases [Abstract] | |
Leases | 6. Leases The Company currently leases office space, vehicles and certain equipment under operating leases. The following table summarizes components of the total lease cost, which are included within selling, general and administrative expenses in the Consolidated Statements of Operations (in thousands): Three Months Ended Nine Months Ended February 26, 2022 February 27, 2021 February 26, 2022 February 27, 2021 Operating lease cost $ 2,185 $ 2,583 $ 6,672 $ 8,201 Short-term lease cost 23 43 66 135 Variable lease cost 504 756 1,587 2,004 Sublease income ( 282 ) ( 227 ) ( 800 ) ( 671 ) Total lease cost $ 2,430 $ 3,155 $ 7,525 $ 9,669 Supplemental cash flow information related to the Company’s operating leases were as follows (in thousands): Three Months Ended Nine Months Ended February 26, 2022 February 27, 2021 February 26, 2022 February 27, 2021 Cash paid for amounts included in the measurement of operating lease liabilities $ 2,720 $ 3,209 $ 8,501 $ 10,166 Right-of-use assets obtained in exchange for new operating lease obligations $ 231 $ 363 $ 1,699 $ 1,918 The weighted average remaining lease term and weighted average discount rate for the Company’s operating leases were as follows: As of As of February 26, 2022 May 29, 2021 Weighted average remaining lease term (in years) 3.4 3.7 Weighted average discount rate 3.74 % 3.92 % The m aturities of operating lease liabilities were as follows as of February 26, 2022 (in thousands): Years Ending: Operating Lease Maturity May 28, 2022 $ 2,636 May 27, 2023 8,928 May 25, 2024 6,905 May 31, 2025 3,304 May 30, 2026 1,897 Thereafter 2,060 Total minimum payments $ 25,730 Less: interest ( 1,551 ) Present value of operating lease liabilities $ 24,179 The Company owns its headquarters office building located in Irvine, California and leases approximately 13,000 square feet of the approximately 57,000 square feet building to independent third parties under operating lease agreements expiring through fiscal 2025. Rental income recognized totaled $ 48,000 and $ 55,000 for the three months ended February 26, 2022 and February 27, 2021, respectively, and $ 144,000 and $ 164,000 for the nine months ended February 26, 2022 and February 27, 2021, respectively. Under the terms of these operating lease agreements, rental income is expected to be $ 55,000 , $ 219,000 , $ 219,000 and $ 77,000 in the remaining three months of fiscal 2022 and fiscal years 2023 through 2025, respectively. Rental income is included in selling, general and administrative expenses in the Consolidated Statements of Operations. |
Income Taxes
Income Taxes | 9 Months Ended |
Feb. 26, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | 7. Income Taxes For the three months ended February 26, 2022, the Company’s benefit for income taxes was $ 2.2 million, an effective tax benefit rate of 12.7 % and its provision for income taxes for the three months ended February 27, 2021 was $ 1.1 million, an effective tax rate of 60.5 %. For the nine months ended February 26, 2022 and February 27, 2021, the Company’s provision for income taxes was $ 8.6 million, an effective tax rate of 15.5 %, and $ 5.3 million, an effective tax rate of 72.7 %, respectively. The decrease in effective tax rate for the three months and nine months ended February 26, 2022 resulted largely from the improvement in operating results in the international entities, enabling the Company to utilize the benefits from historical net operating losses in certain foreign jurisdictions by reversing a $ 4.9 million valuation allowance in a specific European entity in the third quarter. In addition, the Company recognized a $ 2.6 million benefit from the dissolution of its France entity. The Company operates in an international environment. Accordingly, the consolidated effective tax rate is a composite rate reflecting the earnings (losses) in various locations and the applicable tax rates in those jurisdictions, and fluctuations in the consolidated effective tax rate reflect the changes in the mix of earnings (losses) in these jurisdictions. The Company recognized a net tax benefit of approximately $ 0.5 million and $ 0.4 million from compensation expense related to stock options, restricted stock awards, restricted stock units, performance stock units and disqualifying dispositions under the Company’s 2019 Employee Stock Purchase Plan (“ESPP”) during the three months ended February 26, 2022 and February 27, 2021, respectively. The Company recognized a net tax benefit of approximately $ 1.3 million and $ 0.7 million from compensation expense related to stock options, restricted stock awards, restricted stock units, performance stock units and disqualifying dispositions under the ESPP during the nine months ended February 26, 2022 and February 27, 2021, respectively. The Company’s total liability for unrecognized tax benefits, including accrued interest and penalties, was $ 0.9 million as of both February 26, 2022 and May 29, 2021, which, if ultimately recognized, would impact the effective tax rate in future periods. The unrecognized tax benefits are included in other long-term liabilities in the Consolidated Balance Sheets based on the closing of the statute of limitations. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Feb. 26, 2022 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 8. Long-Term Debt Prior to November 12, 2021, the Company had a $ 120.0 million secured revolving credit facility (the “Previous Credit Facility”) with Bank of America, 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 “Previous Credit Agreement”). The Previous Credit Agreement was set to mature on October 17, 2022. On November 12, 2021, the Company and Resources Connection LLC and all domestic subsidiaries of the Company as guarantors entered into a credit agreement with the lenders’ party thereto and Bank of America, N.A. as administrative agent for the lenders (the “New Credit Agreement”), and concurrently terminated the Previous Credit Facility . The New Credit Agreement provides for a $ 175.0 million senior secured revolving loan (the “New Credit Facility”), which includes a $ 10.0 million sublimit for the issuance of standby letters of credit and a swingline sublimit of $ 20.0 million. The New Credit Facility also includes an option to increase the amount of the revolving loan up to an additional $ 75.0 million , subject to the terms of the New Credit Agreement . The New Credit Facility matures on November 12, 2026. The obligations under the New Credit Facility are secured by substantially all assets of the Company, Resources Connection LLC and the Company’s domestic subsidiaries. As of February 26, 2022, the Company has borrowed $ 54.0 million under the New Credit Facility. Borrowings under the New Credit Facility bear interest at a rate per annum of either, at the Company’s election, (i) Term SOFR (as defined in the New Credit Agreement) plus a margin ranging from 1.25 % to 2.00 % or (ii) the Base Rate (as defined in the New Credit Agreement), plus a margin of 0.25 % to 1.00 % with the applicable margin depending on the Company’s consolidated leverage ratio, which resulted in an interest rate of 1.42 % as of February 26, 2022. The Company pays an unused commitment fee on the average daily unused portion of the New Credit Facility, which ranges from 0.20 % to 0.30 % depending upon on the Company’s consolidated leverage ratio. T he Company had $ 1.2 million of outstanding letters of credit and $ 119.8 million remaining capacity under the New Credit Facility as of February 26, 2022. The New Credit Agreement 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 New Credit Agreement requires the Company to comply with financial covenants including limitation on the Company’s total funded debt, minimum interest coverage ratio and maximum leverage ratio. The Company was compliant with all financial covenants under the New Credit Agreement as of February 26, 2022. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Feb. 26, 2022 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity Stock Repurchase Program In July 2015, the Company’s board of directors approved a stock repurchase program (the “July 2015 Program”), authorizing the repurchase, at the discretion of the Company’s senior executives, of the Company’s common stock for 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. On December 8, 2021, the Company repurchased 1,155,236 shares of the Company’s common stock in a privately negotiated transaction with Dublin Acquisition, LLC (the “Seller”) pursuant to the terms of a Stock Purchase Agreement, dated December 3, 2021, entered into between the Company and the Seller (the “Stock Purchase Agreement”). The Stock Purchase Agreement provided that the purchase price per share was $ 17.01 , equal to the lower of (i) the 10 -day volume-weighted average price for the period ending on Friday December 3, 2021 or (ii) the closing price on December 3, 2021. The purchased shares had previously been issued to the Seller in connection with the Company’s acquisition of Accretive Solutions, Inc. in November 2017. The shares of common stock were purchased by the Company pursuant to the Company’s July 2015 Program. Following the repurchase, approximately $ 65.4 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 quarterly cash dividend. On January 20, 2022, the Company’s board of directors declared a quarterly cash dividend of $ 0.14 per common share. The dividend of approximately $ 4.6 million was paid on March 17, 2022 to the shareholders of record at the close of business on February 17, 2022, and is accrued for in the Company’s Consolidated Balance Sheet as of February 26, 2022. 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 New Credit Agreement and other agreements, and other factors deemed relevant by the board of directors. Retirement of Treasury Shares On November 8, 2021, the Company retired 31.7 million shares of its common stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance decreased by approximately $ 520.7 million. In connection with the retirement, the Company reduced its common stock, additional paid-in capital, and retained earnings balances by $ 0.3 million, $ 157.6 million, and $ 362.7 million, respectively. Refer to Note 2 — Summary of Significant Accounting Policies for the Company’s accounting policy for the retirement of treasury shares. |
Restructuring Activities
Restructuring Activities | 9 Months Ended |
Feb. 26, 2022 | |
Restructuring Activities [Abstract] | |
Restructuring Activities | 10. 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. The Restructuring Plans consist 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. All of the employee termination and facility exit costs associated with the Restructuring Plans are within the Company’s RGP segment and are recorded in selling, general and administrative expenses in its Consolidated Statement of Operations. See further discussion about the Company’s segment position in Note 13 – Segment Information . Restructuring costs for the three and nine months ended February 26, 2022 and February 27, 2021 were as follows (in thousands): Three Months Ended February 26, 2022 February 27, 2021 North America and APAC Plan European Plan Total North America and APAC Plan European Plan Total Employee termination costs $ 44 $ ( 5 ) $ 39 $ 39 $ ( 200 ) $ ( 161 ) Real estate exit costs 10 5 15 197 327 524 Other costs - 13 13 - 289 289 Total restructuring costs $ 54 $ 13 $ 67 $ 236 $ 416 $ 652 Nine Months Ended February 26, 2022 February 27, 2021 North America and APAC Plan European Plan Total North America and APAC Plan European Plan Total Employee termination costs $ 123 $ ( 229 ) $ ( 106 ) $ 1,134 $ 5,097 $ 6,231 Real estate exit costs 884 ( 10 ) 874 919 709 1,628 Other costs - 39 39 - 586 586 Total restructuring costs $ 1,007 $ ( 200 ) $ 807 $ 2,053 $ 6,392 $ 8,445 Employee termination costs during the three months ended February 26, 2022 were insignificant as the Company has substantially completed the planned employee headcount reduction under the Restructuring Plans and recognized substantially all of the expected employee termination costs in connection with the reduction in force. Any future changes in estimates of total employee termination costs are expected to be immaterial. The real estate exit costs during the three months ended February 26, 2022 were insignificant as the Company had substantially completed its Restructuring Plans prior to the third quarter of fiscal 2022 in fiscal 2021. The $ 0.9 million of real estate exit costs during the nine months ended February 26, 2022 consisted primarily of $ 0.6 million of non-cash impairment of right-of use assets and $ 0.3 million of loss on disposal of fixed assets under the North America and APAC Plan. As of February 26, 2022, cumulative restructuring costs since the announcement of the Restructuring Plans were as follows (in thousands): Inception to Date February 26, 2022 North America and APAC Plan European Plan Total Employee termination costs $ 5,075 $ 4,609 $ 9,684 Real estate exit costs 2,990 654 3,644 Other costs - 719 719 Total restructuring costs $ 8,065 $ 5,982 $ 14,047 The following table summarizes the employee termination activity under the Restructuring Plans for the three and nine months ended February 26, 2022 and February 27, 2021, respectively (in thousands). Three Months Ended Nine Months Ended February 26, 2022 February 27, 2021 February 26, 2022 February 27, 2021 Liability balance, beginning of period $ 373 $ 5,302 $ 1,263 $ 1,874 Increase in liability (restructuring costs) 39 ( 161 ) ( 106 ) 6,231 Reduction in liability (payments and others) - ( 2,618 ) ( 745 ) ( 5,582 ) Liability balance, end of period $ 412 $ 2,523 $ 412 $ 2,523 The Company had $ 0.4 million in employee termination liability as of February 26, 2022, which is expected to be paid out prior to the end of calendar 2022. |
Supplemental Disclosure Of Cash
Supplemental Disclosure Of Cash Flow Information | 9 Months Ended |
Feb. 26, 2022 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | |
Supplemental Disclosure Of Cash Flow Information | 11. Supplemental Disclosure of Cash Flow Information The following table presents information regarding income taxes paid, interest paid and non-cash investing and financing activities (in thousands): Nine Months Ended February 26, February 27, 2022 2021 Income taxes paid $ 20,201 $ 12,771 Interest paid $ 766 $ 1,299 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 7 $ - Cash dividends declared, not paid $ 4,635 $ 4,591 : |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 9 Months Ended |
Feb. 26, 2022 | |
Stock-Based Compensation Plans [Abstract] | |
Stock-Based Compensation Plans | 12. Stock-Based Compensation Plans General T he Company’s stockholders approved the 2020 Performance Incentive Plan (the “2020 Plan”) on October 22, 2020, which replaced and succeeded in its entirety the 2014 Performance Incentive Plan (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. The Company has granted restricted stock, restricted stock units and stock option awards under the 2020 Plan that typically vest in equal annual installments and performance stock unit awards under the 2020 Plan that vest upon the achievement of certain Company-wide performance targets at the end of the defined performance period. Stock option grants typically terminate ten years from the date of grant. Vesting periods for restricted stock, restricted stock units and stock option awards range from three to four years . The performance period for the performance stock unit awards is three years . As of February 26, 2022, there were 1,637,989 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 $ 2.2 million and $ 1.8 million for the three months ended February 26, 2022 and February 27, 2021, respectively, and $ 5.9 million and $ 4.9 million for the nine months ended February 26, 2022 and February 27, 2021, 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, performance stock units and stock units credited under the Directors Deferred Compensation Plan. The Company recognizes stock-based compensation expense on time-vesting equity awards ratably over the applicable vesting period based on the grant date fair value, net of estimated forfeitures. Expense related to the liability-classified awards reflects change in fair value during the reporting period. The number of performance stock units earned at the end of the performance period may equal, exceed or be less than the targeted number of shares depending on whether the performance criteria are met, surpassed or not met. During each reporting period, the Company uses the latest forecasted results to estimate the number of shares to be issued at the end of the performance period. Any resulting changes to stock compensation expense are adjusted in the period in which the change in estimates occur. Stock Options The following table summarizes the stock option activity for the nine months ended February 26, 2022 (in thousands, except weighted average exercise price): Shares Weighted Average Exercise Price Outstanding at May 29, 2021 4,556 $ 15.78 Exercised ( 741 ) 14.43 Forfeited ( 83 ) 17.61 Expired ( 204 ) 15.80 Outstanding at February 26, 2022 3,528 $ 16.02 Exercisable at February 26, 2022 2,863 $ 15.61 Vested and expected to vest at February 26, 2022 3,463 $ 15.99 As of February 26, 2022, there was $ 1.8 million of total unrecognized compensation cost related to unvested and outstanding employee stock options. That cost is expected to be recognized over a weighted-average period of 1.03 years. Employee Stock Purchase Plan On October 15, 2019, the Company’s stockholders approved the ESPP, which superseded the Company’s previous Employee Stock Purchase Plan. The maximum number of shares of the Company’s common stock that are authorized for issuance under the ESPP is 1,825,000 . The 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 ESPP’s term expires July 16, 2029. The Company issued 463,000 and 506,000 shares of common stock pursuant to the ESPP during the nine months ended February 26, 2022 and February 27, 2021, respectively. There were 672,000 shares of common stock available for issuance under the ESPP as of February 26, 2022. Restricted Stock Awards The following table summarizes the activities for the unvested restricted stock awards for the nine months ended February 26, 2022 (in thousands, except weighted average grant-date fair value): Shares Weighted Average Grant-Date Fair Value Outstanding at May 29, 2021 127 $ 13.12 Granted 97 18.28 Vested ( 41 ) 13.36 Unvested as of February 26, 2022 183 $ 15.88 Expected to vest as of February 26, 2022 158 $ 15.83 As of February 26, 2022, there was $ 2.2 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 1.73 years. Restricted Stock Units The following table summarizes the activities for the unvested restricted stock units for the nine months ended February 26, 2022 (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 29, 2021 513 $ 11.40 89 $ 14.58 602 $ 11.87 Granted 212 18.41 26 16.91 238 18.25 Vested ( 125 ) 11.64 ( 48 ) 14.34 ( 173 ) 12.39 Forfeited ( 26 ) 13.58 - - ( 26 ) 13.58 Unvested as of February 26, 2022 574 $ 14.03 67 $ 14.89 641 $ 14.12 Expected to vest as of February 26, 2022 507 $ 13.98 67 $ 14.89 574 $ 14.09 As of February 26, 2022, there was $ 6.2 million of total unrecognized compensation cost related to unvested equity-classified restricted stock units (which are the restricted stock units granted under the 2020 Plan that settle in shares of the Company’s common stock). That cost is expected to be recognized over a weighted-average period of two years . As of February 26, 2022, there was $ 0.9 million of total unrecognized compensation cost related to unvested liability-classified restricted stock units (which are the stock units credited under the Directors Deferred Compensation Plan that settle in cash). That cost is expected to be recognized over a weighted-average period of 1.9 years. Performance Stock Units During the nine months ended February 26, 2022, the Company issued performance stock units to certain members of management and other select employees. The total number of shares that would vest under the performance stock units will be determined at the end of the three-year performance period based on the Company’s achievement of certain revenue and adjusted EBITDA percentage targets over the performance period. The total number of shares that may be earned for these awards based on performance over the performance period ranges from zero to 150 % of the target number of shares. The following table summarizes the activities for the unvested performance stock units for the nine months ended February 26, 2022 (in thousands, except weighted average grant-date fair value): Shares Weighted Average Grant-Date Fair Value Outstanding at May 29, 2021 - $ - Granted (1) 203 18.41 Forfeited ( 7 ) 18.44 Unvested as of February 26, 2022 196 $ 18.41 Expected to vest as of February 26, 2022 168 $ 18.42 (1) Shares granted in the nine months ended February 26, 2022 are presented at the stated target, which represents the base number of shares that would vest. Actual shares vest may be 0 - 150 % of the target based on the achievement of the specific company-wide performance targets. As of February 26, 2022, there was $ 3.8 million of total unrecognized compensation cost related to unvested performance stock units. That cost is expected to be recognized over a weighted-average period of 2.24 years. |
Segment Information
Segment Information | 9 Months Ended |
Feb. 26, 2022 | |
Segment Information [Abstract] | |
Segment Information | 13. Segment Information 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 for the three and nine months ended February 26, 2022 and February 27, 2021, respectively (in thousands). 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, technology transformation 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. Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Revenues: RGP $ 195,251 $ 146,487 $ 557,584 $ 425,598 Other Segments 9,358 10,144 30,403 31,601 Total revenues $ 204,609 $ 156,631 $ 587,987 $ 457,199 Adjusted EBITDA: RGP $ 30,656 $ 15,886 $ 91,833 $ 50,671 Other Segments 579 449 2,817 2,866 Reconciling items (1) ( 8,766 ) ( 6,866 ) ( 24,881 ) ( 21,455 ) Total Adjusted EBITDA $ 22,469 $ 9,469 $ 69,769 $ 32,082 (1) Reconciling items are generally comprised of unallocated corporate administrative costs, including management and board compensation, corporate support function costs and other general corporate costs that are not allocated to segments. The below is a reconciliation of the Company’s net income to Adjusted EBITDA for all periods presented (amounts are in thousands): Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Net income $ 19,421 $ 690 $ 46,648 $ 1,981 Adjustments: Amortization of intangible assets 1,321 1,202 3,608 4,125 Depreciation expense 882 963 2,694 2,954 Interest expense, net 307 361 744 1,316 (Benefit) provision for income taxes ( 2,192 ) 1,057 8,561 5,270 EBITDA 19,739 4,273 62,255 15,646 Stock-based compensation expense 2,202 1,834 5,851 4,939 Restructuring costs 67 652 807 8,445 Technology transformation costs (1) 461 - 690 - Contingent consideration adjustment - 2,710 166 3,052 Adjusted EBITDA $ 22,469 $ 9,469 $ 69,769 $ 32,082 (1) Commencing with the three months ended November 27, 2021, Adjusted EBITDA also excludes the impact of technology transformation costs. Technology transformation costs represent costs included in net income related to the Company’s initiative to upgrade its technology platform globally, including a cloud-based enterprise resource planning system and talent acquisition and management system. Such costs primarily include third-party consulting fees and costs associated with dedicated internal resources that are not capitalized through the duration of the system implementations. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Feb. 26, 2022 | |
Legal Proceedings [Abstract] | |
Legal Proceedings | 14. Legal Proceedings The Company is involved in certain legal matters arising in the ordinary course of business. In the opinion of management, none of such matters, if disposed of unfavorably, would have a material adverse effect on the Company’s financial position, cash flows or results of operations. |
Description Of The Company An_2
Description Of The Company And Its Business (Policy) | 9 Months Ended |
Feb. 26, 2022 | |
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 . The third quarters of fiscal 2022 and 2021 each consisted of 13 weeks. The Company’s fiscal 2022 will consist of 52 weeks. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Feb. 26, 2022 | |
Summary Of Significant Accounting Policies [Abstract] | |
Interim Financial Information | Interim Financial Information The accompanying unaudited financial statements of the Company as of and for the three and nine months ended February 26, 2022 and February 27, 2021 have been prepared in accordance with generally accepted accounting principles in the U.S. (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. These financial statements include all adjustments (consisting only of normal recurring adjustments) the Company’s management considers necessary for a fair presentation of its financial position at such dates and the operating results and cash flows for those periods. The fiscal 2021 year-end balance sheet data was derived from audited consolidated financial statements, and certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to Securities and Exchange Commission (“SEC”) rules or regulations; however, the Company believes the disclosures made are adequate to make the information presented not misleading. The unaudited consolidated results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full fiscal year. These interim financial statements should be read in conjunction with the audited consolidated financial statements for the year ended May 29, 2021, which are included in the Company’s Annual Report on Form 10-K (“Fiscal Year 2021 Form 10-K”) filed with the SEC on July 23, 2021 (File No. 0-32113). The Company’s significant accounting policies are described in Note 2 to the audited consolidated financial statements included in the Fiscal Year 2021 Form 10-K. |
Principles Of Consolidation | Principles of Consolidation The consolidated financial statements of the Company 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 280, Segment Reporting . The change in segment reporting did not impact the Company’s consolidated financial statements. |
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. |
Net Income Per Share Information | Net Income 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. The performance stock units are also excluded from the EPS calculation, since the awards are not considered vested until the performance criteria are met. 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 common share for the periods indicated (in thousands, except per share amounts): Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Net income $ 19,421 $ 690 $ 46,648 $ 1,981 Basic: Weighted average shares 32,738 32,520 32,951 32,353 Diluted: Weighted average shares 32,738 32,520 32,951 32,353 Potentially dilutive shares 637 139 605 69 Total dilutive shares 33,375 32,659 33,556 32,422 Net income per common share Basic $ 0.59 $ 0.02 $ 1.42 $ 0.06 Dilutive $ 0.58 $ 0.02 $ 1.39 $ 0.06 Anti-dilutive shares not included above 1,924 4,657 2,009 5,200 |
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. Contingent consideration liability is for estimated future contingent consideration payments related to the Company’s acquisitions. Total contingent consideration liabilities were zero and $ 7.1 million as of February 26, 2022 and May 29, 2021, respectively. During the three months ended November 27, 2021, the Company made the final cash earn-out payment of $ 7.0 million related to the acquisition of Veracity Consulting Group, LLC. The fair value measurement of the liability was 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 were the Company’s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liability was remeasured on a quarterly basis until settlement by the Company using additional information as it becomes available, and any change in the fair value estimates were recorded in selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. 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. |
Share Repurchases And Retirement Of Treasury Shares | Share Repurchases and Retirement of Treasury Shares Shares of common stock repurchased by the Company are held as treasury shares. The Company accounts for the retirement of treasury shares using the par value method under which the cost of repurchased and retired treasury shares in excess of the par value is allocated between additional paid-in capital and retained earnings. When the repurchase price is greater than the original issue proceeds, the excess is charged to retained earnings. The Company uses the weighted-average cost flow assumption to identify and assign the original issue proceeds to the cost of the repurchased and retired treasury shares. The Company believes that this allocation method is preferable because it more accurately reflects its paid-in capital balances by allocating the cost of the repurchased and retired treasury shares to paid-in capital in proportion to paid-in capital associated with the original issuance of those shares. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements No recent accounting pronouncements or changes in accounting pronouncements have been issued or adopted since those discussed in the Company’s Fiscal Year 2021 Form 10-K, that are of material significance, or have potential material significance, to the Company. |
Summary Of Significant Accoun_3
Summary Of Significant Accounting Policies (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Summary Of Significant Accounting Policies [Abstract] | |
Calculation Of Net Income Per Common Share | Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Net income $ 19,421 $ 690 $ 46,648 $ 1,981 Basic: Weighted average shares 32,738 32,520 32,951 32,353 Diluted: Weighted average shares 32,738 32,520 32,951 32,353 Potentially dilutive shares 637 139 605 69 Total dilutive shares 33,375 32,659 33,556 32,422 Net income per common share Basic $ 0.59 $ 0.02 $ 1.42 $ 0.06 Dilutive $ 0.58 $ 0.02 $ 1.39 $ 0.06 Anti-dilutive shares not included above 1,924 4,657 2,009 5,200 |
Intangible Assets And Goodwill
Intangible Assets And Goodwill (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Intangible Assets And Goodwill [Abstract] | |
Summary Of Intangible Assets And Related Accumulated Amortization | As of February 26, 2022 As of May 29, 2021 Accumulated Accumulated Gross Amortization Net Gross Amortization Net Customer contracts and relationships ( 3 - 8 years ) $ 23,804 $ ( 11,965 ) $ 11,839 $ 23,941 $ ( 9,918 ) $ 14,023 Tradenames ( 3 - 10 years ) 4,986 ( 3,857 ) 1,129 5,164 ( 3,651 ) 1,513 Backlog ( 17 months) 1,210 ( 1,210 ) - 1,210 ( 1,210 ) - Consultant list ( 3 years) 789 ( 789 ) - 849 ( 849 ) - Non-compete agreements ( 3 years) 902 ( 902 ) - 970 ( 970 ) - Computer software ( 2 - 3.5 years ) 6,941 ( 1,862 ) 5,079 5,446 ( 742 ) 4,704 Total $ 38,632 $ ( 20,585 ) $ 18,047 $ 37,580 $ ( 17,340 ) $ 20,240 |
Summary Of Future Estimated Amortization Expense | 2022 (remaining 3 months) $ 1,326 2023 5,242 2024 5,086 2025 3,586 2026 2,308 2027 445 Total $ 17,993 |
Summary Of Activity In Goodwill Balance | RGP Other Segments Total Company Balance as of May 29, 2021 $ 209,388 $ 7,370 $ 216,758 Impact of foreign currency exchange rate changes ( 1,623 ) ( 334 ) ( 1,957 ) Balance as of February 26, 2022 $ 207,765 $ 7,036 $ 214,801 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Leases [Abstract] | |
Lease Cost Components | Three Months Ended Nine Months Ended February 26, 2022 February 27, 2021 February 26, 2022 February 27, 2021 Operating lease cost $ 2,185 $ 2,583 $ 6,672 $ 8,201 Short-term lease cost 23 43 66 135 Variable lease cost 504 756 1,587 2,004 Sublease income ( 282 ) ( 227 ) ( 800 ) ( 671 ) Total lease cost $ 2,430 $ 3,155 $ 7,525 $ 9,669 |
Supplemental Cash Flow Information Related To Operating Leases | Three Months Ended Nine Months Ended February 26, 2022 February 27, 2021 February 26, 2022 February 27, 2021 Cash paid for amounts included in the measurement of operating lease liabilities $ 2,720 $ 3,209 $ 8,501 $ 10,166 Right-of-use assets obtained in exchange for new operating lease obligations $ 231 $ 363 $ 1,699 $ 1,918 |
Lease Term And Discount Rate | As of As of February 26, 2022 May 29, 2021 Weighted average remaining lease term (in years) 3.4 3.7 Weighted average discount rate 3.74 % 3.92 % |
Maturities Of Operating Lease Liabilities | Years Ending: Operating Lease Maturity May 28, 2022 $ 2,636 May 27, 2023 8,928 May 25, 2024 6,905 May 31, 2025 3,304 May 30, 2026 1,897 Thereafter 2,060 Total minimum payments $ 25,730 Less: interest ( 1,551 ) Present value of operating lease liabilities $ 24,179 |
Restructuring Activities (Table
Restructuring Activities (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Restructuring Activities [Abstract] | |
Summary Of Restructuring Costs | Three Months Ended February 26, 2022 February 27, 2021 North America and APAC Plan European Plan Total North America and APAC Plan European Plan Total Employee termination costs $ 44 $ ( 5 ) $ 39 $ 39 $ ( 200 ) $ ( 161 ) Real estate exit costs 10 5 15 197 327 524 Other costs - 13 13 - 289 289 Total restructuring costs $ 54 $ 13 $ 67 $ 236 $ 416 $ 652 Nine Months Ended February 26, 2022 February 27, 2021 North America and APAC Plan European Plan Total North America and APAC Plan European Plan Total Employee termination costs $ 123 $ ( 229 ) $ ( 106 ) $ 1,134 $ 5,097 $ 6,231 Real estate exit costs 884 ( 10 ) 874 919 709 1,628 Other costs - 39 39 - 586 586 Total restructuring costs $ 1,007 $ ( 200 ) $ 807 $ 2,053 $ 6,392 $ 8,445 |
Summary Of Cumulative Restructuring Costs | Inception to Date February 26, 2022 North America and APAC Plan European Plan Total Employee termination costs $ 5,075 $ 4,609 $ 9,684 Real estate exit costs 2,990 654 3,644 Other costs - 719 719 Total restructuring costs $ 8,065 $ 5,982 $ 14,047 |
Summary Of Employee Termination Activity | Three Months Ended Nine Months Ended February 26, 2022 February 27, 2021 February 26, 2022 February 27, 2021 Liability balance, beginning of period $ 373 $ 5,302 $ 1,263 $ 1,874 Increase in liability (restructuring costs) 39 ( 161 ) ( 106 ) 6,231 Reduction in liability (payments and others) - ( 2,618 ) ( 745 ) ( 5,582 ) Liability balance, end of period $ 412 $ 2,523 $ 412 $ 2,523 |
Supplemental Disclosure Of Ca_2
Supplemental Disclosure Of Cash Flow Information (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | |
Schedule Of Additional Information Regarding Cash Flows | Nine Months Ended February 26, February 27, 2022 2021 Income taxes paid $ 20,201 $ 12,771 Interest paid $ 766 $ 1,299 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 7 $ - Cash dividends declared, not paid $ 4,635 $ 4,591 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Stock-Based Compensation Plans [Abstract] | |
Summary Of Stock Option Activity | Shares Weighted Average Exercise Price Outstanding at May 29, 2021 4,556 $ 15.78 Exercised ( 741 ) 14.43 Forfeited ( 83 ) 17.61 Expired ( 204 ) 15.80 Outstanding at February 26, 2022 3,528 $ 16.02 Exercisable at February 26, 2022 2,863 $ 15.61 Vested and expected to vest at February 26, 2022 3,463 $ 15.99 |
Summary Of Unvested Restricted Awards | Shares Weighted Average Grant-Date Fair Value Outstanding at May 29, 2021 127 $ 13.12 Granted 97 18.28 Vested ( 41 ) 13.36 Unvested as of February 26, 2022 183 $ 15.88 Expected to vest as of February 26, 2022 158 $ 15.83 |
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 29, 2021 513 $ 11.40 89 $ 14.58 602 $ 11.87 Granted 212 18.41 26 16.91 238 18.25 Vested ( 125 ) 11.64 ( 48 ) 14.34 ( 173 ) 12.39 Forfeited ( 26 ) 13.58 - - ( 26 ) 13.58 Unvested as of February 26, 2022 574 $ 14.03 67 $ 14.89 641 $ 14.12 Expected to vest as of February 26, 2022 507 $ 13.98 67 $ 14.89 574 $ 14.09 |
Summary Of Unvested Performance Stock Units Activity | Shares Weighted Average Grant-Date Fair Value Outstanding at May 29, 2021 - $ - Granted (1) 203 18.41 Forfeited ( 7 ) 18.44 Unvested as of February 26, 2022 196 $ 18.41 Expected to vest as of February 26, 2022 168 $ 18.42 (1) Shares granted in the nine months ended February 26, 2022 are presented at the stated target, which represents the base number of shares that would vest. Actual shares vest may be 0 - 150 % of the target based on the achievement of the specific company-wide performance targets. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Feb. 26, 2022 | |
Segment Information [Abstract] | |
Summary Of Operating Results Of Segments | Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Revenues: RGP $ 195,251 $ 146,487 $ 557,584 $ 425,598 Other Segments 9,358 10,144 30,403 31,601 Total revenues $ 204,609 $ 156,631 $ 587,987 $ 457,199 Adjusted EBITDA: RGP $ 30,656 $ 15,886 $ 91,833 $ 50,671 Other Segments 579 449 2,817 2,866 Reconciling items (1) ( 8,766 ) ( 6,866 ) ( 24,881 ) ( 21,455 ) Total Adjusted EBITDA $ 22,469 $ 9,469 $ 69,769 $ 32,082 (1) Reconciling items are generally comprised of unallocated corporate administrative costs, including management and board compensation, corporate support function costs and other general corporate costs that are not allocated to segments. |
Reconciliation Of Net Income (Loss) To Adjusted EBITDA | Three Months Ended Nine Months Ended February 26, February 27, February 26, February 27, 2022 2021 2022 2021 Net income $ 19,421 $ 690 $ 46,648 $ 1,981 Adjustments: Amortization of intangible assets 1,321 1,202 3,608 4,125 Depreciation expense 882 963 2,694 2,954 Interest expense, net 307 361 744 1,316 (Benefit) provision for income taxes ( 2,192 ) 1,057 8,561 5,270 EBITDA 19,739 4,273 62,255 15,646 Stock-based compensation expense 2,202 1,834 5,851 4,939 Restructuring costs 67 652 807 8,445 Technology transformation costs (1) 461 - 690 - Contingent consideration adjustment - 2,710 166 3,052 Adjusted EBITDA $ 22,469 $ 9,469 $ 69,769 $ 32,082 (1) Commencing with the three months ended November 27, 2021, Adjusted EBITDA also excludes the impact of technology transformation costs. Technology transformation costs represent costs included in net income related to the Company’s initiative to upgrade its technology platform globally, including a cloud-based enterprise resource planning system and talent acquisition and management system. Such costs primarily include third-party consulting fees and costs associated with dedicated internal resources that are not capitalized through the duration of the system implementations. |
Description Of The Company An_3
Description Of The Company And Its Business (Narrative) (Details) | 9 Months Ended | 12 Months Ended |
Feb. 26, 2022 | May 28, 2022 | |
Description of the Company and its Business [Line Items] | ||
Fiscal period duration | 91 days | |
Scenario, Plan [Member] | ||
Description of the Company and its Business [Line Items] | ||
Fiscal period duration | 364 days | |
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) | 3 Months Ended | 9 Months Ended | ||
Nov. 27, 2021USD ($) | Aug. 29, 2020segment | Feb. 26, 2022USD ($)segment | May 29, 2021USD ($) | |
Summary Of Significant Accounting Policies [Abstract] | ||||
Contingent consideration paid | $ 7,000,000 | |||
Contingent consideration liability | $ 0 | $ 7,100,000 | ||
Number of segments | segment | 1 | 3 |
Summary Of Significant Accoun_5
Summary Of Significant Accounting Policies (Calculation Of Net Income Per Common Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Summary Of Significant Accounting Policies [Abstract] | ||||
Net income | $ 19,421 | $ 690 | $ 46,648 | $ 1,981 |
Basic: | ||||
Weighted average shares | 32,738 | 32,520 | 32,951 | 32,353 |
Diluted: | ||||
Weighted average shares | 32,738 | 32,520 | 32,951 | 32,353 |
Potentially dilutive shares | 637 | 139 | 605 | 69 |
Total dilutive shares | 33,375 | 32,659 | 33,556 | 32,422 |
Net income per common share | ||||
Basic (per share) | $ 0.59 | $ 0.02 | $ 1.42 | $ 0.06 |
Dilutive (per share) | $ 0.58 | $ 0.02 | $ 1.39 | $ 0.06 |
Anti-dilutive shares not included above | 1,924 | 4,657 | 2,009 | 5,200 |
Revenue Recognition (Narrative)
Revenue Recognition (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Feb. 26, 2022 | Feb. 26, 2022 | May 29, 2021 | |
Revenue Recognition [Abstract] | |||
Contract assets | $ 46.4 | $ 46.4 | $ 36.2 |
Contract liabilities | 4.5 | 4.5 | $ 4.6 |
Deferred revenue recognized | $ 0.5 | $ 2.1 |
Dispositions (Narrative) (Detai
Dispositions (Narrative) (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Feb. 26, 2022USD ($) | Feb. 26, 2022USD ($)entity | |
Dispositions [Abstract] | ||
Number of legal entities dissolved | entity | 3 | |
Gain on sale of assets | $ | $ 1.1 | $ 1 |
Intangible Assets And Goodwil_2
Intangible Assets And Goodwill (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Intangible Assets And Goodwill [Abstract] | ||||
Amortization expense | $ 1,321 | $ 1,202 | $ 3,608 | $ 4,125 |
Intangible Assets And Goodwil_3
Intangible Assets And Goodwill (Summary Of Intangible Assets And Related Accumulated Amortization) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 26, 2022 | May 29, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 38,632 | $ 37,580 |
Accumulated Amortization | (20,585) | (17,340) |
Net | 18,047 | 20,240 |
Customer Contracts And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 23,804 | 23,941 |
Accumulated Amortization | (11,965) | (9,918) |
Net | $ 11,839 | 14,023 |
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 | $ 4,986 | 5,164 |
Accumulated Amortization | (3,857) | (3,651) |
Net | $ 1,129 | 1,513 |
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) | (1,210) |
Consultant List [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years | |
Gross | $ 789 | 849 |
Accumulated Amortization | $ (789) | (849) |
Non-compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, useful lives | 3 years | |
Gross | $ 902 | 970 |
Accumulated Amortization | (902) | (970) |
Computer Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 6,941 | 5,446 |
Accumulated Amortization | (1,862) | (742) |
Net | $ 5,079 | $ 4,704 |
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 | Feb. 26, 2022USD ($) |
Intangible Assets And Goodwill [Abstract] | |
2022 (remaining 3 months) | $ 1,326 |
2023 | 5,242 |
2024 | 5,086 |
2025 | 3,586 |
2026 | 2,308 |
2027 | 445 |
Total | $ 17,993 |
Intangible Assets And Goodwil_5
Intangible Assets And Goodwill (Summary Of Activity In Goodwill Balance) (Details) $ in Thousands | 9 Months Ended |
Feb. 26, 2022USD ($) | |
Goodwill [Line Items] | |
Goodwill, beginning of period | $ 216,758 |
Impact of foreign currency exchange rate changes | (1,957) |
Goodwill, end of period | 214,801 |
RGP [Member] | |
Goodwill [Line Items] | |
Goodwill, beginning of period | 209,388 |
Impact of foreign currency exchange rate changes | (1,623) |
Goodwill, end of period | 207,765 |
Other Segments [Member] | |
Goodwill [Line Items] | |
Goodwill, beginning of period | 7,370 |
Impact of foreign currency exchange rate changes | (334) |
Goodwill, end of period | $ 7,036 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022USD ($)ft² | Feb. 27, 2021USD ($) | Feb. 26, 2022USD ($)ft² | Feb. 27, 2021USD ($) | |
Area of real estate property | ft² | 57,000 | 57,000 | ||
Rental income | $ 48,000 | $ 55,000 | $ 144,000 | $ 164,000 |
Expected rental income from third party leases in fiscal 2022 | 55,000 | 55,000 | ||
Expected rental income from third party leases in fiscal 2023 | 219,000 | 219,000 | ||
Expected rental income from third party leases in fiscal 2024 | 219,000 | 219,000 | ||
Expected rental income from third party leases in fiscal 2025 | $ 77,000 | $ 77,000 | ||
Leases To Independent Third Parties [Member] | ||||
Area of real estate property | ft² | 13,000 | 13,000 |
Leases (Lease Cost Components)
Leases (Lease Cost Components) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Leases [Abstract] | ||||
Operating lease cost | $ 2,185 | $ 2,583 | $ 6,672 | $ 8,201 |
Short-term lease cost | 23 | 43 | 66 | 135 |
Variable lease cost | 504 | 756 | 1,587 | 2,004 |
Sublease income | (282) | (227) | (800) | (671) |
Total lease cost | $ 2,430 | $ 3,155 | $ 7,525 | $ 9,669 |
Leases (Supplemental Cash Flow
Leases (Supplemental Cash Flow Information Related To Operating Leases) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Leases [Abstract] | ||||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 2,720 | $ 3,209 | $ 8,501 | $ 10,166 |
Right-of-use assets obtained in exchange for new operating lease obligations | $ 231 | $ 363 | $ 1,699 | $ 1,918 |
Leases (Lease Term And Discount
Leases (Lease Term And Discount Rate) (Details) | Feb. 26, 2022 | May 29, 2021 |
Leases [Abstract] | ||
Weighted average remaining lease term | 3 years 4 months 24 days | 3 years 8 months 12 days |
Weighted average discount rate | 3.74% | 3.92% |
Leases (Maturities Of Operating
Leases (Maturities Of Operating Lease Liabilities) (Details) $ in Thousands | Feb. 26, 2022USD ($) |
Leases [Abstract] | |
May 28, 2022 | $ 2,636 |
May 27, 2023 | 8,928 |
May 25, 2024 | 6,905 |
May 31, 2025 | 3,304 |
May 30, 2026 | 1,897 |
Thereafter | 2,060 |
Total minimum payments | 25,730 |
Less: interest | (1,551) |
Present value of operating lease liabilities | $ 24,179 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | May 29, 2021 | |
Income Taxes [Abstract] | |||||
Income tax expense (benefit) | $ (2,192) | $ 1,057 | $ 8,561 | $ 5,270 | |
Effective tax rate | 12.70% | 60.50% | 15.50% | 72.70% | |
Change in valuation allowance | $ 4,900 | $ 4,900 | |||
Income tax benefit from reversal of foreign valuation allowance | 2,600 | 2,600 | |||
Tax expense (benefit) from stock option compensation | (500) | $ (400) | (1,300) | $ (700) | |
Unrecognized tax benefits | $ 900 | $ 900 | $ 900 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Millions | Nov. 12, 2021 | Feb. 26, 2022 | Nov. 11, 2021 |
New Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, remaining borrowing capacity | $ 119.8 | ||
Credit facility, effective interest rate | 1.42% | ||
New Credit Facility [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 175 | ||
Option to increase capacity, amount | 75 | ||
Proceeds from credit facility | 54 | ||
New Credit Facility [Member] | Standby Letters of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 10 | ||
Credit facility, outstanding balance | $ 1.2 | ||
New Credit Facility [Member] | Swingline [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 20 | ||
New Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, commitment fee | 0.20% | ||
New Credit Facility [Member] | Minimum [Member] | SOFR [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.25% | ||
New Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 0.25% | ||
New Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, commitment fee | 0.30% | ||
New Credit Facility [Member] | Maximum [Member] | SOFR [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 2.00% | ||
New Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.00% | ||
Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 120 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 17, 2022 | Dec. 08, 2021 | Nov. 08, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | Jan. 20, 2022 | Jul. 31, 2015 |
Stockholders' Equity Disclosure [Line Items] | |||||||
Dividends payable (per share) | $ 0.14 | ||||||
Cash dividends paid | $ 13,965 | $ 13,625 | |||||
Treasury stock retired | 31,700,000 | ||||||
Treasury stock balance decrease | $ (520,700) | ||||||
Subsequent Event [Member] | |||||||
Stockholders' Equity Disclosure [Line Items] | |||||||
Cash dividends paid | $ 4,600 | ||||||
July 2015 Program [Member] | |||||||
Stockholders' Equity Disclosure [Line Items] | |||||||
Amount authorized under a stock repurchase program | $ 150,000 | ||||||
Shares repurchased | 1,155,236 | ||||||
Share price | $ 17.01 | ||||||
Period of volume-weighted average price | 10 days | ||||||
Stock repurchase plan, remaining amount | $ 65,400 | ||||||
Common Stock [Member] | |||||||
Stockholders' Equity Disclosure [Line Items] | |||||||
Treasury stock retired | 31,739,000 | ||||||
Treasury stock balance decrease | 300 | ||||||
Additional Paid-in Capital [Member] | |||||||
Stockholders' Equity Disclosure [Line Items] | |||||||
Treasury stock balance decrease | 157,600 | ||||||
Retained Earnings [Member] | |||||||
Stockholders' Equity Disclosure [Line Items] | |||||||
Treasury stock balance decrease | $ 362,700 |
Restructuring Activities (Narra
Restructuring Activities (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 67 | $ 652 | $ 807 | $ 8,445 |
North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 54 | 236 | 1,007 | 2,053 |
European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 13 | 416 | (200) | 6,392 |
Employee Termination Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 39 | (161) | (106) | 6,231 |
Employee Termination Costs [Member] | North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 44 | 39 | 123 | 1,134 |
Employee Termination Costs [Member] | European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring liability | 400 | 400 | ||
Restructuring costs | (5) | (200) | (229) | 5,097 |
Real Estate Exit Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 15 | 524 | 874 | 1,628 |
Real Estate Exit Costs [Member] | North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 10 | 197 | 884 | 919 |
Real Estate Exit Costs [Member] | European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 5 | $ 327 | (10) | $ 709 |
Impairment Of Operating Right Of Use Assets [Member] | North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 600 | |||
Loss On Disposal Of Fixed Assets [Member] | North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 300 |
Restructuring Activities (Summa
Restructuring Activities (Summary Of Restructuring Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 67 | $ 652 | $ 807 | $ 8,445 |
North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 54 | 236 | 1,007 | 2,053 |
European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 13 | 416 | (200) | 6,392 |
Employee Termination Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 39 | (161) | (106) | 6,231 |
Employee Termination Costs [Member] | North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 44 | 39 | 123 | 1,134 |
Employee Termination Costs [Member] | European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | (5) | (200) | (229) | 5,097 |
Real Estate Exit Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 15 | 524 | 874 | 1,628 |
Real Estate Exit Costs [Member] | North America And Asia Pacific Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 10 | 197 | 884 | 919 |
Real Estate Exit Costs [Member] | European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 5 | 327 | (10) | 709 |
Other Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 13 | 289 | 39 | 586 |
Other Costs [Member] | European Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 13 | $ 289 | $ 39 | $ 586 |
Restructuring Activities (Sum_2
Restructuring Activities (Summary Of Cumulative Restructuring Costs) (Details) $ in Thousands | Feb. 26, 2022USD ($) |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | $ 14,047 |
North America And Asia Pacific Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 8,065 |
European Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 5,982 |
Employee Termination Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 9,684 |
Employee Termination Costs [Member] | North America And Asia Pacific Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 5,075 |
Employee Termination Costs [Member] | European Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 4,609 |
Real Estate Exit Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 3,644 |
Real Estate Exit Costs [Member] | North America And Asia Pacific Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 2,990 |
Real Estate Exit Costs [Member] | European Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 654 |
Other Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | 719 |
Other Costs [Member] | European Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring costs | $ 719 |
Restructuring Activities (Sum_3
Restructuring Activities (Summary Of Employee Termination Activity) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Increase in liability (restructuring costs) | $ 67 | $ 652 | $ 807 | $ 8,445 |
Employee Termination Activity [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Liability balance, beginning of period | 373 | 5,302 | 1,263 | 1,874 |
Increase in liability (restructuring costs) | 39 | (161) | (106) | 6,231 |
Reduction in liability (payments and others) | (2,618) | (745) | (5,582) | |
Liability balance, end of period | $ 412 | $ 2,523 | $ 412 | $ 2,523 |
Supplemental Disclosure Of Ca_3
Supplemental Disclosure Of Cash Flow Information (Schedule Of Additional Information Regarding Cash Flows) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 26, 2022 | Feb. 27, 2021 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | ||
Income taxes paid | $ 20,201 | $ 12,771 |
Interest paid | 766 | 1,299 |
Capitalized leasehold improvements paid directly by landlord | 7 | |
Cash dividends declared, not paid | $ 4,635 | $ 4,591 |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plans (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 2,202 | $ 1,834 | $ 5,851 | $ 4,939 |
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 | 1,797,440 | ||
Stock options termination period | 10 years | |||
Shares available for grant | 1,637,989 | 1,637,989 | ||
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 | 1,825,000 | ||
Shares available for grant | 672,000 | 672,000 | ||
Percentage of exercise price per share out of fair market value | 85.00% | |||
Common stock issued | 463,000 | 506,000 | ||
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to stock-based compensation | $ 1,800 | $ 1,800 | ||
Weighted-average period of cost to be recognized | 1 year 10 days | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to stock-based compensation | 2,200 | $ 2,200 | ||
Weighted-average period of cost to be recognized | 1 year 8 months 23 days | |||
Equity-Classified Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to stock-based compensation | 6,200 | $ 6,200 | ||
Weighted-average period of cost to be recognized | 2 years | |||
Liability-Classified Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost related to stock-based compensation | 900 | $ 900 | ||
Weighted-average period of cost to be recognized | 1 year 10 months 24 days | |||
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Unrecognized compensation cost related to stock-based compensation | $ 3,800 | $ 3,800 | ||
Weighted-average period of cost to be recognized | 2 years 2 months 26 days | |||
Minimum [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Minimum [Member] | Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 0.00% | |||
Maximum [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Maximum [Member] | Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 150.00% |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plans (Summary Of Stock Option Activity) (Details) - $ / shares shares in Thousands | 9 Months Ended |
Feb. 26, 2022 | |
Stock-Based Compensation Plans [Abstract] | |
Outstanding, Beginning balance | 4,556 |
Exercised | (741) |
Forfeited | (83) |
Expired | (204) |
Outstanding, Ending balance | 3,528 |
Exercisable | 2,863 |
Vested and expected to vest | 3,463 |
Beginning balance, Weighted Average Exercise Price (per share) | $ 15.78 |
Exercised, Weighted Average Exercise Price (per share) | 14.43 |
Forfeited, Weighted Average Exercise Price (per share) | 17.61 |
Expired, Weighted Average Exercise Price (per share) | 15.80 |
Ending balance, Weighted Average Exercise Price (per share) | 16.02 |
Exercisable, Weighted Average Exercise Price (per share) | 15.61 |
Vested and expected to vest, Weighted Average Exercise Price (per share) | $ 15.99 |
Stock-Based Compensation Plan_4
Stock-Based Compensation Plans (Summary Of Unvested Restricted Awards) (Details) - Restricted Stock [Member] shares in Thousands | 9 Months Ended |
Feb. 26, 2022$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding, beginning balance | shares | 127 |
Granted, Shares | shares | 97 |
Vested, Shares | shares | (41) |
Unvested, ending balance, Shares | shares | 183 |
Expected to vest, Shares | shares | 158 |
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ / shares | $ 13.12 |
Granted, Weighted Average Grant-Date Fair Value | $ / shares | 18.28 |
Vested, Weighted Average Grant-Date Fair Value | $ / shares | 13.36 |
Unvested, ending balance, Weighted Average Grant-Date Fair Value | $ / shares | 15.88 |
Expected to vest, Weighted Average Grant-Date Fair Value | $ / shares | $ 15.83 |
Stock-Based Compensation Plan_5
Stock-Based Compensation Plans (Summary Of Unvested Restricted Stock Unit Activity) (Details) shares in Thousands | 9 Months Ended |
Feb. 26, 2022$ / sharesshares | |
Restricted Stock Units (RSUs) [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding, beginning balance | shares | 602 |
Granted, Shares | shares | 238 |
Vested, Shares | shares | (173) |
Forfeited, Shares | shares | (26) |
Unvested, ending balance, Shares | shares | 641 |
Expected to vest, Shares | shares | 574 |
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ / shares | $ 11.87 |
Granted, Weighted Average Grant-Date Fair Value | $ / shares | 18.25 |
Vested, Weighted Average Grant-Date Fair Value | $ / shares | 12.39 |
Forfeited, Weighted Average Grant-Date Fair Value | $ / shares | 13.58 |
Unvested, ending balance, Weighted Average Grant-Date Fair Value | $ / shares | 14.12 |
Expected to vest, Weighted Average Grant-Date Fair Value | $ / shares | $ 14.09 |
Equity-Classified Restricted Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding, beginning balance | shares | 513 |
Granted, Shares | shares | 212 |
Vested, Shares | shares | (125) |
Forfeited, Shares | shares | (26) |
Unvested, ending balance, Shares | shares | 574 |
Expected to vest, Shares | shares | 507 |
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ / shares | $ 11.40 |
Granted, Weighted Average Grant-Date Fair Value | $ / shares | 18.41 |
Vested, Weighted Average Grant-Date Fair Value | $ / shares | 11.64 |
Forfeited, Weighted Average Grant-Date Fair Value | $ / shares | 13.58 |
Unvested, ending balance, Weighted Average Grant-Date Fair Value | $ / shares | 14.03 |
Expected to vest, Weighted Average Grant-Date Fair Value | $ / shares | $ 13.98 |
Liability-Classified Stock Units [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding, beginning balance | shares | 89 |
Granted, Shares | shares | 26 |
Vested, Shares | shares | (48) |
Unvested, ending balance, Shares | shares | 67 |
Expected to vest, Shares | shares | 67 |
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ / shares | $ 14.58 |
Granted, Weighted Average Grant-Date Fair Value | $ / shares | 16.91 |
Vested, Weighted Average Grant-Date Fair Value | $ / shares | 14.34 |
Unvested, ending balance, Weighted Average Grant-Date Fair Value | $ / shares | 14.89 |
Expected to vest, Weighted Average Grant-Date Fair Value | $ / shares | $ 14.89 |
Stock-Based Compensation Plan_6
Stock-Based Compensation Plans (Summary Of Unvested Performance Stock Units Activity) (Details) - Performance Shares [Member] shares in Thousands | 9 Months Ended |
Feb. 26, 2022$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding, beginning balance | shares | |
Granted, Shares | shares | 203 |
Forfeited, Shares | shares | (7) |
Unvested, ending balance, Shares | shares | 196 |
Expected to vest, Shares | shares | 168 |
Outstanding, beginning balance, Weighted Average Grant-Date Fair Value | $ / shares | |
Granted, Weighted Average Grant-Date Fair Value | $ / shares | 18.41 |
Forfeited, Weighted Average Grant-Date Fair Value | $ / shares | 18.44 |
Unvested, ending balance, Weighted Average Grant-Date Fair Value | $ / shares | 18.41 |
Expected to vest, Weighted Average Grant-Date Fair Value | $ / shares | $ 18.42 |
Minimum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 0.00% |
Minimum [Member] | Base Number Of Shares [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 0.00% |
Maximum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 150.00% |
Maximum [Member] | Base Number Of Shares [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 150.00% |
Segment Information (Narrative)
Segment Information (Narrative) (Details) - segment | 3 Months Ended | 9 Months Ended |
Aug. 29, 2020 | Feb. 26, 2022 | |
Segment Information [Abstract] | ||
Number of segments | 1 | 3 |
Segment Information (Summary Of
Segment Information (Summary Of Operating Results Of Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 204,609 | $ 156,631 | $ 587,987 | $ 457,199 |
Adjusted EBITDA | 22,469 | 9,469 | 69,769 | 32,082 |
Reconciling Items [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (8,766) | (6,866) | (24,881) | (21,455) |
RGP [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 195,251 | 146,487 | 557,584 | 425,598 |
Adjusted EBITDA | 30,656 | 15,886 | 91,833 | 50,671 |
Other Segments [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 9,358 | 10,144 | 30,403 | 31,601 |
Adjusted EBITDA | $ 579 | $ 449 | $ 2,817 | $ 2,866 |
Segment Information (Reconcilia
Segment Information (Reconciliation Of Net Income (Loss) To Adjusted EBITDA) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 26, 2022 | Feb. 27, 2021 | Feb. 26, 2022 | Feb. 27, 2021 | |
Segment Information [Abstract] | ||||
Net income | $ 19,421 | $ 690 | $ 46,648 | $ 1,981 |
Amortization of intangible assets | 1,321 | 1,202 | 3,608 | 4,125 |
Depreciation expense | 882 | 963 | 2,694 | 2,954 |
Interest expense, net | 307 | 361 | 744 | 1,316 |
(Benefit) Provision for income taxes | (2,192) | 1,057 | 8,561 | 5,270 |
EBITDA | 19,739 | 4,273 | 62,255 | 15,646 |
Stock-based compensation expense | 2,202 | 1,834 | 5,851 | 4,939 |
Restructuring costs | 67 | 652 | 807 | 8,445 |
Technology transformation costs | 461 | 690 | ||
Contingent consideration adjustment | 2,710 | 166 | 3,052 | |
Adjusted EBITDA | $ 22,469 | $ 9,469 | $ 69,769 | $ 32,082 |