Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Feb. 25, 2017 | Mar. 27, 2017 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Feb. 25, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | recn | |
Entity Registrant Name | RESOURCES CONNECTION INC | |
Entity Central Index Key | 1,084,765 | |
Current Fiscal Year End Date | --05-27 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 29,653,661 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 44,607 | $ 91,089 |
Short-term investments | 24,957 | |
Trade accounts receivable, net of allowance for doubtful accounts of $2,627 and $2,994 as of February 25, 2017 and May 28, 2016, respectively | 96,864 | 97,807 |
Prepaid expenses and other current assets | 4,944 | 4,735 |
Income taxes receivable | 2,620 | |
Total current assets | 149,035 | 218,588 |
Goodwill | 170,068 | 171,183 |
Property and equipment, net | 23,476 | 21,274 |
Deferred income taxes | 904 | 4,237 |
Other assets | 1,872 | 1,973 |
Total assets | 345,355 | 417,255 |
Current liabilities: | ||
Accounts payable and accrued expenses | 14,188 | 13,606 |
Accrued salaries and related obligations | 36,827 | 50,155 |
Other liabilities | 7,530 | 7,123 |
Total current liabilities | 58,545 | 70,884 |
Long-term debt | 48,000 | |
Other long-term liabilities | 5,330 | 3,722 |
Total liabilities | 111,875 | 74,606 |
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; 58,976 and 58,237 shares issued, and 29,646 and 36,229 shares outstanding as of February 25, 2017 and May 28, 2016, respectively | 590 | 582 |
Additional paid-in capital | 397,282 | 388,763 |
Accumulated other comprehensive loss | (13,329) | (10,794) |
Retained earnings | 330,841 | 327,954 |
Treasury stock at cost, 29,330 and 22,008 shares as of February 25, 2017 and May 28, 2016, respectively | (481,904) | (363,856) |
Total stockholders' equity | 233,480 | 342,649 |
Total liabilities and stockholders' equity | $ 345,355 | $ 417,255 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
Consolidated Balance Sheets [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 2,627 | $ 2,994 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 70,000,000 | 70,000,000 |
Common stock, shares issued | 58,976,000 | 58,237,000 |
Common stock, shares outstanding | 29,646,000 | 36,229,000 |
Treasury stock at cost, shares | 29,330,000 | 22,008,000 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Consolidated Statements Of Operations [Abstract] | ||||
Revenue | $ 143,844 | $ 146,779 | $ 434,791 | $ 446,006 |
Direct cost of services, primarily payroll and related taxes for professional services employees | 91,597 | 91,851 | 271,507 | 274,739 |
Gross margin | 52,247 | 54,928 | 163,284 | 171,267 |
Selling, general and administrative expenses | 45,376 | 43,318 | 135,046 | 130,446 |
Amortization of intangible assets | 30 | 90 | ||
Depreciation expense | 909 | 867 | 2,511 | 2,606 |
Income from operations | 5,962 | 10,713 | 25,727 | 38,125 |
Interest expense | 351 | 415 | ||
Interest income | (16) | (52) | (126) | (118) |
Income before provision for income taxes | 5,627 | 10,765 | 25,438 | 38,243 |
Provision for income taxes | 2,743 | 4,808 | 11,224 | 16,477 |
Net income | $ 2,884 | $ 5,957 | $ 14,214 | $ 21,766 |
Net income per common share: | ||||
Basic (per share) | $ 0.10 | $ 0.16 | $ 0.42 | $ 0.59 |
Diluted (per share) | $ 0.09 | $ 0.16 | $ 0.41 | $ 0.58 |
Weighted average common shares outstanding: | ||||
Basic (shares) | 29,764 | 37,073 | 33,916 | 37,186 |
Diluted (shares) | 30,584 | 37,615 | 34,550 | 37,777 |
Cash dividends declared per common share | $ 0.11 | $ 0.10 | $ 0.33 | $ 0.30 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
COMPREHENSIVE INCOME: | ||||
Net income | $ 2,884 | $ 5,957 | $ 14,214 | $ 21,766 |
Foreign currency translation adjustment, net of tax | 509 | 842 | (2,535) | (830) |
Total comprehensive income | $ 3,393 | $ 6,799 | $ 11,679 | $ 20,936 |
Consolidated Statement Of Stock
Consolidated Statement Of Stockholders' Equity - 9 months ended Feb. 25, 2017 - 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 |
Balance at May. 28, 2016 | $ 582 | $ 388,763 | $ (363,856) | $ (10,794) | $ 327,954 | $ 342,649 |
Balance (in shares) at May. 28, 2016 | 58,237 | 22,008 | 36,229 | |||
Exercise of stock options | $ 3 | 3,644 | $ 3,647 | |||
Exercise of stock options (in shares) | 289 | 289 | ||||
Stock-based compensation expense | 4,658 | $ 4,658 | ||||
Tax shortfall from stock-based compensation arrangements | (4,276) | (4,276) | ||||
Issuance of common stock under Employee Stock Purchase Plan | $ 4 | 4,493 | 4,497 | |||
Issuance of common stock under Employee Stock Purchase Plan (in shares) | 359 | |||||
Issuance of restricted stock | $ 1 | 1 | ||||
Issuance of restricted stock (in shares) | 92 | |||||
Issuance of restricted stock out of treasury to board of director members | $ 838 | (838) | ||||
Issuance of restricted stock out of treasury to board of director members (in shares) | (36) | |||||
Cancellation of shares (in shares) | (1) | |||||
Purchase of shares | $ (118,886) | (118,886) | ||||
Purchase of shares (in shares) | 7,358 | |||||
Cash dividends declared ($0.33 per share) | (10,489) | (10,489) | ||||
Currency translation adjustment | (2,535) | (2,535) | ||||
Net income | 14,214 | 14,214 | ||||
Balance at Feb. 25, 2017 | $ 590 | $ 397,282 | $ (481,904) | $ (13,329) | $ 330,841 | $ 233,480 |
Balance (in shares) at Feb. 25, 2017 | 58,976 | 29,330 | 29,646 |
Consolidated Statement Of Stoc7
Consolidated Statement Of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Consolidated Statement Of Stockholders' Equity | ||||
Cash dividends declared per common share | $ 0.11 | $ 0.10 | $ 0.33 | $ 0.30 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) | 9 Months Ended | |
Feb. 25, 2017 | Feb. 27, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 14,214,000 | $ 21,766,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 2,511,000 | 2,696,000 |
Stock-based compensation expense | 4,658,000 | 5,028,000 |
Excess tax benefits from stock-based compensation | (6,000) | (185,000) |
Loss (gain) on disposal of assets | 20,000 | (4,000) |
Bad debt expense | 214,000 | 1,118,000 |
Deferred income taxes | 3,468,000 | 687,000 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (651,000) | (5,715,000) |
Prepaid expenses and other current assets | (188,000) | (686,000) |
Income taxes | (7,347,000) | (3,204,000) |
Other assets | 236,000 | 93,000 |
Accounts payable and accrued expenses | 817,000 | (799,000) |
Accrued salaries and related obligations | (12,968,000) | (12,028,000) |
Other liabilities | 1,948,000 | (1,720,000) |
Net cash provided by operating activities | 6,926,000 | 7,047,000 |
Cash flows from investing activities: | ||
Redemption of short-term investments | 24,957,000 | 35,000,000 |
Purchase of short-term investments | (34,983,000) | |
Proceeds from sale of fixed assets | 215,000 | |
Purchase of property and equipment | (4,039,000) | (1,676,000) |
Net cash provided by (used in) investing activities | 21,133,000 | (1,659,000) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 3,647,000 | 4,929,000 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 4,497,000 | 4,462,000 |
Purchase of common stock | (118,886,000) | (20,007,000) |
Proceeds from use of Revolving Credit Facility | 58,000,000 | |
Repayment on Revolving Credit Facility | (10,000,000) | |
Debt issuance costs | (190,000) | |
Cash dividends paid | (10,859,000) | (10,410,000) |
Excess tax benefits from stock-based compensation | 6,000 | 185,000 |
Net cash used in financing activities | (73,785,000) | (20,841,000) |
Effect of exchange rate changes on cash | (756,000) | (306,000) |
Net decrease in cash | (46,482,000) | (15,759,000) |
Cash and cash equivalents at beginning of period | 91,089,000 | 87,250,000 |
Cash and cash equivalents at end of period | $ 44,607,000 | $ 71,491,000 |
Description Of The Company And
Description Of The Company And Its Business | 9 Months Ended |
Feb. 25, 2017 | |
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. (“Resources Connection”), a Delaware corporation, was incorporated on November 16, 1998. Resources Connection is a multinational professional services firm; its operating entities primarily provide services under the name Resources Global Professionals (“RGP” or the “Company”). The Company is organized around client service teams utilizing experienced professionals and provides consulting and business support services in the areas of accounting; finance; governance, risk and compliance management; corporate advisory, strategic communications and restructuring; information management; human capital; supply chain management; and legal and regulatory. The Company has offices in the United States (“U.S.”), Asia, Australia, Canada, Europe and Mexico. The Company’s fiscal year consists of 52 or 53 weeks, ending on the last Saturday in May. The third quarters of fiscal 2017 and 2016 each consisted of 13 weeks. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 9 Months Ended |
Feb. 25, 2017 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Interim Financial Information The financial information as of and for the three and nine months ended February 25, 2017 and February 27, 2016 is unaudited but includes all adjustments (consisting only of normal recurring adjustments) that the Company 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 2016 year-end balance sheet data was derived from audited financial statements, and certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the U.S. (“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 results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the fiscal year. These condensed interim financial statements should be read in conjunction with the audited financial statements for the year ended May 28, 2016, which are included in the Company’s Annual Report on Form 10-K for the year then ended (File No. 0-32113). Cash, Cash Equivalents and Short-Term Investments The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the consolidated balance sheets for cash, cash equivalents and short-term investments approximate their fair values due to the short maturities of these instruments. Client Reimbursements of “Out-of-Pocket” Expenses The Company recognizes all reimbursements received from clients for “out-of-pocket” expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $2.5 million and $2.4 million for the three months ended February 25, 2017 and February 27, 2016, respectively, and $7.3 million and $8.0 million for the nine months ended February 25, 2017 and February 27, 2016, respectively. Foreign Currency Translation The financial statements of subsidiaries outside the U.S. are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at the exchange rates effective at the end of the period, income and expense items are translated at average exchange rates prevailing during the period and the related translation adjustments are recorded as a component of accumulated other comprehensive income or loss within the Consolidated Balance Sheets. Gains and losses from foreign currency transactions are included in the Consolidated Statements of Operations. Net Income Per Share Information The Company presents both basic and diluted earnings per common 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 and common equivalent shares outstanding during the period, calculated using the treasury stock method for stock options. Under the treasury stock method, assumed proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost for future services that the Company has not yet recognized and the amount of tax benefits that would be recorded in additional paid-in capital when the award becomes deductible. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect. Stock options for which the exercise price exceeds the average market price per common share 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 (amounts in thousands, except per share amounts): Three Months Ended Nine Months Ended February 25, February 27, February 25, February 27, 2017 2016 2017 2016 Net income $ 2,884 $ 5,957 $ 14,214 $ 21,766 Basic: Weighted average shares 29,764 37,073 33,916 37,186 Diluted: Weighted average shares 29,764 37,073 33,916 37,186 Potentially dilutive shares 820 542 634 591 Total dilutive shares 30,584 37,615 34,550 37,777 Net income per common share: Basic $ 0.10 $ 0.16 $ 0.42 $ 0.59 Dilutive $ 0.09 $ 0.16 $ 0.41 $ 0.58 Anti-dilutive shares not included above 4,189 5,286 4,678 4,690 Stock-Based Compensation The Company recognizes compensation expense for all share-based awards made to employees and directors, including employee stock options, restricted stock grants and employee stock purchases made via the Company’s Employee Stock Purchase Plan (the “ESPP”), based on estimated fair value at the date of grant. The Company estimates the fair value of share-based awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods. Stock option awards vest over four years and restricted stock award vesting is determined on an individual grant basis under the Company’s 2014 Performance Incentive Plan (“2014 Plan”). The Company determines the estimated value of stock option awards using the Black-Scholes valuation model. The Company recognizes stock-based compensation expense on a straight-line basis over the service period for options and restricted stock that are expected to vest and records adjustments to compensation expense at the end of the service period if actual forfeitures differ from original estimates. See Note 8 — Stock-Based Compensation Plans for further information on the 2014 Plan and stock-based compensation. 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. |
Intangible Assets And Goodwill
Intangible Assets And Goodwill | 9 Months Ended |
Feb. 25, 2017 | |
Intangible Assets And Goodwill [Abstract] | |
Intangible Assets And Goodwill | 3. Intangible Assets and Goodwill Amortization of the Company’s intangible assets was completed during fiscal 2016 and there was no outstanding balance of intangibles as of February 25, 2017 or May 28, 2016. Amortization expense related to trade name and trademark intangibles was $30,000 and $90,000 for the three and nine months ended February 27, 2016, respectively. The following table summarizes the activity in the Company’s goodwill balance (amounts in thousands): For the Nine Months Ended February 25, February 27, 2017 2016 Goodwill, beginning of year $ 171,183 $ 170,878 Impact of foreign currency exchange rate changes (1,115) (10) Goodwill, end of period $ 170,068 $ 170,868 |
Income Taxes
Income Taxes | 9 Months Ended |
Feb. 25, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 4. Income Taxes The Company’s provision for income taxes was $2.7 million (effective tax rate of approximately 49 %) and $4.8 million (effective tax rate of approximately 44 %) for the three months ended February 25, 2017 and February 27, 2016, respectively, and $11.2 million (effective tax rate of approximately 44% ) and $16.5 million (effective tax rate of approximately 43% ) for the nine months ended February 25 , 201 7 and February 27 , 201 6, respectively . The Company records tax expense based upon an actual effective tax rate versus a forecasted tax rate because of the volatility in its international operations which span numerous tax jurisdictions. The provision for income taxes in the three and nine months ended February 25, 2017 and February 27, 2016 results from taxes on income in the U.S. and certain other foreign jurisdictions, no benefit for losses in jurisdictions in which a full valuation allowance on operating loss carryforwards had previously been established and a lower benefit for losses in certain foreign jurisdictions with tax rates lower than the U.S. statutory rates. The effective tax rate in creased for the three months ended February 25, 2017 due to the lower profitability in the Company’s domestic and foreign operations , increasing the percentage impact of permanent differences between book and tax income. The Company recognized a benefit of approximately $673,000 and $488,000 related to stock-based compensation for nonqualified stock options expensed and for disqualifying dispositions under the ESPP during the third quarter of fiscal 2017 and 2016, respectively, and $1.7 million for both the nine months ended February 25 , 201 7 and February 27 , 201 6. See Note 12 — Recent Accounting Pronouncements , for a discussion of the early adoption of Accounting Standards Update (“ASU”) 2015-17, related to the b alance sheet classification of deferred income taxes . |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Feb. 25, 2017 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | 5. Long-Term Debt In October 2016, the Company entered into a $120 million secured revolving credit facility (“Facility”) with Bank of America, consisting of (i) a $90 million revolving loan facility, which includes a $5 million sublimit for the issuance of standby letters of credit (“Revolving Loan”), and (ii) a $30 million reducing revolving loan facility, any amounts of which may not be reborrowed after being repaid (“Reducing Revolving Loan”). The Facility is available for working capital and general corporate purposes, including potential acquisitions and stock repurchases. Our obligations under the Facility are guaranteed by all of the Company’s domestic subsidiaries and secured by essentially all assets of the Company, Resources Connection LLC and their domestic subsidiaries, subject to certain customary exclusions. Borrowings under the Facility bear interest at a rate per annum of either, at the Company’s option, (i) a LIBO rate defined in the Facility plus a margin of 1.25% or 1.50% or (ii) an alternate base rate, plus a margin of 0.25% or 0.50%, with the applicable margin depending on the Company's consolidated leverage ratio. The alternate base rate is the highest of (i) Bank of America’s prime rate, (ii) the federal funds rate plus 0.50% and (iii) the Eurodollar rate plus 1.0% . The Company pays an unused commitment fee on the average daily unused portion of the Facility at a rate of 0.15% to 0.25% depending upon on the Company’s consolidated leverage ratio. The Facility expires October 17, 2021 . In November 2016, the Company borrowed $58.0 million under the Facility to fund a portion of the purchase price of its modified Dutch auction tender offer. See Note 6 – Stockholders’ Equity , for additional information about the tender offer. During the third quarter of fiscal 2017, the Company reduced the amount borrowed by $10.0 million. As of February 25, 2017, the outstanding balance on the Facility wa s $49.2 million, including $1.2 million of outstanding letters of credit issued under the Facility. There is $40.8 million remaining to borrow under the Revolving Loan and $30.0 million remaining under the Reducing Revolving Loan as of February 25, 2017. As of February 25, 2017, the interest rate on the Company’s borrowings was 2.28% on one tranche of $24.0 million based on a 1-month LIBOR plus 1.5% and 2.5% on a second tranche of $24.0 million based on a 3-month LIBOR plus 1.5% . The Facility contains both affirmative and negative covenants. Covenants include, but are not limited to, limitations on the Company’s and its subsidiaries’ ability to incur liens, incur additional indebtedness, make certain restricted payments, merge or consolidate and make disposition of assets. In addition, the Facility requires us to comply with financial covenants limiting the Company’s total funded debt, minimum interest coverage ratio and maximum leverage ratio. The Company was in compliance with all financial covenants under the Facility as of February 25, 2017. Upon the occurrence of an event of default under the Facility, the lender may cease making loans, terminate the Facility and declare all amounts outstanding to be immediately due and payable. The Facility specifies a number of events of default (some of which are subject to applicable grace or cure periods), including, among other things, non-payment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults and material judgment defaults. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Feb. 25, 2017 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 6. 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. 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. During the three months ended February 25 , 201 7 , the Company purchased 400,102 shares of its common stock on the open market at an average price of $17.31 per share, for approximately $6.9 million . As of February 25 , 201 7 , approximately $125.1 million remained available for future repurchases of the Company’s common stock under the July 2015 program. Tender Offer for Common Stock In O ctober 2016, the Company commenced a modified Dutch auction tender offer to purchase up to 6,000,000 shares of common stock at a price not greater than $16.00 per share and not less than $13.50 per share. In November 2016, the Company exercised its right to increase the size of the tender offer by up to 2.0% of its outstanding common stock. The tender offer period expired on November 15, 2016 and on November 22, 2016, the Company purchased 6,515,264 shares of its common stock at a per share price of $16.00, excluding transaction costs, for approximately $104.2 million. These shares are currently held as treasury stock. The tender offer was funded through borrowings of $58.0 million under the Facility and the remainder with cash on hand. During the nine months ended February 25, 2017, the Company purchased 843,358 shares of its common stock on the open market at an average price of $15.99 per share, for approximately $13.5 million. |
Supplemental Disclosure Of Cash
Supplemental Disclosure Of Cash Flow Information | 9 Months Ended |
Feb. 25, 2017 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | |
Supplemental Disclosure Of Cash Flow Information | 7 . Supplemental Disclosure of Cash Flow Information The following table presents information regarding income taxes paid and non-cash investing and financing activities (amounts in thousands): For the Nine Months Ended February 25, February 27, 2017 2016 Income taxes paid $ 15,116 $ 18,975 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 1,026 $ 405 Dividends declared, not paid $ 3,295 $ 3,675 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 9 Months Ended |
Feb. 25, 2017 | |
Stock-Based Compensation Plans [Abstract] | |
Stock-Based Compensation Plans | 8. Stock-Based Compensation Plans Stock Options and Restricted Stock The maximum number of shares of the Company’s common stock that may be issued or transferred pursuant to awards under the 2014 Plan equals the sum of: (1) 2,400,000 shares, plus (2) the number of shares subject to stock options granted under the Resources Connection, Inc. 2004 Performance Incentive Plan and the 1999 Long Term Incentive Plan (the “Prior Stock Plans”) and outstanding as of September 3, 2014 (the date at which the Prior Stock Plans terminated), which expire, or for any reason are cancelled or terminated, after that date without being exercised, plus (3) the number of shares subject to restricted stock, restricted stock unit and other full-value awards granted under the Prior Stock Plans that were outstanding and unvested as of September 3, 2014, which are forfeited, terminated, cancelled, or otherwise reacquired after that date without having become vested. As of February 25, 201 7 , 2,636,000 shares were available for award grant purposes under the 2014 Plan, subject to future increases as described in (2) and (3) above and subject to increase as then-outstanding awards expire or terminate without having become vested or exercised, as applicable. Awards under the 2014 Plan may include, but are not limited to, stock options and restricted stock grants. Stock option grants generally vest in equal annual installments over four years and terminate ten years from the date of grant. Restricted stock award vesting is determined on an individual grant basis. Awards of restricted stock under the 2014 Plan will be counted against the available share limit as two and a half shares for every one share actually issued in connection with the award. The Company’s policy is to issue shares from its authorized shares upon the exercise of stock options. The following table summarizes the stock option activity for the nine months ended February 25, 2017 (number of shares under option and aggregate intrinsic value in thousands): Number of Shares Under Option Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at May 28, 2016 7,347 $ 16.08 5.41 $ 10,109 Granted, at fair market value 1,212 $ 14.52 Exercised (289) $ 12.60 Forfeited (172) $ 14.12 Expired (787) $ 29.97 Outstanding at February 25, 2017 7,311 $ 15.12 5.82 $ 17,797 Exercisable at February 25, 2017 4,655 $ 15.66 4.27 $ 10,300 Vested and expected to vest at February 25, 2017 7,040 $ 15.14 5.69 $ 17,183 The aggregate intrinsic value in the table above represents the total pretax intrinsic value, which is the difference between the Company’s closing stock price on the last trading day of the third quarter of fiscal 2017 and the exercise price multiplied by the number of shares that would have been received by the option holders if they had exercised their “in the money” options on February 25, 2017. This amount will change based on changes in the fair market value of the Company’s common stock. The aggregate intrinsic value of stock options exercised for the three months ended February 25 , 201 7 and February 27, 2016 was $514,000 and $15,000 , respectively, and for the nine months ended February 25, 2017 and February 27, 2016 was $1.0 million and $1.8 million, respectively . Stock-Based Compensation Expense As of February 25, 201 7 , there was $8.3 million of total unrecognized compensation cost related to un vested employee stock options granted. That cost is expected to be recognized over a weighted-average period of 33 months . Stock-ba sed compensation expense included in selling, general and administrative expenses was $1.5 million for both the three months ended February 25 , 201 7 and February 27 , 201 6 , and $4.7 million and $5.0 million for the nine months ended February 25 , 201 7 and February 27 , 201 6, respectively ; this consisted of stock-based compensation expense related to employee stock options, employee stock purchases made via the Company’s ESPP and restricted stock awards. Included in stock-based compensation expense for the nine months ended February 25, 2017 was non-cash stock-based compensation expense of approximately $400,000 related to the accelerated vesting of options previously granted to a senior executive in connection with his departure from the Company. Included in stock-based compensation expense for the nine months ended February 27, 2016 was approximately $900,000 related to the accelerated vesting of options previously granted to Donald Murray in connection with his transition from Executive Chairman to Chairman . There were no capitalized share-based compensation costs during the nine months ended February 25, 2017 and February 27 , 201 6 . The Company granted 110,987 shares and 127,720 shares of restricted stock during the three and nine months ended February 25 , 201 7, respectively, and 44,275 shares and 50,354 shares of restricted stock during the three and nine months ended February 27 , 201 6 , respectively. Stock-based compensation expense for existing restricted stock awards for the three months ended February 25 , 201 7 and February 27 , 201 6 was $212,000 and $154,000 , respectively, and $561,000 and $440,000 for the nine months ended February 25 , 201 7 and February 27 , 201 6, respectively . There were 189,612 unvested restricted shares, with approximately $2.9 million of remaining unrecognized compensation cost, as of February 25 , 2017 . The Company recognizes compensation expense for only the portion of stock options and restricted stock that is expected to vest, rather than recording forfeitures when they occur. If the actual number of forfeitures differs from that estimated by management, additional adjustments to compensation expense may be required in future periods. The Company reflects, in its Consolidated Statements of Cash Flows, the tax impact resulting from tax deductions in excess of expense recognized in its Consolidated Statements of Operations as a financing cash flow, which will impact the Company’s future reported cash flows from operating activities. Gross excess tax benefits totaled $6,000 and $185,000 for the nine months ended February 25 , 201 7 and February 27 , 201 6, respectively. Employee Stock Purchase Plan The Company’s ESPP allows qualified employees (as defined in the ESPP) to purchase designated shares of the Company’s common stock at a price equal to 85% of the lesser of the fair market value of common stock at the beginning or end of each semi-annual stock purchase period. The ESPP’s term expires October 16, 2024. A total of 5,900,000 shares of common stock may be issued under the ESPP. The Company issued 359,000 and 325,000 shares of common stock pursuant to the ESPP during the nine m onths ended February 25, 2017 and the year ended May 28 , 201 6 , respectively. T here were 918,000 shares of common stock available for issuance under the ESPP as of February 25, 2017. |
Segment Information And Enterpr
Segment Information And Enterprise Reporting | 9 Months Ended |
Feb. 25, 2017 | |
Segment Information And Enterprise Reporting [Abstract] | |
Segment Information And Enterprise Reporting | 9. Segment Information and Enterprise Reporting The Company discloses information regarding operations outside of the U.S. The Company operates as one segment. The accounting policies for the domestic and international operations are the same as those described in Note 2 - Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended May 28, 2016. Summarized information regarding the Company’s domestic and international operations is shown in the following table (amounts in thousands): Revenue for the Revenue for the Three Months Ended Nine Months Ended Long-Lived Assets (1) as of February 25, February 27, February 25, February 27, February 25, May 28, 2017 2016 2017 2016 2017 2016 United States $ 116,920 $ 121,016 $ 350,205 $ 364,659 $ 174,168 $ 172,155 The Netherlands 3,992 3,830 12,683 11,572 17,070 17,728 Other 22,932 21,933 71,903 69,775 2,306 2,574 Total $ 143,844 $ 146,779 $ 434,791 $ 446,006 $ 193,544 $ 192,457 (1) Long-lived assets are comprised of goodwill and property and equipment. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Feb. 25, 2017 | |
Legal Proceedings [Abstract] | |
Legal Proceedings | 10. Legal Proceedings The Company is involved in certain legal matters arising in the ordinary course of business. In the opinion of management, all such matters, if disposed of unfavorably, would not have a material adverse effect on the Company’s financial position, cash flows or results of operations. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Feb. 25, 2017 | |
Subsequent Event [Abstract] | |
Subsequent Event | 11. Subsequent Event On April 5, 2017, the Company announced a restructuring plan involving a reduction in 60 management and administrative positions (approximately 7.7% of management and administrative headcount) as well as the consolidation of two offices into existing locations within a reasonable proximity. The Company will record approximately $2.0 - $2.5 million for severance and termination costs in the quarter ended May 27, 2017. On an annualized basis, these actions should produce cost savings of approximately $7.0 million. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Feb. 25, 2017 | |
Recent Accounting Pronouncements [Abstract] | |
Recent Accounting Pronouncements | 12. Recent Accounting Pronouncements Accounting Pronouncements Adopted During Current Fiscal Year Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. In November 2015, the Financial Accounting Standards Board (“FASB”) issued ASU 2015-17. The standard requires that deferred tax assets and liabilities be classified as noncurrent on the balance sheet rather than being separated into current and noncurrent portions. ASU 2015-17 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. As permitted, the Company early adopted ASU 2015-17 during the first quarter of fiscal year 2017 on a retrospective basis. Accordingly, current deferred taxes have been reclassified as noncurrent on the May 28, 2016 Consolidated Balance Sheet . T his reclassification decreased current deferred tax assets by $8.4 million and increased noncurrent deferred tax assets by $8.4 million . The Company also netted noncurrent deferred tax liabilities of $5.0 million against noncurrent deferred tax assets. Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. In September 2015, the FASB issued ASU 2015-16. This ASU eliminates the requirement to retrospectively account for changes to provisional amounts initially recorded in a business combination. ASU 2015-16 requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustments are determined, including the effect of the change in provisional amount as if the accounting had been completed at the acquisition date. The Company adopted this guidance as of the beginning of fiscal 2017 and will consider it during future business combinations. Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. In August 2014, the FASB issued ASU 2014-15.This ASU provides new guidance regarding management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. The Company adopted this guidance as of the beginning of fiscal 2017. Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. In June 2014, the FASB issued ASU 2014-12. This ASU provides new guidance requiring that a performance target that affects vesting and could be achieved after the requisite service period be treated as a performance condition. The Company adopted this guidance as of the beginning of fiscal 2017. The Company does not currently have any performance based awards and thus the adoption has not had a material impact on its consolidated financial statements. Accounting Pronouncements Pending Adoption Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. In August 2016, the FASB issued ASU 2016-15, which provides authoritative guidance designed to address diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. Examples include cash payments for debt prepayment or debt extinguishment; contingent consideration payments made after a business combination; and proceeds from the settlement of corporate-owned life insurance policies. The new standard is effective for financial statements for annual and interim periods within those annual periods beginning after December 15, 2017 (for the Company, fiscal 2019). Early adoption is permitted. The Company believes the adoption of this guidance will not have a material impact on its consolidated financial statements. Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. In March 2016, the FASB issued ASU 2016-09. The new standard modifies several aspects of the accounting and reporting for employee share-based payments and related tax accounting impacts, including the presentation in the statements of operations and cash flows of certain tax benefits or deficiencies and employee tax withholdings, as well as the accounting for award forfeitures over the vesting period. The new standard is effective for financial statements for annual and interim periods within those annual periods beginning after December 15, 2016 (for the Company, fiscal 2018); early adoption is permitted. T he Company is currently evaluating the impact the adoption of this new standard will have on its consolidated financial statements but anticipates three potential impacts: a) added volatility to the Company’s effective tax rate from the change in accounting for income taxes; b) changes to its classification of excess tax benefits on the Consolidated Statement of Cash Flows; and c) change in the accounting for forfeitures, as the guidance allows the Company to account for forfeitures as they occur, rather than estimating the expected forfeitures over the course of the vesting period. The Company will continue to evaluate the impact of adoption of this guidance and its preliminary assessments are subject to change. Leases (Topic 842): Leases. In February 2016, the FASB issued ASU 2016-02, which amends the existing guidance to require lessees to recognize operating lease obligations on their balance sheets by recording the rights and obligations created by those leases. The requirements are effective for financial statements for annual periods and interim periods within those annual periods beginning after December 15, 2018 (for the Company, fiscal 2020), and early adoption is permitted. The Company is currently evaluating the impact that ASU 2016-02 will have on its consolidated financial statements and believes that it will have a significant impact on the Company’s reported balance sheet assets and liabilities. Under current accounting guidelines, the Company’s office leases are operating lease arrangements, in which rental payments are treated as operating expenses and there is no recognition of the arrangement on the balance sheet as an asset with related obligation to the lessor. Revenue from Contracts with Customers (Topic 606) : In May 2014, the FASB issued ASU 2014-09, a comprehensive new revenue recognition standard that will supersede most existing revenue recognition guidance and is intended to improve and converge revenue recognition and related financial reporting requirements. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a number of steps to apply to achieve that core principle and requires additional disclosures. In August 2015, the FASB issued ASU 2015-14, which delays the required implementation date for the Company until fiscal 2019, although the Company has the option to adopt this guidance beginning in fiscal 2018. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all periods presented, or “cumulative effect” adoption, meaning the standard is applied only to the most current period presented in the financial statements. In addition, in March 2016, the FASB issued ASU 2016-12, Narrow-Scope Improvements and Practical Expedients (Topic 606), which provides clarifying guidance in certain areas and adds some practical expedients. The effective date for this ASU is the same as the effective date for ASU 2014-09. We intend to implement the standard using the modified retrospective approach, which recognizes the cumulative effect (if any) of application recognized on that date. The Company is currently evaluating the impact of adoption of this guidance, including required disclosures, and based upon our current analysis, does not expect a significant impact on processes, systems or controls. The Company will continue to evaluate the impact of adoption of this guidance and its preliminary assessments are subject to change. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants and the SEC did not, or are not expected to, have a material effect on the Company’s results of operations, financial position or cash flows. |
Summary Of Significant Accoun21
Summary Of Significant Accounting Policies (Policy) | 9 Months Ended |
Feb. 25, 2017 | |
Summary Of Significant Accounting Policies [Abstract] | |
Interim Financial Information | Interim Financial Information The financial information as of and for the three and nine months ended February 25, 2017 and February 27, 2016 is unaudited but includes all adjustments (consisting only of normal recurring adjustments) that the Company 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 2016 year-end balance sheet data was derived from audited financial statements, and certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the U.S. (“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 results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the fiscal year. These condensed interim financial statements should be read in conjunction with the audited financial statements for the year ended May 28, 2016, which are included in the Company’s Annual Report on Form 10-K for the year then ended (File No. 0-32113). |
Cash, Cash Equivalents And Short-Term Investments | Cash, Cash Equivalents and Short-Term Investments The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the consolidated balance sheets for cash, cash equivalents and short-term investments approximate their fair values due to the short maturities of these instruments. |
Client Reimbursements Of "Out-Of-Pocket" Expenses | Client Reimbursements of “Out-of-Pocket” Expenses The Company recognizes all reimbursements received from clients for “out-of-pocket” expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $2.5 million and $2.4 million for the three months ended February 25, 2017 and February 27, 2016, respectively, and $7.3 million and $8.0 million for the nine months ended February 25, 2017 and February 27, 2016, respectively. |
Foreign Currency Translation | Foreign Currency Translation The financial statements of subsidiaries outside the U.S. are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at the exchange rates effective at the end of the period, income and expense items are translated at average exchange rates prevailing during the period and the related translation adjustments are recorded as a component of accumulated other comprehensive income or loss within the Consolidated Balance Sheets. Gains and losses from foreign currency transactions are included in the Consolidated Statements of Operations. |
Net Income Per Share Information | Net Income Per Share Information The Company presents both basic and diluted earnings per common 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 and common equivalent shares outstanding during the period, calculated using the treasury stock method for stock options. Under the treasury stock method, assumed proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost for future services that the Company has not yet recognized and the amount of tax benefits that would be recorded in additional paid-in capital when the award becomes deductible. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect. Stock options for which the exercise price exceeds the average market price per common share 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 (amounts in thousands, except per share amounts): Three Months Ended Nine Months Ended February 25, February 27, February 25, February 27, 2017 2016 2017 2016 Net income $ 2,884 $ 5,957 $ 14,214 $ 21,766 Basic: Weighted average shares 29,764 37,073 33,916 37,186 Diluted: Weighted average shares 29,764 37,073 33,916 37,186 Potentially dilutive shares 820 542 634 591 Total dilutive shares 30,584 37,615 34,550 37,777 Net income per common share: Basic $ 0.10 $ 0.16 $ 0.42 $ 0.59 Dilutive $ 0.09 $ 0.16 $ 0.41 $ 0.58 Anti-dilutive shares not included above 4,189 5,286 4,678 4,690 |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes compensation expense for all share-based awards made to employees and directors, including employee stock options, restricted stock grants and employee stock purchases made via the Company’s Employee Stock Purchase Plan (the “ESPP”), based on estimated fair value at the date of grant. The Company estimates the fair value of share-based awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods. Stock option awards vest over four years and restricted stock award vesting is determined on an individual grant basis under the Company’s 2014 Performance Incentive Plan (“2014 Plan”). The Company determines the estimated value of stock option awards using the Black-Scholes valuation model. The Company recognizes stock-based compensation expense on a straight-line basis over the service period for options and restricted stock that are expected to vest and records adjustments to compensation expense at the end of the service period if actual forfeitures differ from original estimates. See Note 8 — Stock-Based Compensation Plans for further information on the 2014 Plan and stock-based compensation. |
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. |
Summary Of Significant Accoun22
Summary Of Significant Accounting Policies (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Summary Of Significant Accounting Policies [Abstract] | |
Calculation Of Net Income Per Share | Three Months Ended Nine Months Ended February 25, February 27, February 25, February 27, 2017 2016 2017 2016 Net income $ 2,884 $ 5,957 $ 14,214 $ 21,766 Basic: Weighted average shares 29,764 37,073 33,916 37,186 Diluted: Weighted average shares 29,764 37,073 33,916 37,186 Potentially dilutive shares 820 542 634 591 Total dilutive shares 30,584 37,615 34,550 37,777 Net income per common share: Basic $ 0.10 $ 0.16 $ 0.42 $ 0.59 Dilutive $ 0.09 $ 0.16 $ 0.41 $ 0.58 Anti-dilutive shares not included above 4,189 5,286 4,678 4,690 |
Intangible Assets And Goodwill
Intangible Assets And Goodwill (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Intangible Assets And Goodwill [Abstract] | |
Summary Of Activity In Goodwill Balance | For the Nine Months Ended February 25, February 27, 2017 2016 Goodwill, beginning of year $ 171,183 $ 170,878 Impact of foreign currency exchange rate changes (1,115) (10) Goodwill, end of period $ 170,068 $ 170,868 |
Supplemental Disclosure Of Ca24
Supplemental Disclosure Of Cash Flow Information (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | |
Schedule Of Additional Information Regarding Cash Flows | For the Nine Months Ended February 25, February 27, 2017 2016 Income taxes paid $ 15,116 $ 18,975 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 1,026 $ 405 Dividends declared, not paid $ 3,295 $ 3,675 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Stock-Based Compensation Plans [Abstract] | |
Schedule Of Stock Option Activity | Number of Shares Under Option Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Outstanding at May 28, 2016 7,347 $ 16.08 5.41 $ 10,109 Granted, at fair market value 1,212 $ 14.52 Exercised (289) $ 12.60 Forfeited (172) $ 14.12 Expired (787) $ 29.97 Outstanding at February 25, 2017 7,311 $ 15.12 5.82 $ 17,797 Exercisable at February 25, 2017 4,655 $ 15.66 4.27 $ 10,300 Vested and expected to vest at February 25, 2017 7,040 $ 15.14 5.69 $ 17,183 |
Segment Information And Enter26
Segment Information And Enterprise Reporting (Tables) | 9 Months Ended |
Feb. 25, 2017 | |
Segment Information And Enterprise Reporting [Abstract] | |
Schedule Of Revenue From External Customers And Long-Lived Assets, By Geographical Areas | Revenue for the Revenue for the Three Months Ended Nine Months Ended Long-Lived Assets (1) as of February 25, February 27, February 25, February 27, February 25, May 28, 2017 2016 2017 2016 2017 2016 United States $ 116,920 $ 121,016 $ 350,205 $ 364,659 $ 174,168 $ 172,155 The Netherlands 3,992 3,830 12,683 11,572 17,070 17,728 Other 22,932 21,933 71,903 69,775 2,306 2,574 Total $ 143,844 $ 146,779 $ 434,791 $ 446,006 $ 193,544 $ 192,457 (1) Long-lived assets are comprised of goodwill and property and equipment. |
Summary Of Significant Accoun27
Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Reimbursements received from clients for "out-of-pocket" expenses | $ 2.5 | $ 2.4 | $ 7.3 | $ 8 |
Stock options vesting period | 4 years | |||
Stock Incentive Plan 2014 [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Stock options vesting period | 4 years |
Summary Of Significant Accoun28
Summary Of Significant Accounting Policies (Calculation Of Net Income Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Summary Of Significant Accounting Policies [Abstract] | ||||
Net income | $ 2,884 | $ 5,957 | $ 14,214 | $ 21,766 |
Basic: | ||||
Weighted average shares | 29,764 | 37,073 | 33,916 | 37,186 |
Diluted: | ||||
Weighted average shares | 29,764 | 37,073 | 33,916 | 37,186 |
Potentially dilutive shares | 820 | 542 | 634 | 591 |
Total dilutive shares | 30,584 | 37,615 | 34,550 | 37,777 |
Net income per common share: | ||||
Basic (per share) | $ 0.10 | $ 0.16 | $ 0.42 | $ 0.59 |
Diluted (per share) | $ 0.09 | $ 0.16 | $ 0.41 | $ 0.58 |
Anti-dilutive shares not included above | 4,189 | 5,286 | 4,678 | 4,690 |
Intangible Assets And Goodwil29
Intangible Assets And Goodwill (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Feb. 27, 2016 | Feb. 27, 2016 | Feb. 25, 2017 | May 28, 2016 | |
Intangible Assets And Goodwill [Abstract] | ||||
Intangible assets, net | $ 0 | $ 0 | ||
Amortization expense | $ 30,000 | $ 90,000 |
Intangible Assets And Goodwil30
Intangible Assets And Goodwill (Summary Of Activity In Goodwill Balance) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 25, 2017 | Feb. 27, 2016 | |
Intangible Assets And Goodwill [Abstract] | ||
Goodwill, beginning of year | $ 171,183 | $ 170,878 |
Impact of foreign currency exchange rate changes | (1,115) | (10) |
Goodwill, end of period | $ 170,068 | $ 170,868 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | |
Income Taxes [Abstract] | ||||
Provision for income taxes | $ 2,743,000 | $ 4,808,000 | $ 11,224,000 | $ 16,477,000 |
Effective tax rate | 49.00% | 44.00% | 44.00% | 43.00% |
Tax benefit related to stock-based compensation | $ 673,000 | $ 488,000 | $ 1,700,000 | $ 1,700,000 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Nov. 30, 2016 | Feb. 25, 2017 | Feb. 25, 2017 | |
Debt Instrument [Line Items] | |||
Proceeds from use of Revolving Credit Facility | $ 58,000 | ||
Repayment of Revolving Credit Facility | 10,000 | ||
Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 120,000 | $ 120,000 | |
Credit facility, expiration date | Oct. 17, 2021 | ||
Proceeds from use of Revolving Credit Facility | $ 58,000 | ||
Repayment of Revolving Credit Facility | 10,000 | ||
Credit facility, outstanding balance | 49,200 | $ 49,200 | |
Credit Facility [Member] | Federal Funds Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 0.50% | ||
Credit Facility [Member] | Eurodollar Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.00% | ||
Credit Facility [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 90,000 | $ 90,000 | |
Credit facility, remaining borrowing capacity | $ 40,800 | $ 40,800 | |
Credit Facility [Member] | Revolving Credit Facility [Member] | 1-Month LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.50% | ||
Credit facility, effective interest rate | 2.28% | 2.28% | |
Proceeds from use of Revolving Credit Facility | 24,000 | ||
Credit Facility [Member] | Revolving Credit Facility [Member] | 3-Month LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.50% | ||
Credit facility, effective interest rate | 2.50% | 2.50% | |
Proceeds from use of Revolving Credit Facility | $ 24,000 | ||
Credit Facility [Member] | Reducing Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 30,000 | $ 30,000 | |
Credit facility, remaining borrowing capacity | 30,000 | 30,000 | |
Credit Facility [Member] | Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 5,000 | 5,000 | |
Credit facility, outstanding balance | $ 1,200 | $ 1,200 | |
Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, commitment fee | 0.15% | ||
Credit Facility [Member] | Minimum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.25% | ||
Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 0.25% | ||
Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility, commitment fee | 0.25% | ||
Credit Facility [Member] | Maximum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 1.50% | ||
Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest spread on variable rate | 0.50% |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 22, 2016 | Nov. 30, 2016 | Oct. 31, 2016 | Feb. 25, 2017 | Feb. 25, 2017 | Jul. 31, 2015 |
Stockholders' Equity Disclosure [Line Items] | ||||||
Cost of shares repurchased | $ 118,886 | |||||
Proceeds from use of Revolving Credit Facility | $ 58,000 | |||||
Tender Offer For Common Stock [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Purchase of common stock (in shares) | 843,358 | |||||
Common stock shares repurchased, price per share | $ 15.99 | |||||
Cost of shares repurchased | $ 13,500 | |||||
Tender Offer For Common Stock [Member] | The Netherlands [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Purchase of common stock (in shares) | 6,515,264 | |||||
Common stock shares repurchased, price per share | $ 16 | |||||
Cost of shares repurchased | $ 104,200 | |||||
Share repurchase, tender offer, shares | 6,000,000 | |||||
Percentage authorized under stock repurchase program | 2.00% | |||||
Tender Offer For Common Stock [Member] | The Netherlands [Member] | Maximum [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Share repurchase, tender offer per share | $ 16 | |||||
Tender Offer For Common Stock [Member] | The Netherlands [Member] | Minimum [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Share repurchase, tender offer per share | $ 13.50 | |||||
July 2015 Program [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Amount authorized under a stock repurchase program | $ 150,000 | |||||
Purchase of common stock (in shares) | 400,102 | |||||
Common stock shares repurchased, price per share | $ 17.31 | |||||
Cost of shares repurchased | $ 6,900 | |||||
Stock repurchase plan, remaining amount | $ 125,100 | $ 125,100 | ||||
Credit Facility [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Proceeds from use of Revolving Credit Facility | $ 58,000 | |||||
Credit Facility [Member] | Tender Offer For Common Stock [Member] | ||||||
Stockholders' Equity Disclosure [Line Items] | ||||||
Proceeds from use of Revolving Credit Facility | $ 58,000 |
Supplemental Disclosure Of Ca34
Supplemental Disclosure Of Cash Flow Information (Schedule Of Additional Information Regarding Cash Flows) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Feb. 25, 2017 | Feb. 27, 2016 | |
Supplemental Disclosure Of Cash Flow Information [Abstract] | ||
Income taxes paid | $ 15,116 | $ 18,975 |
Capitalized leasehold improvements paid directly by landlord | 1,026 | 405 |
Dividends declared, not paid | $ 3,295 | $ 3,675 |
Stock-Based Compensation Plan35
Stock-Based Compensation Plans (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | May 28, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant | 2,636,000 | 2,636,000 | |||
Stock options vesting period | 4 years | ||||
Stock options exercise, intrinsic value | $ 514,000 | $ 15,000 | $ 1,000,000 | $ 1,800,000 | |
Unrecognized compensation cost related to stock-based compensation | 8,300,000 | $ 8,300,000 | |||
Weighted-average period of cost to be recognized | 33 months | ||||
Stock-based compensation expense | 1,500,000 | 1,500,000 | $ 4,658,000 | 5,028,000 | |
Capitalized share based compensation costs | 0 | 0 | |||
Share based compensation expense for restricted shares | $ 212,000 | $ 154,000 | $ 561,000 | $ 440,000 | |
Restricted stock, shares granted | 110,987 | 44,275 | 127,720 | 50,354 | |
Stock awards granted, exercise price | $ 14.52 | ||||
Unvested restricted shares | 189,612 | 189,612 | |||
Total unrecognized compensation cost | $ 2,900,000 | $ 2,900,000 | |||
Gross excess tax benefits | 6,000 | $ 185,000 | |||
Chairman [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense related to accelerated vesting | $ 900,000 | ||||
Executive Officer [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense related to accelerated vesting | $ 400,000 | ||||
Stock Incentive Plan 2014 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares of common stock made available for awards | 2,400,000 | 2,400,000 | |||
Stock options vesting period | 4 years | ||||
Stock options termination period | 10 years | ||||
Stock split conversion ratio | 2.5 | ||||
Employee Stock Purchase Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares of common stock made available for awards | 5,900,000 | 5,900,000 | |||
Shares available for grant | 918,000 | 918,000 | |||
Percentage of exercise price per share out of fair market value | 85.00% | ||||
Common stock issued | 359,000 | 325,000 |
Stock-Based Compensation Plan36
Stock-Based Compensation Plans (Schedule Of Stock Option Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Feb. 25, 2017 | May 28, 2016 | |
Stock-Based Compensation Plans [Abstract] | ||
Options outstanding, Beginning balance, Number of Shares Under Option | 7,347 | |
Granted, at fair market value, Number of Shares Under Option | 1,212 | |
Exercised, Number of Shares Under Option | (289) | |
Forfeited, Number of Shares Under Option | (172) | |
Expired, Number of Shares Under Option | (787) | |
Options outstanding, Ending balance, Number of Shares Under Option | 7,311 | 7,347 |
Exercisable at February 25, 2017, Number of Shares Under Option | 4,655 | |
Vested and expected to vest at February 25, 2017, Number of Shares Under Option | 7,040 | |
Options outstanding, Beginning balance, Weighted Average Exercise Price (per share) | $ 16.08 | |
Granted, at fair market value, Weighted Average Exercise Price (per share) | 14.52 | |
Exercised, Weighted Average Exercise Price (per share) | 12.60 | |
Forfeited, Weighted Average Exercise Price (per share) | 14.12 | |
Expired, Weighted Average Exercise Price (per share) | 29.97 | |
Options outstanding, Ending balance, Weighted Average Exercise Price (per share) | 15.12 | $ 16.08 |
Exercisable at February 25, 2017, Weighted Average Exercise Price (per share) | 15.66 | |
Vested and expected to vest at February 25, 2017, Weighted Average Exercise Price (per share) | $ 15.14 | |
Options outstanding, Weighted Average Remaining Contractual Life (in years) | 5 years 9 months 26 days | 5 years 4 months 28 days |
Exercisable at February 25, 2017, Weighted Average Remaining Contractual Life (in years) | 4 years 3 months 7 days | |
Vested and expected to vest at February 25, 2017, Weighted Average Remaining Contractual Life (in years) | 5 years 8 months 9 days | |
Options outstanding, Ending balance, Aggregate Intrinsic Value | $ 17,797 | $ 10,109 |
Exercisable at February 25, 2017, Aggregate Intrinsic Value | 10,300 | |
Vested and expected to vest at February 25, 2017, Aggregate Intrinsic Value | $ 17,183 |
Segment Information And Enter37
Segment Information And Enterprise Reporting (Narrative) (Details) | 9 Months Ended |
Feb. 25, 2017segment | |
Segment Information And Enterprise Reporting [Abstract] | |
Number of operating segments | 1 |
Segment Information And Enter38
Segment Information And Enterprise Reporting (Schedule Of Revenue From External Customers And Long-Lived Assets, By Geographical Areas) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Feb. 25, 2017 | Feb. 27, 2016 | Feb. 25, 2017 | Feb. 27, 2016 | May 28, 2016 | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue | $ 143,844 | $ 146,779 | $ 434,791 | $ 446,006 | ||
Long-Lived Assets | [1] | 193,544 | 193,544 | $ 192,457 | ||
United States [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue | 116,920 | 121,016 | 350,205 | 364,659 | ||
Long-Lived Assets | [1] | 174,168 | 174,168 | 172,155 | ||
The Netherlands [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue | 3,992 | 3,830 | 12,683 | 11,572 | ||
Long-Lived Assets | [1] | 17,070 | 17,070 | 17,728 | ||
Other [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue | 22,932 | $ 21,933 | 71,903 | $ 69,775 | ||
Long-Lived Assets | [1] | $ 2,306 | $ 2,306 | $ 2,574 | ||
[1] | Long-lived assets are comprised of goodwill and property and equipment. |
Subsequent Event (Narrative) (D
Subsequent Event (Narrative) (Details) - Scenario, Forecast [Member] $ in Millions | 3 Months Ended |
May 27, 2017USD ($)employeeitem | |
Subsequent Event [Line Items] | |
Number of positions eliminated | employee | 60 |
Number of positions eliminated, percent | 7.70% |
Number of offices consolidated | item | 2 |
Annual cost savings | $ 7 |
Minimum [Member] | |
Subsequent Event [Line Items] | |
Severance charges | 2 |
Maximum [Member] | |
Subsequent Event [Line Items] | |
Severance charges | $ 2.5 |
Recent Accounting Pronounceme40
Recent Accounting Pronouncements (Narrative) (Details) - USD ($) $ in Thousands | Feb. 25, 2017 | May 28, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred income tax assets, noncurrent | $ 904 | $ 4,237 |
Accounting Standards Update 2015-17 [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred income tax liabilities, noncurrent | 5,000 | |
Accounting Standards Update 2015-17 [Member] | Scenario, Adjustment [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred income tax assets, current | (8,400) | |
Deferred income tax assets, noncurrent | $ 8,400 |