Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 29, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-26058 | |
Entity Registrant Name | Kforce Inc | |
Entity Incorporation, State or Country Code | FL | |
Entity Tax Identification Number | 59-3264661 | |
Entity Address, Address Line One | 1001 East Palm Avenue | |
Entity Address, City or Town | Tampa | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33605 | |
City Area Code | 813 | |
Local Phone Number | 552-5000 | |
Title of 12(b) Security | Common Stock, $0.01 per share | |
Trading Symbol | KFRC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 21,384,450 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000930420 | |
Current Fiscal Year End Date | --12-31 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenue | $ 416,967 | $ 363,225 |
Direct costs | 293,081 | 264,543 |
Gross profit | 123,886 | 98,682 |
Selling, general and administrative expenses | 95,049 | 78,029 |
Depreciation and amortization | 1,093 | 1,202 |
Income from operations | 27,744 | 19,451 |
Other expense, net | 1,433 | 1,285 |
Income from operations, before income taxes | 26,311 | 18,166 |
Income tax expense | 7,130 | 4,905 |
Net income | 19,181 | 13,261 |
Other comprehensive income, net of tax: | ||
Defined benefit pension plans | 0 | 47 |
Change in fair value of interest rate swaps | 2,302 | 939 |
Comprehensive income | $ 21,483 | $ 14,247 |
Earnings per share – basic (in dollars per share) | $ 0.94 | $ 0.63 |
Earnings per share - diluted (in dollars per share) | $ 0.93 | $ 0.62 |
Weighted average shares outstanding – basic (in shares) | 20,319 | 20,932 |
Weighted average shares outstanding – diluted (in shares) | 20,730 | 21,361 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 116,627 | $ 96,989 |
Trade receivables, net of allowances of $2,520 and $2,342, respectively | 278,064 | 265,322 |
Income tax refund receivable | 3,243 | 3,010 |
Prepaid expenses and other current assets | 7,520 | 6,790 |
Total current assets | 405,454 | 372,111 |
Fixed assets, net | 6,586 | 5,964 |
Other assets, net | 92,414 | 92,629 |
Deferred tax assets, net | 0 | 7,657 |
Goodwill | 25,040 | 25,040 |
Total assets | 529,494 | 503,401 |
Current liabilities: | ||
Accounts payable and other accrued liabilities | 90,328 | 81,408 |
Accrued payroll costs | 86,629 | 71,424 |
Current portion of operating lease liabilities | 5,447 | 6,338 |
Income taxes payable | 757 | 1,239 |
Other current liabilities | 37 | 22 |
Total current liabilities | 183,198 | 160,431 |
Long-term debt – credit facility | 100,000 | 100,000 |
Deferred Income Tax Liabilities, Net | 665 | 0 |
Other long-term liabilities | 47,426 | 54,564 |
Total liabilities | 331,289 | 314,995 |
Commitments and contingencies (Note K) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par; 15,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par; 250,000 shares authorized, 72,996 and 72,997 issued, respectively | 730 | 730 |
Additional paid-in capital | 492,985 | 488,036 |
Accumulated other comprehensive income | 2,923 | 621 |
Retained earnings | 455,365 | 442,596 |
Treasury stock, at cost; 51,636 and 51,493 shares, respectively | (753,798) | (743,577) |
Total stockholders’ equity | 198,205 | 188,406 |
Total liabilities and stockholders’ equity | $ 529,494 | $ 503,401 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowances | $ 2,520 | $ 2,342 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 72,996,000 | 72,997,000 |
Treasury stock, shares (in shares) | 51,636,000 | 51,493,000 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Treasury Stock |
Shares at beginning of period (in shares) at Dec. 31, 2020 | 72,600 | 50,427 | ||||
Beginning of period at Dec. 31, 2020 | $ 179,935 | $ 726 | $ 472,378 | $ (4,423) | $ 388,645 | $ (677,391) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 13,261 | 13,261 | ||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | 15 | |||||
Issuance for stock-based compensation and dividends, net of forfeitures | 0 | 271 | (271) | |||
Stock-based compensation expense | 3,403 | 3,403 | ||||
Employee stock purchase plan (in shares) | (4) | |||||
Employee stock purchase plan | 170 | 113 | $ 57 | |||
Dividends | (4,786) | (4,786) | ||||
Defined benefit pension plan, no tax benefit | 47 | 47 | ||||
Change in fair value of interest rate swaps | 939 | 939 | ||||
Repurchases of common stock (in shares) | 317 | |||||
Repurchases of common stock | (16,313) | $ (16,313) | ||||
Shares at end of period (in shares) at Mar. 31, 2021 | 72,615 | 50,740 | ||||
End of period at Mar. 31, 2021 | 176,656 | $ 726 | 476,165 | (3,437) | 396,849 | $ (693,647) |
Shares at beginning of period (in shares) at Dec. 31, 2021 | 72,997 | 51,492 | ||||
Beginning of period at Dec. 31, 2021 | 188,406 | $ 730 | 488,036 | 621 | 442,596 | $ (743,577) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 19,181 | 19,181 | ||||
Issuance for stock-based compensation and dividends, net of forfeitures (in shares) | (1) | |||||
Issuance for stock-based compensation and dividends, net of forfeitures | 1 | 319 | (318) | |||
Stock-based compensation expense | 4,437 | 4,437 | ||||
Employee stock purchase plan (in shares) | (3) | |||||
Employee stock purchase plan | 242 | 193 | $ 49 | |||
Dividends | (6,094) | (6,094) | ||||
Defined benefit pension plan, no tax benefit | 0 | |||||
Change in fair value of interest rate swaps | 2,302 | 2,302 | ||||
Repurchases of common stock (in shares) | 147 | |||||
Repurchases of common stock | (10,270) | $ (10,270) | ||||
Shares at end of period (in shares) at Mar. 31, 2022 | 72,996 | 51,636 | ||||
End of period at Mar. 31, 2022 | $ 198,205 | $ 730 | $ 492,985 | $ 2,923 | $ 455,365 | $ (753,798) |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividend (in dollars per share) | $ 0.30 | $ 0.23 |
Tax benefit on interest rate swap | $ 780 | $ 319 |
UNAUDITED CONDENSED CONSOLIDA_6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net income | $ 19,181 | $ 13,261 | |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Deferred income tax provision, net | 8,321 | 931 | |
Provision for credit losses | 172 | (852) | |
Depreciation and amortization | 1,093 | 1,202 | |
Stock-based compensation expense | 4,437 | 3,403 | |
Defined benefit pension plan expense | 0 | 252 | |
Loss on disposal or impairment of assets | 168 | 0 | |
Noncash lease expense | 1,502 | 1,114 | |
Loss on equity method investment | 825 | 491 | |
Other | 190 | 242 | |
Increase in operating assets | |||
Trade receivables, net | (12,914) | (15,001) | |
Other assets | (2,577) | (324) | |
Increase in operating liabilities | |||
Accrued payroll costs | 15,447 | 12,203 | |
Other liabilities | 2,897 | 5,504 | |
Cash provided by operating activities | 38,742 | 22,426 | |
Cash flows from investing activities: | |||
Capital expenditures | (2,221) | (1,350) | |
Contributions to equity method investment | (500) | (2,000) | |
Cash used in investing activities | (2,721) | (3,350) | |
Cash flows from financing activities: | |||
Repurchases of common stock | (10,270) | (16,313) | |
Cash dividends | (6,094) | (4,786) | |
Payments on other financing arrangements | (19) | (122) | |
Cash used in financing activities | (16,383) | (21,221) | |
Change in cash and cash equivalents | 19,638 | (2,145) | |
Cash and cash equivalents, beginning of period | 96,989 | 103,486 | $ 103,486 |
Cash and cash equivalents, end of period | 116,627 | 101,341 | $ 96,989 |
Cash Paid During the Period For: | |||
Income taxes | 314 | 332 | |
Operating lease liabilities | 1,812 | 1,690 | |
Interest, net | 547 | 634 | |
Non-Cash Investing and Financing Transactions: | |||
ROU assets obtained from operating leases | 446 | 243 | |
Employee stock purchase plan | $ 242 | $ 170 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Unless otherwise noted below, there have been no material changes to the accounting policies presented in Note 1 - “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements, included in Item 8. Financial Statements and Supplementary Data of the 2021 Annual Report on Form 10-K. Basis of Presentation The unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC regarding interim financial reporting. Accordingly, certain information and footnotes normally required by GAAP for complete financial statements have been condensed or omitted pursuant to those rules and regulations, although management believes that the disclosures made are adequate to make the information not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our 2021 Annual Report on Form 10-K. In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments considered necessary for a fair presentation. The Unaudited Condensed Consolidated Balance Sheet as of December 31, 2021, was derived from our audited Consolidated Balance Sheet as of December 31, 2021, as presented in our 2021 Annual Report on Form 10-K. Our quarterly operating results are affected by the number of billing days in a particular quarter, the seasonality of our clients’ businesses and increased holiday and vacation days taken. In addition, we typically experience higher costs in the first quarter of each fiscal year as a result of certain U.S. state and federal employment tax resets, which adversely affects our gross profit and overall profitability relative to the remainder of the fiscal year. As such, the results of operations for any interim period may be impacted by these factors, among others, and are not necessarily indicative of, nor comparable to, the results of operations for a full year. Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of Kforce Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. References in this document to “Kforce,” the “Company,” “we,” the “Firm,” “management,” “our” or “us” refer to Kforce Inc. and its subsidiaries, except where the context indicates otherwise. 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. The most critical of these estimates and assumptions relate to the following: allowance for credit losses; income taxes; self-insured liabilities for health insurance; and the impairment of goodwill, other long-lived assets and the equity method investment. Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates. In addition, the potential economic consequences of the COVID-19 pandemic, inflationary pressures, and supply constraints, among others, have been and may continue to be uncertain, rapidly changing and difficult to predict. Therefore, our accounting estimates and assumptions might change materially in future periods. Health Insurance Except for certain fully insured health insurance lines of coverage, Kforce retains the risk of loss per participant for each health insurance claim up to $600 thousand in claims annually. Additionally, for all claim amounts exceeding $600 thousand, Kforce retains the risk of loss up to an aggregate annual loss of those claims of $200 thousand. For its partially self-insured lines of coverage, health insurance costs are accrued using estimates to approximate the liability for reported claims and incurred but not reported claims, which are primarily based upon an evaluation of historical claims experience, completion factors determined by an actuary and a qualitative review of our health insurance exposure including the extent of outstanding claims and expected changes in health insurance costs. Earnings per Share Basic earnings per share is computed as net income divided by the weighted average number of common shares outstanding (“WASO”) during the period. WASO excludes unvested shares of restricted stock. Diluted earnings per share is computed by dividing net income by diluted WASO. Diluted WASO includes the dilutive effect of potentially dilutive securities such as unvested shares of restricted stock using the treasury stock method, except where the effect of including potential common shares would be anti-dilutive. For the three months ended March 31, 2022 and 2021, 411 thousand and 429 thousand common stock equivalents were included in the diluted WASO, respectively. For the three months ended March 31, 2022 and 2021, there were 305 thousand and nil anti-dilutive common stock equivalents, respectively. New Accounting Standards Recently Issued Accounting Standards Not Yet Adopted In March 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2022-02, Financial Instruments - Credit Losses (Topic 326) - Trouble Debt Restructurings and Vintage Disclosures. These amendments eliminate the trouble debt restructuring (TDR) recognition and measurement guidance and, instead, require that an entity evaluate (consistent with the accounting for other loan modifications) whether the modification represents a new loan or a continuation of an existing loan. The amendments also enhance existing disclosure requirements and introduce new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty. ASU 2022-01 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2022. Early adoption of this ASU is permitted. We are currently evaluating the impact of ASU 2022-01 on our consolidated financial statements, however, we do not anticipate this having a material impact to our financial statements. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to: (1) recognition of an acquired contract liability; and (2) payment terms and their effect on subsequent revenue recognized by the acquirer. ASU 2021-08 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2022. Early adoption of this ASU is permitted. We are currently evaluating the impact of ASU 2021-08 on our consolidated financial statements. Other recently issued statements have been evaluated but are not listed here as it has been determined that they are not applicable to our Firm. |
Reportable Segments
Reportable Segments | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments Kforce provides services through our Technology and Finance and Accounting (“FA”) segments. Historically, and for the three months ended March 31, 2022, we have reported sales and gross profit information on a segment basis. Total assets, liabilities and operating expenses are not reported separately by segment as our operations are largely combined. The following table provides information on the operations of our segments (in thousands): Technology FA Total Three Months Ended March 31, 2022 Revenue $ 359,905 $ 57,062 $ 416,967 Gross profit $ 102,450 $ 21,436 $ 123,886 Operating and other expenses $ 97,575 Income from operations, before income taxes $ 26,311 2021 Revenue $ 279,560 $ 83,665 $ 363,225 Gross profit $ 74,280 $ 24,402 $ 98,682 Operating and other expenses $ 80,516 Income from operations, before income taxes $ 18,166 |
Disaggregation of Revenue
Disaggregation of Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Disaggregation of Revenue The following table provides the disaggregation of revenue by segment and type (in thousands): Technology FA Total Three Months Ended March 31, 2022 Revenue by type: Flex revenue $ 351,716 $ 50,150 $ 401,866 Direct Hire revenue 8,189 6,912 15,101 Total Revenue $ 359,905 $ 57,062 $ 416,967 2021 Revenue by type: Flex revenue $ 274,784 $ 79,063 $ 353,847 Direct Hire revenue 4,776 4,602 9,378 Total Revenue $ 279,560 $ 83,665 $ 363,225 |
Allowance for Credit Losses
Allowance for Credit Losses | 3 Months Ended |
Mar. 31, 2022 | |
Receivables [Abstract] | |
Allowance for Credit Losses | Allowance for Credit LossesThe allowance for credit losses on trade receivables is determined based on a number of factors such as recent and historical write-off and delinquency trends, a specific analysis of significant receivable balances that are past due, the concentration of trade receivables among clients and the current state of the U.S. economy. As part of our analysis, we apply credit loss rates to outstanding receivables by aging category. For certain clients, we perform a quarterly credit review, which considers the client’s credit rating and financial position as well as our total credit loss exposure. Trade receivables are written off after all reasonable collection efforts have been exhausted. Recoveries of trade receivables previously written off are recorded when received and are immaterial for the three months ended March 31, 2022. The following table presents the activity within the allowance for credit losses on trade receivables for the three months ended March 31, 2022 (in thousands): Allowance for credit losses, January 1, 2022 $ 1,729 Current period provision 172 Write-offs charged against the allowance, net of recoveries of amounts previously written off (78) Allowance for credit losses, March 31, 2022 $ 1,823 The allowances on trade receivables presented in the Unaudited Condensed Consolidated Balance Sheets include $0.7 million and $0.6 million at March 31, 2022 and December 31, 2021, respectively, for reserves unrelated to credit losses. |
Other Assets, Net
Other Assets, Net | 3 Months Ended |
Mar. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets, Net | Other Assets, Net Other assets, net consisted of the following (in thousands): March 31, 2022 December 31, 2021 Assets held in Rabbi Trust $ 38,213 $ 41,607 Right-of-use assets for operating leases, net 13,376 15,395 Capitalized software, net (1) 14,796 14,666 Equity method investment (2) 16,683 17,008 Deferred loan costs, net 1,057 1,115 Interest rate swap derivative instruments 3,905 823 Other non-current assets 4,384 2,015 Total Other assets, net $ 92,414 $ 92,629 (1) Accumulated amortization of capitalized software was $35.4 million and $35.5 million as of March 31, 2022 and December 31, 2021, respectively. (2) In June 2019, Kforce entered into a joint venture resulting in a 50% noncontrolling interest in WorkLLama, LLC (“WorkLLama”), which is accounted for as an equity method investment. The loss on this WorkLLama investment was $0.8 million and $0.5 million for the three months ended March 31, 2022, and March 31, 2021, respectively. In addition, Kforce contributed $0.5 million and $9.0 million of capital during the three months ended March 31, 2022 and the year ended December 31, 2021, respectively. Refer to Note K - “Commitments and Contingencies” for more information on contingencies related to WorkLLama. |
Current Liabilities
Current Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Current Liabilities | Current Liabilities The following table provides information on certain current liabilities (in thousands): March 31, 2022 December 31, 2021 Accounts payable and other accrued liabilities: Accounts payable $ 48,855 $ 40,241 Accrued liabilities 41,473 41,167 Total Accounts payable and other accrued liabilities $ 90,328 $ 81,408 Accrued payroll costs: Payroll and benefits $ 51,724 $ 43,738 Payroll taxes 29,791 22,466 Health insurance liabilities 4,342 4,474 Workers’ compensation liabilities 772 746 Total Accrued payroll costs $ 86,629 $ 71,424 Our accounts payable balance includes vendor and third party payables. Our accrued liabilities balance includes the current portion of our deferred compensation plans liability, contract liabilities from contracts with customers (such as customer rebates), other accrued liabilities and amounts owed under the Supplemental Executive Retirement Plan (‘SERP ”). Effective April 30, 2021, Kforce’s Board of Directors irrevocably terminated the SERP. The benefits owed to the two participants under the SERP as of March 31, 2022, amount to $20.0 million in the aggregate. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Long-Term Liabilities | Other Long-Term Liabilities Other long-term liabilities consisted of the following (in thousands): March 31, 2022 December 31, 2021 Deferred compensation plan $ 37,273 $ 42,623 Operating lease liabilities 10,136 11,919 Other long-term liabilities 17 22 Total Other long-term liabilities $ 47,426 $ 54,564 |
Stock Incentive Plans
Stock Incentive Plans | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock Incentive Plans | Stock Incentive Plans On April 22, 2021, Kforce’s shareholders approved the 2021 Stock Incentive Plan (the “2021 Plan”). The 2021 Plan allows for the issuance of stock options, stock appreciation rights (“SAR”), stock awards (including restricted stock awards (“RSAs”) and restricted stock units (“RSUs”)) and other stock-based awards. The aggregate number of shares reserved under the 2021 Plan is approximately 3.9 million. Grants of an option or SAR reduce the reserve by one share, while a stock award reduces the reserve by 2.72 shares. The 2021 Plan terminates on April 22, 2031. Restricted stock (including RSAs and RSUs) are granted to directors, executives and management either for awards related to Kforce’s annual long-term incentive program or as part of a compensation package for attraction and retention purposes. Restricted stock granted during the three months ended March 31, 2022, will vest over a period of ten years, with vesting occurring in equal annual installments. During the three months ended March 31, 2022 and March 31, 2021, stock-based compensation expense was $4.4 million and $3.4 million, respectively. The following table presents the restricted stock activity for the three months ended March 31, 2022 (in thousands, except per share amounts): Number of Weighted-Average Total Intrinsic Outstanding at December 31, 2021 1,083 $ 48.86 Granted 6 $ 55.40 Forfeited (8) $ 43.97 Vested (8) $ 25.74 $ 589 Outstanding at March 31, 2022 1,073 $ 49.12 |
Derivative Instrument and Hedgi
Derivative Instrument and Hedging Activity | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instrument and Hedging Activity | Derivative Instruments and Hedging Activity On April 21, 2017, Kforce entered into a forward-starting interest rate swap agreement with Wells Fargo Bank, N.A (“Swap A”). Swap A was effective on May 31, 2017 and matured on April 29, 2022. Swap A has a fixed interest rate of 1.81%, which we add to our interest rate margin to determine the fixed rate that the Firm will pay to the counterparty during the term of Swap A based on the notional amount of Swap A. The notional amount of Swap A through maturity is $25.0 million. On March 12, 2020, Kforce entered into a forward-starting interest rate swap agreement with Wells Fargo Bank, N.A (“Swap B”, together with Swap A, the "Swaps"). Swap B was effective on March 17, 2020 and matures on May 30, 2025. Swap B has a fixed interest rate of 0.61% and a notional amount of $75.0 million and increases to $100.0 million in May 2022, and subsequently decreases to $75.0 million and $40.0 million in May 2023 and May 2024, respectively. The increase in the notional amount of Swap B in May 2022 corresponds to the decrease in the notional amount for Swap A. The Firm uses the Swaps as an interest rate risk management tool to mitigate the potential impact of rising interest rates on variable rate debt. The fixed interest rate for each Swap plus the applicable interest margin under our credit facility, is included in interest expense and recorded in Other expense, net in the accompanying Consolidated Financial Statements of Operations and Comprehensive Income. Both Swap A and B have been designated as cash flow hedges and were effective as of March 31, 2022. The change in the fair value of the Swaps is recorded as a component of Accumulated other comprehensive income (loss) in the unaudited consolidated financial statements. The following table sets forth the activity in the accumulated derivative instrument activity (in thousands): Three Months Ended March 31, 2022 2021 Accumulated derivative instrument gain (loss), beginning of period $ 823 $ (1,774) Net change associated with current period hedging transactions 3,082 1,258 Accumulated derivative instrument gain (loss), end of period $ 3,905 $ (516) |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Our interest rate swaps are measured at fair value using readily observable inputs, which are considered to be Level 2 inputs and are recorded in Other long-term liabilities within the accompanying Unaudited Condensed Consolidated Balance Sheets. Refer to Note I - “Derivative Instruments and Hedging Activity” for a complete discussion of our interest rate swaps. There were no transfers into or out of Level 1, 2 or 3 assets or liabilities during the three months ended March 31, 2022. The following table sets forth by level, within the fair value hierarchy, estimated fair values on a recurring basis (in thousands): Asset/(Liability) Measured at Fair Value: Asset/(Liability) Quoted Prices in Significant Significant At March 31, 2022 Interest rate swap derivative instruments $ 3,905 $ — $ 3,905 $ — At December 31, 2021 Interest rate swap derivative instrument $ 823 $ — $ 823 $ — |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Employment Agreements Kforce has employment agreements with certain executives that provide for certain post employment benefits under certain circumstances. At March 31, 2022, our liability would be approximately $38.2 million if, following a change in control, all of the executives under contract were terminated without cause by the employer or if the executives resigned for good reason and $13.7 million if, in the absence of a change in control, all of the executives under contract were terminated by Kforce without cause or if the executives resigned for good reason. Litigation and Loss Contingencies There have been no material developments with regard to the legal proceedings previously disclosed in our 2021 Annual Report on Form 10-K. On December 17, 2019, Kforce Inc., et al. was served with a complaint brought in Superior Court of the State of California, Alameda County. Kathleen Wahrer, et al. v. Kforce Inc., et al., Case Number: RG19047269. The former employee purports to bring a representative action on her own behalf and on behalf of other allegedly aggrieved employees pursuant to California Private Attorneys General Act of 2004, California Labor Code Section 2968, et seq . (“PAGA”) alleging violations of the California Labor Code, §201, et seq. (“Labor Code”). The plaintiff seeks civil penalties, interest, attorneys’ fees, and costs under the Labor Code for alleged failure to: provide and pay for work performed during meal and rest periods; properly calculate and pay all earned minimum and overtime wages; provide compliant wage statements; timely pay wages during employment and upon termination; and reimburse business expenses. The parties halted early resolution attempts, and we intend to continue to vigorously defend the claims. At this stage in the litigation, it is not feasible to predict the outcome of this matter or reasonably estimate a range of loss, should a loss occur, from this proceeding. On November 18, 2020, Kforce Inc., et al. was served with a complaint brought in the Superior Court of the State of California, San Diego County, which was subsequently amended on January 21, 2021, to add Kforce Flexible Solutions as a party. Bernardo Buchsbaum, et al. v. Kforce Inc., et al., Case Number: 37-2020-00030994-CU-OE-CTL. The former employee purports to bring a representative action on his own behalf and on behalf of other allegedly aggrieved employees pursuant to PAGA alleging violations of the Labor Code. The plaintiff seeks civil penalties, interest, attorney’s fees, and costs under the Labor Code for alleged failure to: properly calculate and pay all earned minimum and overtime wages; provide and pay for work performed during meal and rest periods; reimburse business expenses; provide compliant wage statements; and provide unused vacation wages upon termination. The parties reached a preliminary settlement agreement to resolve this matter along with Elliott-Brand, et al. v. Kforce Inc., et al. and Lewis, et al. v. Kforce Inc. , which is subject to approval by the Court. Plaintiff Buchsbaum has been added as a plaintiff to the Elliott-Brand lawsuit, and this lawsuit will be dismissed after the Court’s approval of the settlement. We believe that this matter is unlikely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. On December 11, 2020, a complaint was filed against Kforce and its client, Verity Health System of California (Verity) in the Superior Court of California, County of Los Angeles, which was subsequently amended on February 19, 2021. Ramona Webb v. Kforce Flexible Solutions, LLC, et al., Case Number: 20STCV47529. Former consultant Ramona Webb has sued both Kforce and Verity alleging certain individual claims in addition to a PAGA claim based on alleged violations of various provisions of the Labor Code. With respect to the PAGA claim, Plaintiff seeks to recover on her behalf, on behalf of the State of California, and on behalf of all allegedly aggrieved employees, the civil penalties provided by PAGA, attorney’s fees and costs. At this stage in the litigation, it is not feasible to predict the outcome of this matter or reasonably estimate a range of loss, should a loss occur, from this proceeding. We intend to continue to vigorously defend the claims. On December 24, 2020, a complaint was filed against Kforce Inc., et al. in Superior Court of the State of California, Los Angeles County. Sydney Elliott-Brand, et al. v. Kforce Inc., et al., Case Number: 20STCV49193. On January 7, 2022, the lawsuit was amended to add Bernardo Buchsbaum and Josie Meister as plaintiffs and to add claims under PAGA and the Fair Labor Standards Act, 29 U.S.C. §§ 201, et seq . On behalf of themselves and a putative class and collective of talent recruiters and allegedly aggrieved employees in California and nationwide, the plaintiffs purport to bring a class action for alleged violations of the Labor Code, Industrial Welfare Commission Wage Orders, and the California Business and Professions Code, §17200, et seq. , a collective action for alleged violations of FLSA, and a PAGA action for alleged violations of the Labor Code. The plaintiffs seek payment to recover unpaid wages and benefits, interest, attorneys’ fees, costs and expenses, penalties, and liquidated damages for alleged failure to: properly calculate and pay all earned minimum and overtime wages; provide meal and rest periods or provide compensation in lieu thereof; provide accurate itemized wage statements; reimburse for all business expenses; pay wages due upon separation; and pay for all hours worked over forty in one or more workweeks. Plaintiffs also seek an order requiring defendants to restore and disgorge all funds acquired by means of unfair competition under the California Business and Professions Code. The parties reached a preliminary agreement to resolve this matter along with Lewis, et al. v. Kforce Inc. and Buchsbaum, et al. v. Kforce Inc., et al. , which is subject to approval by the Court, and we have set reserves accordingly. We believe that this matter is unlikely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. On August 30, 2021, Kforce Inc. was served with a complaint brought in the U.S. District Court, Southern District of California. Darryn Lewis, et al. v. Kforce Inc., Case Number: 3:21-cv-01375-AJB-JLB. On behalf of himself and others similarly situated, the plaintiff brings a one-count class action complaint for alleged violations of the FLSA, and specifically, failure to pay overtime wages to a putative class of commissioned employees who work or have worked for Kforce, nationwide, in the past three (3) years. Plaintiff and class members seek the amounts of unpaid wages and benefits allegedly owed to them, liquidated damages, compensatory damages, economic and/or special damages, attorneys’ fees and costs, interest, and other legal and equitable relief for alleged failure to: maintain a policy that compensates its employees for all hours worked; properly classify employees as nonexempt from overtime; and pay overtime pay for all hours worked over forty in one or more workweeks. The parties reached a preliminary settlement agreement to resolve this matter along with Elliott-Brand, et al. v. Kforce Inc., et al. and Buchsbaum, et al. v. Kforce Inc., et al. , which is subject to approval by the Court. This lawsuit will be dismissed as part of the settlement, once approved by the Court. We believe that this matter is unlikely to have a material adverse effect on our business, consolidated financial position, results of operations, or cash flows. On January 6, 2022, a complaint was filed against Kforce Inc. in the Superior Court of the State of California for the County of Los Angeles and was served on January 21, 2022. Jessica Cook and Brianna Pratt, et al. v. Kforce Inc., Case Number: 22STCV00602. On behalf of themselves and others similarly situated, plaintiffs purport to bring a class action alleging violations of Labor Code and the California Business and Professional Code and challenging the exempt classification of a select class of recruiters. Plaintiffs and class members seek damages for all earned wages, statutory penalties, injunctive relief, attorney’s fees, and interest for alleged failure to: properly classify certain recruiters as nonexempt from overtime; timely pay all wages earned, including overtime premium pay; provide accurate wage statements; provide meal and rest periods; and comply with California's Unfair Competition Law. Kforce anticipated this action would be filed as a result of failed early resolution attempts in the previously disclosed Jessica Cook v. Kforce, et al. lawsuit. At this stage in the litigation, it is not feasible to predict the outcome of this matter or reasonably estimate a range of loss, should a loss occur, from this proceeding. We intend to vigorously defend the claims. On January 6, 2022, a complaint was filed against Kforce Inc. in the United States District Court for the Middle District of Florida and was served on February 4, 2022. Sam Whiteman, et al. v. Kforce Inc., Case Number: 8:22-cv-00056. On behalf of himself and all others similarly situated, the plaintiff brings a one-count collective action complaint for alleged violations of the FLSA by failing to pay overtime wages. Plaintiff, on behalf of himself and the putative collective, seeks to recover unpaid wages, liquidated damages, attorneys’ fees and costs, and prejudgment interest for alleged failure to properly classify specified recruiters as nonexempt from overtime and properly compensate for all hours worked over 40 hours in one or more workweeks. At this stage in the litigation, it is not feasible to predict the outcome of this matter or reasonably estimate a range of loss, should a loss occur, from this proceeding. We intend to vigorously defend the claims. We are also involved in other legal proceedings, claims and administrative matters from time to time, and may also be exposed to loss contingencies, that arise in the ordinary course of business. We have made accruals with respect to certain matters, where appropriate, which are reflected in our unaudited condensed consolidated financial statements. While the ultimate outcomes and any amounts accrued are inherently uncertain, we currently do not expect that these matters, individually or in the aggregate, will have a material effect on our financial position. Equity Method Investment In June 2019, we entered into a joint venture whereby Kforce obtained a 50% noncontrolling interest in WorkLLama. We determined, based on the corporate structure and governance, that WorkLLama is a VIE and not subject to consolidation, as we are not the primary beneficiary of WorkLLama because we do not have the power to direct the activities that most significantly impact WorkLLama’s economic performance. As a result, WorkLLama is accounted for as an equity method investment. Under the joint venture operating agreement for WorkLLama, Kforce was originally obligated to make additional cash contributions subsequent to the initial contribution, contingent on WorkLLama's achievement of certain operational and financial milestones. Under the operating agreement, our maximum potential capital contributions were $22.5 million. Although the operational and financial milestones were not achieved, we contributed the full $22.5 million as of March 31, 2022. We contributed $0.5 million and $9.0 million of capital during the three months ended March 31, 2022 and the year ended December 31, 2021, respectively. While we are not obligated to make additional future capital contributions, we may make additional contributions to WorkLLama in support of their strategic objectives. Lease commitments We lease office space and certain equipment under operating leases that expire between 2022 and 2033. The terms of the leases provide for rental payments on a graduated scale, options to renew the leases ( one |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn April 29, 2022, Kforce’s forward-starting interest rate swap agreement, Swap A, which had a notional amount of $25.0 million matured. On May 1, 2022, Kforce’s Swap B, which had a notional amount of $75.0 million, increased by $25.0 million to $100.0 million. Refer to Note I - “Derivative Instruments and Hedging Activity” for a complete discussion of our interest rate swaps. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC regarding interim financial reporting. Accordingly, certain information and footnotes normally required by GAAP for complete financial statements have been condensed or omitted pursuant to those rules and regulations, although management believes that the disclosures made are adequate to make the information not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our 2021 Annual Report on Form 10-K. In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments considered necessary for a fair presentation. The Unaudited Condensed Consolidated Balance Sheet as of December 31, 2021, was derived from our audited Consolidated Balance Sheet as of December 31, 2021, as presented in our 2021 Annual Report on Form 10-K. |
Principles of Consolidation | Principles of ConsolidationThe unaudited condensed consolidated financial statements include the accounts of Kforce Inc. and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. References in this document to “Kforce,” the “Company,” “we,” the “Firm,” “management,” “our” or “us” refer to Kforce Inc. and its subsidiaries, except where the context indicates otherwise. |
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. The most critical of these estimates and assumptions relate to the following: allowance for credit losses; income taxes; self-insured liabilities for health insurance; and the impairment of goodwill, other long-lived assets and the equity method investment. Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates. In addition, the potential economic consequences of the COVID-19 pandemic, inflationary pressures, and supply constraints, among others, have been and may continue to be uncertain, rapidly changing and difficult to predict. Therefore, our accounting estimates and assumptions might change materially in future periods. |
Earnings per Share | Earnings per ShareBasic earnings per share is computed as net income divided by the weighted average number of common shares outstanding (“WASO”) during the period. WASO excludes unvested shares of restricted stock. Diluted earnings per share is computed by dividing net income by diluted WASO. Diluted WASO includes the dilutive effect of potentially dilutive securities such as unvested shares of restricted stock using the treasury stock method, except where the effect of including potential common shares would be anti-dilutive. |
New Accounting Standards | New Accounting Standards Recently Issued Accounting Standards Not Yet Adopted In March 2022, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2022-02, Financial Instruments - Credit Losses (Topic 326) - Trouble Debt Restructurings and Vintage Disclosures. These amendments eliminate the trouble debt restructuring (TDR) recognition and measurement guidance and, instead, require that an entity evaluate (consistent with the accounting for other loan modifications) whether the modification represents a new loan or a continuation of an existing loan. The amendments also enhance existing disclosure requirements and introduce new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty. ASU 2022-01 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2022. Early adoption of this ASU is permitted. We are currently evaluating the impact of ASU 2022-01 on our consolidated financial statements, however, we do not anticipate this having a material impact to our financial statements. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805) - Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to: (1) recognition of an acquired contract liability; and (2) payment terms and their effect on subsequent revenue recognized by the acquirer. ASU 2021-08 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2022. Early adoption of this ASU is permitted. We are currently evaluating the impact of ASU 2021-08 on our consolidated financial statements. Other recently issued statements have been evaluated but are not listed here as it has been determined that they are not applicable to our Firm. |
Reportable Segments (Tables)
Reportable Segments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Operations of reportable segments | The following table provides information on the operations of our segments (in thousands): Technology FA Total Three Months Ended March 31, 2022 Revenue $ 359,905 $ 57,062 $ 416,967 Gross profit $ 102,450 $ 21,436 $ 123,886 Operating and other expenses $ 97,575 Income from operations, before income taxes $ 26,311 2021 Revenue $ 279,560 $ 83,665 $ 363,225 Gross profit $ 74,280 $ 24,402 $ 98,682 Operating and other expenses $ 80,516 Income from operations, before income taxes $ 18,166 |
Disaggregation of Revenue (Tabl
Disaggregation of Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenues | The following table provides the disaggregation of revenue by segment and type (in thousands): Technology FA Total Three Months Ended March 31, 2022 Revenue by type: Flex revenue $ 351,716 $ 50,150 $ 401,866 Direct Hire revenue 8,189 6,912 15,101 Total Revenue $ 359,905 $ 57,062 $ 416,967 2021 Revenue by type: Flex revenue $ 274,784 $ 79,063 $ 353,847 Direct Hire revenue 4,776 4,602 9,378 Total Revenue $ 279,560 $ 83,665 $ 363,225 |
Allowance for Credit Losses (Ta
Allowance for Credit Losses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Receivables [Abstract] | |
Schedule of Allowance for Credit Losses | The following table presents the activity within the allowance for credit losses on trade receivables for the three months ended March 31, 2022 (in thousands): Allowance for credit losses, January 1, 2022 $ 1,729 Current period provision 172 Write-offs charged against the allowance, net of recoveries of amounts previously written off (78) Allowance for credit losses, March 31, 2022 $ 1,823 |
Other Assets, Net (Tables)
Other Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of other assets, net | Other assets, net consisted of the following (in thousands): March 31, 2022 December 31, 2021 Assets held in Rabbi Trust $ 38,213 $ 41,607 Right-of-use assets for operating leases, net 13,376 15,395 Capitalized software, net (1) 14,796 14,666 Equity method investment (2) 16,683 17,008 Deferred loan costs, net 1,057 1,115 Interest rate swap derivative instruments 3,905 823 Other non-current assets 4,384 2,015 Total Other assets, net $ 92,414 $ 92,629 (1) Accumulated amortization of capitalized software was $35.4 million and $35.5 million as of March 31, 2022 and December 31, 2021, respectively. (2) In June 2019, Kforce entered into a joint venture resulting in a 50% noncontrolling interest in WorkLLama, LLC (“WorkLLama”), which is accounted for as an equity method investment. The loss on this WorkLLama investment was $0.8 million and $0.5 million for the three months ended March 31, 2022, and March 31, 2021, respectively. In addition, Kforce contributed $0.5 million and $9.0 million of capital during the three months ended March 31, 2022 and the year ended December 31, 2021, respectively. Refer to Note K - “Commitments and Contingencies” for more information on contingencies related to WorkLLama. |
Current Liabilities (Tables)
Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | The following table provides information on certain current liabilities (in thousands): March 31, 2022 December 31, 2021 Accounts payable and other accrued liabilities: Accounts payable $ 48,855 $ 40,241 Accrued liabilities 41,473 41,167 Total Accounts payable and other accrued liabilities $ 90,328 $ 81,408 Accrued payroll costs: Payroll and benefits $ 51,724 $ 43,738 Payroll taxes 29,791 22,466 Health insurance liabilities 4,342 4,474 Workers’ compensation liabilities 772 746 Total Accrued payroll costs $ 86,629 $ 71,424 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Long-Term Liabilities | Other long-term liabilities consisted of the following (in thousands): March 31, 2022 December 31, 2021 Deferred compensation plan $ 37,273 $ 42,623 Operating lease liabilities 10,136 11,919 Other long-term liabilities 17 22 Total Other long-term liabilities $ 47,426 $ 54,564 |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Restricted Stock Activity | The following table presents the restricted stock activity for the three months ended March 31, 2022 (in thousands, except per share amounts): Number of Weighted-Average Total Intrinsic Outstanding at December 31, 2021 1,083 $ 48.86 Granted 6 $ 55.40 Forfeited (8) $ 43.97 Vested (8) $ 25.74 $ 589 Outstanding at March 31, 2022 1,073 $ 49.12 |
Derivative Instrument and Hed_2
Derivative Instrument and Hedging Activity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Activity in the Accumulated Derivative Instrument Gain | The following table sets forth the activity in the accumulated derivative instrument activity (in thousands): Three Months Ended March 31, 2022 2021 Accumulated derivative instrument gain (loss), beginning of period $ 823 $ (1,774) Net change associated with current period hedging transactions 3,082 1,258 Accumulated derivative instrument gain (loss), end of period $ 3,905 $ (516) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table sets forth by level, within the fair value hierarchy, estimated fair values on a recurring basis (in thousands): Asset/(Liability) Measured at Fair Value: Asset/(Liability) Quoted Prices in Significant Significant At March 31, 2022 Interest rate swap derivative instruments $ 3,905 $ — $ 3,905 $ — At December 31, 2021 Interest rate swap derivative instrument $ 823 $ — $ 823 $ — |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accounting Policies [Abstract] | ||
Health insurance maximum risk of loss liability per employee insurance plan (up to) | $ 600 | |
Health insurance maximum aggregate amount of risk of loss liability for employee insurance plans (up to) | $ 200 | |
Common stock equivalents (in shares) | (411) | (429) |
Anti-dilutive common stock equivalents (in shares) | (305) | 0 |
Reportable Segments - Schedule
Reportable Segments - Schedule (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 416,967 | $ 363,225 |
Gross profit | 123,886 | 98,682 |
Operating and other expenses | 97,575 | 80,516 |
Income from operations, before income taxes | 26,311 | 18,166 |
Technology | ||
Segment Reporting Information [Line Items] | ||
Revenue | 359,905 | 279,560 |
Gross profit | 102,450 | 74,280 |
FA | ||
Segment Reporting Information [Line Items] | ||
Revenue | 57,062 | 83,665 |
Gross profit | $ 21,436 | $ 24,402 |
Disaggregation of Revenue (Deta
Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 416,967 | $ 363,225 |
Flex revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 401,866 | 353,847 |
Direct Hire revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 15,101 | 9,378 |
Technology | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 359,905 | 279,560 |
Technology | Flex revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 351,716 | 274,784 |
Technology | Direct Hire revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 8,189 | 4,776 |
FA | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 57,062 | 83,665 |
FA | Flex revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | 50,150 | 79,063 |
FA | Direct Hire revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenue | $ 6,912 | $ 4,602 |
Allowance for Credit Losses (De
Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for credit losses, beginning balance | $ 1,729 | ||
Current period provision | 172 | $ (852) | |
Write-offs charged against the allowance, net of recoveries of amounts previously written off | (78) | ||
Allowance for credit losses, ending balance | 1,823 | ||
Trade receivables allowance unrelated to accounts receivable | $ 700 | $ 600 |
Other Assets, Net (Details)
Other Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Jun. 30, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||||
Assets held in Rabbi Trust | $ 38,213 | $ 41,607 | ||
Right-of-use assets for operating leases, net | $ 13,376 | 15,395 | ||
Operating lease, right-of-use assets, financial statement location | Total Other assets, net | |||
Capitalized software, net | $ 14,796 | 14,666 | ||
Equity method investment | 16,683 | 17,008 | ||
Deferred loan costs, net | 1,057 | 1,115 | ||
Interest rate swap derivative instruments | 3,905 | 823 | ||
Other non-current assets | 4,384 | 2,015 | ||
Total Other assets, net | 92,414 | 92,629 | ||
Accumulated amortization of capitalized software | 35,400 | 35,500 | ||
Loss on equity method investment | 825 | $ 491 | ||
Payments to acquire equity method investment | 500 | 2,000 | ||
WorkLLama | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 50.00% | |||
Loss on equity method investment | 800 | $ 500 | ||
Payments to acquire equity method investment | $ 500 | $ 9,000 |
Current Liabilities (Details)
Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Accounts payable and other accrued liabilities: | ||
Accounts payable | $ 48,855 | $ 40,241 |
Accrued liabilities | 41,473 | 41,167 |
Total Accounts payable and other accrued liabilities | 90,328 | 81,408 |
Accrued payroll costs: | ||
Payroll and benefits | 51,724 | 43,738 |
Payroll taxes | 29,791 | 22,466 |
Health insurance liabilities | 4,342 | 4,474 |
Workers’ compensation liabilities | 772 | 746 |
Total Accrued payroll costs | $ 86,629 | $ 71,424 |
Current Liabilities - Narrative
Current Liabilities - Narrative (Details) $ in Millions | Mar. 31, 2022USD ($)executive | Dec. 31, 2021USD ($) |
Unusual or Infrequent Item, or Both [Line Items] | ||
Supplemental executive retirement plan | $ 20 | |
Number of executives participating in SERP | executive | 2 | |
Deferred Payroll Taxes | COVID-19 | ||
Unusual or Infrequent Item, or Both [Line Items] | ||
Payroll tax payments deferred by CARES Act | $ 19.3 | $ 19.3 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Deferred compensation plan | $ 37,273 | $ 42,623 |
Operating lease liabilities | $ 10,136 | 11,919 |
Operating lease liabilities, financial statement location | Total Other long-term liabilities | |
Other long-term liabilities | $ 17 | 22 |
Total Other long-term liabilities | $ 47,426 | $ 54,564 |
Stock Incentive Plans - Additio
Stock Incentive Plans - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Apr. 22, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 4.4 | $ 3.4 | |
Option or Stock Appreciation Right | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Reduction of shares reserved for grant | 1 | ||
Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Reduction of shares reserved for grant | 2.72 | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 10 years | ||
Total unrecognized compensation expenses | $ 45.7 | ||
Weighted average period expected to be recognized | 4 years 4 months 24 days | ||
2021 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant (in shares) | 3,900,000 |
Stock Incentive Plans - Summary
Stock Incentive Plans - Summary of Restricted Stock Activity (Details) - Restricted Stock $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($)$ / sharesshares | |
Number of Restricted Stock | |
Outstanding, at beginning of period (in shares) | shares | 1,083 |
Granted (in shares) | shares | 6 |
Forfeited (in shares) | shares | (8) |
Vested (in shares) | shares | (8) |
Outstanding, at end of period (in shares) | shares | 1,073 |
Weighted-Average Grant Date Fair Value | |
Outstanding, as of beginning of period (in dollars per share) | $ / shares | $ 48.86 |
Granted (in dollars per share) | $ / shares | 55.40 |
Forfeited (in dollars per share) | $ / shares | 43.97 |
Vested (in dollars per share) | $ / shares | 25.74 |
Outstanding, as of end of period (in dollars per share) | $ / shares | $ 49.12 |
Total Intrinsic Value of Restricted Stock Vested | |
Vested | $ | $ 589 |
Derivative Instrument and Hed_3
Derivative Instrument and Hedging Activity - Narrative (Details) - Designated as Hedging Instrument - USD ($) | May 31, 2024 | May 31, 2023 | May 31, 2022 | Mar. 31, 2022 | Mar. 17, 2020 | May 31, 2017 |
Interest Rate Swap A | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative rate | 1.81% | |||||
Derivative, notional amount | $ 25,000,000 | |||||
Interest Rate Swap B | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative rate | 0.61% | |||||
Derivative, notional amount | $ 75,000,000 | |||||
Interest Rate Swap B | Scenario, Forecast | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | $ 40,000,000 | $ 75,000,000 | $ 100,000,000 |
Derivative Instrument and Hed_4
Derivative Instrument and Hedging Activity - Accumulated Derivative Instrument Gain (Loss) Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning of period | $ 188,406 | $ 179,935 |
End of period | 198,205 | 176,656 |
Accumulated Derivative Instrument Gain | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning of period | 823 | (1,774) |
Net change associated with current period hedging transactions | 3,082 | 1,258 |
End of period | $ 3,905 | $ (516) |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Estimated Fair Values (Details) - Recurring Basis - Interest Rate Swap - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | $ 3,905 | $ 823 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | 3,905 | 823 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap derivative instruments | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Other Commitments [Line Items] | |||
Unemployment benefits, possible liability with a change in control | $ 38,200 | ||
Unemployment benefits, possible liability without a change in control | 13,700 | ||
Maximum potential capital contributions | 22,500 | ||
Contributions to date to equity method investment | 22,500 | ||
Contributions to equity method investment | $ (500) | $ (2,000) | |
Minimum | |||
Other Commitments [Line Items] | |||
Renewal terms of current operating leases | 1 year | ||
Maximum | |||
Other Commitments [Line Items] | |||
Renewal terms of current operating leases | 5 years | ||
WorkLLama | |||
Other Commitments [Line Items] | |||
Contributions to equity method investment | $ (500) | $ (9,000) |
Subsequent Events (Details)
Subsequent Events (Details) - Designated as Hedging Instrument - USD ($) | May 31, 2024 | May 31, 2023 | May 31, 2022 | May 01, 2022 | Mar. 31, 2022 |
Interest Rate Swap B | |||||
Subsequent Event [Line Items] | |||||
Derivative, notional amount | $ 75,000,000 | ||||
Interest Rate Swap B | Scenario, Forecast | |||||
Subsequent Event [Line Items] | |||||
Derivative, notional amount | $ 40,000,000 | $ 75,000,000 | $ 100,000,000 | ||
Interest Rate Swap A | |||||
Subsequent Event [Line Items] | |||||
Derivative, notional amount | $ 25,000,000 | ||||
Subsequent Event | Interest Rate Swap B | |||||
Subsequent Event [Line Items] | |||||
Increase in derivative notional amount | $ 25,000,000 |