Resources Connection, Inc. (the \u201cCompany\u201d), a Delaware corporation, was incorporated on November\u00a016, 1998. The Company\u2019s operating entities provide services primarily under the name Resources Global Professionals. Resources Global Professionals (\u201cRGP\u201d) is a global consulting firm focused on project execution services that power clients\u2019 operational needs and change initiatives utilizing on-demand experienced and diverse talent. As a next-generation human capital partner for its clients, the Company specializes in co-delivery of enterprise initiatives typically precipitated by business transformation, strategic transactions, or regulatory change. The Company\u2019s principal markets of operations are North America, Europe, and Asia Pacific.
The Company\u2019s fiscal year consists of 52 or 53\u00a0weeks, ending on the Saturday in May closest to May\u00a031. Fiscal years 2022 and 2021 consisted of four 13-week quarters and included a total of 52 weeks of activity in the fiscal year. For fiscal year 2020, the first three quarters consisted of 13 weeks each and the fourth quarter consisted of 14 weeks, with a total of 53 weeks of activity in the fiscal year. "}]},{"name":"rpt:f-415","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"The Company\u2019s fiscal year consists of 52 or 53\u00a0weeks, ending on the Saturday in May closest to May\u00a031. Fiscal years 2022 and 2021 consisted of four 13-week quarters and included a total of 52 weeks of activity in the fiscal year. For fiscal year 2020, the first three quarters consisted of 13 weeks each and the fourth quarter consisted of 14 weeks, with a total of 53 weeks of activity in the fiscal year. "}]},{"name":"rpt:f-416","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MinimumMember"},"factValues":[{"value":"P364D"}]},{"name":"rpt:f-417","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P371D"}]},{"name":"rpt:f-418","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2020-05-31T00:00:00/2020-08-30T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-419","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2020-11-29T00:00:00/2021-02-28T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-420","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2021-02-28T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-421","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2021-05-30T00:00:00/2021-08-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-422","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2022-02-27T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-423","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2021-11-28T00:00:00/2022-02-27T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-424","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2021-08-29T00:00:00/2021-11-28T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-425","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2020-08-30T00:00:00/2020-11-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-426","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2019-05-26T00:00:00/2019-08-25T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-427","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2019-08-25T00:00:00/2019-11-24T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-428","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2019-11-24T00:00:00/2020-02-23T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P91D"}]},{"name":"rpt:f-429","factDimensions":{"xbrl:concept":"us-gaap:FiscalPeriodDuration","xbrl:period":"2020-02-23T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P98D"}]},{"name":"rpt:f-430","factDimensions":{"xbrl:concept":"us-gaap:SignificantAccountingPoliciesTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"2.\u00a0Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation
The Consolidated Financial Statements of the Company (\u201cfinancial statements\u201d) have been prepared in conformity with accounting principles generally accepted in the United States (\u201cGAAP\u201d) and the rules of the Securities and Exchange Commission (\u201cSEC\u201d). The financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
Reporting Segments
Effective in the second quarter of fiscal 2021, the Company revised its historical one-segment position and identified the following new operating segments to align with changes made in its internal management structure and its reporting structure of financial information used to assess performance and allocate resources:
\uf0b7RGP \u2013 a global business consulting firm focused on project execution services that power clients\u2019 operational and change initiatives with experienced and diverse talent;
\uf0b7taskforce \u2013 a German professional services firm that operates under the taskforce brand. It utilizes a distinct independent contractor/partner business model and infrastructure and focuses on providing senior interim management and project management services to middle-market clients in the German market; and
\uf0b7Sitrick \u2013 a crisis communications and public relations firm which operates under the Sitrick brand, providing corporate, financial, transactional and crisis communication and management services.
Each of these three segments reports through a separate management team to the Company\u2019s Chief Executive Officer, who is designated as the Chief Operating Decision Maker (\u201cCODM\u201d) for segment reporting purposes. RGP is the Company\u2019s only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments. Each of these segments represents a reporting unit for the purposes of assessing goodwill for impairment. All prior-period comparative segment information was recast to reflect the current reportable segments in accordance with Accounting Standards Codification (\u201cASC\u201d) 280, Segment Reporting. The change in segment reporting did not impact the Company\u2019s consolidated financial statements. On May 31, 2022, the Company divested of taskforce. The resulting change in segments will be reported in fiscal 2023 following the disposition. See Note 20 \u2013 Subsequent Events for further information.
Reclassifications
Certain prior period amounts have been reclassified to conform to current period presentation. These reclassifications had no effect on previously reported totals for assets, liabilities, stockholders\u2019 equity, cash flows or net income.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although management believes these estimates and assumptions are adequate, actual results could differ from the estimates and assumptions used.
Revenue Recognition
The Company generates substantially all of its revenues from providing professional consulting services to its clients. Revenues are recognized when control of the promised service is transferred to the Company\u2019s clients, in an amount that reflects the consideration expected in exchange for the services rendered. Revenue is recorded net of sales or other transaction taxes collected from clients and remitted to taxing authorities. Revenues for the vast majority of our contracts are recognized over time, based on hours worked by the Company\u2019s professionals. The performance of the agreed-to service over time is the single performance obligation for revenues. Certain clients may receive discounts (for example, volume discounts or rebates) to the amounts billed. These discounts or rebates are considered variable consideration. Management evaluates the facts and circumstances of each contract and client relationship to estimate the variable consideration assessing the most likely amount to recognize and considering management\u2019s expectation of the volume of services to be provided over the applicable period. Rebates are the largest component of variable consideration and are estimated using the most-likely-amount method, contracts terms and estimates of revenue. Revenues are recognized net of variable consideration to the extent that it is probable that a significant reversal of revenues will not occur in subsequent periods.
On a limited basis, the Company may have fixed-price contracts, for which revenues are recognized over time using the input method based on time incurred as a proportion of estimated total time. Time incurred represents work performed, which corresponds with, and therefore best depicts, the transfer of control to the client. Management uses significant judgments when estimating the total hours expected to complete the contract performance obligation. It is possible that updated estimates for consulting engagements may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate.
\u00a0
The Company recognizes revenues primarily on a gross basis as it acts as a principal for primarily all of its revenue transactions. The Company has concluded that gross reporting is appropriate because it controls the services before they are transferred to the customers. The Company a) has the risk of identifying and hiring qualified consultants; b) has the discretion to select the consultants and establish the price and responsibilities for services to be provided; c) is primarily responsible for fulfilling the promise to provide the service to the customer; and d) bears the risk for services provided that are not fully paid for by clients. The Company recognizes all reimbursements received from clients for \u201cout-of-pocket\u201d expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $4.1 million, $3.2\u00a0million and $9.4\u00a0million for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively.
Commissions earned by the Company\u2019 sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. The Company elected to apply the practical expedient to expense sales commissions as incurred as the expected amortization period is one year or less. Sales commissions are recorded in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations. During the years ended May 28, 2022, May 29, 2021, and May 30, 2020, sales commission expense was $6.8 million, $5.9 million, and $6.3 million, respectively.
The Company\u2019s clients are contractually obligated to pay the Company for all hours billed. The Company invoices the majority of its clients on a weekly basis or, in certain circumstances, on a bi-weekly or monthly basis, and its typical arrangement of payment is due within 30 days. To a much lesser extent, in certain circumstances, the Company also earns revenue if one of its consultants is hired by, or if the Company places an outside candidate with, its client. Conversion fees or permanent placement fees are recognized when one of the Company\u2019s professionals, or a candidate identified by the Company, accepts an offer of permanent employment from a client and all requisite terms of the agreement have been met. Such conversion fees or permanent placement fees are recognized when the performance obligation is considered complete, which the Company considers a) when the consultant or candidate accepts the position; b) the consultant or candidate has notified either RGP or their current employer of their decision; and c) the start date is within the Company\u2019s current quarter. Conversion fees were 0.3%, 0.3% and 0.4% of revenue for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively. Permanent placement fees were 0.6% of revenue for each of the years ended May 28, 2022, May 29, 2021 and May 30, 2020.
The Company\u2019s contracts generally have termination-for-convenience provisions and do not have termination penalties. While clients are contractually obligated to pay the Company for all hours billed, the Company does not have long-term agreements with its clients for the provision of services and the Company\u2019s clients may terminate engagements at any time. All costs of compensating the Company\u2019s professionals for services provided are the responsibility of the Company and are included in direct cost of services.
Foreign Currency Translation
The financial statements of subsidiaries outside the United States (\u201cU.S.\u201d) are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at current exchange rates, income and expense items are translated at average exchange rates prevailing during the period and the related translation adjustments are recorded as a component of comprehensive income or loss within stockholders\u2019 equity. Gains and losses from foreign currency transactions are included in selling, general and administrative expenses in the Consolidated Statements of Operations.
Per Share Information
The Company presents both basic and diluted earnings per share (\u201cEPS\u201d). Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is based upon the weighted average number of common shares and common equivalent shares outstanding during the period, calculated using the treasury stock method. Under the treasury stock method, exercise proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost related to stock awards for future services that the Company has not yet recognized and the amount of tax benefits that would be recorded when the award becomes deductible. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect. The performance stock units are also excluded from the EPS calculation, since the awards are not considered vested until the performance criteria are met. Stock options for which the exercise price exceeds the average market price over the period are anti-dilutive and are excluded from the calculation.
The following table summarizes the calculation of net income per share for the years ended May 28, 2022, May 29, 2021 and May 30, 2020 (amounts in thousands, except per share amounts):
|
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|
| For the Years Ended | |||||||
|
|
| May 28, |
| May 29, |
| May 30, | |||
|
|
| 2022 |
| 2021 |
| 2020 | |||
|
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|
|
|
|
|
|
|
|
|
Net income |
|
| $ | 67,175 |
| $ | 25,229 |
| $ | 28,285 |
Basic: |
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|
|
|
|
|
|
|
|
|
Weighted average shares |
|
|
| 32,953 |
|
| 32,444 |
|
| 31,989 |
Diluted: |
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|
|
|
|
|
|
|
|
|
Weighted average shares |
|
|
| 32,953 |
|
| 32,444 |
|
| 31,989 |
Potentially dilutive shares |
|
|
| 603 |
|
| 108 |
|
| 238 |
Total dilutive shares |
|
|
| 33,556 |
|
| 32,552 |
|
| 32,227 |
Net income per common share: |
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|
|
|
|
|
|
Basic |
|
| $ | 2.04 |
| $ | 0.78 |
| $ | 0.88 |
Dilutive |
|
| $ | 2.00 |
| $ | 0.78 |
| $ | 0.88 |
Anti-dilutive shares not included above |
|
|
| 1,759 |
|
| 4,556 |
|
| 4,731 |
Cash and Cash Equivalents
The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents approximate the fair values due to the short maturities of these instruments.
Restricted Cash
Restricted cash consists of cash and claims to cash that are restricted as to withdrawal or usage. This includes cash designated for specific use in an acquisition or dissolution. Restricted cash is carried at cost, approximates fair value, and is reflected in the Consolidated Balance Sheets within assets held for sale. See Note 4 \u2013 Assets and Liabilities Held for Sale for further information.
Financial Instruments
The fair value of the Company\u2019s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels:
Level 1 \u2013 Quoted prices in active markets for identical assets and liabilities.
Level 2 \u2013 Observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets.
Level 3 \u2013 Unobservable inputs.
The following table shows the Company\u2019s financial instruments that are measured and recorded in the consolidated financial statements at fair value on a recurring basis (amounts in thousands):
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| May 28, 2022 |
| May 29, 2021 | ||||||||||||||
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| Level 1 |
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| Level 2 |
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| Level 3 |
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| Level 1 |
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| Level 2 |
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| Level 3 |
Liabilities: |
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|
|
Contingent consideration liabilities | $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | 7,129 |
Total liabilities | $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | 7,129 |
Contingent consideration liabilities presented in the table above is for estimated future contingent consideration cash payments related to the Company\u2019s acquisitions. Total contingent consideration liabilities were zero and $7.1 million as of May 28, 2022 and May\u00a029, 2021, respectively. The fair value measurement of the liability is based on significant inputs not observed in the market and thus represents a Level 3 measurement. The significant unobservable inputs used in the fair value measurement of the contingent consideration liabilities are the Company\u2019s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liabilities is remeasured on a quarterly basis by the Company using additional information as it becomes available, and any change in the fair value estimates are recorded in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations. See Note 3 \u2013 Acquisitions and Dispositions for further information.
The Company\u2019s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and long-term debt, are carried at cost, which approximates their fair value because of the short-term maturity of these instruments or because their stated interest rates are indicative of market interest rates.
Allowance for Doubtful Accounts
The Company maintains an allowance for doubtful accounts for estimated losses resulting from its clients\u2019 failure to make required payments for services rendered. Management estimates this allowance based upon knowledge of the financial condition of the Company\u2019s clients (which may not include knowledge of all significant events), review of historical receivable and reserve trends and other pertinent information. If the financial condition of the Company\u2019s clients deteriorates or there is an unfavorable trend in aggregate receivable collections, additional allowances may be required.
The following table summarizes the activity in the allowance for doubtful accounts (amounts in thousands):
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| Beginning |
| Charged to |
| Currency Rate |
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| (Write-offs)/ |
| Ending | ||||||
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| Balance |
| Operations |
| Changes |
| Other (1) |
| Recoveries |
| Balance | ||||||
Years Ended: |
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May 30, 2020 |
| $ | 2,520 |
| $ | 1,840 |
| $ | (18) |
| $ | - |
| $ | (1,275) |
| $ | 3,067 |
May 29, 2021 |
| $ | 3,067 |
| $ | (55) |
| $ | 4 |
| $ | - |
| $ | (984) |
| $ | 2,032 |
May 28, 2022 |
| $ | 2,032 |
| $ | 557 |
| $ | (14) |
| $ | (39) |
| $ | (415) |
| $ | 2,121 |
(1)Other includes foreign currency translation adjustments and the impact of reclassifying certain assets to assets held for sale. See Note 4 \u2013 Assets and Liabilities Held for Sale for further information.
Assets and Liabilities Held for Sale
Assets and liabilities held for sale represent primarily cash, accounts receivable, goodwill, and other assets and liabilities that have met the criteria of \u201cheld for sale\u201d accounting, as specified by ASC 360, Property, Plant, and Equipment. The effect of suspending amortization on noncurrent assets held for sale is immaterial to the results of operations.
The Company records assets and liabilities held for sale at the lower of carrying value or fair value less cost to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset or disposal group until the date of sale.
As of May 28, 2022, the Company classified certain assets and liabilities as held for sale in connection with the sale of taskforce, which closed on May 31, 2022. Fair value was determined based on the estimated proceeds from the sale of the business utilizing the purchase price as defined in the Sale and Purchase Agreement. See Note 4 \u2013 Assets and Liabilities Held for Sale and Note 20 \u2013 Subsequent Events for further information.
Property and Equipment
Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the following estimated useful lives:
|
|
Building | 30 years |
Furniture | 5 to 10 years |
Leasehold improvements | Lesser of useful life of asset or term of lease |
Computer, equipment and software | 3 to 5 years |
Costs for normal repairs and maintenance are expensed to operations as incurred, while renewals and major refurbishments are capitalized.
Long-lived Assets
The Company evaluates the recoverability of long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The impairment test comprises two steps. The first step compares the carrying amount of the asset to the sum of expected undiscounted future cash flows. If the sum of expected undiscounted future cash flows exceeds the carrying amount of the asset, no impairment is taken. If the sum of expected undiscounted future cash flows is less than the carrying amount of the asset, a second step is warranted and an impairment loss is measured as the amount by which the carrying amount of the asset exceeds its fair value calculated using the present value of estimated net future cash flows. The Company recorded an impairment against its right-of-use (\u201cROU\u201d) assets and leasehold improvements of $0.8 million, $0.9 million and $0.6 million for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively, primarily associated with exiting certain real estate leases as part of its restructuring initiatives. The impairment charges are included in selling, general and administrative expense in the Company\u2019s Consolidated Statements of Operations.
Goodwill and Intangible Assets
Goodwill is recorded at the time of an acquisition and is calculated as the difference between the aggregate consideration paid for an acquisition and the fair value of the net tangible and intangible assets acquired. Goodwill is not subject to amortization but the carrying value is tested for impairment on an annual basis in the fourth quarter of the fiscal year, or more frequently if the Company believes indicators of impairment exist. Impairment evaluations involve management\u2019s assessment of qualitative factors to determine whether it is more likely than not that goodwill is impaired. If management concludes from its assessment of qualitative factors that it is more likely than not that impairment exists, then a quantitative impairment test will be performed. Significant management judgment is required in the forecasts of future operating results that are used in these evaluations.
The Company\u2019s identifiable intangible assets include customer contracts and relationships, tradenames, backlog, consultant list, non-compete agreements and computer software, including internally-developed software. These assets are amortized on a straight-line basis over lives ranging from two to ten years.
See Note\u00a05\u00a0\u2014 Intangible Assets and Goodwill for a further description of the Company\u2019s goodwill and intangible assets, including information about the Company\u2019s goodwill impairment assessment in connection with its change in segment reporting effective in the second quarter of fiscal 2021.
Leases
The Company currently leases office space, vehicles and certain equipment under operating leases expiring through 2028. At May 28, 2022, the Company had no finance leases. The Company\u2019s operating leases are primarily for real estate, which include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of common area maintenance, operating expenses and real estate taxes applicable to the property. Variable payments are excluded from the measurements of lease liabilities and are expensed as incurred. Any tenant improvement allowances received from the lessor are recorded as a reduction to rent expense over the term of the lease. None of the Company\u2019s lease agreements contained residual value guarantees or material restrictive covenants. The Company has not entered into any real estate lease arrangements where it occupies the entire building. As such, the Company does not have any separate land lease components embedded within any of its real estate leases.
The Company determines if an arrangement is a lease at the inception of the contract. Specifically, the Company considers whether it can control the underlying asset and have the right to obtain substantially all of the economic benefits or outputs from the assets. The ROU assets represent the right to use the underlying assets for the lease term and the lease liabilities represent the Company\u2019s obligation to make lease payments arising from the leases. The Company\u2019s lease liability is recognized as of the lease commencement date at the present value of the lease payments over the lease term. The Company\u2019s ROU asset is recognized as of the lease commencement date at the amount of the corresponding lease liability, adjusted for prepaid lease payments, lease incentives received, and initial direct costs incurred. The Company evaluates its ROU assets for impairment consistent with its policy for evaluating long-lived assets for impairment. See \u201cLong-lived Assets\u201d above. ROU assets are presented as operating ROU assets in the Company\u2019s Consolidated Balance Sheets. Operating lease liabilities are presented as operating lease liabilities, current or operating lease liabilities, noncurrent in the Company\u2019s Consolidated Balance Sheets based on their contractual due dates. Operating lease expense is recognized on a straight-line basis over the lease term, and is recognized in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations.
Most of the Company\u2019s leases do not provide an implicit rate that can be readily determined. Therefore, the Company uses a discount rate based on its incremental borrowing rate and the information available at the commencement date. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a fully collateralized basis over a similar term in an amount equal to the total lease payments in a similar economic environment. The Company has a centrally managed treasury function; therefore, the portfolio approach is applied in determining the incremental borrowing rate. Application at the portfolio level is not materially different from applying guidance at the individual lease level.
Certain of the Company\u2019s leases include one or more options to renew or terminate the lease at the Company\u2019s discretion. Generally, the renewal and termination options are not included in the ROU assets and lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates lease renewal and termination options and, when they are reasonably certain of exercise, includes the renewal or termination option in the lease term.
In some instances, the Company subleases excess office space to third-party tenants. The Company, as sublessor, continues to account for the head lease. If the lease cost for the term of the sublease exceeds the Company\u2019s anticipated sublease income for the same period, this indicates that the ROU asset associated with the head lease should be assessed for impairment under the long-lived asset impairment provisions. Sublease income is included in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations.
The Company has elected the practical expedient that allows lessees to choose to not separate lease and non-lease components by class of underlying asset and is applying this expedient to all real estate asset classes. Additionally, the Company has also made an accounting policy election to recognize the lease payments under short-term leases as an expense on a straight-line basis over the lease term without recognizing the lease liability and the ROU asset.
See Note\u00a07\u00a0\u2014 Leases for a further information on the Company\u2019s leases.
Stock-Based Compensation
The Company recognizes compensation expense for all share-based payment awards made to employees and directors, including restricted stock awards, restricted stock units, employee stock options, performance stock units awarded under the Company\u2019s 2020 Performance Incentive Plan (the \u201c2020 Plan\u201d) and the Company\u2019s 2014 Performance Incentive Plan (the \u201c2014 Plan\u201d), stock units credited under the Directors Deferred Compensation Plan and employee stock purchases made via the Company\u2019s 2019 Employee Stock Purchase Plan (the \u201cESPP\u201d), based on estimated fair value at the date of grant.
The Company estimates the fair value of share-based payment awards on the date of grant using the Black-Scholes valuation model for stock options, including options under the ESPP, and the closing price of the Company\u2019s common stock on the date of grant for restricted stock awards, restricted stock units and performance stock units. The value of the portion of the award that is ultimately expected to vest is recognized on a straight-line basis as an expense over the requisite service periods. If the actual number of forfeitures, and in the case of performance stock units, the actual performance, differs from that estimated by management, additional adjustments to compensation expense may be required in future periods. Excess income tax benefits and deficiencies from stock-based compensation are recognized as a discrete item within the provision for income taxes on the Company\u2019s Consolidated Statements of Operations. Stock options and restricted stock units typically vest over three to four years and restricted stock award vesting is determined on an individual grant basis under the 2014 Plan or the 2020 Plan. Performance stock units vest on the last day of the three-year performance period, based on the actual performance for the performance period.
See Note\u00a015\u00a0\u2014 Stock-Based Compensation Plans for further information on the 2020 Plan and stock-based compensation.
Income Taxes
The Company recognizes deferred income taxes for the estimated tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized when, in management\u2019s opinion, it is more likely than not that some portion of the deferred tax assets will not be realized. The provision for income taxes represents current taxes payable net of the change during the period in deferred tax assets and liabilities. The Company also evaluates its uncertain tax positions and only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon settlement. The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Any change in judgment related to the expected ultimate resolution of uncertain tax positions is recognized in earnings in the period in which such change occurs.
Share Repurchases and Retirement of Treasury Shares
Shares of common stock repurchased by the Company are held as treasury shares. The Company accounts for the retirement of treasury shares using the par-value method under which the cost of repurchased and retired treasury shares in excess of the par value is allocated between additional paid-in capital and retained earnings. When the repurchase price is greater than the original issue proceeds, the excess is charged to retained earnings. The Company uses the weighted-average cost flow assumption to identify and assign the original issue proceeds to the cost of the repurchased and retired treasury shares. The Company believes that this allocation method is preferable because it more accurately reflects its paid-in capital balances by allocating the cost of the repurchased and retired treasury shares to paid-in capital in proportion to paid-in capital associated with the original issuance of those shares.
See Note 12 \u2014 Stockholders\u2019 Equity for further information on the retirement of treasury shares.
Recent Accounting Pronouncements
No recent accounting pronouncements or changes in accounting pronouncements have been issued or adopted in fiscal 2022 that are of material significance, or have potential material significance, to the Company.\u00a0 "}]},{"name":"rpt:f-431","factDimensions":{"xbrl:concept":"rgp:BasisOfPresentationAndPrinciplesOfConsolidationPolicyPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Basis of Presentation and Principles of Consolidation
The Consolidated Financial Statements of the Company (\u201cfinancial statements\u201d) have been prepared in conformity with accounting principles generally accepted in the United States (\u201cGAAP\u201d) and the rules of the Securities and Exchange Commission (\u201cSEC\u201d). The financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
"}]},{"name":"rpt:f-432","factDimensions":{"xbrl:concept":"us-gaap:SegmentReportingPolicyPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Reporting Segments
Effective in the second quarter of fiscal 2021, the Company revised its historical one-segment position and identified the following new operating segments to align with changes made in its internal management structure and its reporting structure of financial information used to assess performance and allocate resources:
\uf0b7RGP \u2013 a global business consulting firm focused on project execution services that power clients\u2019 operational and change initiatives with experienced and diverse talent;
\uf0b7taskforce \u2013 a German professional services firm that operates under the taskforce brand. It utilizes a distinct independent contractor/partner business model and infrastructure and focuses on providing senior interim management and project management services to middle-market clients in the German market; and
\uf0b7Sitrick \u2013 a crisis communications and public relations firm which operates under the Sitrick brand, providing corporate, financial, transactional and crisis communication and management services.
Each of these three segments reports through a separate management team to the Company\u2019s Chief Executive Officer, who is designated as the Chief Operating Decision Maker (\u201cCODM\u201d) for segment reporting purposes. RGP is the Company\u2019s only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments. Each of these segments represents a reporting unit for the purposes of assessing goodwill for impairment. All prior-period comparative segment information was recast to reflect the current reportable segments in accordance with Accounting Standards Codification (\u201cASC\u201d) 280, Segment Reporting. The change in segment reporting did not impact the Company\u2019s consolidated financial statements. On May 31, 2022, the Company divested of taskforce. The resulting change in segments will be reported in fiscal 2023 following the disposition. See Note 20 \u2013 Subsequent Events for further information.
"}]},{"name":"rpt:f-433","factDimensions":{"xbrl:concept":"us-gaap:NumberOfReportableSegments","xbrl:period":"2020-05-31T00:00:00/2020-08-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:segment"},"factValues":[{"value":"1"}]},{"name":"rpt:f-434","factDimensions":{"xbrl:concept":"us-gaap:NumberOfReportableSegments","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:segment"},"factValues":[{"value":"3"}]},{"name":"rpt:f-435","factDimensions":{"xbrl:concept":"us-gaap:Reclassifications","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"ReclassificationsCertain prior period amounts have been reclassified to conform to current period presentation. These reclassifications had no effect on previously reported totals for assets, liabilities, stockholders\u2019 equity, cash flows or net income. "}]},{"name":"rpt:f-436","factDimensions":{"xbrl:concept":"us-gaap:UseOfEstimates","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"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.
"}]},{"name":"rpt:f-437","factDimensions":{"xbrl:concept":"us-gaap:RevenueRecognitionPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Revenue Recognition
The Company generates substantially all of its revenues from providing professional consulting services to its clients. Revenues are recognized when control of the promised service is transferred to the Company\u2019s clients, in an amount that reflects the consideration expected in exchange for the services rendered. Revenue is recorded net of sales or other transaction taxes collected from clients and remitted to taxing authorities. Revenues for the vast majority of our contracts are recognized over time, based on hours worked by the Company\u2019s professionals. The performance of the agreed-to service over time is the single performance obligation for revenues. Certain clients may receive discounts (for example, volume discounts or rebates) to the amounts billed. These discounts or rebates are considered variable consideration. Management evaluates the facts and circumstances of each contract and client relationship to estimate the variable consideration assessing the most likely amount to recognize and considering management\u2019s expectation of the volume of services to be provided over the applicable period. Rebates are the largest component of variable consideration and are estimated using the most-likely-amount method, contracts terms and estimates of revenue. Revenues are recognized net of variable consideration to the extent that it is probable that a significant reversal of revenues will not occur in subsequent periods.
On a limited basis, the Company may have fixed-price contracts, for which revenues are recognized over time using the input method based on time incurred as a proportion of estimated total time. Time incurred represents work performed, which corresponds with, and therefore best depicts, the transfer of control to the client. Management uses significant judgments when estimating the total hours expected to complete the contract performance obligation. It is possible that updated estimates for consulting engagements may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate.
\u00a0
The Company recognizes revenues primarily on a gross basis as it acts as a principal for primarily all of its revenue transactions. The Company has concluded that gross reporting is appropriate because it controls the services before they are transferred to the customers. The Company a) has the risk of identifying and hiring qualified consultants; b) has the discretion to select the consultants and establish the price and responsibilities for services to be provided; c) is primarily responsible for fulfilling the promise to provide the service to the customer; and d) bears the risk for services provided that are not fully paid for by clients. The Company recognizes all reimbursements received from clients for \u201cout-of-pocket\u201d expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $4.1 million, $3.2\u00a0million and $9.4\u00a0million for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively.
Commissions earned by the Company\u2019 sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. The Company elected to apply the practical expedient to expense sales commissions as incurred as the expected amortization period is one year or less. Sales commissions are recorded in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations. During the years ended May 28, 2022, May 29, 2021, and May 30, 2020, sales commission expense was $6.8 million, $5.9 million, and $6.3 million, respectively.
The Company\u2019s clients are contractually obligated to pay the Company for all hours billed. The Company invoices the majority of its clients on a weekly basis or, in certain circumstances, on a bi-weekly or monthly basis, and its typical arrangement of payment is due within 30 days. To a much lesser extent, in certain circumstances, the Company also earns revenue if one of its consultants is hired by, or if the Company places an outside candidate with, its client. Conversion fees or permanent placement fees are recognized when one of the Company\u2019s professionals, or a candidate identified by the Company, accepts an offer of permanent employment from a client and all requisite terms of the agreement have been met. Such conversion fees or permanent placement fees are recognized when the performance obligation is considered complete, which the Company considers a) when the consultant or candidate accepts the position; b) the consultant or candidate has notified either RGP or their current employer of their decision; and c) the start date is within the Company\u2019s current quarter. Conversion fees were 0.3%, 0.3% and 0.4% of revenue for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively. Permanent placement fees were 0.6% of revenue for each of the years ended May 28, 2022, May 29, 2021 and May 30, 2020.
The Company\u2019s contracts generally have termination-for-convenience provisions and do not have termination penalties. While clients are contractually obligated to pay the Company for all hours billed, the Company does not have long-term agreements with its clients for the provision of services and the Company\u2019s clients may terminate engagements at any time. All costs of compensating the Company\u2019s professionals for services provided are the responsibility of the Company and are included in direct cost of services.
"}]},{"name":"rpt:f-438","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"rgp:ReimbursementsMember"},"factValues":[{"value":"4100000","decimals":-5}]},{"name":"rpt:f-439","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"rgp:ReimbursementsMember"},"factValues":[{"value":"3200000","decimals":-5}]},{"name":"rpt:f-440","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"rgp:ReimbursementsMember"},"factValues":[{"value":"9400000","decimals":-5}]},{"name":"rpt:f-441","factDimensions":{"xbrl:concept":"us-gaap:CostOfGoodsAndServicesSold","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"rgp:SalesCommissionsMember"},"factValues":[{"value":"6800000","decimals":-5}]},{"name":"rpt:f-442","factDimensions":{"xbrl:concept":"us-gaap:CostOfGoodsAndServicesSold","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"rgp:SalesCommissionsMember"},"factValues":[{"value":"5900000","decimals":-5}]},{"name":"rpt:f-443","factDimensions":{"xbrl:concept":"us-gaap:CostOfGoodsAndServicesSold","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"rgp:SalesCommissionsMember"},"factValues":[{"value":"6300000","decimals":-5}]},{"name":"rpt:f-444","factDimensions":{"xbrl:concept":"rgp:RevenuePercentage","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:ProductOrServiceAxis":"rgp:ConversionFeesMember"},"factValues":[{"value":"0.003","decimals":3}]},{"name":"rpt:f-445","factDimensions":{"xbrl:concept":"rgp:RevenuePercentage","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","srt:ProductOrServiceAxis":"rgp:ConversionFeesMember"},"factValues":[{"value":"0.003","decimals":3}]},{"name":"rpt:f-446","factDimensions":{"xbrl:concept":"rgp:RevenuePercentage","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","srt:ProductOrServiceAxis":"rgp:ConversionFeesMember"},"factValues":[{"value":"0.004","decimals":3}]},{"name":"rpt:f-447","factDimensions":{"xbrl:concept":"rgp:RevenuePercentage","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","srt:ProductOrServiceAxis":"rgp:PermanentPlacementFeesMember"},"factValues":[{"value":"0.006","decimals":3}]},{"name":"rpt:f-448","factDimensions":{"xbrl:concept":"rgp:RevenuePercentage","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","srt:ProductOrServiceAxis":"rgp:PermanentPlacementFeesMember"},"factValues":[{"value":"0.006","decimals":3}]},{"name":"rpt:f-449","factDimensions":{"xbrl:concept":"rgp:RevenuePercentage","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:ProductOrServiceAxis":"rgp:PermanentPlacementFeesMember"},"factValues":[{"value":"0.006","decimals":3}]},{"name":"rpt:f-450","factDimensions":{"xbrl:concept":"us-gaap:ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Foreign Currency Translation
The financial statements of subsidiaries outside the United States (\u201cU.S.\u201d) are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at current exchange rates, income and expense items are translated at average exchange rates prevailing during the period and the related translation adjustments are recorded as a component of comprehensive income or loss within stockholders\u2019 equity. Gains and losses from foreign currency transactions are included in selling, general and administrative expenses in the Consolidated Statements of Operations.
"}]},{"name":"rpt:f-451","factDimensions":{"xbrl:concept":"us-gaap:EarningsPerSharePolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Per Share Information
The Company presents both basic and diluted earnings per share (\u201cEPS\u201d). Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is based upon the weighted average number of common shares and common equivalent shares outstanding during the period, calculated using the treasury stock method. Under the treasury stock method, exercise proceeds include the amount the employee must pay for exercising stock options, the amount of compensation cost related to stock awards for future services that the Company has not yet recognized and the amount of tax benefits that would be recorded when the award becomes deductible. Common equivalent shares are excluded from the computation in periods in which they have an anti-dilutive effect. The performance stock units are also excluded from the EPS calculation, since the awards are not considered vested until the performance criteria are met. Stock options for which the exercise price exceeds the average market price over the period are anti-dilutive and are excluded from the calculation.
The following table summarizes the calculation of net income per share for the years ended May 28, 2022, May 29, 2021 and May 30, 2020 (amounts in thousands, except per share amounts):
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
|
| May 28, |
| May 29, |
| May 30, | |||
|
|
| 2022 |
| 2021 |
| 2020 | |||
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
| $ | 67,175 |
| $ | 25,229 |
| $ | 28,285 |
Basic: |
|
|
|
|
|
|
|
|
|
|
Weighted average shares |
|
|
| 32,953 |
|
| 32,444 |
|
| 31,989 |
Diluted: |
|
|
|
|
|
|
|
|
|
|
Weighted average shares |
|
|
| 32,953 |
|
| 32,444 |
|
| 31,989 |
Potentially dilutive shares |
|
|
| 603 |
|
| 108 |
|
| 238 |
Total dilutive shares |
|
|
| 33,556 |
|
| 32,552 |
|
| 32,227 |
Net income per common share: |
|
|
|
|
|
|
|
|
|
|
Basic |
|
| $ | 2.04 |
| $ | 0.78 |
| $ | 0.88 |
Dilutive |
|
| $ | 2.00 |
| $ | 0.78 |
| $ | 0.88 |
Anti-dilutive shares not included above |
|
|
| 1,759 |
|
| 4,556 |
|
| 4,731 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
|
| May 28, |
| May 29, |
| May 30, | |||
|
|
| 2022 |
| 2021 |
| 2020 | |||
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
| $ | 67,175 |
| $ | 25,229 |
| $ | 28,285 |
Basic: |
|
|
|
|
|
|
|
|
|
|
Weighted average shares |
|
|
| 32,953 |
|
| 32,444 |
|
| 31,989 |
Diluted: |
|
|
|
|
|
|
|
|
|
|
Weighted average shares |
|
|
| 32,953 |
|
| 32,444 |
|
| 31,989 |
Potentially dilutive shares |
|
|
| 603 |
|
| 108 |
|
| 238 |
Total dilutive shares |
|
|
| 33,556 |
|
| 32,552 |
|
| 32,227 |
Net income per common share: |
|
|
|
|
|
|
|
|
|
|
Basic |
|
| $ | 2.04 |
| $ | 0.78 |
| $ | 0.88 |
Dilutive |
|
| $ | 2.00 |
| $ | 0.78 |
| $ | 0.88 |
Anti-dilutive shares not included above |
|
|
| 1,759 |
|
| 4,556 |
|
| 4,731 |
The Company considers cash on hand, deposits in banks, and short-term investments purchased with an original maturity date of three months or less to be cash and cash equivalents. The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents approximate the fair values due to the short maturities of these instruments.
"}]},{"name":"rpt:f-478","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Restricted Cash
Restricted cash consists of cash and claims to cash that are restricted as to withdrawal or usage. This includes cash designated for specific use in an acquisition or dissolution. Restricted cash is carried at cost, approximates fair value, and is reflected in the Consolidated Balance Sheets within assets held for sale. See Note 4 \u2013 Assets and Liabilities Held for Sale for further information.
"}]},{"name":"rpt:f-479","factDimensions":{"xbrl:concept":"us-gaap:FairValueOfFinancialInstrumentsPolicy","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Financial Instruments
The fair value of the Company\u2019s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels:
Level 1 \u2013 Quoted prices in active markets for identical assets and liabilities.
Level 2 \u2013 Observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets.
Level 3 \u2013 Unobservable inputs.
The following table shows the Company\u2019s financial instruments that are measured and recorded in the consolidated financial statements at fair value on a recurring basis (amounts in thousands):
|
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|
|
| May 28, 2022 |
| May 29, 2021 | ||||||||||||||
|
| Level 1 |
|
| Level 2 |
|
| Level 3 |
|
| Level 1 |
|
| Level 2 |
|
| Level 3 |
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contingent consideration liabilities | $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | 7,129 |
Total liabilities | $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | 7,129 |
Contingent consideration liabilities presented in the table above is for estimated future contingent consideration cash payments related to the Company\u2019s acquisitions. Total contingent consideration liabilities were zero and $7.1 million as of May 28, 2022 and May\u00a029, 2021, respectively. The fair value measurement of the liability is based on significant inputs not observed in the market and thus represents a Level 3 measurement. The significant unobservable inputs used in the fair value measurement of the contingent consideration liabilities are the Company\u2019s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liabilities is remeasured on a quarterly basis by the Company using additional information as it becomes available, and any change in the fair value estimates are recorded in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations. See Note 3 \u2013 Acquisitions and Dispositions for further information.
The Company\u2019s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and long-term debt, are carried at cost, which approximates their fair value because of the short-term maturity of these instruments or because their stated interest rates are indicative of market interest rates.
"}]},{"name":"rpt:f-480","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
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|
|
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|
|
|
|
|
| May 28, 2022 |
| May 29, 2021 | ||||||||||||||
|
| Level 1 |
|
| Level 2 |
|
| Level 3 |
|
| Level 1 |
|
| Level 2 |
|
| Level 3 |
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contingent consideration liabilities | $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | 7,129 |
Total liabilities | $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | - |
| $ | 7,129 |
The Company maintains an allowance for doubtful accounts for estimated losses resulting from its clients\u2019 failure to make required payments for services rendered. Management estimates this allowance based upon knowledge of the financial condition of the Company\u2019s clients (which may not include knowledge of all significant events), review of historical receivable and reserve trends and other pertinent information. If the financial condition of the Company\u2019s clients deteriorates or there is an unfavorable trend in aggregate receivable collections, additional allowances may be required.
The following table summarizes the activity in the allowance for doubtful accounts (amounts in thousands):
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| Beginning |
| Charged to |
| Currency Rate |
|
|
| (Write-offs)/ |
| Ending | ||||||
|
| Balance |
| Operations |
| Changes |
| Other (1) |
| Recoveries |
| Balance | ||||||
Years Ended: |
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May 30, 2020 |
| $ | 2,520 |
| $ | 1,840 |
| $ | (18) |
| $ | - |
| $ | (1,275) |
| $ | 3,067 |
May 29, 2021 |
| $ | 3,067 |
| $ | (55) |
| $ | 4 |
| $ | - |
| $ | (984) |
| $ | 2,032 |
May 28, 2022 |
| $ | 2,032 |
| $ | 557 |
| $ | (14) |
| $ | (39) |
| $ | (415) |
| $ | 2,121 |
(1)Other includes foreign currency translation adjustments and the impact of reclassifying certain assets to assets held for sale. See Note 4 \u2013 Assets and Liabilities Held for Sale for further information."}]},{"name":"rpt:f-486","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForCreditLossesOnFinancingReceivablesTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
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|
| Beginning |
| Charged to |
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|
| (Write-offs)/ |
| Ending | ||||||
|
| Balance |
| Operations |
| Changes |
| Other (1) |
| Recoveries |
| Balance | ||||||
Years Ended: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
May 30, 2020 |
| $ | 2,520 |
| $ | 1,840 |
| $ | (18) |
| $ | - |
| $ | (1,275) |
| $ | 3,067 |
May 29, 2021 |
| $ | 3,067 |
| $ | (55) |
| $ | 4 |
| $ | - |
| $ | (984) |
| $ | 2,032 |
May 28, 2022 |
| $ | 2,032 |
| $ | 557 |
| $ | (14) |
| $ | (39) |
| $ | (415) |
| $ | 2,121 |
(1)Other includes foreign currency translation adjustments and the impact of reclassifying certain assets to assets held for sale. See Note 4 \u2013 Assets and Liabilities Held for Sale for further information.
"}]},{"name":"rpt:f-487","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivable","xbrl:period":"2019-05-26T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2520000","decimals":-3}]},{"name":"rpt:f-488","factDimensions":{"xbrl:concept":"us-gaap:ProvisionForDoubtfulAccounts","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1840000","decimals":-3}]},{"name":"rpt:f-489","factDimensions":{"xbrl:concept":"rgp:AllowanceForDoubtfulAccountsReceivableCurrencyRateChanges","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-18000","decimals":-3}]},{"name":"rpt:f-490","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivableWriteOffs","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1275000","decimals":-3}]},{"name":"rpt:f-491","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivable","xbrl:period":"2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3067000","decimals":-3}]},{"name":"rpt:f-492","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivable","xbrl:period":"2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3067000","decimals":-3}]},{"name":"rpt:f-493","factDimensions":{"xbrl:concept":"us-gaap:ProvisionForDoubtfulAccounts","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-55000","decimals":-3}]},{"name":"rpt:f-494","factDimensions":{"xbrl:concept":"rgp:AllowanceForDoubtfulAccountsReceivableCurrencyRateChanges","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4000","decimals":-3}]},{"name":"rpt:f-495","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivableWriteOffs","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"984000","decimals":-3}]},{"name":"rpt:f-496","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivable","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2032000","decimals":-3}]},{"name":"rpt:f-497","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivable","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2032000","decimals":-3}]},{"name":"rpt:f-498","factDimensions":{"xbrl:concept":"us-gaap:ProvisionForDoubtfulAccounts","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"557000","decimals":-3}]},{"name":"rpt:f-499","factDimensions":{"xbrl:concept":"rgp:AllowanceForDoubtfulAccountsReceivableCurrencyRateChanges","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-14000","decimals":-3}]},{"name":"rpt:f-500","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivablePeriodIncreaseDecrease","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-39000","decimals":-3}]},{"name":"rpt:f-501","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivableWriteOffs","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"415000","decimals":-3}]},{"name":"rpt:f-502","factDimensions":{"xbrl:concept":"us-gaap:AllowanceForDoubtfulAccountsReceivable","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2121000","decimals":-3}]},{"name":"rpt:f-503","factDimensions":{"xbrl:concept":"rgp:AssetsAndLiabilitiesHeldForSalePolicyTextblock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Assets and Liabilities Held for Sale
Assets and liabilities held for sale represent primarily cash, accounts receivable, goodwill, and other assets and liabilities that have met the criteria of \u201cheld for sale\u201d accounting, as specified by ASC 360, Property, Plant, and Equipment. The effect of suspending amortization on noncurrent assets held for sale is immaterial to the results of operations.
The Company records assets and liabilities held for sale at the lower of carrying value or fair value less cost to sell. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset or disposal group until the date of sale.
As of May 28, 2022, the Company classified certain assets and liabilities as held for sale in connection with the sale of taskforce, which closed on May 31, 2022. Fair value was determined based on the estimated proceeds from the sale of the business utilizing the purchase price as defined in the Sale and Purchase Agreement. See Note 4 \u2013 Assets and Liabilities Held for Sale and Note 20 \u2013 Subsequent Events for further information.
"}]},{"name":"rpt:f-504","factDimensions":{"xbrl:concept":"us-gaap:PropertyPlantAndEquipmentPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Property and Equipment
Property and equipment is stated at cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the following estimated useful lives:
|
|
Building | 30 years |
Furniture | 5 to 10 years |
Leasehold improvements | Lesser of useful life of asset or term of lease |
Computer, equipment and software | 3 to 5 years |
Costs for normal repairs and maintenance are expensed to operations as incurred, while renewals and major refurbishments are capitalized.
"}]},{"name":"rpt:f-505","factDimensions":{"xbrl:concept":"rgp:ScheduleOfEstimatedUsefulLivesOfPropertyAndEquipmentTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
Building | 30 years |
Furniture | 5 to 10 years |
Leasehold improvements | Lesser of useful life of asset or term of lease |
Computer, equipment and software | 3 to 5 years |
The Company evaluates the recoverability of long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The impairment test comprises two steps. The first step compares the carrying amount of the asset to the sum of expected undiscounted future cash flows. If the sum of expected undiscounted future cash flows exceeds the carrying amount of the asset, no impairment is taken. If the sum of expected undiscounted future cash flows is less than the carrying amount of the asset, a second step is warranted and an impairment loss is measured as the amount by which the carrying amount of the asset exceeds its fair value calculated using the present value of estimated net future cash flows. The Company recorded an impairment against its right-of-use (\u201cROU\u201d) assets and leasehold improvements of $0.8 million, $0.9 million and $0.6 million for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively, primarily associated with exiting certain real estate leases as part of its restructuring initiatives. The impairment charges are included in selling, general and administrative expense in the Company\u2019s Consolidated Statements of Operations.
"}]},{"name":"rpt:f-513","factDimensions":{"xbrl:concept":"us-gaap:AssetImpairmentCharges","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"800000","decimals":-5}]},{"name":"rpt:f-514","factDimensions":{"xbrl:concept":"us-gaap:AssetImpairmentCharges","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"900000","decimals":-5}]},{"name":"rpt:f-515","factDimensions":{"xbrl:concept":"us-gaap:AssetImpairmentCharges","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"600000","decimals":-5}]},{"name":"rpt:f-516","factDimensions":{"xbrl:concept":"us-gaap:AssetImpairmentCharges","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"600000","decimals":-5}]},{"name":"rpt:f-517","factDimensions":{"xbrl:concept":"us-gaap:GoodwillAndIntangibleAssetsPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Goodwill and Intangible Assets
Goodwill is recorded at the time of an acquisition and is calculated as the difference between the aggregate consideration paid for an acquisition and the fair value of the net tangible and intangible assets acquired. Goodwill is not subject to amortization but the carrying value is tested for impairment on an annual basis in the fourth quarter of the fiscal year, or more frequently if the Company believes indicators of impairment exist. Impairment evaluations involve management\u2019s assessment of qualitative factors to determine whether it is more likely than not that goodwill is impaired. If management concludes from its assessment of qualitative factors that it is more likely than not that impairment exists, then a quantitative impairment test will be performed. Significant management judgment is required in the forecasts of future operating results that are used in these evaluations.
The Company\u2019s identifiable intangible assets include customer contracts and relationships, tradenames, backlog, consultant list, non-compete agreements and computer software, including internally-developed software. These assets are amortized on a straight-line basis over lives ranging from two to ten years.
See Note\u00a05\u00a0\u2014 Intangible Assets and Goodwill for a further description of the Company\u2019s goodwill and intangible assets, including information about the Company\u2019s goodwill impairment assessment in connection with its change in segment reporting effective in the second quarter of fiscal 2021.
"}]},{"name":"rpt:f-518","factDimensions":{"xbrl:concept":"us-gaap:FiniteLivedIntangibleAssetUsefulLife","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P10Y"}]},{"name":"rpt:f-519","factDimensions":{"xbrl:concept":"us-gaap:LesseeLeasesPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Leases
The Company currently leases office space, vehicles and certain equipment under operating leases expiring through 2028. At May 28, 2022, the Company had no finance leases. The Company\u2019s operating leases are primarily for real estate, which include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of common area maintenance, operating expenses and real estate taxes applicable to the property. Variable payments are excluded from the measurements of lease liabilities and are expensed as incurred. Any tenant improvement allowances received from the lessor are recorded as a reduction to rent expense over the term of the lease. None of the Company\u2019s lease agreements contained residual value guarantees or material restrictive covenants. The Company has not entered into any real estate lease arrangements where it occupies the entire building. As such, the Company does not have any separate land lease components embedded within any of its real estate leases.
The Company determines if an arrangement is a lease at the inception of the contract. Specifically, the Company considers whether it can control the underlying asset and have the right to obtain substantially all of the economic benefits or outputs from the assets. The ROU assets represent the right to use the underlying assets for the lease term and the lease liabilities represent the Company\u2019s obligation to make lease payments arising from the leases. The Company\u2019s lease liability is recognized as of the lease commencement date at the present value of the lease payments over the lease term. The Company\u2019s ROU asset is recognized as of the lease commencement date at the amount of the corresponding lease liability, adjusted for prepaid lease payments, lease incentives received, and initial direct costs incurred. The Company evaluates its ROU assets for impairment consistent with its policy for evaluating long-lived assets for impairment. See \u201cLong-lived Assets\u201d above. ROU assets are presented as operating ROU assets in the Company\u2019s Consolidated Balance Sheets. Operating lease liabilities are presented as operating lease liabilities, current or operating lease liabilities, noncurrent in the Company\u2019s Consolidated Balance Sheets based on their contractual due dates. Operating lease expense is recognized on a straight-line basis over the lease term, and is recognized in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations.
Most of the Company\u2019s leases do not provide an implicit rate that can be readily determined. Therefore, the Company uses a discount rate based on its incremental borrowing rate and the information available at the commencement date. The incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a fully collateralized basis over a similar term in an amount equal to the total lease payments in a similar economic environment. The Company has a centrally managed treasury function; therefore, the portfolio approach is applied in determining the incremental borrowing rate. Application at the portfolio level is not materially different from applying guidance at the individual lease level.
Certain of the Company\u2019s leases include one or more options to renew or terminate the lease at the Company\u2019s discretion. Generally, the renewal and termination options are not included in the ROU assets and lease liabilities as they are not reasonably certain of exercise. The Company regularly evaluates lease renewal and termination options and, when they are reasonably certain of exercise, includes the renewal or termination option in the lease term.
In some instances, the Company subleases excess office space to third-party tenants. The Company, as sublessor, continues to account for the head lease. If the lease cost for the term of the sublease exceeds the Company\u2019s anticipated sublease income for the same period, this indicates that the ROU asset associated with the head lease should be assessed for impairment under the long-lived asset impairment provisions. Sublease income is included in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations.
The Company has elected the practical expedient that allows lessees to choose to not separate lease and non-lease components by class of underlying asset and is applying this expedient to all real estate asset classes. Additionally, the Company has also made an accounting policy election to recognize the lease payments under short-term leases as an expense on a straight-line basis over the lease term without recognizing the lease liability and the ROU asset.
See Note\u00a07\u00a0\u2014 Leases for a further information on the Company\u2019s leases.
"}]},{"name":"rpt:f-520","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationOptionAndIncentivePlansPolicy","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Stock-Based Compensation
The Company recognizes compensation expense for all share-based payment awards made to employees and directors, including restricted stock awards, restricted stock units, employee stock options, performance stock units awarded under the Company\u2019s 2020 Performance Incentive Plan (the \u201c2020 Plan\u201d) and the Company\u2019s 2014 Performance Incentive Plan (the \u201c2014 Plan\u201d), stock units credited under the Directors Deferred Compensation Plan and employee stock purchases made via the Company\u2019s 2019 Employee Stock Purchase Plan (the \u201cESPP\u201d), based on estimated fair value at the date of grant.
The Company estimates the fair value of share-based payment awards on the date of grant using the Black-Scholes valuation model for stock options, including options under the ESPP, and the closing price of the Company\u2019s common stock on the date of grant for restricted stock awards, restricted stock units and performance stock units. The value of the portion of the award that is ultimately expected to vest is recognized on a straight-line basis as an expense over the requisite service periods. If the actual number of forfeitures, and in the case of performance stock units, the actual performance, differs from that estimated by management, additional adjustments to compensation expense may be required in future periods. Excess income tax benefits and deficiencies from stock-based compensation are recognized as a discrete item within the provision for income taxes on the Company\u2019s Consolidated Statements of Operations. Stock options and restricted stock units typically vest over three to four years and restricted stock award vesting is determined on an individual grant basis under the 2014 Plan or the 2020 Plan. Performance stock units vest on the last day of the three-year performance period, based on the actual performance for the performance period.
See Note\u00a015\u00a0\u2014 Stock-Based Compensation Plans for further information on the 2020 Plan and stock-based compensation.
"}]},{"name":"rpt:f-521","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P4Y"}]},{"name":"rpt:f-522","factDimensions":{"xbrl:concept":"us-gaap:IncomeTaxPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Income TaxesThe Company recognizes deferred income taxes for the estimated tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established to reduce deferred tax assets to the amount expected to be realized when, in management\u2019s opinion, it is more likely than not that some portion of the deferred tax assets will not be realized. The provision for income taxes represents current taxes payable net of the change during the period in deferred tax assets and liabilities. The Company also evaluates its uncertain tax positions and only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon settlement. The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Any change in judgment related to the expected ultimate resolution of uncertain tax positions is recognized in earnings in the period in which such change occurs."}]},{"name":"rpt:f-523","factDimensions":{"xbrl:concept":"rgp:ShareRepurchaseAndRetirementPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Share Repurchases and Retirement of Treasury Shares
Shares of common stock repurchased by the Company are held as treasury shares. The Company accounts for the retirement of treasury shares using the par-value method under which the cost of repurchased and retired treasury shares in excess of the par value is allocated between additional paid-in capital and retained earnings. When the repurchase price is greater than the original issue proceeds, the excess is charged to retained earnings. The Company uses the weighted-average cost flow assumption to identify and assign the original issue proceeds to the cost of the repurchased and retired treasury shares. The Company believes that this allocation method is preferable because it more accurately reflects its paid-in capital balances by allocating the cost of the repurchased and retired treasury shares to paid-in capital in proportion to paid-in capital associated with the original issuance of those shares.
See Note 12 \u2014 Stockholders\u2019 Equity for further information on the retirement of treasury shares.
"}]},{"name":"rpt:f-524","factDimensions":{"xbrl:concept":"us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"Recent Accounting Pronouncements
No recent accounting pronouncements or changes in accounting pronouncements have been issued or adopted in fiscal 2022 that are of material significance, or have potential material significance, to the Company."}]},{"name":"rpt:f-525","factDimensions":{"xbrl:concept":"rgp:AcquisitionsAndDivestituresDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"3.\u00a0Acquisitions and Dispositions
Acquisitions
The Company did not complete any acquisitions during the years ended May 28, 2022 and May 29, 2021. In fiscal 2020, the Company acquired two entities. The first acquisition, completed November 30, 2019, was Expertforce Interim Projects GmbH, LLC (\u201cExpertence\u201d), a leading provider of professional interim management services, based in Munich, Germany. The results of operations and the amount of the acquisition costs included in the Company\u2019s Consolidated Statement of Operations related to the Expertence acquisition were not material to the Company\u2019s consolidated results of operations for the year ended May 30, 2020. The second acquisition, completed on July 31, 2019, was the digital consulting firm Veracity Consulting Group, LLC (\u201cVeracity\u201d), which contributed $18.8 million to consolidated revenue and $4.1 million to income from operations during the year ended May 30, 2020. In addition, the Company recorded $1.3 million in expenses associated with an increase in the fair value of the Veracity contingent consideration liability, and incurred $0.6 million in acquisition costs, both of which were recorded in selling, general and administrative expenses in the Company\u2019s Consolidated Statement of Operations for the year ended May 30, 2020.
Dispositions
As part of its restructuring effort in Europe which began in fiscal 2021, the Company initiated the wind-down and dissolution of certain entities. During fiscal 2022, the Company completed the dissolution of the following three foreign subsidiaries: RGP France SAS, RGP Denmark A/S, and RGP Italy SRL, as it continued to complete its exit from certain non-core markets in Europe. The Company recognized a total gain on dissolutions of $0.9 million during fiscal 2022. The net gain on the dissolutions of these subsidiaries was primarily related to the recognition of the accumulated translation adjustment associated with the foreign subsidiaries, which was included in selling, general and administrative expenses in the Company\u2019s Consolidated Statement of Operations for the year ended May 28, 2022. See Note 14 \u2013 Restructuring Activities for further information on the Company\u2019s restructuring initiatives.
In fiscal 2020, the Company engaged in the sale of certain assets and liabilities in Sweden and discontinued operations in Belgium, Luxemburg and Norway. In connection with the exit activities in these markets, the Company recognized a loss on the sale of assets and liabilities in Sweden and $0.7 million of expenses primarily related to employee termination benefits. Such expenses were included in selling, general and administrative expenses in the Consolidated Statement of Operations for the year ended May 30, 2020.
None of the markets sold or exited in fiscal 2022 and 2020 are considered strategic components of the Company\u2019s operations.
\u00a0"}]},{"name":"rpt:f-526","factDimensions":{"xbrl:concept":"us-gaap:NumberOfBusinessesAcquired","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:entity"},"factValues":[{"value":"0"}]},{"name":"rpt:f-527","factDimensions":{"xbrl:concept":"us-gaap:NumberOfBusinessesAcquired","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:entity"},"factValues":[{"value":"0"}]},{"name":"rpt:f-528","factDimensions":{"xbrl:concept":"us-gaap:NumberOfBusinessesAcquired","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:item"},"factValues":[{"value":"2"}]},{"name":"rpt:f-529","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"rgp:VeracityMember"},"factValues":[{"value":"18800000","decimals":-5}]},{"name":"rpt:f-530","factDimensions":{"xbrl:concept":"us-gaap:OperatingIncomeLoss","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"rgp:VeracityMember"},"factValues":[{"value":"4100000","decimals":-5}]},{"name":"rpt:f-531","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"rgp:VeracityMember"},"factValues":[{"value":"1300000","decimals":-5}]},{"name":"rpt:f-532","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationAcquisitionRelatedCosts","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"rgp:VeracityMember"},"factValues":[{"value":"600000","decimals":-5}]},{"name":"rpt:f-533","factDimensions":{"xbrl:concept":"rgp:NumberOfLegalEntitiesDissolved","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:entity"},"factValues":[{"value":"3"}]},{"name":"rpt:f-534","factDimensions":{"xbrl:concept":"us-gaap:GainOnSaleOfInvestments","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"900000","decimals":-5}]},{"name":"rpt:f-535","factDimensions":{"xbrl:concept":"us-gaap:LossOnSaleOfInvestments","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"700000","decimals":-5}]},{"name":"rpt:f-536","factDimensions":{"xbrl:concept":"us-gaap:DisposalGroupsIncludingDiscontinuedOperationsDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"4. Assets and Liabilities Held for Sale
On April 21, 2022, Resources Global Professionals (Germany) GmbH (\u201cRGP Germany\u201d), a subsidiary of the Company, entered into a Sale and Purchase Agreement (the \u201cSale and Purchase Agreement\u201d) with MoveVision \u2013 Management-, Beteiligungs- und Servicegesellschaft mbH and Blue Elephant \u2013 Management-, Beteiligungs- und Servicegesellschaft mbH (collectively, the \u201cPurchasers\u201d), owned by the original founder and a member of the senior leadership team of taskforce \u2013 Management on Demand GmbH (\u201ctaskforce\u201d), respectively. The Sale and Purchase Agreement provided for a purchase price of approximately EUR 5.5 million (approximately $5.9 million), subject to final working capital adjustments on July 31, 2022. See Note 20 \u2013 Subsequent Events for further information on the Company\u2019s sale of taskforce.
As of May\u00a028, 2022, the Company determined the criteria of classifying the assets and liabilities of taskforce as held for sale was met, which requires us to present the related assets and liabilities as separate line items in our Consolidated Balance Sheet. In addition, such assets and liabilities should be presented at the lower of carrying value or fair value less any costs to sell. The Company concluded that the agreed-upon transaction price of the business approximates fair value, which exceeded the carrying value of the related assets and liabilities as of May 28, 2022. As such, the assets and liabilities related to the sale were recorded and presented at their carrying value.
The following table presents information related to the major classes of assets and liabilities that were classified as held for sale in our Consolidated Balance Sheets (amounts in thousands):
|
|
|
|
Assets & Liabilities Held for Sale |
| As of | |
taskforce - Management on Demand GmbH |
| May 28, 2022 | |
|
|
|
|
Cash and cash equivalents |
| $ | 245 |
Trade accounts receivable, net of allowance for doubtful accounts |
|
| 4,044 |
Prepaid expenses and other current assets |
|
| 262 |
Income taxes receivable |
|
| 6 |
Goodwill |
|
| 3,886 |
Intangible assets, net |
|
| 1,060 |
Property and equipment, net |
|
| 204 |
Operating right-of-use assets |
|
| 177 |
Other assets |
|
| 5 |
Total assets held for sale |
| $ | 9,889 |
|
|
|
|
Accounts payable and accrued expenses |
|
| 2,316 |
Accrued salaries and related obligations |
|
| 325 |
Operating lease liabilities, current |
|
| 91 |
Other liabilities |
|
| 158 |
Intercompany balances with other entities |
|
| 1,441 |
Operating lease liabilities, noncurrent |
|
| 88 |
Total liabilities held for sale |
| $ | 4,419 |
The above-referenced transaction did not qualify as discontinued operations because the sale of taskforce did not represent a strategic shift that has or will have a major effect on the Company\u2019s operations or financial results. See Note 2 \u2013 Summary of Significant Accounting Policies and Note 20 \u2013 Subsequent Events for further information on the Company\u2019s taskforce business.
\u00a0"}]},{"name":"rpt:f-537","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationConsiderationTransferred1","xbrl:period":"2022-05-31T00:00:00/2022-06-01T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:EUR","us-gaap:IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsAxis":"rgp:TaskforceMember","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember"},"factValues":[{"value":"5500000","decimals":-5}]},{"name":"rpt:f-538","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationConsiderationTransferred1","xbrl:period":"2022-05-31T00:00:00/2022-06-01T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsAxis":"rgp:TaskforceMember","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember"},"factValues":[{"value":"5900000","decimals":-5}]},{"name":"rpt:f-539","factDimensions":{"xbrl:concept":"us-gaap:DisclosureOfLongLivedAssetsHeldForSaleTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
Assets & Liabilities Held for Sale |
| As of | |
taskforce - Management on Demand GmbH |
| May 28, 2022 | |
|
|
|
|
Cash and cash equivalents |
| $ | 245 |
Trade accounts receivable, net of allowance for doubtful accounts |
|
| 4,044 |
Prepaid expenses and other current assets |
|
| 262 |
Income taxes receivable |
|
| 6 |
Goodwill |
|
| 3,886 |
Intangible assets, net |
|
| 1,060 |
Property and equipment, net |
|
| 204 |
Operating right-of-use assets |
|
| 177 |
Other assets |
|
| 5 |
Total assets held for sale |
| $ | 9,889 |
|
|
|
|
Accounts payable and accrued expenses |
|
| 2,316 |
Accrued salaries and related obligations |
|
| 325 |
Operating lease liabilities, current |
|
| 91 |
Other liabilities |
|
| 158 |
Intercompany balances with other entities |
|
| 1,441 |
Operating lease liabilities, noncurrent |
|
| 88 |
Total liabilities held for sale |
| $ | 4,419 |
The following table presents details of the Company\u2019s intangible assets, estimated lives and related accumulated amortization (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| As of May 28, 2022 |
|
|
|
| As of May 29, 2021 | ||||||||||||||||||||||
|
|
|
|
| Accumulated |
|
|
|
|
|
|
|
|
|
|
|
| Accumulated |
|
|
|
| ||||||
| Gross |
|
|
| Amortization |
|
|
| Net |
|
|
|
| Gross |
|
|
| Amortization |
|
|
| Net | ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Customer contracts and relationships | $ | 22,000 |
|
|
| $ | (10,889) |
|
|
| $ | 11,111 |
|
|
|
| $ | 23,941 |
|
|
| $ | (9,918) |
|
|
| $ | 14,023 |
Tradenames (3-10 years) |
| 3,070 |
|
|
|
| (3,034) |
|
|
|
| 36 |
|
|
|
|
| 5,164 |
|
|
|
| (3,651) |
|
|
|
| 1,513 |
Backlog (17 months) |
| 1,210 |
|
|
|
| (1,210) |
|
|
|
| - |
|
|
|
|
| 1,210 |
|
|
|
| (1,210) |
|
|
|
| - |
Consultant list (3 years) |
| - |
|
|
|
| - |
|
|
|
| - |
|
|
|
|
| 849 |
|
|
|
| (849) |
|
|
|
| - |
Non-compete agreements (3 years) |
| - |
|
|
|
| - |
|
|
|
| - |
|
|
|
|
| 970 |
|
|
|
| (970) |
|
|
|
| - |
Computer software (2-3.5 years) |
| 6,762 |
|
|
|
| (2,149) |
|
|
|
| 4,613 |
|
|
|
|
| 5,446 |
|
|
|
| (742) |
|
|
|
| 4,704 |
Total | $ | 33,042 |
|
|
| $ | (17,282) |
|
|
| $ | 15,760 |
|
|
|
| $ | 37,580 |
|
|
| $ | (17,340) |
|
|
| $ | 20,240 |
The weighted-average useful lives of the customer contracts and relationships, tradenames, backlog, and computer software are approximately 7.6 years, 3.0 years, 1.4 years, and 3.3 years, respectively. The weighted-average useful life of all of the Company\u2019s intangible assets is 5.7 years.
The Company recorded amortization expense of $4.9 million, $5.2 million, and $5.7 million for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively. The following table presents future estimated amortization expense based on existing intangible assets held for use (amounts in thousands):
|
|
|
2023 | $ | 4,783 |
2024 |
| 4,846 |
2025 |
| 3,635 |
2026 |
| 2,274 |
2027 |
| 222 |
Total | $ | 15,760 |
As further described in Note 19 \u2013 Segment Information and Enterprise Reporting, the Company changed its segment reporting effective in the second quarter of fiscal 2021, and reallocated goodwill to the new reporting units on the relative fair value basis. Concurrent with the segment change, the Company completed a goodwill impairment assessment, and concluded that no goodwill impairment existed immediately before or after the change in segment reporting. The Company\u2019s interim and annual goodwill impairment analysis indicated that there was no related impairment for the fiscal years ended May 28, 2022, May 29, 2021 and May 30, 2020.
The following table summarizes the activity in the Company\u2019s goodwill balance. Fiscal year 2020 information was recast to reflect the impact of the preceding segment change (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
| RGP |
|
| Other Segments |
|
| Total Company | |||
Balance as of May 30, 2020 | $ | 208,958 |
|
| $ | 5,109 |
|
| $ | 214,067 |
Impact of foreign currency exchange rate changes |
| 430 |
|
|
| 2,261 |
|
|
| 2,691 |
Balance as of May 29, 2021 | $ | 209,388 |
|
| $ | 7,370 |
|
| $ | 216,758 |
Impact of foreign currency exchange rate changes |
| (2,558) |
|
|
| (529) |
|
|
| (3,087) |
Impact of held for sale reclass (1) |
| - |
|
|
| (3,886) |
|
|
| (3,886) |
Balance as of May 28, 2022 | $ | 206,830 |
|
| $ | 2,955 |
|
| $ | 209,785 |
(1)The 2022 decrease is due to taskforce\u2019s goodwill being reclassified as held for sale as of May 28, 2022. See Note 4 \u2013 Assets and Liabilities Held for Sale.\u00a0"}]},{"name":"rpt:f-558","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| As of May 28, 2022 |
|
|
|
| As of May 29, 2021 | ||||||||||||||||||||||
|
|
|
|
| Accumulated |
|
|
|
|
|
|
|
|
|
|
|
| Accumulated |
|
|
|
| ||||||
| Gross |
|
|
| Amortization |
|
|
| Net |
|
|
|
| Gross |
|
|
| Amortization |
|
|
| Net | ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Customer contracts and relationships | $ | 22,000 |
|
|
| $ | (10,889) |
|
|
| $ | 11,111 |
|
|
|
| $ | 23,941 |
|
|
| $ | (9,918) |
|
|
| $ | 14,023 |
Tradenames (3-10 years) |
| 3,070 |
|
|
|
| (3,034) |
|
|
|
| 36 |
|
|
|
|
| 5,164 |
|
|
|
| (3,651) |
|
|
|
| 1,513 |
Backlog (17 months) |
| 1,210 |
|
|
|
| (1,210) |
|
|
|
| - |
|
|
|
|
| 1,210 |
|
|
|
| (1,210) |
|
|
|
| - |
Consultant list (3 years) |
| - |
|
|
|
| - |
|
|
|
| - |
|
|
|
|
| 849 |
|
|
|
| (849) |
|
|
|
| - |
Non-compete agreements (3 years) |
| - |
|
|
|
| - |
|
|
|
| - |
|
|
|
|
| 970 |
|
|
|
| (970) |
|
|
|
| - |
Computer software (2-3.5 years) |
| 6,762 |
|
|
|
| (2,149) |
|
|
|
| 4,613 |
|
|
|
|
| 5,446 |
|
|
|
| (742) |
|
|
|
| 4,704 |
Total | $ | 33,042 |
|
|
| $ | (17,282) |
|
|
| $ | 15,760 |
|
|
|
| $ | 37,580 |
|
|
| $ | (17,340) |
|
|
| $ | 20,240 |
|
|
|
2023 | $ | 4,783 |
2024 |
| 4,846 |
2025 |
| 3,635 |
2026 |
| 2,274 |
2027 |
| 222 |
Total | $ | 15,760 |
|
|
|
|
|
|
|
|
|
|
|
| RGP |
|
| Other Segments |
|
| Total Company | |||
Balance as of May 30, 2020 | $ | 208,958 |
|
| $ | 5,109 |
|
| $ | 214,067 |
Impact of foreign currency exchange rate changes |
| 430 |
|
|
| 2,261 |
|
|
| 2,691 |
Balance as of May 29, 2021 | $ | 209,388 |
|
| $ | 7,370 |
|
| $ | 216,758 |
Impact of foreign currency exchange rate changes |
| (2,558) |
|
|
| (529) |
|
|
| (3,087) |
Impact of held for sale reclass (1) |
| - |
|
|
| (3,886) |
|
|
| (3,886) |
Balance as of May 28, 2022 | $ | 206,830 |
|
| $ | 2,955 |
|
| $ | 209,785 |
(1)The 2022 decrease is due to taskforce\u2019s goodwill being reclassified as held for sale as of May 28, 2022. See Note 4 \u2013 Assets and Liabilities Held for Sale.\u00a0"}]},{"name":"rpt:f-620","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"208958000","decimals":-3}]},{"name":"rpt:f-621","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"5109000","decimals":-3}]},{"name":"rpt:f-622","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"214067000","decimals":-3}]},{"name":"rpt:f-623","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"430000","decimals":-3}]},{"name":"rpt:f-624","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"2261000","decimals":-3}]},{"name":"rpt:f-625","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2691000","decimals":-3}]},{"name":"rpt:f-626","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"209388000","decimals":-3}]},{"name":"rpt:f-627","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"7370000","decimals":-3}]},{"name":"rpt:f-628","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"216758000","decimals":-3}]},{"name":"rpt:f-629","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"-2558000","decimals":-3}]},{"name":"rpt:f-630","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"-529000","decimals":-3}]},{"name":"rpt:f-631","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-3087000","decimals":-3}]},{"name":"rpt:f-632","factDimensions":{"xbrl:concept":"rgp:ImpactOfHeldForSaleReclass","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"-3886000","decimals":-3}]},{"name":"rpt:f-633","factDimensions":{"xbrl:concept":"rgp:ImpactOfHeldForSaleReclass","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-3886000","decimals":-3}]},{"name":"rpt:f-634","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"206830000","decimals":-3}]},{"name":"rpt:f-635","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"2955000","decimals":-3}]},{"name":"rpt:f-636","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"209785000","decimals":-3}]},{"name":"rpt:f-637","factDimensions":{"xbrl:concept":"us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
6.\u00a0Property and Equipment
Property and equipment consist of the following (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
| As of |
|
| As of |
|
|
| May 28, 2022 |
|
| May 29, 2021 |
Building and land |
| $ | 14,264 |
| $ | 14,244 |
Computers, equipment and software |
|
| 15,259 |
|
| 16,540 |
Leasehold improvements |
|
| 13,661 |
|
| 15,609 |
Furniture |
|
| 8,181 |
|
| 9,157 |
Property and equipment, gross |
| $ | 51,365 |
| $ | 55,550 |
Less: accumulated depreciation and amortization |
|
| (33,708) |
|
| (35,007) |
Property and equipment, net |
| $ | 17,657 |
| $ | 20,543 |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
| As of |
|
| As of |
|
|
| May 28, 2022 |
|
| May 29, 2021 |
Building and land |
| $ | 14,264 |
| $ | 14,244 |
Computers, equipment and software |
|
| 15,259 |
|
| 16,540 |
Leasehold improvements |
|
| 13,661 |
|
| 15,609 |
Furniture |
|
| 8,181 |
|
| 9,157 |
Property and equipment, gross |
| $ | 51,365 |
| $ | 55,550 |
Less: accumulated depreciation and amortization |
|
| (33,708) |
|
| (35,007) |
Property and equipment, net |
| $ | 17,657 |
| $ | 20,543 |
Lease cost components included within selling, general and administrative expenses in the Consolidated Statements of Operations were as follows (amounts in thousands):
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, 2022 |
| May 29, 2021 |
| May 30, 2020 | |||
Operating lease cost | $ | 8,766 |
| $ | 10,604 |
| $ | 12,308 |
Short-term lease cost |
| 89 |
|
| 202 |
|
| 345 |
Variable lease cost |
| 22 |
|
| 2,585 |
|
| 2,808 |
Sublease income (1) |
| (994) |
|
| (913) |
|
| (610) |
Total lease cost | $ | 7,883 |
| $ | 12,478 |
| $ | 14,851 |
(1)Sublease income does not include rental income received from owned property.
The weighted-average lease terms and discount rates for operating leases are presented in the following table:
|
|
|
|
|
|
|
| As of |
|
| As of | ||
| May 28, 2022 |
|
| May 29, 2021 | ||
Weighted average remaining lease term |
| 3.3 years |
|
|
| 3.7 years |
Weighted average discount rate |
| 3.81% |
|
|
| 3.92% |
Cash flow and other information related to operating leases is included in the following table (amounts in thousands):
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, 2022 |
| May 29, 2021 |
| May 30, 2020 | |||
Cash paid for amounts included in the measurement of operating lease liabilities | $ | 11,187 |
| $ | 13,206 |
| $ | 13,311 |
Right-of-use assets obtained in exchange for new operating lease obligations | $ | 1,748 |
| $ | 2,235 |
| $ | 3,452 |
Future maturities of operating lease liabilities at May 28, 2022 are presented in the following table (amounts in thousands):
|
|
|
Fiscal Years | Operating Lease Maturity | |
2023 | $ | 8,828 |
2024 |
| 6,822 |
2025 |
| 3,293 |
2026 |
| 1,893 |
2027 |
| 1,092 |
Thereafter |
| 968 |
Total minimum payments |
| 22,896 |
Less: interest |
| 1,351 |
Present value of operating lease liabilities | $ | 21,545 |
The Company leases approximately 13,000\u00a0square feet of the approximately 57,000\u00a0square feet of a company-owned building located in Irvine, California to independent third parties and has operating lease agreements for sublet space with independent third parties expiring through fiscal 2025. Rental income received for the years ended May 28, 2022, May 29, 2021 and May 30, 2020 totaled $199,000, $162,000 and $210,000, respectively. Under the terms of these operating lease agreements, rental income from such third-party leases is expected to be $219,000, $219,000, and $77,000 in fiscal 2023 through 2025, respectively."}]},{"name":"rpt:f-654","factDimensions":{"xbrl:concept":"us-gaap:LeaseCostTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, 2022 |
| May 29, 2021 |
| May 30, 2020 | |||
Operating lease cost | $ | 8,766 |
| $ | 10,604 |
| $ | 12,308 |
Short-term lease cost |
| 89 |
|
| 202 |
|
| 345 |
Variable lease cost |
| 22 |
|
| 2,585 |
|
| 2,808 |
Sublease income (1) |
| (994) |
|
| (913) |
|
| (610) |
Total lease cost | $ | 7,883 |
| $ | 12,478 |
| $ | 14,851 |
(1)Sublease income does not include rental income received from owned property."}]},{"name":"rpt:f-655","factDimensions":{"xbrl:concept":"us-gaap:OperatingLeaseCost","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8766000","decimals":-3}]},{"name":"rpt:f-656","factDimensions":{"xbrl:concept":"us-gaap:OperatingLeaseCost","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"10604000","decimals":-3}]},{"name":"rpt:f-657","factDimensions":{"xbrl:concept":"us-gaap:OperatingLeaseCost","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"12308000","decimals":-3}]},{"name":"rpt:f-658","factDimensions":{"xbrl:concept":"us-gaap:ShortTermLeaseCost","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"89000","decimals":-3}]},{"name":"rpt:f-659","factDimensions":{"xbrl:concept":"us-gaap:ShortTermLeaseCost","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"202000","decimals":-3}]},{"name":"rpt:f-660","factDimensions":{"xbrl:concept":"us-gaap:ShortTermLeaseCost","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"345000","decimals":-3}]},{"name":"rpt:f-661","factDimensions":{"xbrl:concept":"us-gaap:VariableLeaseCost","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"22000","decimals":-3}]},{"name":"rpt:f-662","factDimensions":{"xbrl:concept":"us-gaap:VariableLeaseCost","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2585000","decimals":-3}]},{"name":"rpt:f-663","factDimensions":{"xbrl:concept":"us-gaap:VariableLeaseCost","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2808000","decimals":-3}]},{"name":"rpt:f-664","factDimensions":{"xbrl:concept":"us-gaap:SubleaseIncome","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"994000","decimals":-3}]},{"name":"rpt:f-665","factDimensions":{"xbrl:concept":"us-gaap:SubleaseIncome","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"913000","decimals":-3}]},{"name":"rpt:f-666","factDimensions":{"xbrl:concept":"us-gaap:SubleaseIncome","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"610000","decimals":-3}]},{"name":"rpt:f-667","factDimensions":{"xbrl:concept":"us-gaap:LeaseCost","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"7883000","decimals":-3}]},{"name":"rpt:f-668","factDimensions":{"xbrl:concept":"us-gaap:LeaseCost","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"12478000","decimals":-3}]},{"name":"rpt:f-669","factDimensions":{"xbrl:concept":"us-gaap:LeaseCost","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"14851000","decimals":-3}]},{"name":"rpt:f-670","factDimensions":{"xbrl:concept":"rgp:LesseeOperatingLeasesTermsTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
|
|
|
| As of |
|
| As of | ||
| May 28, 2022 |
|
| May 29, 2021 | ||
Weighted average remaining lease term |
| 3.3 years |
|
|
| 3.7 years |
Weighted average discount rate |
| 3.81% |
|
|
| 3.92% |
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, 2022 |
| May 29, 2021 |
| May 30, 2020 | |||
Cash paid for amounts included in the measurement of operating lease liabilities | $ | 11,187 |
| $ | 13,206 |
| $ | 13,311 |
Right-of-use assets obtained in exchange for new operating lease obligations | $ | 1,748 |
| $ | 2,235 |
| $ | 3,452 |
|
|
|
Fiscal Years | Operating Lease Maturity | |
2023 | $ | 8,828 |
2024 |
| 6,822 |
2025 |
| 3,293 |
2026 |
| 1,893 |
2027 |
| 1,092 |
Thereafter |
| 968 |
Total minimum payments |
| 22,896 |
Less: interest |
| 1,351 |
Present value of operating lease liabilities | $ | 21,545 |
Prior to November 12, 2021, the Company had a $120.0 million secured revolving credit facility (the \u201cPrevious Credit Facility\u201d) with Bank of America, pursuant to the terms of the Credit Agreement dated October 17, 2016 between the Company and Resources Connection LLC, as borrowers, and Bank of America, N.A. as lender (as amended, the \u201cPrevious Credit Agreement\u201d). The Previous Credit Agreement was set to mature on October 17, 2022.
On November 12, 2021, the Company, and Resources Connection LLC, and all domestic subsidiaries of the Company, as guarantors entered into a credit agreement with the lenders\u2019 party thereto and Bank of America, N.A. as administrative agent for the lenders (the \u201cNew Credit Agreement\u201d), and concurrently terminated the Previous Credit Facility. The New Credit Agreement provides for a $175.0 million senior secured revolving loan (the \u201cNew Credit Facility\u201d), which includes a $10.0 million sublimit for the issuance of standby letters of credit and a swingline sublimit of $20.0 million. The New Credit Facility also includes an option to increase the amount of the revolving loan up to an additional $75.0 million, subject to the terms of the New Credit Agreement. The New Credit Facility matures on November 12, 2026. The obligations under the New Credit Facility are secured by substantially all assets of the Company, Resources Connection LLC and the Company\u2019s domestic subsidiaries.
Borrowings under the New Credit Facility bear interest at a rate per annum of either, at the Company\u2019s election, (i) Term SOFR (as defined in the New Credit Agreement) plus a margin ranging from 1.25% to 2.00% or (ii) the Base Rate (as defined in the New Credit Agreement), plus a margin of 0.25% to 1.00% with the applicable margin depending on the Company\u2019s consolidated leverage ratio, which resulted in an interest rate of 2.15% as of May 28, 2022. The Company pays an unused commitment fee on the average daily unused portion of the New Credit Facility, which ranges from 0.20% to 0.30% depending upon on the Company\u2019s consolidated leverage ratio.
The New Credit Agreement contains both affirmative and negative covenants. Covenants include, but are not limited to, limitations on the Company\u2019s and its subsidiaries\u2019 ability to incur liens, incur additional indebtedness, make certain restricted payments, merge or consolidate and make dispositions of assets. In addition, the New Credit Agreement requires the Company to comply with financial covenants including limitation on the Company\u2019s total funded debt, minimum interest coverage ratio and maximum leverage ratio. The Company was compliant with all financial covenants under the New Credit Agreement as of May 28, 2022.
As of May 28, 2022, the Company has borrowed $54.0 million under the New Credit Facility, and borrowed $43.0 million as of May 29, 2021 under the Previous Credit Facility. In addition, the Company had $1.2 million of outstanding letters of credit issued under the New Credit Facility as of May 28, 2022 and $1.3 million of outstanding letters of credit issued under the Previous Credit Facility as of May 29, 2021. As of May 28, 2022, there was $119.8 million remaining capacity under the New Credit Facility.
"}]},{"name":"rpt:f-701","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityMaximumBorrowingCapacity","xbrl:period":"2021-11-12T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:DebtInstrumentAxis":"rgp:CreditFacilityMember"},"factValues":[{"value":"120000000.0","decimals":-5}]},{"name":"rpt:f-702","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentMaturityDate","xbrl:period":"2021-11-11T00:00:00/2021-11-12T00:00:00","xbrl:entity":"cik:0001084765","us-gaap:DebtInstrumentAxis":"rgp:CreditFacilityMember"},"factValues":[{"value":"2022-10-17"}]},{"name":"rpt:f-703","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityMaximumBorrowingCapacity","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:RevolvingCreditFacilityMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"175000000.0","decimals":-5}]},{"name":"rpt:f-704","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityMaximumBorrowingCapacity","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:LetterOfCreditMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"10000000.0","decimals":-5}]},{"name":"rpt:f-705","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityMaximumBorrowingCapacity","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"rgp:SwinglineMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"20000000.0","decimals":-5}]},{"name":"rpt:f-706","factDimensions":{"xbrl:concept":"rgp:LineOfCreditFacilityOptionToIncreaseCapacityAmount","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:RevolvingCreditFacilityMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"75000000.0","decimals":-5}]},{"name":"rpt:f-707","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentMaturityDate","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"2026-11-12"}]},{"name":"rpt:f-708","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MinimumMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember","us-gaap:VariableRateAxis":"rgp:SecuredOvernightFinancingRateMember"},"factValues":[{"value":"0.0125","decimals":6}]},{"name":"rpt:f-709","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember","us-gaap:VariableRateAxis":"rgp:SecuredOvernightFinancingRateMember"},"factValues":[{"value":"0.0200","decimals":6}]},{"name":"rpt:f-710","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MinimumMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember","us-gaap:VariableRateAxis":"us-gaap:BaseRateMember"},"factValues":[{"value":"0.0025","decimals":6}]},{"name":"rpt:f-711","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember","us-gaap:VariableRateAxis":"us-gaap:BaseRateMember"},"factValues":[{"value":"0.0100","decimals":6}]},{"name":"rpt:f-712","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentInterestRateEffectivePercentage","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"0.0215","decimals":6}]},{"name":"rpt:f-713","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityCommitmentFeePercentage","xbrl:period":"2021-11-12T00:00:00/2021-11-13T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MinimumMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"0.0020","decimals":6}]},{"name":"rpt:f-714","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityCommitmentFeePercentage","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"0.0030","decimals":6}]},{"name":"rpt:f-715","factDimensions":{"xbrl:concept":"us-gaap:ProceedsFromLinesOfCredit","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:RevolvingCreditFacilityMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"54000000.0","decimals":-5}]},{"name":"rpt:f-716","factDimensions":{"xbrl:concept":"us-gaap:ProceedsFromLinesOfCredit","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:RevolvingCreditFacilityMember","us-gaap:DebtInstrumentAxis":"rgp:CreditFacilityMember"},"factValues":[{"value":"43000000.0","decimals":-5}]},{"name":"rpt:f-717","factDimensions":{"xbrl:concept":"us-gaap:LineOfCredit","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:LetterOfCreditMember","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"1200000","decimals":-5}]},{"name":"rpt:f-718","factDimensions":{"xbrl:concept":"us-gaap:LineOfCredit","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:CreditFacilityAxis":"us-gaap:LetterOfCreditMember","us-gaap:DebtInstrumentAxis":"rgp:CreditFacilityMember"},"factValues":[{"value":"1300000","decimals":-5}]},{"name":"rpt:f-719","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityRemainingBorrowingCapacity","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:DebtInstrumentAxis":"rgp:NewCreditFacilityMember"},"factValues":[{"value":"119800000","decimals":-5}]},{"name":"rpt:f-720","factDimensions":{"xbrl:concept":"us-gaap:IncomeTaxDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"9.\u00a0Income Taxes
The following table represents the current and deferred income tax expense (benefit) for federal, state and foreign income taxes attributable to operations (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
| May 28, |
| May 29, |
| May 30, | |||
|
| 2022 |
| 2021 |
| 2020 | |||
Current: |
|
|
|
|
|
|
|
|
|
Federal |
| $ | 20,210 |
| $ | (19,790) |
| $ | 3,038 |
State |
|
| 4,131 |
|
| 3,256 |
|
| 1,302 |
Foreign |
|
| 2,464 |
|
| 1,769 |
|
| 1,686 |
|
|
| 26,805 |
|
| (14,765) |
|
| 6,026 |
Deferred: |
|
|
|
|
|
|
|
|
|
Federal |
|
| (5,838) |
|
| 13,509 |
|
| 874 |
State |
|
| 1,884 |
|
| (1,341) |
|
| 245 |
Foreign |
|
| (7,058) |
|
| 52 |
|
| (202) |
|
|
| (11,012) |
|
| 12,220 |
|
| 917 |
Income tax expense (benefit) |
| $ | 15,793 |
| $ | (2,545) |
| $ | 6,943 |
Income before income tax expense (benefit) is as follows (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
| May 28, |
| May 29, |
| May 30, | |||
|
| 2022 |
| 2021 |
| 2020 | |||
Domestic |
| $ | 68,416 |
| $ | 23,598 |
| $ | 36,148 |
Foreign |
|
| 14,552 |
|
| (914) |
|
| (920) |
Income before income tax expense (benefit) |
| $ | 82,968 |
| $ | 22,684 |
| $ | 35,228 |
The income tax expense (benefit) differs from the amount that would result from applying the federal statutory rate as follows:)
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
| May 28, |
| May 29, |
| May 30, | |||
|
| 2022 |
| 2021 |
| 2020 | |||
Statutory tax rate |
| 21.0 | % |
| 21.0 | % |
| 21.0 | % |
State taxes, net of federal benefit |
| 5.7 |
|
| 9.0 |
|
| 3.6 |
|
Non-U.S. rate adjustments |
| 0.7 |
|
| 3.1 |
|
| 0.9 |
|
Stock-based compensation |
| 0.3 |
|
| 6.0 |
|
| 3.2 |
|
Valuation allowance |
| (6.5) |
|
| 7.8 |
|
| 4.1 |
|
Global Intangible Low-Taxed Income, net of credits |
| 0.3 |
|
| - |
|
| 0.9 |
|
Worthless stock deduction |
| (3.2) |
|
| - |
|
| (14.8) |
|
Worthless debt deduction |
| - |
|
| - |
|
| (2.6) |
|
FIN48 |
| - |
|
| 0.1 |
|
| 1.6 |
|
Permanent items |
| 1.0 |
|
| 0.8 |
|
| 2.0 |
|
Deferred tax impact of foreign rate changes |
| (0.2) |
|
| (1.9) |
|
| (0.2) |
|
Prior year true-ups |
| 0.1 |
|
| (3.8) |
|
| - |
|
Prior year interest and penalty |
| - |
|
| 3.1 |
|
| - |
|
Federal rate benefit on NOL carryback |
| (0.3) |
|
| (56.3) |
|
| - |
|
Other, net |
| 0.1 |
|
| (0.1) |
|
| - |
|
Effective tax rate |
| 19.0 | % |
| (11.2) | % |
| 19.7 | % |
The impact of state taxes, net of federal benefit, and foreign income taxed at other than U.S. rates fluctuates year over year due to the changes in the mix of operating income and losses amongst the various states and foreign jurisdictions in which the Company operates. The current year rate benefitted from the improvement in operating results in the international entities, enabling us to utilize the benefits from historical net operating losses in certain foreign jurisdictions by reversing a $4.9 million valuation allowance in a specific European entity in the third quarter. We also recognized a $2.6 million benefit from the dissolution of our France entity.
The components of the net deferred tax (liability) asset consist of the following (amounts in thousands):
|
|
|
|
|
|
|
|
| As of |
| As of | ||
|
| May 28, |
| May 29, | ||
|
| 2022 |
| 2021 (1) | ||
Deferred tax assets: |
|
|
|
|
|
|
Allowance for doubtful accounts |
| $ | 335 |
| $ | 268 |
Accrued compensation |
|
| 5,113 |
|
| 4,567 |
Accrued expenses |
|
| 1,513 |
|
| 2,947 |
Lease liability |
|
| 5,482 |
|
| 8,025 |
Stock options and restricted stock |
|
| 4,150 |
|
| 4,435 |
Foreign tax credit |
|
| 557 |
|
| 557 |
Net operating losses |
|
| 16,550 |
|
| 16,931 |
State taxes |
|
| 254 |
|
| 210 |
Property and equipment |
|
| 356 |
|
| 410 |
Gross deferred tax asset |
|
| 34,310 |
|
| 38,350 |
Valuation allowance |
|
| (8,249) |
|
| (13,263) |
Gross deferred tax asset, net of valuation allowance |
|
| 26,061 |
|
| 25,087 |
Deferred tax liabilities: |
|
|
|
|
|
|
ROU asset |
|
| (4,399) |
|
| (6,477) |
Outside basis difference - Sweden investment |
|
| (259) |
|
| (259) |
IRC Section 481(a) adjustment |
|
| (8,292) |
|
| (16,786) |
Goodwill and intangibles |
|
| (19,273) |
|
| (18,256) |
Net deferred tax liability |
| $ | (6,162) |
| $ | (16,691) |
(1) Prior year amounts have been reclassified and presented separately for the impact from lease liability and ROU asset to be comparable with the current year presentation. There is no change in the resulting net deferred tax liability as reported in the prior year.
In March 2020, the CARES Act was enacted into law. The CARES Act made various tax law changes, including among other things (i) enacting technical corrections so that qualified improvement property can be immediately expensed under IRC Section 168(k) and (ii) allowing federal net operating losses (\u201cNOLs\u201d) incurred in calendar year 2018 to 2020 (the Company\u2019s fiscal years 2019, 2020 and 2021) to be carried back to the five preceding taxable years. The NOL carryback is intended to generate tax benefits at higher tax rates in the carryback periods. As part of the Company\u2019s tax planning strategies, management made certain changes related to the capitalization of fixed assets effective in fiscal 2021. The strategy allowed the Company to carry back the net operating losses of fiscal 2021 to fiscal years 2016 to 2018. The Company recognized a discrete tax benefit of $12.8 million in the fourth quarter of fiscal 2021, and subsequently an additional $0.2 million in the fourth quarter of fiscal 2022 after the fiscal year 2021 federal tax return was filed.
The Company had a net income tax receivable of $34.0 million as of May 28, 2022 and $36.1 million as of May 29, 2021, respectively. We expect to receive our tax refund in the first half of fiscal 2023.
The tax benefit associated with the exercise of nonqualified stock options and disqualifying dispositions by employees of shares acquired pursuant to incentive stock options or under the Company\u2019s ESPP reduced income taxes payable by $2.0 million and $0.4 million for the years ended May 28, 2022 and May 29, 2021, respectively.
The Company has foreign net operating loss carryforwards of $64.3 million and foreign tax credit carryforwards of $0.6 million. The foreign tax credits will expire beginning in fiscal 2023. The following table summarizes the net operating loss expiration periods (amounts in thousands):
|
|
|
Expiration Periods | Amount of Net Operating Losses | |
Fiscal Years Ending: |
| |
2025 | $ | 42 |
2026 |
| 450 |
2027 |
| 699 |
2028-2031 |
| 669 |
Unlimited |
| 62,407 |
Total | $ | 64,267 |
The following table summarizes the activity in the Company\u2019s valuation allowance accounts (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Currency |
|
|
| |
|
| Beginning |
| Charged to |
| Rate |
| Ending | ||||
|
| Balance |
| Operations |
| Changes |
| Balance | ||||
Years Ended: |
|
|
|
|
|
|
|
|
|
|
|
|
May 30, 2020 |
| $ | 13,190 |
| $ | (1,919) |
| $ | (202) |
| $ | 11,069 |
May 29, 2021 |
| $ | 11,069 |
| $ | 951 |
| $ | 1,243 |
| $ | 13,263 |
May 28, 2022 |
| $ | 13,263 |
| $ | (3,152) |
| $ | (1,862) |
| $ | 8,249 |
Realization of deferred tax assets is dependent upon generating sufficient future taxable income. Management believes that it is more likely than not that all remaining deferred tax assets will be realized through future taxable earnings or alternative tax strategies.
Deferred income taxes have not been provided on the undistributed earnings of approximately $27.3 million from the Company\u2019s foreign subsidiaries as of May 28, 2022 since these amounts are intended to be indefinitely reinvested in foreign operations. If the earnings of the Company\u2019s foreign subsidiaries were to be distributed, management estimates that the income tax impact would be immaterial as a result of the transition tax and federal dividends received deduction for foreign source earnings provided under the US Tax Cuts and Jobs Act of 2017.
The following table summarizes the activity related to the gross unrecognized tax benefits (amounts in thousands):
|
|
|
|
|
|
|
|
| For the Years Ended | ||||
|
| May 28, |
| May 29, | ||
|
| 2022 |
| 2021 | ||
Unrecognized tax benefits, beginning of year |
| $ | 872 |
| $ | 848 |
Gross increases -tax positions in prior period |
|
| 36 |
|
| 24 |
Gross increases-tax positions in current period |
|
| - |
|
| - |
Unrecognized tax benefits, end of year |
| $ | 908 |
| $ | 872 |
The Company\u2019s total liability for unrecognized gross tax benefits was $908,000 and $872,000 as of May 28, 2022 and May 29, 2021, respectively, which, if ultimately recognized, would impact the effective tax rate in future periods. The unrecognized tax benefits are included in long-term liabilities in the Consolidated Balance Sheets. None of the unrecognized tax benefits are short-term liabilities due to the closing of the statute of limitations.
The Company\u2019s major income tax jurisdiction is the U.S., with federal statutes of limitations remaining open for fiscal 2019 and thereafter. For states within the U.S. in which the Company does significant business, the Company remains subject to examination for fiscal 2018 and thereafter. Major foreign jurisdictions in Europe remain open for fiscal years ended 2017 and thereafter.
The Company recognizes interest and penalties related to unrecognized tax benefits as a part of its provision for income taxes. During the fiscal years ended May 28, 2022 and May 29, 2021, the Company accrued for interest of $36,000 and $24,000, respectively, as a component of the liability for unrecognized tax benefits."}]},{"name":"rpt:f-721","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
| May 28, |
| May 29, |
| May 30, | |||
|
| 2022 |
| 2021 |
| 2020 | |||
Current: |
|
|
|
|
|
|
|
|
|
Federal |
| $ | 20,210 |
| $ | (19,790) |
| $ | 3,038 |
State |
|
| 4,131 |
|
| 3,256 |
|
| 1,302 |
Foreign |
|
| 2,464 |
|
| 1,769 |
|
| 1,686 |
|
|
| 26,805 |
|
| (14,765) |
|
| 6,026 |
Deferred: |
|
|
|
|
|
|
|
|
|
Federal |
|
| (5,838) |
|
| 13,509 |
|
| 874 |
State |
|
| 1,884 |
|
| (1,341) |
|
| 245 |
Foreign |
|
| (7,058) |
|
| 52 |
|
| (202) |
|
|
| (11,012) |
|
| 12,220 |
|
| 917 |
Income tax expense (benefit) |
| $ | 15,793 |
| $ | (2,545) |
| $ | 6,943 |
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
| May 28, |
| May 29, |
| May 30, | |||
|
| 2022 |
| 2021 |
| 2020 | |||
Domestic |
| $ | 68,416 |
| $ | 23,598 |
| $ | 36,148 |
Foreign |
|
| 14,552 |
|
| (914) |
|
| (920) |
Income before income tax expense (benefit) |
| $ | 82,968 |
| $ | 22,684 |
| $ | 35,228 |
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
| May 28, |
| May 29, |
| May 30, | |||
|
| 2022 |
| 2021 |
| 2020 | |||
Statutory tax rate |
| 21.0 | % |
| 21.0 | % |
| 21.0 | % |
State taxes, net of federal benefit |
| 5.7 |
|
| 9.0 |
|
| 3.6 |
|
Non-U.S. rate adjustments |
| 0.7 |
|
| 3.1 |
|
| 0.9 |
|
Stock-based compensation |
| 0.3 |
|
| 6.0 |
|
| 3.2 |
|
Valuation allowance |
| (6.5) |
|
| 7.8 |
|
| 4.1 |
|
Global Intangible Low-Taxed Income, net of credits |
| 0.3 |
|
| - |
|
| 0.9 |
|
Worthless stock deduction |
| (3.2) |
|
| - |
|
| (14.8) |
|
Worthless debt deduction |
| - |
|
| - |
|
| (2.6) |
|
FIN48 |
| - |
|
| 0.1 |
|
| 1.6 |
|
Permanent items |
| 1.0 |
|
| 0.8 |
|
| 2.0 |
|
Deferred tax impact of foreign rate changes |
| (0.2) |
|
| (1.9) |
|
| (0.2) |
|
Prior year true-ups |
| 0.1 |
|
| (3.8) |
|
| - |
|
Prior year interest and penalty |
| - |
|
| 3.1 |
|
| - |
|
Federal rate benefit on NOL carryback |
| (0.3) |
|
| (56.3) |
|
| - |
|
Other, net |
| 0.1 |
|
| (0.1) |
|
| - |
|
Effective tax rate |
| 19.0 | % |
| (11.2) | % |
| 19.7 | % |
|
|
|
|
|
|
|
|
| As of |
| As of | ||
|
| May 28, |
| May 29, | ||
|
| 2022 |
| 2021 (1) | ||
Deferred tax assets: |
|
|
|
|
|
|
Allowance for doubtful accounts |
| $ | 335 |
| $ | 268 |
Accrued compensation |
|
| 5,113 |
|
| 4,567 |
Accrued expenses |
|
| 1,513 |
|
| 2,947 |
Lease liability |
|
| 5,482 |
|
| 8,025 |
Stock options and restricted stock |
|
| 4,150 |
|
| 4,435 |
Foreign tax credit |
|
| 557 |
|
| 557 |
Net operating losses |
|
| 16,550 |
|
| 16,931 |
State taxes |
|
| 254 |
|
| 210 |
Property and equipment |
|
| 356 |
|
| 410 |
Gross deferred tax asset |
|
| 34,310 |
|
| 38,350 |
Valuation allowance |
|
| (8,249) |
|
| (13,263) |
Gross deferred tax asset, net of valuation allowance |
|
| 26,061 |
|
| 25,087 |
Deferred tax liabilities: |
|
|
|
|
|
|
ROU asset |
|
| (4,399) |
|
| (6,477) |
Outside basis difference - Sweden investment |
|
| (259) |
|
| (259) |
IRC Section 481(a) adjustment |
|
| (8,292) |
|
| (16,786) |
Goodwill and intangibles |
|
| (19,273) |
|
| (18,256) |
Net deferred tax liability |
| $ | (6,162) |
| $ | (16,691) |
(1) Prior year amounts have been reclassified and presented separately for the impact from lease liability and ROU asset to be comparable with the current year presentation. There is no change in the resulting net deferred tax liability as reported in the prior year.
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|
|
|
Expiration Periods | Amount of Net Operating Losses | |
Fiscal Years Ending: |
| |
2025 | $ | 42 |
2026 |
| 450 |
2027 |
| 699 |
2028-2031 |
| 669 |
Unlimited |
| 62,407 |
Total | $ | 64,267 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Currency |
|
|
| |
|
| Beginning |
| Charged to |
| Rate |
| Ending | ||||
|
| Balance |
| Operations |
| Changes |
| Balance | ||||
Years Ended: |
|
|
|
|
|
|
|
|
|
|
|
|
May 30, 2020 |
| $ | 13,190 |
| $ | (1,919) |
| $ | (202) |
| $ | 11,069 |
May 29, 2021 |
| $ | 11,069 |
| $ | 951 |
| $ | 1,243 |
| $ | 13,263 |
May 28, 2022 |
| $ | 13,263 |
| $ | (3,152) |
| $ | (1,862) |
| $ | 8,249 |
|
|
|
|
|
|
|
|
| For the Years Ended | ||||
|
| May 28, |
| May 29, | ||
|
| 2022 |
| 2021 | ||
Unrecognized tax benefits, beginning of year |
| $ | 872 |
| $ | 848 |
Gross increases -tax positions in prior period |
|
| 36 |
|
| 24 |
Gross increases-tax positions in current period |
|
| - |
|
| - |
Unrecognized tax benefits, end of year |
| $ | 908 |
| $ | 872 |
Accrued salaries and related obligations consist of the following (amounts in thousands):
|
|
|
|
|
|
| As of |
| As of | ||
| May 28, |
| May 29, | ||
| 2022 |
| 2021 | ||
Accrued salaries and related obligations | $ | 21,309 |
| $ | 13,231 |
Accrued bonuses |
| 37,501 |
|
| 19,968 |
Accrued vacation |
| 24,739 |
|
| 22,314 |
| $ | 83,549 |
| $ | 55,513 |
|
|
|
|
|
|
| As of |
| As of | ||
| May 28, |
| May 29, | ||
| 2022 |
| 2021 | ||
Accrued salaries and related obligations | $ | 21,309 |
| $ | 13,231 |
Accrued bonuses |
| 37,501 |
|
| 19,968 |
Accrued vacation |
| 24,739 |
|
| 22,314 |
| $ | 83,549 |
| $ | 55,513 |
The Company currently maintains cash and cash equivalents in commercial paper or money market accounts.
Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of trade receivables. However, concentrations of credit risk are limited due to the large number of customers comprising the Company\u2019s client base and their dispersion across different business and geographic areas. The Company monitors its exposure to credit losses and maintains an allowance for anticipated losses. A significant change in the liquidity or financial position of one or more of the Company\u2019s clients could result in an increase in the allowance for anticipated losses. No single client accounted for more than 10% of revenue for the years ended May 28, 2022, May 29, 2021 and May 30, 2020. No single client accounted for more than 10% of trade accounts receivable as of May 28, 2022 and May 29, 2021.
"}]},{"name":"rpt:f-886","factDimensions":{"xbrl:concept":"rgp:ConcentrationOfCreditRiskNumberOfCustomers","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:customer","us-gaap:ConcentrationRiskByBenchmarkAxis":"us-gaap:SalesRevenueNetMember","us-gaap:ConcentrationRiskByTypeAxis":"us-gaap:CustomerConcentrationRiskMember"},"factValues":[{"value":"0"}]},{"name":"rpt:f-887","factDimensions":{"xbrl:concept":"rgp:ConcentrationOfCreditRiskNumberOfCustomers","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:customer","us-gaap:ConcentrationRiskByBenchmarkAxis":"us-gaap:SalesRevenueNetMember","us-gaap:ConcentrationRiskByTypeAxis":"us-gaap:CustomerConcentrationRiskMember"},"factValues":[{"value":"0"}]},{"name":"rpt:f-888","factDimensions":{"xbrl:concept":"rgp:ConcentrationOfCreditRiskNumberOfCustomers","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:customer","us-gaap:ConcentrationRiskByBenchmarkAxis":"us-gaap:SalesRevenueNetMember","us-gaap:ConcentrationRiskByTypeAxis":"us-gaap:CustomerConcentrationRiskMember"},"factValues":[{"value":"0"}]},{"name":"rpt:f-889","factDimensions":{"xbrl:concept":"rgp:ConcentrationOfCreditRiskNumberOfCustomers","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:customer","us-gaap:ConcentrationRiskByBenchmarkAxis":"us-gaap:TradeAccountsReceivableMember","us-gaap:ConcentrationRiskByTypeAxis":"us-gaap:CustomerConcentrationRiskMember"},"factValues":[{"value":"0"}]},{"name":"rpt:f-890","factDimensions":{"xbrl:concept":"rgp:ConcentrationOfCreditRiskNumberOfCustomers","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:customer","us-gaap:ConcentrationRiskByBenchmarkAxis":"us-gaap:TradeAccountsReceivableMember","us-gaap:ConcentrationRiskByTypeAxis":"us-gaap:CustomerConcentrationRiskMember"},"factValues":[{"value":"0"}]},{"name":"rpt:f-891","factDimensions":{"xbrl:concept":"us-gaap:StockholdersEquityNoteDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"12.\u00a0Stockholders\u2019 Equity
The Company has authorized for issuance 5,000,000\u00a0shares of preferred stock with a $0.01\u00a0par value per share. The board of directors has the authority to issue preferred stock in one or more series and to determine the related rights and preferences. No shares of preferred stock were outstanding as of May 28, 2022 and May 29, 2021.
The Company has 70,000,000 authorized shares of common stock with a $0.01\u00a0par value. At May 28, 2022 and May 29, 2021, there were 33,197,000 and 32,885,000\u00a0shares of common stock outstanding, respectively, all of which provide the holders with voting rights.
Stock Repurchase Program
The Company\u2019s board of directors has periodically approved a stock repurchase program authorizing the repurchase, at the discretion of the Company\u2019s senior executives, of the Company\u2019s common stock for a designated aggregate dollar limit. The current program was authorized in July 2015 (the \u201cJuly 2015 Program\u201d) and set an aggregate dollar limit not to exceed $150 million. Subject to the aggregate dollar limit, the currently authorized stock repurchase program does not have an expiration date. Repurchases under the program may take place in the open market or in privately negotiated transactions and may be made pursuant to a Rule 10b5-1 plan.
On December 8, 2021, the Company repurchased 1,155,236 shares of the Company\u2019s common stock in a privately negotiated transaction with Dublin Acquisition, LLC (the \u201cSeller\u201d) pursuant to the terms of a Stock Purchase Agreement, dated December 3, 2021, entered into between the Company and the Seller (the \u201cStock Purchase Agreement\u201d). The Stock Purchase Agreement provided that the purchase price per share was $17.01, equal to the lower of (i) the 10-day volume-weighted average price for the period ending on Friday December 3, 2021 or (ii) the closing price on December 3, 2021. The purchased shares had previously been issued to the Seller in connection with the Company\u2019s acquisition of Accretive Solutions, Inc. in November 2017. The shares of common stock were purchased by the Company pursuant to the Company\u2019s July 2015 Program. The Company did not purchase any shares of its common stock during the year ended May 29, 2021. During the year ended May 30, 2020, the Company purchased on the open market approximately 0.3\u00a0million shares of its common stock at an average price of $15.70 per share for approximately $5.0 million. As of May 28, 2022, approximately $65.4 million remained available for future repurchases of the Company\u2019s common stock under the July 2015 Program.
Quarterly Dividend
Subject to approval each quarter by its board of directors, the Company pays a regular dividend. On April 13, 2022, the board of directors declared a regular quarterly dividend of $0.14 per share of the Company\u2019s common stock. The dividend was paid on June\u00a08, 2022 to holders of record as of May 11, 2022. As of May 28, 2022 and May 29, 2021, $4.6 million was accrued and recorded in other current liabilities in each of the Company\u2019s Consolidated Balance Sheets for dividends declared but not yet paid. Continuation of the quarterly dividend is at the discretion of the board of directors and depends upon the Company\u2019s financial condition, results of operations, capital requirements, general business condition, contractual restrictions contained in the Company\u2019s current credit agreements and other agreements, and other factors deemed relevant by the board of directors.
Retirement of Treasury Shares
On November 8, 2021, the Company retired 31.7 million shares of its common stock held in treasury. The shares were returned to the status of authorized but unissued shares. As a result, the treasury stock balance decreased by approximately $520.7 million. In connection with the retirement, the Company reduced its common stock, additional paid-in capital, and retained earnings balances by $0.3 million, $157.6 million, and $362.7 million, respectively. Refer to Note 2 \u2014 Summary of Significant Accounting Policies for the Company\u2019s accounting policy on the retirement of treasury shares."}]},{"name":"rpt:f-892","factDimensions":{"xbrl:concept":"us-gaap:PreferredStockSharesAuthorized","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"5000000"}]},{"name":"rpt:f-893","factDimensions":{"xbrl:concept":"us-gaap:PreferredStockSharesAuthorized","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"5000000"}]},{"name":"rpt:f-894","factDimensions":{"xbrl:concept":"us-gaap:PreferredStockParOrStatedValuePerShare","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"0.01"}]},{"name":"rpt:f-895","factDimensions":{"xbrl:concept":"us-gaap:PreferredStockParOrStatedValuePerShare","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"0.01"}]},{"name":"rpt:f-896","factDimensions":{"xbrl:concept":"us-gaap:PreferredStockSharesOutstanding","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"0"}]},{"name":"rpt:f-897","factDimensions":{"xbrl:concept":"us-gaap:PreferredStockSharesOutstanding","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"0"}]},{"name":"rpt:f-898","factDimensions":{"xbrl:concept":"us-gaap:CommonStockSharesAuthorized","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"70000000"}]},{"name":"rpt:f-899","factDimensions":{"xbrl:concept":"us-gaap:CommonStockSharesAuthorized","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"70000000"}]},{"name":"rpt:f-900","factDimensions":{"xbrl:concept":"us-gaap:CommonStockParOrStatedValuePerShare","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"0.01"}]},{"name":"rpt:f-901","factDimensions":{"xbrl:concept":"us-gaap:CommonStockParOrStatedValuePerShare","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"0.01"}]},{"name":"rpt:f-902","factDimensions":{"xbrl:concept":"us-gaap:CommonStockSharesOutstanding","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"33197000","decimals":0}]},{"name":"rpt:f-903","factDimensions":{"xbrl:concept":"us-gaap:CommonStockSharesOutstanding","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"32885000"}]},{"name":"rpt:f-904","factDimensions":{"xbrl:concept":"us-gaap:StockRepurchaseProgramAuthorizedAmount1","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"150000000","decimals":-6}]},{"name":"rpt:f-905","factDimensions":{"xbrl:concept":"us-gaap:TreasuryStockSharesAcquired","xbrl:period":"2021-12-08T00:00:00/2021-12-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"1155236"}]},{"name":"rpt:f-906","factDimensions":{"xbrl:concept":"us-gaap:SharePrice","xbrl:period":"2021-12-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"17.01","decimals":2}]},{"name":"rpt:f-907","factDimensions":{"xbrl:concept":"rgp:PeriodOfVolumeWeightedAveragePrice","xbrl:period":"2021-12-08T00:00:00/2021-12-09T00:00:00","xbrl:entity":"cik:0001084765","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"P10D"}]},{"name":"rpt:f-908","factDimensions":{"xbrl:concept":"us-gaap:TreasuryStockSharesAcquired","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"0"}]},{"name":"rpt:f-909","factDimensions":{"xbrl:concept":"us-gaap:TreasuryStockSharesAcquired","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"300000","decimals":-5}]},{"name":"rpt:f-910","factDimensions":{"xbrl:concept":"us-gaap:SharePrice","xbrl:period":"2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"15.70","decimals":2}]},{"name":"rpt:f-911","factDimensions":{"xbrl:concept":"us-gaap:TreasuryStockValueAcquiredCostMethod","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"5000000.0","decimals":-5}]},{"name":"rpt:f-912","factDimensions":{"xbrl:concept":"us-gaap:StockRepurchaseProgramRemainingAuthorizedRepurchaseAmount1","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:ShareRepurchaseProgramAxis":"rgp:ShareRepurchaseProgram2015Member"},"factValues":[{"value":"65400000","decimals":-5}]},{"name":"rpt:f-913","factDimensions":{"xbrl:concept":"us-gaap:CommonStockDividendsPerShareCashPaid","xbrl:period":"2022-06-08T00:00:00/2022-06-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember"},"factValues":[{"value":"0.14"}]},{"name":"rpt:f-914","factDimensions":{"xbrl:concept":"us-gaap:DividendsPayableCurrent","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4600000","decimals":-5}]},{"name":"rpt:f-915","factDimensions":{"xbrl:concept":"us-gaap:DividendsPayableCurrent","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4600000","decimals":-5}]},{"name":"rpt:f-916","factDimensions":{"xbrl:concept":"us-gaap:TreasuryStockSharesRetired","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"31700000","decimals":-5}]},{"name":"rpt:f-917","factDimensions":{"xbrl:concept":"rgp:TreasurySharesBalanceIncreaseDecrease","xbrl:period":"2021-11-08T00:00:00/2021-11-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"520700000","decimals":-5}]},{"name":"rpt:f-918","factDimensions":{"xbrl:concept":"rgp:TreasurySharesBalanceIncreaseDecrease","xbrl:period":"2021-11-08T00:00:00/2021-11-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementEquityComponentsAxis":"us-gaap:CommonStockMember"},"factValues":[{"value":"300000","decimals":-5}]},{"name":"rpt:f-919","factDimensions":{"xbrl:concept":"rgp:TreasurySharesBalanceIncreaseDecrease","xbrl:period":"2021-11-08T00:00:00/2021-11-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementEquityComponentsAxis":"us-gaap:AdditionalPaidInCapitalMember"},"factValues":[{"value":"157600000","decimals":-5}]},{"name":"rpt:f-920","factDimensions":{"xbrl:concept":"rgp:TreasurySharesBalanceIncreaseDecrease","xbrl:period":"2021-11-08T00:00:00/2021-11-09T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:StatementEquityComponentsAxis":"us-gaap:RetainedEarningsMember"},"factValues":[{"value":"362700000","decimals":-5}]},{"name":"rpt:f-921","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"13. Revenue Recognition
The timing of revenue recognition, billings and cash collections affects the recognition of accounts receivable, contract assets and contract liabilities.\u00a0
Contract assets represent the Company\u2019s rights to consideration for completed performance under the contract (e.g., unbilled receivables), in which the Company has transferred control of the product or services before there is an unconditional right to payment. Contract assets were $42.6 million and $36.2 million as of May 28, 2022 and May 29, 2021, respectively, which were included in trade accounts receivable in the Consolidated Balance Sheets.
Contract liabilities represent deferred revenue when cash is received in advance of performance and are presented in other liabilities in the Consolidated Balance Sheets. Contract liabilities were $4.2 million and $4.6 million as of May 28, 2022 and May 29, 2021, respectively. The year over year decrease of $0.4 million was primarily related to a decrease in services credits earned by key clients. Revenues recognized during the year ended May 28, 2022 that were included in deferred revenues as of May 29, 2021 were $2.4 million. Revenues recognized during the year ended May 29, 2021 that were included in deferred revenues as of May 30, 2020 were $1.6 million.
"}]},{"name":"rpt:f-922","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerAssetNet","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"42600000","decimals":-5}]},{"name":"rpt:f-923","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerAssetNet","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"36200000","decimals":-5}]},{"name":"rpt:f-924","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerLiability","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4200000","decimals":-5}]},{"name":"rpt:f-925","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerLiability","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4600000","decimals":-5}]},{"name":"rpt:f-926","factDimensions":{"xbrl:concept":"us-gaap:IncreaseDecreaseInContractWithCustomerLiability","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"400000","decimals":-5}]},{"name":"rpt:f-927","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerPerformanceObligationSatisfiedInPreviousPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2400000","decimals":-5}]},{"name":"rpt:f-928","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerPerformanceObligationSatisfiedInPreviousPeriod","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1600000","decimals":-5}]},{"name":"rpt:f-929","factDimensions":{"xbrl:concept":"us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"14. Restructuring Activities
The Company initiated its global restructuring and business transformation plan in North America and Asia Pacific (the \u201cNorth America and APAC Plan\u201d) in March 2020 and in Europe (the \u201cEuropean Plan\u201d and, together with the North America and APAC Plan, the \u201cRestructuring Plans\u201d) in September 2020. The Restructuring Plans consist of two key components: (i) an effort to streamline the management and organizational structure and eliminate certain positions as well as exit certain markets to focus on core solution offerings and high-growth clients; and (ii) a strategic rationalization of the Company\u2019s physical geographic footprint and real estate spend to focus investment dollars in high-growth core markets for greater impact. All of the employee termination and facility exit costs associated with the Company\u2019s restructuring initiatives are within its RGP segment, and are recorded in selling, general and administrative expenses in the Company\u2019s Consolidated Statements of Operations. Unpaid employee termination benefits were included in accounts payable and other accrued expenses in the Company\u2019s Consolidated Balance Sheets. See Note 2 \u2013 Summary of Significant Accounting Policies and Note 19 \u2013 Segment Information and Enterprise Reporting for further discussion about the Company\u2019s segment reporting.
Restructuring costs for the years ended May 28, 2022, May 29, 2021 and May 30, 2020 were as follows (amounts in thousands):
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the Year Ended |
| For the Year Ended |
| For the Year Ended | |||||||||||||||||||||
|
| North America and APAC Plan |
| European Plan |
| Total |
| North America and APAC Plan |
| European Plan |
| Total |
| North America and APAC Plan |
| European Plan |
| Total | |||||||||
Employee termination costs |
| $ | 168 |
| $ | (253) |
| $ | (85) |
| $ | 1,024 |
| $ | 4,838 |
| $ | 5,862 |
| $ | 3,927 |
| $ | - |
| $ | 3,927 |
Real estate exit costs |
|
| 884 |
|
| (10) |
|
| 874 |
|
| 1,052 |
|
| 666 |
|
| 1,718 |
|
| 1,055 |
|
| - |
|
| 1,055 |
Other costs |
|
| - |
|
| 44 |
|
| 44 |
|
| - |
|
| 680 |
|
| 680 |
|
| - |
|
| - |
|
| - |
Total restructuring costs |
| $ | 1,052 |
| $ | (219) |
| $ | 833 |
| $ | 2,076 |
| $ | 6,184 |
| $ | 8,260 |
| $ | 4,982 |
| $ | - |
| $ | 4,982 |
Employee termination costs during fiscal 2022 were insignificant as the Company has substantially completed the planned employee headcount reduction under the Restructuring Plans and recognized substantially all of the expected employee termination costs in connection with the reduction in workforce. Any future changes in estimates of total employee termination costs are expected to be immaterial.
Real estate exit costs for the year ended May 28, 2022 consisted of $0.3 million of noncash impairment of ROU assets and $0.6 million of loss on disposal of fixed assets and other related costs under the North America and APAC Plan. Real estate exit costs for the year ended May 29, 2021 consisted of $0.4 million in lease early termination costs, $0.4 million in loss on disposal of property and equipment, and $0.9 million of impairment of ROU assets. Other costs incurred under the European Plan for the year ended May 29, 2021 of $0.7 million were primarily related to legal and professional fees associated with the exit of certain non-core markets in Europe. Real estate exit costs for the year ended May 30, 2020 consisted of $0.6 million of impairment of ROU assets and $0.5 million in loss on disposal of property and equipment.
The following table summarizes the employee termination activity under both the North America and APAC Plan and the European Plan for the years ended May 29, 2021 and May 28, 2022 (amounts in thousands):
|
|
|
|
Liability balance at May 30, 2020 |
| $ | 1,874 |
Increase in liability (restructuring costs) |
|
| 5,862 |
Reduction in liability (payments and others) |
|
| (6,473) |
Liability balance at May 29, 2021 |
|
| 1,263 |
Increase in liability (restructuring costs) |
|
| (85) |
Reduction in liability (payments and others) |
|
| (748) |
Liability balance at May 28, 2022 |
| $ | 430 |
The Company expects the remaining liability of $0.4 million recorded in accounts payable and accrued expenses in the Consolidated Balance Sheet as of May 28, 2022 to be paid prior to the end of December 2022. "}]},{"name":"rpt:f-930","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfRestructuringAndRelatedCostsTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
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|
|
|
|
|
| For the Year Ended |
| For the Year Ended |
| For the Year Ended | |||||||||||||||||||||
|
| North America and APAC Plan |
| European Plan |
| Total |
| North America and APAC Plan |
| European Plan |
| Total |
| North America and APAC Plan |
| European Plan |
| Total | |||||||||
Employee termination costs |
| $ | 168 |
| $ | (253) |
| $ | (85) |
| $ | 1,024 |
| $ | 4,838 |
| $ | 5,862 |
| $ | 3,927 |
| $ | - |
| $ | 3,927 |
Real estate exit costs |
|
| 884 |
|
| (10) |
|
| 874 |
|
| 1,052 |
|
| 666 |
|
| 1,718 |
|
| 1,055 |
|
| - |
|
| 1,055 |
Other costs |
|
| - |
|
| 44 |
|
| 44 |
|
| - |
|
| 680 |
|
| 680 |
|
| - |
|
| - |
|
| - |
Total restructuring costs |
| $ | 1,052 |
| $ | (219) |
| $ | 833 |
| $ | 2,076 |
| $ | 6,184 |
| $ | 8,260 |
| $ | 4,982 |
| $ | - |
| $ | 4,982 |
|
|
|
|
Liability balance at May 30, 2020 |
| $ | 1,874 |
Increase in liability (restructuring costs) |
|
| 5,862 |
Reduction in liability (payments and others) |
|
| (6,473) |
Liability balance at May 29, 2021 |
|
| 1,263 |
Increase in liability (restructuring costs) |
|
| (85) |
Reduction in liability (payments and others) |
|
| (748) |
Liability balance at May 28, 2022 |
| $ | 430 |
General
The Company\u2019s stockholders approved the 2020 Performance Incentive Plan (the \u201c2020 Plan\u201d) on October 22, 2020, which replaced and succeeded in its entirety the 2014 Performance Incentive Plan (the \u201c2014 Plan\u201d).\u00a0Executive officers and certain employees, as well as non-employee directors of the Company and certain consultants and advisors are eligible to participate in the 2020 Plan. The maximum number of shares of the Company\u2019s common stock that may be issued or transferred pursuant to awards under the 2020 Plan equals: (1) 1,797,440 (which represents the number of shares that were available for additional award grant purposes under the 2014 Plan immediately prior to the termination of the authority to grant new awards under the 2014 Plan as of October 22, 2020), plus (2) the number of any shares subject to stock options granted under the 2014 Plan or the Resources Connection, Inc. 2004 Performance Incentive Plan (together with the 2014 Plan, the \u201cPrior Plans\u201d) and outstanding as of October 22, 2020 which expire, or for any reason are cancelled or terminated, after that date without being exercised, plus (3) the number of any shares subject to restricted stock and restricted stock unit awards granted under the Prior Plans that are outstanding and unvested as of October 22, 2020 which are forfeited, terminated, cancelled, or otherwise reacquired after that date without having become vested.
Awards under the 2020 Plan may include, but are not limited to, stock options, stock appreciation rights, restricted stock, performance stock, stock units, stock bonuses and other forms of awards granted or denominated in shares of common stock or units of common stock, as well as certain cash bonus awards. Historically, the Company has granted restricted stock units and stock option awards that typically vest in equal annual installments, and restricted stock awards vest based on an individual grant basis as described in the award agreement. Stock option grants typically terminate ten years from the date of grant. During fiscal 2022, the Company issued stock unit awards under the 2020 Plan that will vest upon the achievement of certain Company-wide performance targets at the end of a defined three-year performance period. Vesting periods for restricted stock, restricted stock units and stock option awards range from three to four years. As of May 28, 2022, there were 1,715,208 shares available for further award grants under the 2020 Plan.
Stock-Based Compensation Expense
Stock-based compensation expense included in selling, general and administrative expenses was $8.2\u00a0million, $6.6 million and $6.1 million for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively. These amounts consisted of stock-based compensation expense related to employee stock options, employee stock purchases made via the ESPP, restricted stock awards, restricted stock units, performance stock units and stock units credited under the Directors Deferred Compensation Plan. The Company recognizes stock-based compensation expense on time-vesting equity awards ratably over the applicable vesting period based on the grant date fair value, net of estimated forfeitures. Expense related to the liability-classified awards reflects the change in fair value during the reporting period. The number of performance stock units earned at the end of the performance period may equal, exceed or be less than the targeted number of shares depending on whether the performance criteria are met, surpassed or not met. During each reporting period, the Company uses the latest forecasted results to estimate the number of shares to be issued at the end of the performance period. Any resulting changes to stock compensation expense are adjusted in the period in which the change in estimates occur.
Stock Options
The following table summarizes the stock option activity for the year ended May 28, 2022 (amounts in thousands, except weighted average exercise price):
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|
| Number of |
|
| Weighted |
| Weighted Average |
|
|
|
|
| Shares |
|
| Average |
| Remaining |
|
| Aggregate |
|
| Under |
|
| Exercise |
| Contractual Life |
|
| Intrinsic |
|
| Option |
|
| Price |
| (in years) |
|
| Value |
Awards outstanding at May 29, 2021 |
| 4,556 |
| $ | 15.78 |
| 5.71 |
|
|
|
Exercised |
| (834) |
|
| 14.34 |
|
|
|
|
|
Forfeited |
| (102) |
|
| 17.66 |
|
|
|
|
|
Expired |
| (270) |
|
| 15.80 |
|
|
|
|
|
Awards outstanding at May 28, 2022 |
| 3,350 |
| $ | 16.08 |
| 4.98 |
| $ | 7,887 |
Exercisable at May 28, 2022 |
| 2,704 |
| $ | 15.67 |
| 4.52 |
| $ | 7,209 |
Vested and expected to vest at May 28, 2022 (1) |
| 3,304 |
| $ | 16.06 |
| 4.95 |
| $ | 7,556 |
(1) The expected to vest options are the result of applying the pre-vesting forfeiture rate assumptions to options not yet vested of 645,449 and 1,321,496 as of May 28, 2022 and May 29, 2021, respectively.
The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the Company\u2019s closing stock price of $18.18 as of May 27, 2022 (the last trading day of fiscal 2022), which would have been received by the option holders had all option holders exercised their options as of that date.
The total pre-tax intrinsic value related to stock options exercised during the years ended May 28, 2022, May 29, 2021 and May 30, 2020 was $15.1 million, $0.2 million and $1.2 million, respectively. The total estimated fair value of stock options that vested during the years ended May 28, 2022, May 29, 2021 and May 30, 2020 was $2.2 million, $3.2 million and $3.5 million, respectively.
As of May 28, 2022, there was $1.4 million of total unrecognized compensation cost related to unvested and outstanding employee stock options. That cost is expected to be recognized over a weighted-average period of 0.91 years.
Valuation and Expense Information for Stock Based Compensation Plans
There were no employee stock options granted during the years ended May 28, 2022 and May 29, 2021. The weighted average estimated fair value per share of employee stock options granted during the year ended May 30, 2020 was $3.88, using the Black-Scholes model with the following assumptions:\u00a0
|
|
|
| For the Year Ended |
|
| May 30, 2020 |
|
Expected volatility | 30.9% - 32.9% |
|
Risk-free interest rate | 1.5% - 1.8% |
|
Expected dividends | 3.4% - 3.7% |
|
Expected life | 5.6 - 8.1 years |
|
Employee Stock Purchase Plan
On October 15, 2019, the Company\u2019s stockholders approved the ESPP which superseded the 2014 Employee Stock Purchase Plan. The maximum number of shares of the Company\u2019s common stock authorized for issuance under the ESPP is 1,825,000.
The Company\u2019s ESPP allows qualified employees (as defined in the ESPP) to purchase designated shares of the Company\u2019s common stock at a price equal to 85% of the lesser of the fair market value of common stock at the beginning or end of each semi-annual stock purchase period. The Company issued 462,000, 506,000 and 400,000 shares of common stock pursuant to the ESPP for the years ended May 28, 2022, May 29, 2021 and May 30, 2020, respectively. There were 672,000 shares of common stock available for issuance under the ESPP as of May 28, 2022.
Restricted Stock Awards
The following table summarizes the activities for the unvested restricted stock awards for the year ended May 28, 2022 (amounts in thousands, except weighted average grant-date fair value):
|
|
|
|
|
| Shares |
| Weighted Average Grant-Date Fair Value | |
Outstanding at May 29, 2021 | 127 |
| $ | 13.12 |
Granted | 97 |
|
| 18.28 |
Vested | (41) |
|
| 13.36 |
Forfeited | - |
|
| - |
Unvested as of May 28, 2022 | 183 |
| $ | 15.88 |
Expected to vest as of May 28, 2022 | 162 |
| $ | 15.83 |
As of May 28, 2022, there was $2.0 million of total unrecognized compensation cost related to unvested restricted stock awards. The cost is expected to be recognized over a weighted-average period of 1.60 years. The weighted average estimated fair value per share of restricted stock awards granted during the years ended May 28, 2022, May 29, 2021 and May 30, 2020 was $18.28, $12.47 and $15.98, respectively.
Restricted Stock Units
In 2018, the Company adopted the amended and restated Directors Deferred Compensation Plan, which provides the non-employee members of the Company\u2019s board of directors with the opportunity to defer certain cash compensation and equity awards earned or granted for their service in the form of stock units (\u201cStock Units\u201d). The Stock Units are used solely as a device for determining the amount of cash eventually paid to the director. Each Stock Unit has the same value as one share of Resources Connection, Inc. common stock. Stock Units are not paid out until the director leaves the board of directors, at which time the cash value of the Stock Units is paid out in accordance with terms of the plan and the director\u2019s election. Additional Stock Units are credited to reflect dividends paid on shares of Resources Connection, Inc. common stock. Stock Units credited to a director pursuant to an election to defer cash compensation (and any dividend equivalents credited thereon) are fully vested at all times. Stock Units credited to a director pursuant to an election to defer an equity award are subject to the vesting conditions applicable to the equity award, except that dividend equivalents credited to a director with respect to such Stock Units are vested at all times. These liability-classified awards are re-measured at each reporting date and on settlement using the closing price of the Company\u2019s common stock on that date. Any change in fair value is recorded as stock-based compensation expense in the period. The Company recognizes stock-based compensation expense on these Stock Units using the straight-line method over the requisite service period.
The Company also grants restricted stock units to its employees under the 2020 Plan, which are classified as equity awards. The following table summarizes the activities for the unvested restricted stock units, including both equity- and liability-classified restricted stock units, for the year ended May 28, 2022 (amounts in thousands, except weighted average grant-date fair value):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Equity-Classified Restricted Stock Units |
| Liability-Classified Stock Units |
| Total Restricted Stock Units | |||||||||
| Shares |
| Weighted Average Grant-Date Fair Value |
| Shares |
| Weighted Average Grant-Date Fair Value |
| Shares |
| Weighted Average Grant-Date Fair Value | |||
Outstanding at May 29, 2021 | 513 |
| $ | 11.40 |
| 89 |
| $ | 14.58 |
| 602 |
| $ | 11.87 |
Granted | 217 |
|
| 18.41 |
| 27 |
|
| 16.91 |
| 244 |
|
| 18.25 |
Vested | (125) |
|
| 11.64 |
| (50) |
|
| 14.74 |
| (175) |
|
| 12.53 |
Forfeited | (26) |
|
| 13.58 |
| - |
|
| - |
| (26) |
|
| 13.58 |
Unvested as of May 28, 2022 | 579 |
| $ | 14.03 |
| 66 |
| $ | 14.89 |
| 645 |
| $ | 14.12 |
Expected to vest as of May 28, 2022 | 519 |
| $ | 13.98 |
| 66 |
| $ | 14.89 |
| 585 |
| $ | 14.08 |
As of May 28, 2022, there was $5.8 million of total unrecognized compensation cost related to unvested restricted stock units (which are the restricted stock units granted under the 2020 Plan that settle in shares of the Company\u2019s common stock). The cost is expected to be recognized over a weighted-average period of 1.87 years.
As of May 28, 2022, there was $0.8 million of total unrecognized compensation cost related to unvested liability-classified restricted stock units (which are the stock units credited under the Directors Deferred Compensation Plan that settle in cash). That cost is expected to be recognized over a weighted average period of 1.78 years.
The weighted average estimated fair value per share of restricted stock units granted during the years ended May 28, 2022, May 29, 2021 and May 30, 2020 was $18.25, $11.51 and $14.98, respectively.
Performance Stock Units
During the second quarter of fiscal 2022, the Company issued performance stock units to certain members of management and other select employees. The total number of shares that would vest under the performance stock units will be determined at the end of the three-year performance period based on the Company\u2019s achievement of certain revenue and Adjusted EBITDA percentage targets over the performance period. The total number of shares that may be earned for these awards based on performance over the performance period ranges from\u00a0zero\u00a0to\u00a0150% of the target number of shares. The following table summarizes the activities for the unvested performance stock units for the year ended May 28, 2022 (amounts in thousands, except weighted average grant-date fair value):
\u00a0
|
|
|
|
|
| Shares |
| Weighted Average Grant-Date Fair Value | |
Outstanding at May 29, 2021 | - |
| $ | - |
Granted (1) | 203 |
|
| 18.41 |
Forfeited | (7) |
|
| 18.44 |
Unvested as of May 28, 2022 | 196 |
| $ | 18.41 |
Expected to vest as of May 28, 2022 | 168 |
| $ | 18.42 |
(1) Shares granted during the year ended May 28, 2022 are presented at the stated target, which represents the base number of shares that would vest. Actual shares that vest may be 0-150% of the target based on the achievement of the specific company-wide performance targets.
As of May 28, 2022, there was $3.2 million of total unrecognized compensation cost related to unvested performance stock units. That cost is expected to be recognized over a weighted-average period of 1.99 years."}]},{"name":"rpt:f-977","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:PlanNameAxis":"rgp:PerformanceIncentivePlan2020Member"},"factValues":[{"value":"1797440"}]},{"name":"rpt:f-978","factDimensions":{"xbrl:concept":"us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","us-gaap:AwardTypeAxis":"us-gaap:EmployeeStockOptionMember"},"factValues":[{"value":"P10Y"}]},{"name":"rpt:f-979","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember","us-gaap:PlanNameAxis":"rgp:PerformanceIncentivePlan2020Member"},"factValues":[{"value":"P4Y"}]},{"name":"rpt:f-980","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAvailableForGrant","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:PlanNameAxis":"rgp:PerformanceIncentivePlan2020Member"},"factValues":[{"value":"1715208"}]},{"name":"rpt:f-981","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensation","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8200000","decimals":-5}]},{"name":"rpt:f-982","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensation","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6600000","decimals":-5}]},{"name":"rpt:f-983","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensation","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6100000","decimals":-5}]},{"name":"rpt:f-984","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
|
|
|
|
|
|
|
|
| Number of |
|
| Weighted |
| Weighted Average |
|
|
|
|
| Shares |
|
| Average |
| Remaining |
|
| Aggregate |
|
| Under |
|
| Exercise |
| Contractual Life |
|
| Intrinsic |
|
| Option |
|
| Price |
| (in years) |
|
| Value |
Awards outstanding at May 29, 2021 |
| 4,556 |
| $ | 15.78 |
| 5.71 |
|
|
|
Exercised |
| (834) |
|
| 14.34 |
|
|
|
|
|
Forfeited |
| (102) |
|
| 17.66 |
|
|
|
|
|
Expired |
| (270) |
|
| 15.80 |
|
|
|
|
|
Awards outstanding at May 28, 2022 |
| 3,350 |
| $ | 16.08 |
| 4.98 |
| $ | 7,887 |
Exercisable at May 28, 2022 |
| 2,704 |
| $ | 15.67 |
| 4.52 |
| $ | 7,209 |
Vested and expected to vest at May 28, 2022 (1) |
| 3,304 |
| $ | 16.06 |
| 4.95 |
| $ | 7,556 |
(1) The expected to vest options are the result of applying the pre-vesting forfeiture rate assumptions to options not yet vested of 645,449 and 1,321,496 as of May 28, 2022 and May 29, 2021, respectively."}]},{"name":"rpt:f-985","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"4556000","decimals":-3}]},{"name":"rpt:f-986","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice","xbrl:period":"2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"15.78","decimals":2}]},{"name":"rpt:f-987","factDimensions":{"xbrl:concept":"us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P5Y8M15D"}]},{"name":"rpt:f-988","factDimensions":{"xbrl:concept":"us-gaap:StockIssuedDuringPeriodSharesStockOptionsExercised","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"834000","decimals":-3}]},{"name":"rpt:f-989","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"14.34","decimals":2}]},{"name":"rpt:f-990","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"102000","decimals":-3}]},{"name":"rpt:f-991","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"17.66","decimals":2}]},{"name":"rpt:f-992","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"270000","decimals":-3}]},{"name":"rpt:f-993","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"15.80","decimals":2}]},{"name":"rpt:f-994","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"3350000","decimals":-3}]},{"name":"rpt:f-995","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"16.08","decimals":2}]},{"name":"rpt:f-996","factDimensions":{"xbrl:concept":"us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"P4Y11M23D"}]},{"name":"rpt:f-997","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"7887000","decimals":-3}]},{"name":"rpt:f-998","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares"},"factValues":[{"value":"2704000","decimals":-3}]},{"name":"rpt:f-999","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"15.67","decimals":2}]},{"name":"rpt:f-1000","factDimensions":{"xbrl:concept":"us-gaap:SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeExercisableOptionsWeightedAverageRemainingContractualTerm2","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factVa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|
|
|
| For the Year Ended |
|
| May 30, 2020 |
|
Expected volatility | 30.9% - 32.9% |
|
Risk-free interest rate | 1.5% - 1.8% |
|
Expected dividends | 3.4% - 3.7% |
|
Expected life | 5.6 - 8.1 years |
|
|
|
|
|
|
| Shares |
| Weighted Average Grant-Date Fair Value | |
Outstanding at May 29, 2021 | 127 |
| $ | 13.12 |
Granted | 97 |
|
| 18.28 |
Vested | (41) |
|
| 13.36 |
Forfeited | - |
|
| - |
Unvested as of May 28, 2022 | 183 |
| $ | 15.88 |
Expected to vest as of May 28, 2022 | 162 |
| $ | 15.83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Equity-Classified Restricted Stock Units |
| Liability-Classified Stock Units |
| Total Restricted Stock Units | |||||||||
| Shares |
| Weighted Average Grant-Date Fair Value |
| Shares |
| Weighted Average Grant-Date Fair Value |
| Shares |
| Weighted Average Grant-Date Fair Value | |||
Outstanding at May 29, 2021 | 513 |
| $ | 11.40 |
| 89 |
| $ | 14.58 |
| 602 |
| $ | 11.87 |
Granted | 217 |
|
| 18.41 |
| 27 |
|
| 16.91 |
| 244 |
|
| 18.25 |
Vested | (125) |
|
| 11.64 |
| (50) |
|
| 14.74 |
| (175) |
|
| 12.53 |
Forfeited | (26) |
|
| 13.58 |
| - |
|
| - |
| (26) |
|
| 13.58 |
Unvested as of May 28, 2022 | 579 |
| $ | 14.03 |
| 66 |
| $ | 14.89 |
| 645 |
| $ | 14.12 |
Expected to vest as of May 28, 2022 | 519 |
| $ | 13.98 |
| 66 |
| $ | 14.89 |
| 585 |
| $ | 14.08 |
|
|
|
|
|
| Shares |
| Weighted Average Grant-Date Fair Value | |
Outstanding at May 29, 2021 | - |
| $ | - |
Granted (1) | 203 |
|
| 18.41 |
Forfeited | (7) |
|
| 18.44 |
Unvested as of May 28, 2022 | 196 |
| $ | 18.41 |
Expected to vest as of May 28, 2022 | 168 |
| $ | 18.42 |
(1) Shares granted during the year ended May 28, 2022 are presented at the stated target, which represents the base number of shares that would vest. Actual shares that vest may be 0-150% of the target based on the achievement of the specific company-wide performance targets."}]},{"name":"rpt:f-1096","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"203000","decimals":-3}]},{"name":"rpt:f-1097","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"18.41","decimals":2}]},{"name":"rpt:f-1098","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"7000","decimals":-3}]},{"name":"rpt:f-1099","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"18.44","decimals":2}]},{"name":"rpt:f-1100","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"196000","decimals":-3}]},{"name":"rpt:f-1101","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"18.41","decimals":2}]},{"name":"rpt:f-1102","factDimensions":{"xbrl:concept":"rgp:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsExpectedToVestShares","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"168000","decimals":-3}]},{"name":"rpt:f-1103","factDimensions":{"xbrl:concept":"rgp:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsExpectedToVestWeightedAverageGrantDateFairValue","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"18.42","decimals":2}]},{"name":"rpt:f-1104","factDimensions":{"xbrl:concept":"us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MinimumMember","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember","us-gaap:VestingAxis":"rgp:ThreeYearPerformancePeriodMember"},"factValues":[{"value":"0","decimals":4}]},{"name":"rpt:f-1105","factDimensions":{"xbrl:concept":"us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","srt:RangeAxis":"srt:MaximumMember","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember","us-gaap:VestingAxis":"rgp:ThreeYearPerformancePeriodMember"},"factValues":[{"value":"1.50","decimals":4}]},{"name":"rpt:f-1106","factDimensions":{"xbrl:concept":"us-gaap:EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized","xbrl:period":"2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"3200000","decimals":-5}]},{"name":"rpt:f-1107","factDimensions":{"xbrl:concept":"us-gaap:EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","us-gaap:AwardTypeAxis":"us-gaap:PerformanceSharesMember"},"factValues":[{"value":"P1Y11M26D"}]},{"name":"rpt:f-1108","factDimensions":{"xbrl:concept":"us-gaap:PensionAndOtherPostretirementBenefitsDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"16.\u00a0Benefit Plan
The Company maintains the Resources Global Professionals 401(k) Savings Plan, a defined contribution plan (the \u201c401(k) Plan\u201d) which generally covers all employees in the U.S. who have completed 90\u00a0days of service and are age 21 or older. Participants may contribute up to 75% of their annual salary, up to the maximum amount allowed by applicable law. Pursuant to the terms of the 401(k) Plan, the Company may make discretionary matching contributions. The Company, at its sole discretion, determines the matching contribution made at each pay period. For the years ended May 28, 2022, May 29, 2021 and May 30, 2020, the Company contributed $8.1 million, $6.2 million and $6.5 million, respectively, to the 401(k) Plan as Company matching contributions.
"}]},{"name":"rpt:f-1109","factDimensions":{"xbrl:concept":"us-gaap:DefinedContributionPlanMaximumAnnualContributionsPerEmployeePercent","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"0.75","decimals":2}]},{"name":"rpt:f-1110","factDimensions":{"xbrl:concept":"us-gaap:DefinedContributionPlanCostRecognized","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8100000","decimals":-5}]},{"name":"rpt:f-1111","factDimensions":{"xbrl:concept":"us-gaap:DefinedContributionPlanCostRecognized","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6200000","decimals":-5}]},{"name":"rpt:f-1112","factDimensions":{"xbrl:concept":"us-gaap:DefinedContributionPlanCostRecognized","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6500000","decimals":-5}]},{"name":"rpt:f-1113","factDimensions":{"xbrl:concept":"us-gaap:CashFlowSupplementalDisclosuresTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"17.\u00a0Supplemental Disclosure of Cash Flow Information
Additional information regarding cash flows is as follows (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
|
| May 28, |
| May 29, |
| May 30, | |||
|
|
| 2022 |
| 2021 |
| 2020 | |||
Income taxes paid |
|
| $ | 24,619 |
| $ | 18,034 |
| $ | 8,258 |
Interest paid |
|
| $ | 1,047 |
| $ | 1,562 |
| $ | 2,191 |
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|
Capitalized leasehold improvements paid directly by landlord |
|
| $ | 7 |
| $ | 121 |
| $ | 137 |
Acquisition of Veracity: |
|
|
|
|
|
|
|
|
|
|
Liability for contingent consideration |
|
| $ | - |
| $ | - |
| $ | 7,570 |
Acquisition of Expertence: |
|
|
|
|
|
|
|
|
|
|
Liability for contingent consideration |
|
| $ | - |
| $ | - |
| $ | 328 |
Acquisition of Accretive: |
|
|
|
|
|
|
|
|
|
|
Issuance of common stock |
|
| $ | - |
| $ | - |
| $ | 1,141 |
Dividends declared, not paid |
|
| $ | 4,647 |
| $ | 4,610 |
| $ | 4,512 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
|
|
| May 28, |
| May 29, |
| May 30, | |||
|
|
| 2022 |
| 2021 |
| 2020 | |||
Income taxes paid |
|
| $ | 24,619 |
| $ | 18,034 |
| $ | 8,258 |
Interest paid |
|
| $ | 1,047 |
| $ | 1,562 |
| $ | 2,191 |
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|
Capitalized leasehold improvements paid directly by landlord |
|
| $ | 7 |
| $ | 121 |
| $ | 137 |
Acquisition of Veracity: |
|
|
|
|
|
|
|
|
|
|
Liability for contingent consideration |
|
| $ | - |
| $ | - |
| $ | 7,570 |
Acquisition of Expertence: |
|
|
|
|
|
|
|
|
|
|
Liability for contingent consideration |
|
| $ | - |
| $ | - |
| $ | 328 |
Acquisition of Accretive: |
|
|
|
|
|
|
|
|
|
|
Issuance of common stock |
|
| $ | - |
| $ | - |
| $ | 1,141 |
Dividends declared, not paid |
|
| $ | 4,647 |
| $ | 4,610 |
| $ | 4,512 |
Legal Proceedings
The Company is involved in certain legal matters in the ordinary course of business. In the opinion of management, all such matters, if disposed of unfavorably, would not have a material adverse effect on the Company\u2019s financial position, cash flows or results of operations.
"}]},{"name":"rpt:f-1131","factDimensions":{"xbrl:concept":"us-gaap:SegmentReportingDisclosureTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"19.\u00a0Segment Information and Enterprise Reporting
As discussed in Note 2 \u2014 Summary of Significant Accounting Policies, the Company revised its historical one segment position and identified the following new operating segments effective in the second quarter of fiscal 2021 to align with changes made in its internal management structure and its reporting structure of financial information used to assess performance and allocate resources: RGP, taskforce, and Sitrick. RGP is the Company\u2019s only reportable segment. taskforce and Sitrick do not individually meet the quantitative thresholds to qualify as reportable segments. Therefore, they are combined and disclosed as Other Segments.
The tables below reflect the operating results of the Company\u2019s segments consistent with the management and performance measurement system utilized by the Company. Fiscal 2020 results were recast to reflect the impact of the preceding segment changes. Performance measurement is based on segment Adjusted EBITDA. Adjusted EBITDA is defined as net income before amortization expense, depreciation expense, interest and income taxes plus stock-based compensation expense, restructuring costs, technology transformation costs, and plus or minus contingent consideration adjustments. Adjusted EBITDA at the segment level excludes certain shared corporate administrative costs that are not practical to allocate. The Company\u2019s CODM does not evaluate segments using asset information.
\u00a0
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, |
|
| May 29, |
| May 30, | ||
(Amounts in thousands) | 2022 |
|
| 2021 |
| 2020 | ||
|
| |||||||
Revenue: |
|
|
|
|
|
|
|
|
RGP | $ | 764,350 |
| $ | 587,620 |
| $ | 662,475 |
Other Segments |
| 40,668 |
|
| 41,896 |
|
| 40,878 |
Total revenue | $ | 805,018 |
| $ | 629,516 |
| $ | 703,353 |
|
|
|
|
|
|
|
|
|
Adjusted EBITDA: |
|
|
|
|
|
|
|
|
RGP | $ | 134,187 |
| $ | 77,589 |
| $ | 87,836 |
Other Segments |
| 3,527 |
|
| 3,580 |
|
| 2,601 |
Reconciling items (1) |
| (34,583) |
|
| (28,375) |
|
| (30,551) |
Total Adjusted EBITDA (2) | $ | 103,131 |
| $ | 52,794 |
| $ | 59,886 |
(1) Reconciling items are generally comprised of unallocated corporate administrative costs, including management and board compensation, corporate support function costs and other general corporate costs that are not allocated to segments.
(2) A reconciliation of the Company\u2019s net income to Adjusted EBITDA on a consolidated basis is presented below.
The table below represents a reconciliation of the Company\u2019s net income to Adjusted EBITDA for all periods presented:
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, |
| May 29, |
| May 30, | |||
(Amounts in thousands) | 2022 |
| 2021 |
| 2020 | |||
|
| |||||||
Net income | $ | 67,175 |
| $ | 25,229 |
| $ | 28,285 |
Adjustments: |
|
|
|
|
|
|
|
|
Amortization expense |
| 4,908 |
|
| 5,228 |
|
| 5,745 |
Depreciation expense |
| 3,575 |
|
| 3,897 |
|
| 5,019 |
Interest expense, net |
| 1,064 |
|
| 1,600 |
|
| 2,061 |
Income tax expense (benefit) |
| 15,793 |
|
| (2,545) |
|
| 6,943 |
Stock-based compensation expense |
| 8,168 |
|
| 6,613 |
|
| 6,057 |
Restructuring costs |
| 833 |
|
| 8,260 |
|
| 4,982 |
Contingent consideration adjustment |
| 166 |
|
| 4,512 |
|
| 794 |
Technology transformation costs (1) |
| 1,449 |
|
| - |
|
| - |
Adjusted EBITDA | $ | 103,131 |
| $ | 52,794 |
| $ | 59,886 |
(1) Technology transformation costs in fiscal 2022 represent costs included in net income related to the Company\u2019s initiative to upgrade its technology platform globally, including a cloud-based enterprise resource planning system and talent acquisition and management system. Such costs primarily include software licensing costs, third-party consulting fees and costs associated with dedicated internal resources that are not capitalized.
The table below represents the Company\u2019s revenue and long-lived assets by geographic location (amounts in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Revenue for the Years Ended |
| Long-Lived Assets (1) as of | |||||||||||
| May 28, |
| May 29, |
| May 30 |
| May 28, |
| May 29, | |||||
| 2022 |
| 2021 |
| 2020 |
| 2022 |
| 2021 | |||||
United States | $ | 663,980 |
| $ | 502,493 |
| $ | 568,725 |
| $ | 32,406 |
| $ | 40,988 |
International |
| 141,038 |
|
| 127,023 |
|
| 134,628 |
|
| 2,792 |
|
| 4,210 |
Total | $ | 805,018 |
| $ | 629,516 |
| $ | 703,353 |
| $ | 35,198 |
| $ | 45,198 |
(1) Long-lived assets are comprised of property and equipment and ROU assets."}]},{"name":"rpt:f-1132","factDimensions":{"xbrl:concept":"us-gaap:NumberOfReportableSegments","xbrl:period":"2020-05-31T00:00:00/2020-08-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"rgp:segment"},"factValues":[{"value":"1"}]},{"name":"rpt:f-1133","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfSegmentReportingInformationBySegmentTextBlock","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765"},"factValues":[{"value":"
|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, |
|
| May 29, |
| May 30, | ||
(Amounts in thousands) | 2022 |
|
| 2021 |
| 2020 | ||
|
| |||||||
Revenue: |
|
|
|
|
|
|
|
|
RGP | $ | 764,350 |
| $ | 587,620 |
| $ | 662,475 |
Other Segments |
| 40,668 |
|
| 41,896 |
|
| 40,878 |
Total revenue | $ | 805,018 |
| $ | 629,516 |
| $ | 703,353 |
|
|
|
|
|
|
|
|
|
Adjusted EBITDA: |
|
|
|
|
|
|
|
|
RGP | $ | 134,187 |
| $ | 77,589 |
| $ | 87,836 |
Other Segments |
| 3,527 |
|
| 3,580 |
|
| 2,601 |
Reconciling items (1) |
| (34,583) |
|
| (28,375) |
|
| (30,551) |
Total Adjusted EBITDA (2) | $ | 103,131 |
| $ | 52,794 |
| $ | 59,886 |
(1) Reconciling items are generally comprised of unallocated corporate administrative costs, including management and board compensation, corporate support function costs and other general corporate costs that are not allocated to segments.
(2) A reconciliation of the Company\u2019s net income to Adjusted EBITDA on a consolidated basis is presented below.
"}]},{"name":"rpt:f-1134","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"764350000","decimals":-3}]},{"name":"rpt:f-1135","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"587620000","decimals":-3}]},{"name":"rpt:f-1136","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"662475000","decimals":-3}]},{"name":"rpt:f-1137","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"40668000","decimals":-3}]},{"name":"rpt:f-1138","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"41896000","decimals":-3}]},{"name":"rpt:f-1139","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"40878000","decimals":-3}]},{"name":"rpt:f-1140","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"805018000","decimals":-3}]},{"name":"rpt:f-1141","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"629516000","decimals":-3}]},{"name":"rpt:f-1142","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"703353000","decimals":-3}]},{"name":"rpt:f-1143","factDimensions":{"xbrl:concept":"rgp:AdjustedEearningsBeforeInterestTaxesDepreciationAndAmortization","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"134187000","decimals":-3}]},{"name":"rpt:f-1144","factDimensions":{"xbrl:concept":"rgp:AdjustedEearningsBeforeInterestTaxesDepreciationAndAmortization","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"77589000","decimals":-3}]},{"name":"rpt:f-1145","factDimensions":{"xbrl:concept":"rgp:AdjustedEearningsBeforeInterestTaxesDepreciationAndAmortization","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"rgp:RgpCoreSegmentMember"},"factValues":[{"value":"87836000","decimals":-3}]},{"name":"rpt:f-1146","factDimensions":{"xbrl:concept":"rgp:AdjustedEearningsBeforeInterestTaxesDepreciationAndAmortization","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD","srt:ConsolidationItemsAxis":"us-gaap:OperatingSegmentsMember","us-gaap:StatementBusinessSegmentsAxis":"us-gaap:AllOtherSegmentsMember"},"factValues":[{"value":"352700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|
|
|
|
|
|
|
|
|
| For the Years Ended | |||||||
| May 28, |
| May 29, |
| May 30, | |||
(Amounts in thousands) | 2022 |
| 2021 |
| 2020 | |||
|
| |||||||
Net income | $ | 67,175 |
| $ | 25,229 |
| $ | 28,285 |
Adjustments: |
|
|
|
|
|
|
|
|
Amortization expense |
| 4,908 |
|
| 5,228 |
|
| 5,745 |
Depreciation expense |
| 3,575 |
|
| 3,897 |
|
| 5,019 |
Interest expense, net |
| 1,064 |
|
| 1,600 |
|
| 2,061 |
Income tax expense (benefit) |
| 15,793 |
|
| (2,545) |
|
| 6,943 |
Stock-based compensation expense |
| 8,168 |
|
| 6,613 |
|
| 6,057 |
Restructuring costs |
| 833 |
|
| 8,260 |
|
| 4,982 |
Contingent consideration adjustment |
| 166 |
|
| 4,512 |
|
| 794 |
Technology transformation costs (1) |
| 1,449 |
|
| - |
|
| - |
Adjusted EBITDA | $ | 103,131 |
| $ | 52,794 |
| $ | 59,886 |
(1) Technology transformation costs in fiscal 2022 represent costs included in net income related to the Company\u2019s initiative to upgrade its technology platform globally, including a cloud-based enterprise resource planning system and talent acquisition and management system. Such costs primarily include software licensing costs, third-party consulting fees and costs associated with dedicated internal resources that are not capitalized.
"}]},{"name":"rpt:f-1156","factDimensions":{"xbrl:concept":"us-gaap:NetIncomeLoss","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"67175000","decimals":-3}]},{"name":"rpt:f-1157","factDimensions":{"xbrl:concept":"us-gaap:NetIncomeLoss","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"25229000","decimals":-3}]},{"name":"rpt:f-1158","factDimensions":{"xbrl:concept":"us-gaap:NetIncomeLoss","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"28285000","decimals":-3}]},{"name":"rpt:f-1159","factDimensions":{"xbrl:concept":"us-gaap:AmortizationOfIntangibleAssets","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4908000","decimals":-3}]},{"name":"rpt:f-1160","factDimensions":{"xbrl:concept":"us-gaap:AmortizationOfIntangibleAssets","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"5228000","decimals":-3}]},{"name":"rpt:f-1161","factDimensions":{"xbrl:concept":"us-gaap:AmortizationOfIntangibleAssets","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"5745000","decimals":-3}]},{"name":"rpt:f-1162","factDimensions":{"xbrl:concept":"us-gaap:Depreciation","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3575000","decimals":-3}]},{"name":"rpt:f-1163","factDimensions":{"xbrl:concept":"us-gaap:Depreciation","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3897000","decimals":-3}]},{"name":"rpt:f-1164","factDimensions":{"xbrl:concept":"us-gaap:Depreciation","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"5019000","decimals":-3}]},{"name":"rpt:f-1165","factDimensions":{"xbrl:concept":"us-gaap:InterestExpense","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1064000","decimals":-3}]},{"name":"rpt:f-1166","factDimensions":{"xbrl:concept":"us-gaap:InterestExpense","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1600000","decimals":-3}]},{"name":"rpt:f-1167","factDimensions":{"xbrl:concept":"us-gaap:InterestExpense","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2061000","decimals":-3}]},{"name":"rpt:f-1168","factDimensions":{"xbrl:concept":"us-gaap:IncomeTaxExpenseBenefit","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"15793000","decimals":-3}]},{"name":"rpt:f-1169","factDimensions":{"xbrl:concept":"us-gaap:IncomeTaxExpenseBenefit","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-2545000","decimals":-3}]},{"name":"rpt:f-1170","factDimensions":{"xbrl:concept":"us-gaap:IncomeTaxExpenseBenefit","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6943000","decimals":-3}]},{"name":"rpt:f-1171","factDimensions":{"xbrl:concept":"us-gaap:AllocatedShareBasedCompensationExpense","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8168000","decimals":-3}]},{"name":"rpt:f-1172","factDimensions":{"xbrl:concept":"us-gaap:AllocatedShareBasedCompensationExpense","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6613000","decimals":-3}]},{"name":"rpt:f-1173","factDimensions":{"xbrl:concept":"us-gaap:AllocatedShareBasedCompensationExpense","xbrl:period":"2019-05-26T00:00:00/2020-05-31T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"6057000","decimals":-3}]},{"name":"rpt:f-1174","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCharges","xbrl:period":"2021-05-30T00:00:00/2022-05-29T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"833000","decimals":-3}]},{"name":"rpt:f-1175","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCharges","xbrl:period":"2020-05-31T00:00:00/2021-05-30T00:00:00","xbrl:entity":"cik:0001084765","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8260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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Revenue for the Years Ended |
| Long-Lived Assets (1) as of | |||||||||||
| May 28, |
| May 29, |
| May 30 |
| May 28, |
| May 29, | |||||
| 2022 |
| 2021 |
| 2020 |
| 2022 |
| 2021 | |||||
United States | $ | 663,980 |
| $ | 502,493 |
| $ | 568,725 |
| $ | 32,406 |
| $ | 40,988 |
International |
| 141,038 |
|
| 127,023 |
|
| 134,628 |
|
| 2,792 |
|
| 4,210 |
Total | $ | 805,018 |
| $ | 629,516 |
| $ | 703,353 |
| $ | 35,198 |
| $ | 45,198 |
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20. Subsequent Events
Sale of taskforce
On April 21, 2022, RGP Germany entered into the Sale and Purchase Agreement for the sale of taskforce to Purchasers owned by the original founder and a member of the senior leadership team of taskforce. The Sale and Purchase Agreement provided for the sale of all of the shares of taskforce from RGP Germany to the Purchasers for a purchase price of approximately EUR 5.5 million (approximately $5.9 million), subject to final working capital adjustments on July 31, 2022, with 50% of the consideration to be paid in cash in connection with the closing and the remaining 50% payable on July 1, 2024 and bearing interest based on the Company\u2019s average borrowing interest rate. On May 27, 2022, the Company received a purchase payment of EUR 2.5 million (approximately $2.7 million) in cash prior to the closing of the sale. The amount has been recorded as cash and cash equivalents with a corresponding increase in other liabilities in the Consolidated Balance Sheet as of May 28, 2022. The sale of taskforce was completed on May\u00a031, 2022.
The Company considers the Purchasers of taskforce to be related parties as defined in ASC 850, Related Party Disclosures. See Note 2 \u2013 Summary of Significant Accounting Policies and Note 4 \u2013 Assets and Liabilities Held for Sale for further information on the Company\u2019s taskforce business. The above-referenced transaction did not qualify as discontinued operations because the sale of taskforce did not represent a strategic shift that has or will have a major effect on the Company\u2019s operations or financial results.
Repayment under the New Credit Facility
The Company elected to repay a total of $34.0 million under the New Credit Facility on June 16, 2022 and subsequently borrowed $15.0 million on July 22, 2022.
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