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Item 7. Management’s Discussion and Analysis

2025-02-20 compared with 2024-02-29 · 39 added, 54 removed, 233 unchanged (29% of the section changed)

Management's Discussion and Analysis of Financial Condition and Results of Operations

This section of the Form 10-K does not address certain items regarding the year ended January 1, 2022.

This section of the Form 10-K does not address certain items regarding the year ended December 31, 2022.

Discussion and analysis of year-to-year comparisons between fiscal 2023 and fiscal 2022 not included in this Form 10-K can be found in "Item 7.

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Revenues outside of the U.S.

accounted for approximately 21% of our total revenues in fiscal 2023 and 20% of our total revenues in both fiscal 2022 and fiscal 2021, respectively.

accounted for approximately 19% of our total revenues in fiscal 2024, 21% of our total revenues in fiscal 2023, and 20% of our total revenues in fiscal 2022.

Revenue by country is detailed in Note 2 to our Notes to Consolidated Financial Statements.

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Right-of-use assets and lease liabilities are recorded on the date of acquisition in accordance with ASC Topic 842, Leases .

In addition, contract assets and contract liabilities are recorded in accordance with ASC 606, as we adopted Accounting Standards Update No.

In addition, contract assets and contract liabilities are recorded in accordance with ASC 606, Accounting Standards Update No.

2021-08 , Business Combinations (Topic 805):

Accounting for Contract Assets and Contract Liabilities from Contracts with Customers on the first day of fiscal 2022.

Accounting for Contract Assets and Contract Liabilities from Contracts with Customers .

All other tangible assets and identifiable intangible assets acquired and liabilities assumed are recorded at their fair value as of the date of acquisition.

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Revenues increased by $63.4 million, or 10.2%, to $687.4 million for fiscal 2024 from $624.0 million for fiscal 2023.

Utilization decreased to 70% for fiscal 2023 from 75% for fiscal 2022, while consultant headcount increased by 65 consultants during fiscal 2023.

Billable hours increased by 4.1% for fiscal 2023 when compared to fiscal 2022.

Utilization increased to 75% for fiscal 2024 from 70% for fiscal 2023, while consultant headcount decreased by 58 consultants during fiscal 2024.

Billable hours remained relatively flat for fiscal 2024 when compared to fiscal 2023.

Overall, revenues outside of the U.S.

increased to 21% of net revenues for fiscal 2023 from 20% for fiscal 2022.

Revenues derived from fixed-price engagements decreased to 18% of net revenues for fiscal 2023 from 19% for fiscal 2022.

Revenues derived from time-and-materials engagements increased to 82% of net revenues for fiscal 2023 from 81% for fiscal 2022.

decreased to 19% of net revenues for fiscal 2024 from 21% for fiscal 2023.

Revenues derived from fixed-price engagements remained at 18% of net revenues for fiscal 2024 from fiscal 2023.

Revenues derived from time-and-materials engagements remained unchanged at 82% of net revenues for fiscal 2024 from fiscal 2023.

The percentages of revenue derived from fixed-price engagements depends largely on the proportion of our revenues derived from our management consulting business, which typically has a higher concentration of fixed-price service engagements.

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Costs of services (exclusive of depreciation and amortization) increased by $40.1 million, or 9.1%, to $479.9 million for fiscal 2024 from $439.8 million for fiscal 2023.

The increase in costs of services was due primarily to an increase of $26.0 million in employee and incentive compensation attributable to salaries and benefits associated with our increased consulting headcount, an increase in forgivable loan amortization of $2.5 million, and an increase of $1.9 million of client reimbursable expenses in fiscal 2023 compared to fiscal 2022.

The increase in costs of services was due primarily to an increase of $33.5 million in employee compensation and fringe benefit costs, an increase in forgivable loan amortization of $4.6 million, and an increase of $2.3 million of client reimbursable expenses in fiscal 2024 compared to fiscal 2023.

These increases were partially offset by a decrease of $0.2 million in expense related to contingent consideration in fiscal 2024 compared to fiscal 2023.

As a percentage of net revenue, costs of services increased to 70.5% for fiscal 2023 as compared to 69.4% for fiscal 2022.

As a percentage of net revenue, costs of services decreased to 69.8% for fiscal 2024 as compared to 70.5% for fiscal 2023.

Selling, General and Administrative Expenses.

Selling, general and administrative expenses increased by $10.0 million, or 8.6%, to $125.1 million for fiscal 2024 from $115.1 million for fiscal 2023.

This increase was due primarily to a $2.7 million increase in travel and entertainment expenses, $1.5 million increase to employee and incentive compensation, a $1.5 million increase in rent expense, a $1.4 million increase in software subscription and data services, a $0.9 million increase in training and marketing expenses, a $0.8 million increase in bad debt expense, and a $0.8 million increase in other operating expenses.

These increases were partially offset by a $0.3 million decrease in legal and professional services.

Commissions to our non-employee experts experienced a decrease of $4.3 million.

This increase was due primarily to a $4.6 million increase in employee compensation and fringe benefit costs, a $2.0 million increase in legal and professional services, a $1.6 million increase in rent expense, a $1.5 million increase in software subscription and data services, a $0.7 million increase in commissions to our non-employee experts, and $0.3 million increase in travel and entertainment expenses.

These increases were partially offset by a $0.7 million decrease in other operating expenses.

As a percentage of revenues, selling, general and administrative expenses decreased to 18.2% for fiscal 2024 from 18.4% for fiscal 2023.

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For fiscal 2024, our income tax provision was $19.6 million and the effective tax rate ("ETR") was 29.6%, as compared to a provision of $13.8 million and an effective tax rate of 26.4% for fiscal 2023.

The effective tax rate for fiscal 2023 was higher than the prior year primarily due to a decrease in the tax benefit related to share-based compensation, an increase in the U.K.

statutory tax rate, and an increase in non-deductible meals and entertainment expenses, partially offset by the release of a valuation allowance in a foreign jurisdiction.

The ETR for fiscal 2023 was approximately the same as our combined federal and state statutory rate and included offsetting items noted above in addition to nondeductible compensation paid to executive officers.

The ETR for fiscal 2022 was lower than our combined federal and state statutory rate primarily due to the tax benefit related to shared-based compensation, partially offset by non-deductible compensation paid to executive officers.

Net income decreased by $5.1 million to $38.5 million for fiscal 2023 from $43.6 million for fiscal 2022.

The ETR for fiscal 2024 was higher than the prior year primarily due to the release of a valuation allowance in a foreign jurisdiction in the prior year that was nonrecurring in the current year, the impact of the jurisdictional mix of earnings, the remeasurement of our current-year deferred tax assets as a result of changes in tax laws, and a decrease in the tax benefit related to share-based compensation.

The ETR for fiscal 2024 was higher than our combined federal and state statutory rate primarily due to non-deductible meals and entertainment, non-deductible compensation paid to executive officers, the remeasurement of current year deferred tax assets, partially offset by the tax benefit related to share-based compensation.

The ETR for fiscal 2023 was approximately the same as our combined federal and state statutory rate and included offsetting items stemming from the release of a valuation allowance in a foreign jurisdiction and tax benefits related to share-based compensation offset by non-deductible meals, entertainment and compensation paid to executive officers.

Net income increased by $8.2 million to $46.7 million for fiscal 2024 from $38.5 million for fiscal 2023.

The diluted net income per share was $6.74 per share for fiscal 2024, compared to diluted net income per share of $5.39 per share for fiscal 2023.

Diluted weighted average shares outstanding decreased by approximately 210,000 shares to approximately 6,908,000 shares for fiscal 2024 from approximately 7,118,000 shares for fiscal 2023.

The decrease in diluted weighted average shares outstanding was primarily due to the repurchase of shares of our common stock since December 31, 2022, offset in part by the issuance or vesting of shares of restricted stock and time-vesting restricted stock units and the exercise of stock options.

The decrease in diluted weighted average shares outstanding was primarily due to the repurchase of shares of our common stock since December 30, 2023, offset in part by the issuance or vesting of shares of restricted stock and time-vesting restricted stock units.

Liquidity and Capital Resources

We believe that current cash, cash equivalents, cash generated from operations, and amounts available under our revolving credit facility will be sufficient to meet our anticipated working capital and capital expenditure requirements for at

least the next 12 months.

As of December 28, 2024, we have $26.7 million of cash and cash equivalents and $196.0 million of borrowing capacity under our revolving credit facility.

In fiscal 2023, our cash and cash equivalents increased by $14.1 million, completing the year with cash and cash equivalents of $45.6 million.

The principal drivers of the increase of cash were growth in sales and strong collections of accounts receivable offset by the repurchase and retirement of shares of our common stock throughout the year under our share repurchase program, payments of dividends, and payments made in respect of forgivable loans.

During fiscal 2023, working capital (defined as current assets less current liabilities) decreased by $2.3 million to end fiscal 2023 at $29.4 million.

The decrease in working capital was principally due to an increase in accrued expenses of $15.2 million, an increase in the current portion of deferred compensation of $1.9 million, a decrease of $1.2 million in prepaid expenses and other current assets, an increase in accounts payable of $1.1 million, a decrease in the current portion of forgivable loans of $0.9 million, an increase of $0.5 million in the current portion of lease liabilities, and an increase in deferred revenue and other liabilities of $0.3 million.

Partially offsetting these decreases to working capital were an increase in cash and cash equivalents of $14.1 million and an increase in accounts receivable and unbilled services of $4.6 million.

In fiscal 2024, our cash and cash equivalents decreased by $18.9 million, completing the year with cash and cash equivalents of $26.7 million.

The principal drivers of the decrease of cash and cash equivalents were the payment of a significant portion of our fiscal 2023 performance bonuses in the first half of fiscal 2024, forgivable loan advances, purchases of property and equipment, the repurchase and retirement of shares of our common stock throughout the year under our share repurchase program and the payment of dividends.

At December 28, 2024, $0.4 million of our cash and cash equivalents were held within the U.S.

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Net income was $46.7 million for fiscal 2024.

Sources of cash for operating activities included a $8.1 million increase in incentive cash awards payable, a $4.0 million increase in accounts payable, accrued expenses, and other liabilities, a $2.7 million decrease in forgivable loans, (comprised of $21.5 million of forgivable loan issuances, net of repayments, offset by $24.2 million of forgivable loan amortization), and a $1.2 million decrease in prepaid expenses and other current assets.

Offsetting these sources of cash for operating activities included a $17.8 million decrease in lease liabilities, a $2.9 million increase in accounts receivable and unbilled receivables, and $0.2 million related foreign currency translation.

Cash provided by operating activities included the non-cash items of right-of-use asset amortization of $14.3 million, depreciation and amortization expense of $11.6 million, deferred income tax of $4.6 million, share-based compensation expenses of $4.4 million, and other non-cash deductions of $0.6 million.

During fiscal 2023, net cash used in investing activities was $3.0 million, which included $2.4 million for capital expenditures and $0.6 million of net consideration paid for the acquisition of Welch Consulting, Ltd.

and bioStrategies Group, Inc.

Sources of cash for operating activities included a $23.2 million increase in accounts payable, accrued expenses, and other liabilities and a $9.8 million increase in incentive cash awards payable.

Offsetting these sources of cash for operating activities included, a $22.2 million increase in accounts receivable and unbilled receivables, a $14.9 million decrease in lease liabilities, a $11.8 million increase in forgivable loans, (comprised of $42.8 million of forgivable loan issuances, net of repayments, offset by $31.0 million of forgivable loan amortization), and a $10.4 million increase in prepaid expenses and other current assets.

Cash provided by operating activities included the non-cash items of right-of-use asset amortization of $15.1 million, depreciation and amortization expense of $11.7 million, share-based compensation expenses of $5.3 million, and deferred income taxes of $2.9 million.

During fiscal 2024, net cash used in investing activities was $18.1 million, which included capital expenditures primarily related to furniture, leasehold improvements, and funding investments related to our IT infrastructure.

We used $48.8 million of net cash in financing activities during fiscal 2024, primarily as a result of $33.3 million of repurchases of our common stock, payment of $12.3 million of cash dividends and dividend equivalents, and tax withholding payments reimbursed by restricted shares of $3.2 million.

Offsetting these uses in cash for financing activities was $0.8 million received upon the issuance of shares of common stock related to the exercise of stock options.

Lease Commitments

We are a lessee under certain operating leases for office space and equipment, which have remaining lease terms between one and approximately eight years, many of which include one or more options to extend the term for periods of up to five years for each option.

We are a lessee under certain operating leases for office space and equipment, which have remaining lease terms between one and eleven years, many of which include one or more options to extend the term for periods of up to five years for each option.

The maturities of lease liabilities, as of December 28, 2024, related to office space and equipment are discussed in Note 4 in our Notes to Consolidated Financial Statements.

We have no additional operating leases we have committed to that have not yet commenced.

Certain of our operating leases have terms that impose asset retirement obligations due to office modifications or the periodic redecoration of the premises, which are included in other liabilities on our consolidated balance sheets and are recorded at a value based on their estimated discounted cash flows.

We have no additional significant operating leases we have committed to that have not yet commenced.

Certain of our operating leases have terms that impose asset retirement obligations due to office modifications or the periodic redecoration of the premises, which are included in accrued expenses and deferred compensation and other non-current liabilities in our consolidated balance sheets and are recorded at a value based on their estimated discounted cash flows.

At December 28, 2024, we expect to incur asset retirement obligation or redecoration obligation costs over the next twelve months of $0.1 million.

The remainder of our asset retirement obligations and redecoration obligations are approximately $2.8 million and are expected to be settled between fiscal 2026 and fiscal 2031

when the underlying leases terminate.

The remainder of our asset retirement obligations and redecoration obligations are approximately $3.1 million and are expected to be settled between fiscal 2026 and fiscal 2035 when the underlying leases terminate.

We expect to satisfy these lease and related obligations, as they become due, from cash generated from operations.

On August 19, 2022, we refinanced our revolving credit facility by entering into a Credit Agreement (the "Credit Agreement") with Bank of America, N.A., as swingline lender, a letter of credit issuing bank and administrative agent, and with Citizens Bank, N.A., as a letter of credit issuing bank.

CRA is party to a Credit Agreement, dated as of August 19, 2022 (as amended, the "Credit Agreement") with Bank of America, N.A., as swingline lender, a letter of credit issuing bank and administrative agent, and with Citizens Bank, N.A., as a letter of credit issuing bank.

The Credit Agreement provides us a $250.0 million revolving credit facility, which may be decreased at CRA's option to $200.0 million during the period from July 16 in a year through January 15 in the next year.

Additionally, for the period from January 16 to July 15 of each calendar year, CRA may elect to not increase the revolving credit facility to $250.0 million.

Additionally, for the period from January 16 to July 15 of each calendar year, CRA may elect to not increase the revolving

credit facility to $250.0 million.

The revolving credit facility includes a $25.0 million sublimit for the issuance of letters of credit.

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(i) in the case of borrowings in U.S.

dollars by us, the Base Rate (as defined in the Credit Agreement), (ii) in the case of borrowings in U.S.

dollars, a rate based on Term SOFR (as defined in the Credit Agreement) for the applicable interest period, (iii) in the case of borrowings in Euros, EURIBOR (as defined in the Credit Agreement) for the applicable interest period, (iv) in the case of borrowings in Pounds Sterling, a daily rate based on SONIA (as defined in the Credit Agreement), (v) in the case of borrowings in Canadian Dollars, CDOR (as defined in the Credit Agreement) for the applicable interest period, (vi) in the case of borrowings in Swiss Francs, a daily rate based on SARON (as defined in the Credit Agreement), or (vii) in the case of borrowings in any other Alternate Currency (as defined in the Credit Agreement), the relevant daily or term rate determined as provided in the Credit Agreement.

dollars, the Base Rate (as defined in the Credit Agreement), (ii) in the case of borrowings in U.S.

dollars, a rate based on Term SOFR (as defined in the Credit Agreement) for the applicable interest period, (iii) in the case of borrowings in Euros, EURIBOR (as defined in the Credit Agreement) for the applicable interest period, (iv) in the case of borrowings in Pounds Sterling, a daily rate based on SONIA (as defined in the Credit Agreement), (v) in the case of borrowings in Canadian Dollars, Term CORRA (as defined in the Credit Agreement) for the applicable interest period, (vi) in the case of borrowings in Swiss Francs, a daily rate based on SARON (as defined in the Credit Agreement), or (vii) in the case of borrowings in any other Alternate Currency (as defined in the Credit Agreement), the relevant daily or term rate determined as provided in the Credit Agreement.

The applicable margin on borrowings based on the Base Rate varies within a range of 0.25% to 1.00% depending on our consolidated net leverage ratio, and the applicable margin on borrowings based on any of the other rates described above varies within a range of 1.25% to 2.00% depending on our consolidated net leverage ratio.

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The amounts of the awards to be paid under these compensation arrangements could fluctuate depending on future performance during the applicable measurement periods.

Changes in the

estimated awards are expensed prospectively over the remaining service period.

Changes in the estimated awards are expensed prospectively over the remaining service period.

We believe that we will have sufficient funds to satisfy any cash obligations related to the performance awards.

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Share Repurchases

In February 2024 and March 2023, our Board of Directors authorized an expansion to our existing share repurchase program, authorizing the purchase of an additional $35.0 million and $20.0 million, respectively, of our common stock.

In February 2025 and February 2024, our Board of Directors authorized an expansion to our existing share repurchase program, authorizing the purchase of an additional $45.0 million and $35.0 million, respectively, of our common stock.

We may repurchase shares under this program in open market purchases (including through any Rule 10b5-1 plan adopted by us) or in privately negotiated transactions in accordance with applicable insider trading and other securities laws and regulations.

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We expect to continue to repurchase shares under our share repurchase program.

On August 16, 2022, the U.S.

government enacted the Inflation Reduction Act of 2022 that includes a one percent excise tax on net repurchases of stock after December 31, 2022.

As the Company's issued and outstanding common stock is classified as permanent equity, the excise tax is treated as a specific incremental cost directly attributable to the repurchase.

As such, the incremental cost to repurchase the shares is recorded within equity with an offsetting excise tax liability recognized.

In fiscal 2023, the Company had net share repurchases of $24.8 million resulting in an excise tax payable of $0.2 million.

Dividends to Shareholders

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These dividends are anticipated to be funded through cash flow from operations, available cash on hand, and/or borrowings under our revolving credit facility.

Although we anticipate paying regular quarterly dividends on our common stock for the foreseeable future, the declaration, timing and amounts of any

such dividends remain subject to the discretion of our Board of Directors.

During the fiscal years ended December 30, 2023, December 31, 2022, and January 1, 2022, we paid dividends of $10.8 million, $9.6 million, and $8.3 million, respectively.

Although we anticipate paying regular quarterly dividends on our common stock for the foreseeable future, the declaration, timing and amounts of any such dividends remain subject to the discretion of our Board of Directors.

During the fiscal years ended December 28, 2024, December 30, 2023, and December 31, 2022, we paid dividends of $12.3 million, $10.8 million, and $9.6 million, respectively.

Impact of Inflation

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Factors Affecting Future Performance

Risk Factors of this annual report on Form 10-K sets forth risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements contained in this annual report on Form

If any of these risks, or any risks not presently known to us or that we currently believe are not significant, develops into an actual event, then our business, financial condition, and results of operations could be adversely affected.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis