RESOURCES CONNECTION, INC. 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.  RESOURCES CONNECTION, INC.  CONSOLIDATED FINANCIAL STATEMENTS    Page  Report of Independent Registered Public Accounting Firm 34  Consolidated Balance Sheets as of M ay 30, 2020 and May 25, 2019 35  Consolidated Statements of Operations for each of the three years in the period ended May 3 0 , 20 2 0 36  Consolidated Statements of Comprehensive Income for each of the three years in the period ended May 30, 2020 37  Consolidated Statements of Stockholders’ Equity for each of the three years in the period ended May 30, 2020 38  Consolidated Statements of Cash Flows for each of the three years in the period ended May 30, 2020 39  Notes to Consolidated Financial Statements 40  See also “Quarterly Results” in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which is incorporated herein by reference. 33 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of Resources Connection, Inc. Opinion on the Financial Statements  We have audited the accompanying consolidated balance sheets of Resources Connection, Inc. and its subsidiaries (the Company) as of May 30, 2020 and May 25, 2019, the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended May 30, 2020, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of May 30, 2020 and May 25, 2019, and the results of its operations and its cash flows for each of the three years in the period ended May 30, 2020, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of May 30, 2020, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report dated July 27, 2020 expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.  Change in Accounting Principle As discussed in Note 2 to the consolidated financial statements, the Company has changed its method of accounting for leases as of May 26, 2019 due to the adoption of Financial Accounting Standards Board’s Accounting Standards Codification (ASC) Topic 842, Leases .  Basis for Opinion  These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit s to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit s included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit s also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit s provide a reasonable basis for our opinion.  /s/ RSM US LLP We have served as the Company’s auditor since 2013. Irvine, California July 27, 2020  34 Table of Contents  RESOURCES CONNECTION, INC. CONSOLIDATED BALANCE SHEETS    May 30, May 25,  2020 2019  (Amounts in thousands, except  par value per share) ASSETS Current assets: Cash and cash equivalents $ 95,624 $ 43,045 Short-term investments - 5,981 Trade accounts receivable, net of allowance for doubtful accounts of $3,067 and $2,520 as of May 30, 2020 and May 25, 2019, respectively 124,986 133,304 Prepaid expenses and other current assets 6,222 7,103 Income taxes receivable 4,167 2,224 Total current assets 230,999 191,657 Goodwill 214,067 190,815 Intangible assets, net 20,077 14,589 Property and equipment, net 23,644 26,632 Operating right-of-use assets 34,287 - Deferred income taxes 1,597 1,497 Other assets 4,510 3,180 Total assets $ 529,181 $ 428,370  LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable and accrued expenses $ 15,799 $ 21,634 Accrued salaries and related obligations 52,407 58,628 Operating lease liabilities, current 11,223 - Other liabilities 15,472 11,154 Total current liabilities 94,901 91,416 Long-term debt 88,000 43,000 Operating lease liabilities, noncurrent 30,672 - Deferred income taxes 6,215 5,146 Other long-term liabilities 5,732 6,412 Total liabilities 225,520 145,974 Commitments and contingencies Stockholders’ equity: Preferred stock, $0.01 par value, 5,000 shares authorized; zero shares issued and outstanding - - Common stock, $0.01 par value, 70,000 shares authorized; 63,910 and 63,054 shares issued, and 32,144 and 31,588 shares outstanding as of May 30, 2020 and May 25, 2019, respectively 639 631 Additional paid-in capital 477,438 460,226 Accumulated other comprehensive loss (13,862) (12,588) Retained earnings 360,534 350,230 Treasury stock at cost, 31,766 and 31,466 shares as of May 30, 2020 and May 25, 2019, respectively (521,088) (516,103) Total stockholders’ equity 303,661 282,396 Total liabilities and stockholders’ equity $ 529,181 $ 428,370  The accompanying notes are an integral part of these consolidated financial statements. 35 Table of Contents RESOURCES CONNECTION, INC. CONSOLIDATED STATEMENTS OF OPERATIONS    For the Years Ended May 30, May 25, May 26, 2020 2019 2018  (Amounts in thousands, except  per share amounts) Revenue $ 703,353 $ 728,999 $ 654,129 Direct cost of services, primarily payroll and related taxes for professional services employees 427,870 446,560 408,074 Gross margin 275,483 282,439 246,055 Selling, general and administrative expenses 228,067 223,802 209,042 Amortization of intangible assets 5,745 3,799 2,298 Depreciation expense 5,019 4,679 4,091 Income from operations 36,652 50,159 30,624 Interest expense, net 2,061 2,190 1,735 Other income (637) - - Income before provision for income taxes 35,228 47,969 28,889 Provision for income taxes 6,943 16,499 10,063 Net income $ 28,285 $ 31,470 $ 18,826 Net income per common share: Basic $ 0.88 $ 1.00 $ 0.61 Diluted $ 0.88 $ 0.98 $ 0.60 Weighted average common shares outstanding: Basic 31,989 31,596 30,741 Diluted 32,227 32,207 31,210 Cash dividends declared per common share $ 0.56 $ 0.52 $ 0.48  The accompanying notes are an integral part of these consolidated financial statements. 36 Table of Contents RESOURCES CONNECTION, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME     For the Years Ended May 30, May 25, May 26,  2020 2019 2018  (Amounts in thousands) COMPREHENSIVE INCOME: Net income $ 28,285 $ 31,470 $ 18,826 Foreign currency translation adjustment, net of tax (1,274) (2,203) 1,011 Total comprehensive income $ 27,011 $ 29,267 $ 19,837  The accompanying notes are an integral part of these consolidated financial statements. 37 Table of Contents RESOURCES CONNECTION, INC.  CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY       Accumulated  Additional Other Total  Common Stock Paid-in Treasury Stock Comprehensive Retained Stockholders'  Shares Amount Capital Shares Amount (Loss) Income Earnings Equity  (Amounts in thousands) Balances as of May 27, 2017 58,992 $ 590 $398,828 29,330 $ (481,904) $ (11,396) $ 332,024 $ 238,142 Exercise of stock options 517 6 6,483 6,489 Stock-based compensation expense 5,978 5,978 Issuance of common stock under Employee Stock Purchase Plan 339 3 3,947 3,950 Issuance of restricted stock 105 1 (1) - Issuance of restricted stock out of treasury stock to board of director members (13) 298 (298) - Purchase of shares 321 (5,116) (5,116) Issuance of common stock for acquisition of Accretive 1,072 11 11,743 11,754 Issuance of common stock for acquisition of taskforce 227 2 2,600 2,602 Cash dividends declared ( $0.48 per share) (14,811) (14,811) Currency translation adjustment 1,011 1,011 Net income for the year ended May 26, 2018 18,826 18,826 Balances as of May 26, 2018 61,252 $ 613 $ 429,578 29,638 $ (486,722) $ (10,385) $ 335,741 $ 268,825 Exercise of stock options 1,444 15 19,794 19,809 Stock-based compensation expense 6,358 6,358 Issuance of common stock under Employee Stock Purchase Plan 358 3 4,496 4,499 Issuance of restricted stock out of treasury stock to board of director members (21) 510 (510) - Purchase of shares 1,849 (29,891) (29,891) Cash dividends declared ( $0.52 per share) (16,471) (16,471) Currency translation adjustment (2,203) (2,203) Net income for the year ended May 25, 2019 31,470 31,470 Balances as of May 25, 2019 63,054 $ 631 $ 460,226 31,466 $ (516,103) $ (12,588) $ 350,230 $ 282,396 Exercise of stock options 376 3 5,122 5,125 Stock-based compensation expense 5,833 5,833 Issuance of common stock under Employee Stock Purchase Plan 400 4 5,127 5,131 Cancellation of restricted stock (13) - - Issuance of restricted stock 10 - - Issuance of restricted stock out of treasury stock to board of director members (10) (18) 15 (5) - Repurchase of shares 318 (5,000) (5,000) Cash dividends declared ( $0.56 per share) (17,976) (17,976) Issuance of common stock in connection with the acquisition of Accretive 83 1 1,140 1,141 Currency translation adjustment (1,274) (1,274) Net income for the year ended May 30, 2020 28,285 28,285 Balances as of May 30, 2020 63,910 $ 639 $ 477,438 31,766 $ (521,088) $ (13,862) $ 360,534 $ 303,661   The accompanying notes are an integral part of these consolidated financial statements. 38 Table of Contents RESOURCES CONNECTION, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS    For the Years Ended May 30, May 25, May 26,  2020 2019 2018  (Amounts in thousands) Cash flows from operating activities: Net income $ 28,285 $ 31,470 $ 18,826 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 10,764 8,478 6,389 Stock-based compensation expense 6,057 6,570 6,033 Contingent consideration adjustment 794 (590) - Loss on disposal of assets 484 126 14 Impairment of operating right-of-use assets 649 - - Bad debt expense 1,840 1,540 826 Deferred income taxes 911 6,452 (5,035) Changes in operating assets and liabilities, net of effects of business combinations: Trade accounts receivable 10,010 (5,690) (19,373) Prepaid expenses and other current assets 980 109 (1,567) Income taxes (2,472) (4,324) 4,733 Other assets (1,332) (1,147) (166) Accounts payable and accrued expenses (7,902) (1,469) 3,332 Accrued salaries and related obligations (6,810) 547 4,173 Other liabilities 7,265 1,549 (2,815) Net cash provided by operating activities 49,523 43,621 15,370 Cash flows from investing activities: Redemption of short-term investments 5,981 - - Purchase of short-term investments - (5,981) - Proceeds from sale of assets 105 - 4 Acquisition of Expertence , net of cash acquired (254) - - Acquisition of Veracity , net of cash acquired (30,258) - - Acquisition of Accretive - - (20,047) Acquisition of taskforce, net of cash acquired - - (3,410) Purchase of property and equipment (2,346) (6,896) (2,213) Net cash used in investing activities (26,772) (12,877) (25,666) Cash flows from financing activities: Proceeds from exercise of stock options 5,125 19,809 6,489 Proceeds from issuance of common stock under Employee Stock Purchase Plan 5,131 4,499 3,949 Purchase of common stock (5,000) (29,891) (5,116) Payment of contingent consideration (1,771) (1,860) (2,579) Proceeds from Revolving Credit Facility 74,000 - 15,000 Repayments on Revolving Credit Facility (29,000) (20,000) - Cash dividends paid (17,581) (16,158) (14,269) Net cash provided by (used in) financing activities 30,904 (43,601) 3,474 Effect of exchange rate changes on cash (1,076) (568) 963 Net increase (decrease) in cash 52,579 (13,425) (5,859) Cash and cash equivalents at beginning of period 43,045 56,470 62,329 Cash and cash equivalents at end of period $ 95,624 $ 43,045 $ 56,470  The accompanying notes are an integral part of these consolidated financial statements. 39 Table of Contents  RESOURCES CONNECTION, INC.  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  1. Description of the Company and its Business  Resources Connection, Inc. (“Resources Connection”), a Delaware corporation, was incorporated on November 16, 1998. The Company’s operating entities provide services primarily under the name Resources Global Professionals (“RGP” or the “Company”). RGP is a global consulting firm that enables rapid business outcomes by bringing together the right people to create transformative change. As a human capital partner for our clients, the Company specialize s in solving today’s most pressing business problems across the enterprise in the areas of transactions, regulations and transformations . The Company has offices in the United States (“U.S.”), Asia, Australia, Canada, Europe and Mexico.  The Company’s fiscal year consists of 52 or 53 weeks, ending on the Saturday in May closest to May 31. Fiscal years 2019 and 2018 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 consist ed of 13 weeks each and the fourth quarter consist ed of 14 weeks , with a total of 53 weeks of activity in the fiscal year . 2. Summary of Significant Accounting Policies  Basis of Presentation and Principles of Consolidation  The Consolidated Financial Statements of the Company (“financial statements”) have been prepared in conformity with accounting principles generally accepted in the U.S. (“GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). The financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.  40 Table of Contents Risk and Uncertainties  Since the start of 2020, the COVID-19 pandemic (the “Pandemic”) has spread to many of the countries in which the Company and its customers conduct businesses. Governments throughout the world have implemented, and may continue to implement, stay-at-home orders, proclamations and directives aimed at minimizing the spread of the COVID-19 virus. The impact of the Pandemic and the resulting restrictions have caused disruptions in the U.S. and global economy and may continue to disrupt financial markets and global economic activities. The Company has taken precautions and steps to prevent or reduce infection among its employees, including limiting business travel and mandating working from home in many of the countries in which it operates. While overall productivity remained high through the end of fiscal 2020, these measures may disrupt the Company’s normal business operations and negatively impact its productivity and ability to efficiently serve its clients. As events relating to COVID-19 continue to develop and evolve globally, there is significant uncertainty as to the full likely effects of the Pandemic which may, among other things, reduce demand for or delay client decisions to procure the Company’ services or result in cancellation of existing projects. While the full impact from the Pandemic is not quantifiable, the Company’s results of operations and cash flows were adversely impacted in the latter half of fiscal 2020. Although management does not expect the Pandemic to have a permanent impact on its business operations, the Company cannot estimate the length or the magnitude of the Pandemic and how this might affect its customers’ demand for services and the Company’s ability to continue to operate efficiently. Management believes the Pandemic could continue to have an adverse impact on the Company’s results of operations and financial position in fiscal 2021. Management is uncertain whether future effects of the Pandemic will be similar to what the Company has experienced in fiscal 2020. Management continues to monitor relevant business metrics, such as daily and weekly revenue run rate, pipeline activities, rate of consultant attrition and days sales outstanding, and has implemented modifications to the Company’s normal operations. Management believes the restructuring initiatives that the Company took in the fourth quarter of fiscal 2020 have better prepared the Company to operate with agility and resilience in this challenging economic environment.  The Company’s primary source of liquidity historically has been cash provided by its operations and its $120.0 million secured revolving credit facility (“Facility”) which expires on October 17, 2021. As of May 30, 2020, the Company had cash and cash equivalents of $95.6 million, and additional availability under the Facility of $30.7 million. Given its balance sheet and liquidity position, management believes that the Company has the financial flexibility and resources needed to operate in the current uncertain economic environment. However, if global economic conditions worsen as a result of the Pandemic, it could materially impact the Company’s liquidity position and capital needs.  On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in the U.S. in response to the Pandemic. The CARES Act includes, among other things, direct financial assistance to Americans in the form of cash payments to individuals, aid to small businesses in the form of loans, and other tax incentives in an effort to stabilize the U.S. economy and keep Americans employed. The Company has not filed, and currently does not intend to file, for funding provided by the CARES Act. The Company has deferred $2.9 million in payroll tax payments as of the end of fiscal 2020 in the U.S. The Company does not believe the income tax provisions such as changes to the net operating loss rules included in the CARES Act will have a material impact on it. The Company has not received, and does not expect to receive significant government-provided relief or stimulus funding in other parts of the world.  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  Effective May 27, 2018, the Company adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective method, which allows companies to apply the new revenue standard to reporting periods beginning in the year the standard is first implemented, while prior periods continue to be reported in accordance with previous accounting guidance . The adoption of ASC 606 did not have a significant impact on revenue recognition; therefore, the Company did not have an opening retained earnings adjustment for the fiscal year ended May 25, 2019.  Revenues are recognized when control of the promised service is transferred to the Company’s clients, in an amount that reflects the consideration expected in exchange for the services. Revenue is recorded net of sales or other transaction taxes collected from clients and remitted to taxing authorities. Revenues from contracts are recognized over time, based on hours worked by the Company’s 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’s expectation of the volume of services to be 41 Table of Contents provided over the applicable period. Rebates are the largest component of variable consideration and are estimated using the most likely amount method prescribed by ASC 606, 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.  The Company recognizes revenues 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 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; and c) bears the risk for services provided that are not fully paid for by clients. The Company recognizes all reimbursements received from clients for “out-of-pocket” expenses as revenue and all such expenses as direct cost of services. Reimbursements received from clients were $9.4 million, $12.3 million and $11.8 million for the years ended May 30, 2020, May 25, 2019 and May 26, 2018, respectively.  The Company’s clients are contractually obligated to pay the Company for all hours billed. We invoice the majority of our clients on a weekly basis or, in certain circumstances, on a monthly basis, in accordance with our typical arrangement of payment due within 30 days. To a much lesser extent, 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’s 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’s current quarter. Conversion fees were 0.4% , 0.5% and 0.4% of revenue for the years ended May 30, 2020, May 25, 2019 and May 26, 2018, respectively. Permanent placement fees were 0.6% , 0.6% and 0.3% of revenue for the years ended May 30, 2020, May 25, 2019 and May 26, 2018, respectively.  The Company’s contracts generally have termination for convenience provisions and do not have termination penalties. While our 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’s clients may terminate engagements at any time. All costs of compensating the Company’s professionals are the responsibility of the Company and are included in direct cost of services.  Foreign Currency Translation  The financial statements of subsidiaries outside the U.S. are measured using the local currency as the functional currency. Assets and liabilities of these subsidiaries are translated at 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’ 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 (“EPS”). Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS is based upon the weighted average number of common and common equivalent shares outstanding during the period, calculated using the treasury stock method. 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. Stock options for which the exercise price exceeds the average market price over the period are anti-dilutive and are excluded from the calculation.  42 Table of Contents The following table summarizes the calculation of net income per share for the years ended May 30, 2020, May 25, 2019 and May 26, 2018 (in thousands, except per share amounts):     For the Years Ended  May 30, May 25, May 26,  2020 2019 2018  Net income $ 28,285 $ 31,470 $ 18,826 Basic: Weighted average shares 31,989 31,596 30,741 Diluted: Weighted average shares 31,989 31,596 30,741 Potentially dilutive shares 238 611 469 Total dilutive shares 32,227 32,207 31,210 Net income per common share: Basic $ 0.88 $ 1.00 $ 0.61 Dilutive $ 0.88 $ 0.98 $ 0.60 Anti-dilutive shares not included above 4,731 3,316 4,619   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.  Financial Instruments  The fair value of the Company’s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels:  Level 1 – Quoted prices in active markets for identical assets and liabilities.  Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets.  Level 3 – Unobservable inputs.  The following table shows the Company’s financial instruments that are measured and recorded in the consolidated financial statements at fair value on a recurring basis (in thousands):     May 30, 2020 May 25, 2019  Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets: Short-term investments $ - $ - $ - $ - $ 5,981 $ - Total assets $ - $ - $ - $ - $ 5,981 $ -  Liabilities: Contingent consideration liability $ - $ - $ 7,898 $ - $ - $ 2,195 Total liabilities $ - $ - $ 7,898 $ - $ - $ 2,195  The Company’s short-term investments had original contractual maturities of between three months and one year and are considered “held-to-maturity” securities. The Company had no investments with a maturity in excess of one year as of the end of either fiscal year 2020 or 2019. The Company’s investments in commercial paper or money market account are measured using quoted prices in markets that are not active (Level 2). There were no unrealized holding gains or losses as of May 30, 2020 and May 25, 2019 . 43 Table of Contents  Contingent consideration liability presented in the table above is for estimated future contingent consideration cash payments related to the Company’s acquisitions. Total contingent consideration liabilities were $7.9 million and $2.2 million as of May 30, 2020 and May 25, 2019, 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 liability are the Company’s measures of the estimated payouts based on internally generated financial projections and discount rates. The fair value of contingent consideration liability 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’s Consolidated Statements of Operations. See Note 3 – Acquisitions and Dispositions .  The Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and long-term debt are carried at cost, which approximates their fair value because of the short ‑term maturity of these instruments or because their stated interest rates are indicative of market interest rates.  Allowance for Doubtful Accounts  The Company maintains an allowance for doubtful accounts for estimated losses resulting from its clients’ failure to make required payments for services rendered. Management estimates this allowance based upon knowledge of the financial condition of the Company’s 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’s clients deteriorates or there is an unfavorable trend in aggregate receivable collections, additional allowances may be required.  The following table summarizes the activity in our allowance for doubtful accounts (in thousands):     Currency  Beginning Charged to Rate (Write-offs)/ Ending  Balance Operations Changes Recoveries Balance Years Ended: May 26, 2018 $ 2,517 $ 826 $ 12 $ (1,715) $ 1,640 May 25, 2019 $ 1,640 $ 1,540 $ - $ (660) $ 2,520 May 30, 2020 $ 2,520 $ 1,840 $ (18) $ (1,275) $ 3,067  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 $0. 6 million right-of-use (“ROU”) assets impairment for the year ended May 30, 2020 associated with exiting certain real estate leases as part of its restructuring and business transformation initiative. The impairment charge is included in selling, general and administrative expense in the Company’s Consolidated Statement s of Operations for the year ended May 30, 2020.  44 Table of Contents 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’s 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. For application of this methodology, the Company determined that it operates as a single reporting unit resulting from the combination of its practice offices. The Company’s annual goodwill impairment analysis indicated that there was no related impairment for the fiscal years ended May 30, 2020, May 25, 2019 and May 26, 2018, respectively.  The Company’s identifiable intangible assets include customer contracts and relationships, tradenames, backlog, consultant list, non-compete agreements and computer software. These assets are amortized on a straight-line basis over lives ranging from 17 months to ten years.  See Note 4 — Intangible Assets and Goodwill for a further description of the Company’s intangible assets. Stock-Based Compensation  The Company recognizes compensation expense for all share-based payment awards made to employees and directors, including restricted stock awards, employee stock options and employee stock purchases made via the Company’s Employee Stock Purchase Plan (the “ESPP”), based on estimated fair value at the date of grant.  The Company estimates the fair value of share-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods. If the actual number of forfeitures 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’s Consolidated Statements of Operations. Stock options vest over four years and restricted stock award vesting is determined on an individual grant basis under the Company’s 2014 Performance Incentive Plan (“2014 Plan”). The Company determines the estimated value of stock options using the Black-Scholes valuation model and the estimated value of restricted stock awards using the closing price of the Company’s common stock on the date of grant. The Company recognizes stock-based compensation expense on a straight-line basis over the service period for awards that are expected to vest and records adjustments to compensation expense at the end of the service period if actual forfeitures differ from original estimates.  See Note 13 — Stock-Based Compensation Plans for further information on the 2014 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’s 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 percentage 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.  Recent Accounting Pronouncements  Accounting Pronouncements Adopted During Fiscal Year 2020  Effective as of the beginning of fiscal year 2020, the Company adopted Accounting Standards Update (“ASU”) No. 2016-02, Leases , ASU No. 2018-10, Codification Improvements to Topic 842, Leases and ASU No. 2018-11, Targeted Improvements to Topic 842, Leases . The guidance is intended to increase transparency and comparability among companies for leasing transactions, including a requirement for companies that lease assets to recognize on their balance sheets the assets and liabilities for the rights and obligations 45 Table of Contents created by those leases. The guidance also provides for disclosures that allow the users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases.  The Company adopted the guidance on May 26, 2019, the first day of its fiscal 2020, using the modified retrospective approach through a cumulative-effect adjustment, which after completing the implementation analysis, resulted in no adjustment to the Company’s May 26, 2019 beginning retained earnings balance . Periods prior to the date of adoption are presented in accordance with ASC 840, Leases . As part of the adoption, the Company elected the package of practical expedients, which among other things, permits the Company to not reassess whether any expired or existing contracts are or contain leases, the lease classification for any expired or existing leases, and the initial direct costs for any existing leases. The Company also elected the practical expedient to not assess whether existing land easements that were not previously accounted for as leases are or contain a lease under the new guidance. The Company did not elect the hindsight practice expedient to use hindsight when determining lease term and assessing impairment of ROU lease assets . On May 26, 2019, the Company recognized $43.2 million of ROU assets and $51.0 million of operating lease liabilities, including noncurrent operating lease liabilities of $38.5 million, as a result of the adoption. The difference between the ROU assets and the operating lease liabilities was primarily due to previously accrued rent expense relating to periods prior to May 26, 2019, and the remaining prepaid rent balance as of May 25, 2019. The adoption did not have an impact on the Company’s consolidated results of operations or cash flows. Additional information and disclosures required by the new standard are contained in Note 6— Leases. In January 2017, the Financial Accounting Standards Board issued ASU No. 2017-04 Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019; early adoption is permitted. The Company early adopted ASU 2017-04 as of the beginning of fiscal 2020. The adoption of ASU 2017-04 did not have a material impact on the Company’s Consolidated Financial Statements.  3. Acquisitions and Dispositions  Acquisition of Expertence  On November 30, 2019, the Company acquired Expertforce Interim Projects GmbH, LLC (“Expertence”), a leading provider of professional interim management services, based in Munich, Germany. With the acquisition of Expertence, the Company is able to offer a full range of project and management consulting services in the German market. The Company paid an initial cash consideration of $0.4 million. The initial consideration is subject to final adjustments for the impact of working capital as defined in the purchase agreement. In addition, the purchase agreement requires earn-out payments to be made based on performance over an 18 -month period ending on May 31, 2021. The Company is obligated to pay the former owners of Expertence contingent consideration if certain revenue targets are achieved, up to a maximum of $0.3 million. In determining the fair value of the contingent consideration liability, the Company used an estimate based on a number of possible projections over the earnout period and applied a probability to each possible outcome. Given the short duration of the earnout period, the fair value of contingent liability was measured on an undiscounted basis. The Company remeasures the fair value of the contingent consideration at each reporting period, and any change in fair value is recognized in the Company’s results of operations in the applicable period. The estimate of the fair value of contingent consideration requires very subjective assumptions to be made of various potential revenue results. The Company does not expect future revisions to these assumptions to materially change the estimate of the fair value of contingent consideration and the Company’s future operating results. Fair value of consideration transferred (in thousands):     Cash $ 383 Estimated initial contingent consideration 305 Total $ 688  46 Table of Contents Recognized amounts of identifiable assets acquired and liabilities assumed (in thousands):     Cash and cash equivalents $ 11 Accounts receivable 215 Prepaid expenses and other current assets 7 Intangible assets: Computer software ( 24 months useful life) 184 Total identifiable assets 417 Accounts payable 196 Accrued expenses and other current liabilities 8 Deferred tax liability 59 Total liabilities assumed 263 Net identifiable assets acquired 154 Goodwill 534 Net assets acquired $ 688  Results of operations of Expertence are included in the Consolidated Statements of Operations from the date of acquisition and were not material to the Company’s consolidated results of operations. The amount of the acquisition costs incurred as included in the Consolidated Statements of Operations for the year ended May 30, 2020 was immaterial.  Acquisition of Veracity  On July 31, 2019, the Company acquired Veracity Consulting Group, LLC (“Veracity”), a fast-growing, digital transformation firm based in Richmond, Virginia, that delivers innovative solutions to the Fortune 500 and leading healthcare organizations. The acquisition of Veracity is a critical step in accelerating the Company’s stated objective to enhance its digital capabilities and allows the Company to offer comprehensive end-to-end solutions to its clients by combining Veracity’s customer-facing offerings with the Company’s depth of experience in transforming the back office. The Company paid an initial cash consideration of $30.3 million (net of $2.1 million cash acquired). The initial consideration is subject to final adjustments for the impact of the Internal Revenue Code Section 338(h)(10) joint election between the Company and former owners of Veracity and working capital as defined in the purchase agreement.  In addition, the purchase agreement requires earn-out payments to be made in cash based on performance after each of the first and second anniversary of the acquisition date. The Company is obligated to pay the former owners of Veracity contingent consideration if certain earnings before interest, taxes, depreciation and amortization (“EBITDA”) requirements are achieved. In determining the fair value of the contingent consideration liability, the Company used the Monte Carlo simulation modeling which included the application of an appropriate discount rate (Level 3 fair value). The Company remeasures the fair value of the contingent consideration at each reporting period, and any change in fair value is be recognized in the Company’s results of operations in the applicable period. The estimate of fair value of contingent consideration requires very subjective assumptions to be made , including various potential EBITDA results and discount rates. Future revisions to these assumptions could materially change the estimate of the fair value of contingent consideration and therefore could materially affect the Company’s future operating results.  During the quarter ended August 24, 2019, the Company made an initial provisional allocation of the purchase price for Veracity based on the fair value of the assets acquired and liabilities assumed, with the residual amount recorded as goodwill, in accordance with ASC 805 , Business Combinations . The Company’s initial purchase price allocation considered a number of factors, including the valuation of identifiable intangible assets and contingent consideration. During the three months ended November 23, 2019, the Company adjusted the previously reported provisional allocation of the purchase price to reflect new information obtained during the quarter, which resulted in changes in expected future performance and cash flows as of the acquisition date. There were no additional adjustments to the provisional purchase price allocation during the remaining periods in fiscal year ended May 30 , 2020.  The following table provides a summary of the adjusted provisional purchase price allocation.  Fair value of consideration transferred (in thousands):     Cash $ 32,314 Estimated initial contingent consideration 6,290 Total $ 38,604  47 Table of Contents Recognized provisional amounts of identifiable assets acquired and liabilities assumed (in thousands):    Cash and cash equivalents $ 2,056 Accounts receivable 3,299 Prepaid expenses and other current assets 116 Intangible assets: Backlog ( 17 months useful life) 1,210 Customer relationships ( 7 years useful life) 9,300 Trademarks ( 3 years useful life) 570 Property and equipment 117 Total identifiable assets 16,668 Accounts payable 305 Accrued expenses and other current liabilities 712 Total liabilities assumed 1,017 Net identifiable assets acquired 15,651 Goodwill 22,953 Net assets acquired $ 38,604  The remeasured purchase price allocation above may be subject to further adjustments during the measurement period if new information is obtained about facts and circumstances that existed as of the acquisition date. A final determination of fair value of assets acquired and liabilities assumed relating to the acquisition could differ from the stated purchase price allocation.  During fiscal 2020, the fair value of the Veracity contingent consideration increased by $1.3 million . Such amounts were recorded in selling, general and administrative expenses in the Consolidated Statements of Operations. As of May 30, 2020, this contingent consideration liability was $7.6 million , of which $5.0 million was included in Other current liabilities and $2.6 million was included in Other long-term liabilities in the Consolidated Balance Sheet.  Results of operations of Veracity are included in the Consolidated Statements of Operations from the date of acquisition. Veracity contributed $18.8 million to consolidated revenue and $4.1 million to income from operations during fiscal 2020. T he Company incurred $0.6 million in acquisition costs which were recorded in selling, general and administrative expenses in the Consolidated Statements of Operations during fiscal 2020.  Prior Year Acquisitions  During fiscal 2018, the Company completed two acquisitions . The first acquisition, completed August 31, 2017 (the second quarter of fiscal 2018), was of taskforce – Management on Demand AG (“ taskforce ”) , a German based professional services firm founded in 2007, that provided clients with senior interim management and project management expertise. Subsequent to the acquisition, taskforce continues to operate as a separate brand. The Company paid initial consideration of €5.8 million (approximately $6.9 million at the date of acquisition) in a combination of cash and restricted stock. The following table summarizes the consideration for the acquisition of taskforce and the amounts of the identified assets acquired and liabilities assumed at the acquisition date: Fair Value of Consideration Transferred (in thousands, except share and per share amounts):      Cash $ 4,384 Working capital adjustment -receivable (123) Common stock - 226,628 shares @ $11.48 (closing price on acquisition date discounted for restriction on sale) 2,602 Estimated initial contingent consideration 6,514 Total $ 13,377  48 Table of Contents Recognized amounts of identifiable assets acquired and liabilities assumed (in thousands):    Cash and cash equivalents $ 974 Accounts receivable 1,930 Prepaid expenses and other current assets 45 Intangible assets 5,727 Property and equipment 39 Total identifiable assets 8,715 Accounts payable and accrued expenses 2,116 Accrued salaries and related obligations 16 Other current liabilities 140 Total liabilities assumed 2,272 Net identifiable assets acquired 6,443 Deferred tax liability (1,815) Goodwill 8,749 Net assets acquired $ 13,377   In addition, the purchase agreement for taskforce required additional earn-out payments to be made based on performance in calendar years 2017, 2018 and 2019. Under accounting rules for business combinations, obligations that are contingently payable to the sellers based upon the occurrence of one or more future events are recorded as a discounted liability on the Company’s balance sheet. The Company was obligated to pay the sellers in Euros as follows: for calendar year 2017, Adjusted EBITDA times 6.1 times 20%; and for both calendar years 2018 and 2019, Adjusted EBITDA times 6.1 times 15%; (Adjusted EBITDA is calculated as defined in the purchase agreement). The Company estimated the fair value of the obligation to pay the remaining contingent consideration based on a number of different projections of the estimated Adjusted EBITDA for the year. Each reporting period, the Company estimates changes in the fair value of contingent consideration and any change in fair value is recognized in the Company’s Consolidated Statements of Operations. The estimate of fair value of contingent consideration requires very subjective assumptions to be made of various potential Adjusted EBITDA results and discount rates. During the year ended May 25, 2019, the Company decreased the remaining estimated contingent consideration for calendar year 2019 by €523,000 ( $590,000 ) and also recognized accretion expense on the discounted liability. These amounts are included in SG&A for the respective periods. During the year ended May 30, 2020, the Company did not have any material adjustment to the contingent consideration liability relating to t askforce . Results of operations of taskforce are included in the Consolidated Statements of Operations from the date of acquisition.  The payment for calendar year 2017 of €2.1 million (approximately $2.6 million) was made on March 28, 2018. The payment for calendar year 2018 of €1.6 million (approximately $1.9 million) was made on March 27, 2019. A final contingent consideration payment of €1.6 million ( $1.8 million) was made on March 30, 2020.  The second acquisition occurred December 4, 2017 (the third quarter of fiscal 2018) when the Company acquired substantially all of the assets and assumed certain liabilities of Accretive Solutions, Inc. (“Accretive”). Accretive was a professional services firm that provided expertise in accounting and finance, enterprise governance, business technology and business transformation solutions to a wide variety of organizations in the U.S. and supported startups through its Countsy suite of back office services. The Company paid consideration of $20.0 million in cash and issued 1,072,000 shares of Resources Connection, Inc. common stock restricted for sale for four years. The following table summarizes the consideration paid for Accretive and the amounts of the identified assets acquired and liabilities assumed at the acquisition date (in thousands, except number of shares and per share amount):    Cash $ 20,047 Common stock - 1,072,474 shares @ $10.96 (closing price on acquisition date discounted for restriction on sale) 11,754 Total $ 31,801  49 Table of Contents Recognized amounts of identifiable assets acquired and liabilities assumed (in thousands):    Accounts receivable $ 11,360 Prepaid expenses and other current assets 1,084 Intangible assets 15,200 Property and equipment 979 Total identifiable assets 28,623 Accounts payable and accrued expenses 3,649 Accrued salaries and related obligations 4,562 Other current liabilities 136 Total liabilities assumed 8,347 Net identifiable assets acquired 20,276 Goodwill 11,525 Net assets acquired $ 31,801  O n October 14, 2019, the Company reached a final settlement on a pre-acquisition claim with the seller of Accretive. As a part of the settlement, the Company issued 82,762 shares of common stock to the seller and received $0.6 million in cash from the escrow. The resulting gain of $0.5 million was included in Other income in the Consolidated Statements of Operations for the year ended May 30, 2020.  Dispositions  On September 2, 2019, the Company completed the sale of certain assets and liabilities of its foreign subsidiary, Resources Global Professionals Sweden AB, to Capacent Holding AB (publ), a Swedish public company, for SEK1,016,862 (approximately $105,000 ) in cash , resulting in a loss on sale of assets of approximately $38,000 . As a part the sale, the Company transferred the majority of its local customer contracts, the existing office lease as well as all its employee consultants. As a result of the sale, the nearby Denmark and Norway markets also discontinued serving local Sweden customer contracts. The Company expects to continue to serve its global client base and to a lesser extent, its remaining local client contracts, in Sweden and Denmark.  In addition, during the fourth quarter of fiscal 2020, the Company discontinued its operations in Belgium, Luxembourg and Norway. All three legal entities were dissolved as of the end of fiscal 2020. In connection with the foregoing sale of assets and exit activities, the Company incurred costs of approximately $0.7 million primarily related to employee termination benefits. Such expenses were included in selling, general and administrative expenses in the Consolidated Statements of Operations for the year ended May 30 , 2020. None of the markets sold or exited are considered strategic components of the Company’s operations. In connection with exiting the above-mentioned entities, the Company analyzed the facts and circumstances regarding its historical and current investments, along with its associated accounting and tax positions. Based on the analysis, the Company recorded a tax benefit related to the worthless stock loss in the investment in its wholly owned subsidiaries as well as worthless loans to these subsidiaries. See Note 8 – Income taxes .    4. Intangible Assets and Goodwill  The following table presents details of the Company’s intangible assets, estimated lives and related accumulated amortization (in thousands):      As of May 30, 2020 As of May 25, 2019  Accumulated Accumulated  Gross Amortization Net Gross Amortization Net Customer contracts and relationships ( 3-8 years) $ 23,779 $ (6,707) $ 17,072 $ 14,495 $ (3,439) $ 11,056 Tradenames ( 3-10 years) 4,960 (2,735) 2,225 4,407 (1,563) 2,844 Backlog ( 17 months) 1,210 (694) 516 - - - Consultant list ( 3 years) 776 (718) 58 783 (462) 321 Non-compete agreements ( 3 years) 888 (821) 67 896 (528) 368 Computer software ( 2 years) 185 (46) 139 - - - Total $ 31,798 $ (11,721) $ 20,077 $ 20,581 $ (5,992) $ 14,589  50 Table of Contents The weighted-average useful lives of the customer contracts and relationships, tradenames and backlog are approximatel y 7.2 years, 5.7 years, and 1.4 years , respectively. The weighted-average useful life of all of the Company’s intangible assets is 6.5 years.  The following table summarizes amortization expense for the years stated (in thousands):        For the Years Ended  May 30, May 25, May 26,  2020 2019 2018  Amortization expense $ 5,745 $ 3,799 $ 2,298  The following table presents future estimated amortization expense based on existing intangible assets (in thousands):      Fiscal Years  2021 2022 2023 2024 2025 Expected amortization expense $ 4,602 $ 3,336 $ 3,138 $ 3,101 $ 3,101   The following table summarizes the activity in the Company’s goodwill balance (in thousands):      For the Years Ended  May 30, May 25,  2020 2019 Goodwill, beginning of year $ 190,815 $ 191,950 Acquisitions (see Note 3) 23,487 - Impact of foreign currency exchange rate changes (235) (1,135) Goodwill, end of period $ 214,067 $ 190,815  5 . Property and Equipment  Property and equipment consist of the following (in thousands):    As of As of  May 30, 2020 May 25, 2019 Building and land $ 14,244 $ 14,227 Computers, equipment and software 18,102 20,042 Leasehold improvements 19,903 22,074 Furniture 10,256 11,260  62,505 67,603 Less accumulated depreciation and amortization (38,861) (40,971)  $ 23,644 $ 26,632 6. Leases  The Company currently leases office space, vehicles and certain equipment under operating leases expiring through 2028. At May 30, 2020, the Company had no finance leases. The Company’s operating leases are primarily for real estates, 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’s 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. Specially, 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’s obligation to make lease payments arising from the leases. The Company’s lease liability is recognized as of the lease commencement date at the present value of the lease payments over the lease term. The Company’s 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 51 Table of Contents incurred. The Company evaluates its ROU assets for impairment consistent with its impairment of long-lived assets policy. See Note 2 – Summary of Significant Accounting Policies . ROU assets are presented as operating right-of-use assets in the Company’s Consolidated Balance Sheet as of May 30, 2020. Operating lease liabilities are presented as operating lease liabilities, current or operating lease liabilities, noncurrent in the Company’s Consolidated Balance Sheet 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’s Consolidated Statements of Operations.  Most of the Company’s 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 ’ s leases include one or more options to renew or terminate the lease at the Company’s 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 under the provisions of the adopted lease accounting standard described in Note 2 – Summary of Significant Accounting Policies . If the lease cost for the term of the sublease exceeds the Company’s anticipated sublease income for the same period, this indicates that the right-of-use 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’s 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.  Lease cost components are included within selling, general and administrative expenses in the Consolidated Statements of Operations were as follows (in thousands):    For the Year Ended  May 30, 2020 Operating lease cost $ 12,308 Short-term lease cost 345 Variable lease cost 2,808 Sublease income (610) Total lease cost $ 14,851   The weighted average lease terms and discount rates for operating leases at May 30, 2020 are presented in the following table:    As of  May 30, 2020 Weighted average remaining lease term 4.3 years Weighted average discount rate 4.09%   Cash flow and other information related to operating leases is included in the following table for the year ended May 30, 2020 (in thousands) :     For the Year Ended  May 30, 2020 Cash paid for amounts included in the measurement of operating lease liabilities $ 13,311 ROU assets obtained in exchange for new operating lease obligations $ 3,452   52 Table of Contents Future maturities of operating lease liabilities at May 30, 2020 are presented in the following table (in thousands):   Years Ending: Operating Lease Maturity May 29, 2021 $ 12,610 May 28, 2022 10,942 May 27, 2023 8,584 May 25, 2024 7,046 May 31, 2025 3,412 Thereafter 3,168 Total minimum payments $ 45,762 Less: interest (3,867) Present value of operating lease liabilities $ 41,895  The Company leases approximately 13,000 square feet of the approximately 57,000 square f ee t of a Company owned building located in Irvine, California to independent third parties and has operating lease agreements for sub-let space with independent third parties expiring through fiscal 2025 . Rental income received for the years ended May 30, 2020, May 25, 2019 and May 26, 2018 totaled $210,000, $240,000 and $305,000, respectively. Under the terms of these operating lease agreements, rental income from such third-party leases is expected to be $204,000, $219,000, $225,000 , $232,000 and $78,000 in fiscal 2021 through 2025, respectively .   7 . Long-Term Debt  In October 2016, the Company entered into the $120.0 million Facility with Bank of America, consisting of (i) a $90.0 million revolving loan facility (“Revolving Loan”), which includes a $5.0 million sublimit for the issuance of standby letters of credit, and (ii) a $30.0 million reducing revolving loan facility (“Reducing Revolving Loan”), any amounts of which may not be reborrowed after being repaid. The Facility is available for working capital and general corporate purposes, including potential acquisitions and stock repurchases. The Company’s obligations under the Facility are guaranteed by all of the Company’s domestic subsidiaries and secured by essentially all assets of the Company, Resources Connection LLC and their respective domestic subsidiaries, subject to certain customary exclusions. Borrowings under the Facility bear interest at a rate per annum of either, at the Company’s option, (i) a London Interbank Offered Rate (“LIBOR”) defined in the Facility plus a margin of 1.25% or 1.50% or (ii) an alternate base rate, plus a margin a of 0.25% or 0.50% with the applicable margin depending on the Company’s consolidated leverage ratio. The alternate base rate is the highest of (i) Bank of America’s prime rate, (ii) the federal funds rate plus 0.50% and (iii) the Eurodollar rate plus 1.0% . The Company pays an unused commitment fee on the average daily unused portion of the Facility at a rate of 0.15% to 0.25% depending upon on the Company’s consolidated leverage ratio. The Facility expires on October 17, 2021 .  The Facility contains both affirmative and negative covenants. Covenants include, but are not limited to, limitations on the Company’s and its subsidiaries’ ability to incur liens, incur additional indebtedness, make certain restricted payments, merge or consolidate and make dispositions of assets. In addition, the Facility requires the Company to comply with financial covenants limiting the Company’s total funded debt, minimum interest coverage ratio and maximum leverage ratio. The Company was compliant with all financial covenants under the Facility as of May 30, 2020 .  Upon the occurrence of an event of default under the Facility, the lender may cease making loans, terminate the Facility and declare all amounts outstanding to be immediately due and payable. The Facility specifies a number of events of default (some of which are subject to applicable grace or cure periods), including, among other things, non-payment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults and material judgment defaults.  The Company’s borrowings under the Facility were $88.0 million and $43.0 million as of May 30, 2020 and May 25, 2019 , respectively. In addition, the Company had $1.3 million of outstanding letters of credit issued under the Facility as of both May 30, 2020 and May 25, 2019. There was $0.7 million remaining capacity under the Revolving Loan and $30.0 million remaining capacity under the Reducing Revolving Loan as of May 30, 2020. As of May 30, 2020, the interest rates on the Company’s borrowings under the Facility ranged from 2.14% to 2.25% . 53 Table of Contents 8. Income Taxes  The following table represents the current and deferred income tax provision for federal, state and foreign income taxes attributable to operations (in thousands):    For the Years Ended  May 30, May 25, May 26, 2020 2019 2018 Current Federal $ 3,038 $ 5,068 $ 10,785 State 1,302 2,278 2,829 Foreign 1,686 2,690 (392)  6,026 10,036 13,222 Deferred Federal 874 5,890 (3,011) State 245 619 367 Foreign (202) (46) (515)  917 6,463 (3,159)  $ 6,943 $ 16,499 $ 10,063  Income before provision for income taxes is as follows (in thousands):    For the Years Ended  May 30, May 25, May 26, 2020 2019 2018 Domestic $ 36,148 $ 41,828 $ 26,774 Foreign (920) 6,141 2,115  $ 35,228 $ 47,969 $ 28,889  The provision for income taxes differs from the amount that would result from applying the federal statutory rate as follows:    For the Years Ended  May 30, May 25, May 26, 2020 2019 2018 Statutory tax rate 21.0 % 21.0 % 29.4 % State taxes, net of federal benefit 3.6 4.9 7.9 Non-U.S. rate adjustments 0.9 1.3 (0.8) Stock-based compensation 3.2 2.8 4.5 Long-term net capital gains - (6.1) 10.1 Foreign tax credit - 9.3 (16.5) Valuation allowance 4.1 (2.8) (4.3) Global Intangible Low-Taxed Income ("GILTI") 0.9 1.1 - Worthless Stock Deduction (14.8) - - Worthless Debt Deduction (2.6) - - FIN48 1.6 - - Permanent items, primarily meals and entertainment 2.0 1.4 3.2 Deferred tax impact of U.S. federal rate changes - 0.1 (2.8) Deferred tax impact of foreign rate changes (0.2) 1.2 3.9 Other, net - 0.2 0.2 Effective tax rate 19.7 % 34.4 % 34.8 %  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.  54 Table of Contents The components of the net deferred tax asset (liability) consist of the following (in thousands):    As of As of  May 30, May 25,  2020 2019 Deferred tax assets: Allowance for doubtful accounts $ 1,158 $ 1,108 Accrued compensation 3,716 3,347 Accrued expenses 2,652 2,418 Stock options and restricted stock 4,870 5,541 Foreign tax credit 567 498 Net operating losses 12,018 14,489 State taxes 70 208 Gross deferred tax asset 25,051 27,609 Valuation allowance (11,069) (13,190) Gross deferred tax asset, net of valuation allowance 13,982 14,419 Deferred tax liabilities: Property and equipment (547) (77) Outside basis difference - Sweden investment (263) - Goodwill and intangibles (17,790) (17,991) Net deferred tax liability $ (4,618) $ (3,649)  The Company had a net income tax receivable of $3.5 million and $1.0 million as of May 30, 2020 and May 25, 2019, respectively.  The tax benefit associated with the exercise of nonqualified stock options and the disqualifying dispositions by employees of incentive stock options, restricted stock awards and shares issued under the Company’s ESPP reduced income taxes payable by $0.9 million and $1.8 million for the years ended May 30, 2020 and May 25, 2019, respectively.  The Company has foreign net operating loss carryforwards of $ 53.2 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.   Expiration Periods Amount of Net Operating Losses Fiscal Years Ending: (in thousands) 2021 $ 3,936 2022 154 2023 251 2024 2,312 2025 540 2026-2029 1,917 Unlimited 44,083  $ 53,193  The following table summarizes the activity in our valuation allowance accounts (in thousands):     Currency  Beginning Charged to Rate Ending  Balance Operations Changes Balance Years Ended: May 26, 2018 $ 15,971 $ (1,181) $ 508 $ 15,298 May 25, 2019 $ 15,298 $ (1,440) $ (668) $ 13,190 May 30, 2020 $ 13,190 $ (1,919) $ (202) $ 11,069  Realization of the deferred tax assets is dependent upon generating sufficient future taxable income. Management believes that it is more likely than not that all other remaining deferred tax assets will be realized through future taxable earnings or alternative tax strategies.   55 Table of Contents Deferred income taxes have not been provided on the undistributed earnings of approximately $21.1 million from the Company’s foreign subsidiaries as of May 30, 2020 since these amounts are intended to be indefinitely reinvested in foreign operations. If the earnings of the Company’s 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 (in thousands):     For the Years Ended  May 30, May 25, 2020 2019 Unrecognized tax benefits, beginning of year $ 42 $ 42 Gross decreases-tax positions in prior period (42) - Gross increases-current period tax positions 848 - Unrecognized tax benefits, end of year $ 848 $ 42  The Company’s total liability for unrecognized gross tax benefits was $848,000 and $42,000 as of May 30, 2020 and May 25, 2019 , respectively; which, if ultimately recognized, would impact the effective tax rate in future periods. The unrecognized tax benefits are include d in long-term liabilities in the Consolidated Balance Sheets. N one of the unrecognized tax benefits are short-term liabilities due to the closing of the statute of limitations.  The Company’s major income tax jurisdiction is the U.S., with federal statute s of limitations remaining open for fiscal 201 7 and thereafter. For states within the U.S. in which the Company does significant business, the Company remains subject to examination for fiscal 201 6 and thereafter. Major foreign jurisdictions in Europe remain open for fiscal years ended 201 5 and thereafter.  The Company recognize s interest and penalties related to unrecognized tax benefits as a part of its provision for income taxes. During the fiscal year ended May 30, 2020 , the Company did not accrue for any interest and penalties as a component of the liability for unrecognized tax benefits.  56 Table of Contents 9 . Accrued Salaries and Related Obligations  Accrued salaries and related obligations consist of the following (in thousands):     As of As of  May 30, May 25,  2020 2019 Accrued salaries and related obligations $ 14,795 $ 19,667 Accrued bonuses 17,897 20,645 Accrued vacation 19,715 18,316  $ 52,407 $ 58,628  10 . Concentrations of Credit Risk  The Company currently maintains cash and cash equivalent s 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’s customer 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’s customers could result in an increase in the allowance for anticipated losses. No single customer accounted for more than 10% of r evenue for the years ended May 30, 2020 , May 25, 2019 and May 26, 2018 . No single customer accounted for more than 10% of trade accounts receivable as of May 30, 2020 and May 25, 2019. 11 . Stockholders’ Equity  The Company has 70,000,000 authorized shares of common stock with a $0.01 par value. At May 30, 2020 and May 25, 2019 , there were 32,144,000 and 31,588,000 shares of common stock outstanding, respectively, all of which provide the holders with voting rights.  The Company has authorized for issuance 5,000,000 shares of preferred stock with a $0.01 par 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 30, 2020 and May 25, 2019 .  Stock Repurchase Program  The Company’s board of directors has periodically approved a stock repurchase program authorizing the repurchase, at the discretion of the Company’s senior executives, of the Company’s common stock for a designated aggregate dollar limit. The current program was authorized in July 2015 (the “July 2015 program”) and set an aggregate dollar limit not to exceed $150 million. Repurchases under the program may take place in the open market or in privately negotiated transactions and may be made pursuant to a Rule 10b5-1 plan. During the years ended May 30, 2020 and May 25, 2019, the Company purchased on the open market approximately 0.3 million and 1.8 million shares of its common stock, respectively, at an average price of $15.70 and $16.17 per share, respectively, for approximately $5.0 million and $29.9 million , respectively. As of May 30, 2020 , approximately $85.1 million remain ed available for future repurchases of the Company’s common stock under the July 2015 program.  Quarterly Dividend  Subject to approval each quarter by its board of directors , the Company pays a regular dividend. On April 15 , 20 20 , the board of directors declared a regular quarterly dividend of $0.14 per share of the Company’s common stock. The dividend, paid on June 1 0 , 20 20 , was accrued in the Company’s Consolidated Balance Sheet as of May 30, 2020 for $4.5 million. Continuation of the quarterly dividend is at the discretion of the board of directors and depend s upon the Company’s financial condition, results of operations, capital requirements, general business condition, contractual restrictions contained in the Company’s current credit agreements and other agreements, and other factors deemed relevant by the board of directors.  12. Restructuring Activities  On February 27, 2020, the Company’s management and board of directors committed to a global restructuring and business transformation plan (the “Plan”) centered on strengthening the business for greater agility and resilience in anticipation of macroeconomic volatility. The Plan consists of two key components: an effort to streamline the management structure and eliminate non-essential positions to focus on core solution offerings, improve efficiency and enhance the employee experience; and a strategic 57 Table of Contents rationalization of the Company’s physical geographic footprint and real estate spend to focus investment dollars in high growth core markets for greater impact.  As part of the Plan, the Company completed a reduction in force (the “RIF”) in early March in North America and Asia Pacific whereby it eliminated 73 positions. In connection with the RIF, the Company incurred $3.9 million of employee termination costs in the fourth quarter of fiscal 2020, of which $2.0 million was paid at the end of fiscal 2020. An additional $1.7 million is expected to be paid in fiscal 2021. The majority of employees impacted by the RIF exited the Company before the end of fiscal 2020, with the remainder expected to exit in the first half of fiscal 2021. The Company expects to incur and pay an additional $1.4 million of employee termination costs in fiscal 2021.  The real estate component of the Plan is specifically targeted to shrink the Company’s real estate footprint by 26% globally through either lease termination or subleasing. The Company exited from a number of leases during the fourth quarter resulting in $1.1 million of non-cash charges relating to lease terminations and other costs associated with exiting the facilities, of which $0.6 million was related to impairment of operating right-of-use assets and $0.5 million was related to loss on disposal of fixed assets. The Company currently expects to incur additional restructuring charges in fiscal 2021 as it continues to exit certain real estate leases in accordance with the Plan. The exact amount and timing will depend on a number of variables, including market conditions. Given the current macro environment, particularly the current shift away from commercial real estate occupancy, accelerated by the Pandemic, management believes it could take longer and be more costly to terminate and sublet the Company’s leases, therefore taking longer to realize the expected savings.  All of the employee termination costs and the facility exit costs associated with the Company’s restructuring initiatives are recorded in selling, general and administrative expenses in the Company’s Consolidated Statement of Operations for the year ended May 30, 2020. At May 30, 2020, unpaid employee termination benefits were included in accounts payable and accrued expenses in the Company’s Consolidated Balance She et. During the first quarter of fiscal 2021, the Company started the strategic business review in Europe, and currently expects to substantially complete the review and restructuring in Europe in fiscal 2021 .   1 3 . Stock - Based Compensation Plans  General  Executive officers and employees, as well as non-employee directors of the Company and certain c onsultants and advisors to the Company, are eligible to participate in the 2014 Plan. The 2014 Plan was approved by stockholders on October 23, 2014 and replaced and succeeded in its entirety the Resources Connection, Inc. 2004 Performance Incentive Plan and the 1999 Long Term Incentive Plan (together, the “Prior Stock Plans”) . As of May 30, 2020, there were 1,453,000 shares available for award grant purposes under the 2014 Plan, subject to future increases as described in the 2014 Plan .  Awards under the 2014 Plan may include, but are not limited to, stock options, restricted stock units and restricted stock grants, including restricted stock units under the Company ’ s Directors Deferred Compensation Plan. Stock option grants generally vest in equal annual installments over four years and terminate ten years from the date of grant. Restricted stock award vesting is determined on an individual grant basis. Awards of restricted stock under the 2014 Plan will be counted against the available share limit as two and a half shares for every one share actually issued in connection with the award. The Company ’ s policy is to issue shares from its authorized shares upon the exercise of stock options. 58 Table of Contents  A summary of the share-based award activity during fiscal 2020 under the 2014 Plan and the Prior Stock Plans follows (amounts in thousands, except weighted average exercise price):       Share-Based Number of Weighted Weighted Average  Awards Shares Average Remaining Aggregate  Available Under Exercise Contractual Life Intrinsic  for Grant Option Price (in years) Value Awards outstanding at May 25, 2019 1,595 6,029 $ 15.95 6.06 $ 5,482 Granted, at fair market value (1,318) 1,318 17.37 Restricted stock (1) (71) - - Exercised - (376) 13.63 Forfeited (2) 639 (608) 17.41 Expired 608 (608) 17.90 Awards outstanding at May 30, 2020 1,453 5,755 $ 16.07 6.18 $ - Exercisable at May 30, 2020 3,392 $ 15.10 4.45 $ - Vested and expected to vest at May 30, 2020 (3) 5,566 $ 16.00 6.04 $ -  (1) Amounts represent restricted shares granted. Share-based awards available for grant are reduced by 2.5 shares for each share awarded as stock grants from the 2014 Plan.  (2) Amounts represent both stock options and restricted share awards forfeited. For stock options, represent one share for each stock option forfeited. For restricted share awards, represents 2.5 shares for each restricted share award forfeited .  (3) The expected to vest options are the result of applying the pre-vesting forfeiture rate assumptions to options not yet vested of 2,391,052 and 2,481,959 as of May 30, 2020 and May 25, 2019, respectively.   The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the Company’s closing stock price of $10.99 as of May 29 , 20 20 (the last actual trading day of fiscal 20 20 ), 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 30, 2020, May 25, 2019 and May 26, 2018 was $1.2 million, $5.2 million and $1.7 million , respectively. The total estimated fair value of stock options that vested during the years ended May 30, 2020, May 25, 2019 and May 2 6, 2018 was $3.5 million, $5.4 million and $5.1 million, respectively .  Valuation and Expense Information for Stock Based Compensation Plans  The following table summarizes the impact of the Company’s stock-based compensation plans. Stock-based compensation expense is included in selling, general and administrative expenses and consists of stock-based compensation expense related to employee stock options, ESPP stock purchase rights and restricted stock (in thousands, except per share amounts):    For the Years Ended  May 30, May 25, May 26, 2020 2019 2018 Income before income taxes $ (6,057) $ (6,570) $ (6,033) Net income $ (5,865) $ (6,539) $ (5,697) Net income per share: Basic $ (0.18) $ (0.21) $ (0.19) Diluted $ (0.18) $ (0.20) $ (0.18)  59 Table of Contents Stock-based compensation expense in the table above includes compensation for restricted shares of $1.1 million, $1.7 million and $1.4 million for the years ended May 30 , 20 20, May 25, 2019 and May 26, 2018 , respectively.  The weighted average estimated fair value per share of employee stock options granted during the years ended May 30 , 20 20, May 25, 2019 and May 26, 2018 was $3.88 , $4.74 and $3.61 , respectively , using the Black-Scholes model with the following assumptions:    For the Years Ended May 30, 2020 May 25, 2019 May 26, 2018 Expected volatility 30.9% - 32.9% 31.6% - 34.7% 30.3% - 34.5% Risk-free interest rate 1.5% - 1.8% 3.1% - 3.2% 2.1% - 2.4% Expected dividends 3.4% - 3.7% 3.2% 3.1% Expected life 5.6 - 8.1 years 5.7 - 8.3 years 5.7 - 8.2 years  The following table summarizes the activity for restricted stock during fiscal 2020:    Total Number of Shares Unvested restricted shares outstanding at May 25, 2019 158,926 Granted 28,372 Vested (84,891) Forfeited (12,500) Unvested restricted shares outstanding at May 30, 2020 89,907  As of May 30, 2020 , there was $7.6 million of total unrecognized compensation cost related to non-vested employee stock options granted. That cost is expected to be recognized over a weighted-average period of 1.76 years. At May 30 , 20 20 , there was approximately $1.9 million of total unrecognized compensation cost related to restricted shares, which is expected to be recognized over a weighted-average period of 1.70 years.  Employee Stock Purchase Plan  On October 15, 2019, the Company’s stockholders approved the 2019 Employee Stock Purchase Plan (the “2019 ESPP” or the “ESPP”) which supersedes the 2014 Employee Stock Purchase Plan (the “2014 ESPP” or the “ESPP”). The maximum number of shares of the Company’s common stock authorized for issuance under the 2019 ESPP is 1,825,000 . The remaining 6,000 unissued shares under the 2014 ESPP are no longer available for issuance.  The Company’s ESPP allows qualified employees (as defined in the ESPP) to purchase designated shares of the Company’s common stock at a price equal to 85% of the lesser of the fair market value of common stock at the beginning or end of each semi-annual stock purchase period. The Company issued 400,000 , 358,000 and 339,000 shares of common stock pursuant to the ESPP for the years ended May 30 , 20 20, May 25, 2019 and May 26, 2018, respectively. There were 1,641,000 shares of common stock available for issuance under the 2019 ESPP as of May 30 , 20 20 . 1 4 . Benefit Plan  The Company has a defined contribution 401(k) plan (“the plan”) which covers all employees in the U.S. who have completed 90 days of service and are age 21 or older. Participants may contribute up to 50% of their annual salary up to the maximum amount allowed by statute. As defined in the plan agreement, the Company may make matching contributions in such amount, if any, up to a maximum of 6% of individual employees’ annual compensation. The Company, at its sole discretion, determines the matching contribution made from quarter to quarter. To receive matching contributions, the employee must be employed on the last business day of the fiscal quarter. For the years ended May 30, 2020, May 25, 2019 and May 26, 2018, the Company contributed $6.5 million, $6.4 million and $5.6 mil lion, respectively, to the plan as Company matching contributions. 60 Table of Contents 1 5 . Supplemental Disclosure of Cash Flow Information  Additional information regarding cash flows is as follows (in thousands):     For the Years Ended  May 30, May 25, May 26, 2020 2019 2018 Income taxes paid $ 8,258 $ 14,229 $ 10,601 Interest paid $ 2,191 $ 2,440 $ 1,769 Non-cash investing and financing activities: Capitalized leasehold improvements paid directly by landlord $ 137 $ 2,312 $ 65 Acquisition of Veracity: Liability for contingent consideration $ 7,570 $ - $ - Acquisition of Expertence: Liability for contingent consideration $ 328 $ - $ - Acquisition of taskforce: Issuance of common stock $ - $ - $ 2,602 Liability for contingent consideration $ - $ 2,195 $ 4,289 Acquisition of Accretive: Issuance of common stock $ 1,141 $ - $ 11,754 Dividends declared, not paid $ 4,512 $ 4,105 $ 3,791  1 6 . Commitments and Contingencies  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’s financial position, cash flows or results of operations. 1 7 . Segment Information and Enterprise Reporting  The Company discloses information regarding operations outside of the U.S. The Company operates as one segment. The accounting policies for the domestic and international operations are the same as those described in Note 2 - - Summary of Significant Accounting Policies . Summarized information regarding the Company’s domestic and international operations is shown in the following table. Amounts are stated in thousands:      Revenue for the Years Ended Long-Lived Assets (1) as of  May 30, May 25, May 26, May 30, May 25,  2020 2019 2018 2020 2019 United States $ 568,725 $ 575,641 $ 510,935 $ 254,649 $ 200,385 International 134,628 153,358 143,194 37,426 31,651 Total $ 703,353 $ 728,999 $ 654,129 $ 292,075 $ 232,036   (1) Long-lived assets are comprised of goodwill, intangible assets , property and equipment , and ROU assets .    61 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.  None.