UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM10-Q
FORM 10-Q
(Mark One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 29, 201730, 2022
OR
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period fromto ____________ to___________
Commission File Number0-18655
EXPONENT, INC.
EXPONENT, INC.
(Exact name of registrant as specified in its charter)
delaware | 77-0218904 | |
(State or other jurisdiction of | (I.R.S. Employer Identification No.) | |
incorporation or organization) |
149 COMMONWEALTH DRIVE, MENLO PARK,California | 94025 | |
(Address of principal executive office) | (Zip Code) |
(650) (650) 326-9400
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes | ☒ | No |
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes | ☒ | No |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☒ | Accelerated filer | ☐ | Non-accelerated filer | ☐ | Smaller reporting company | ☐ | |||
Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨ [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes | No | ☒ |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered | ||
Common Stock, par value $0.001 per share | EXPO | Nasdaq Global Select Market |
As of October 27, 2017,28, 2022, the latest practicable date, the registrant had 25,810,74950,638,229 shares of common stock $0.001 par value per share, outstanding.
EXPONENT, INC.
FORM 10-Q
TABLE OF CONTENTS
- 2 -
PART I – FINANCIAL INFORMATION
Condensed Consolidated Balance Sheets
September 29, 201730, 2022 and December 30, 201631, 2021
(in thousands, except par value)
(unaudited)
September 29, | December 30, | |||||||||||||||
2017 | 2016 |
| September 30, |
|
| December 31, |
| |||||||||
Assets |
|
|
|
|
|
| ||||||||||
Current assets: |
|
|
|
|
|
| ||||||||||
Cash and cash equivalents | $ | 89,809 | $ | 114,967 |
| $ | 148,443 |
|
| $ | 297,687 |
| ||||
Short-term investments | 75,782 | 58,755 | ||||||||||||||
Accounts receivable, net of allowance for contract losses and doubtful accounts of $3,847 and $3,417 at September 29, 2017 and December 30, 2016, respectively | 124,803 | 87,409 | ||||||||||||||
Prepaid expenses and other assets | 10,692 | 12,913 | ||||||||||||||
Accounts receivable, net of allowance for contract losses and doubtful accounts |
|
| 166,014 |
|
|
| 139,861 |
| ||||||||
Prepaid expenses and other current assets |
|
| 18,055 |
|
|
| 15,214 |
| ||||||||
Total current assets | 301,086 | 274,044 |
|
| 332,512 |
|
|
| 452,762 |
| ||||||
|
|
|
|
|
| |||||||||||
Property, equipment and leasehold improvements, net | 35,180 | 36,710 |
|
| 64,289 |
|
|
| 59,971 |
| ||||||
Operating lease right-of-use assets |
|
| 18,088 |
|
|
| 14,370 |
| ||||||||
Goodwill | 8,607 | 8,607 |
|
| 8,607 |
|
|
| 8,607 |
| ||||||
Deferred income taxes | 42,574 | 42,166 |
|
| 50,501 |
|
|
| 46,546 |
| ||||||
Deferred compensation plan assets | 46,678 | 41,153 |
|
| 83,722 |
|
|
| 99,962 |
| ||||||
Other assets | 1,515 | 1,064 |
|
| 1,284 |
|
|
| 1,521 |
| ||||||
Total assets | $ | 435,640 | $ | 403,744 |
| $ | 559,003 |
|
| $ | 683,739 |
| ||||
|
|
|
|
|
| |||||||||||
Liabilities and Stockholders’ Equity |
|
|
|
|
|
| ||||||||||
Current liabilities: |
|
|
|
|
|
| ||||||||||
Accounts payable and accrued liabilities | $ | 13,813 | $ | 10,073 |
| $ | 31,825 |
|
| $ | 24,504 |
| ||||
Accrued payroll and employee benefits | 59,696 | 62,539 |
|
| 84,938 |
|
|
| 103,552 |
| ||||||
Deferred revenues | 7,776 | 7,624 |
|
| 15,791 |
|
|
| 19,762 |
| ||||||
Operating lease liabilities |
|
| 5,363 |
|
|
| 5,164 |
| ||||||||
Total current liabilities | 81,285 | 80,236 |
|
| 137,917 |
|
|
| 152,982 |
| ||||||
|
|
|
|
|
| |||||||||||
Other liabilities | 2,161 | 2,005 |
|
| 2,639 |
|
|
| 2,886 |
| ||||||
Deferred compensation | 50,778 | 46,503 | ||||||||||||||
Deferred rent | 1,340 | 1,654 | ||||||||||||||
Deferred compensation plan liabilities |
|
| 85,453 |
|
|
| 100,999 |
| ||||||||
Operating lease liabilities |
|
| 13,194 |
|
|
| 9,807 |
| ||||||||
Total liabilities | 135,564 | 130,398 |
|
| 239,203 |
|
|
| 266,674 |
| ||||||
Stockholders’ equity: |
|
|
|
|
|
| ||||||||||
Common stock, $0.001 par value; 80,000 shares authorized; 32,853 shares issued at September 29, 2017 and December 30, 2016 | 33 | 33 | ||||||||||||||
Common stock, $0.001 par value; 120,000 shares authorized; 65,707 shares issued |
|
| 66 |
|
|
| 66 |
| ||||||||
Additional paid-in capital | 208,583 | 194,632 |
|
| 298,589 |
|
|
| 281,419 |
| ||||||
Accumulated other comprehensive income (loss) | ||||||||||||||||
Investment securities, available-for-sale | (129 | ) | (146 | ) | ||||||||||||
Accumulated other comprehensive loss |
|
|
|
|
|
| ||||||||||
Foreign currency translation adjustments | (1,934 | ) | (2,980 | ) |
|
| (5,136 | ) |
|
| (1,983 | ) | ||||
(2,063 | ) | (3,126 | ) | |||||||||||||
Retained earnings | 313,277 | 291,243 |
|
| 518,631 |
|
|
| 478,370 |
| ||||||
Treasury stock, at cost; 7,043 and 7,256 shares held at September 29, 2017 and December 30, 2016, respectively | (219,754 | ) | (209,436 | ) | ||||||||||||
Treasury stock, at cost; 14,918 and 13,591 shares held at September 30, 2022 |
|
| (492,350 | ) |
|
| (340,807 | ) | ||||||||
Total stockholders’ equity | 300,076 | 273,346 |
|
| 319,800 |
|
|
| 417,065 |
| ||||||
Total liabilities and stockholders’ equity | $ | 435,640 | $ | 403,744 |
| $ | 559,003 |
|
| $ | 683,739 |
|
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.
- 3 -
Condensed Consolidated Statements of Income
For the Three and Nine Months Ended September 29, 201730, 2022 and September 30, 2016October 1, 2021
(in thousands, except per share data)
(unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||||||||||||||
September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 |
| Three Months Ended |
|
| Nine Months Ended |
| |||||||||||||||||||||||
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| |||||||||||||||||||||
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Revenues before reimbursements | $ | 82,359 | $ | 74,160 | $ | 246,946 | $ | 226,444 |
| $ | 115,143 |
|
| $ | 108,467 |
|
| $ | 351,231 |
|
| $ | 330,514 |
| ||||||||
Reimbursements | 5,196 | 3,452 | 12,571 | 11,619 |
|
| 12,036 |
|
|
| 7,938 |
|
|
| 34,707 |
|
|
| 22,249 |
| ||||||||||||
Revenues | 87,555 | 77,612 | 259,517 | 238,063 |
|
| 127,179 |
|
|
| 116,405 |
|
|
| 385,938 |
|
|
| 352,763 |
| ||||||||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Compensation and related expenses | 51,493 | 47,797 | 157,447 | 146,854 |
|
| 62,779 |
|
|
| 64,138 |
|
|
| 189,982 |
|
|
| 210,491 |
| ||||||||||||
Other operating expenses | 7,500 | 7,020 | 21,966 | 21,221 |
|
| 8,822 |
|
|
| 8,017 |
|
|
| 25,742 |
|
|
| 23,848 |
| ||||||||||||
Reimbursable expenses | 5,196 | 3,452 | 12,571 | 11,619 |
|
| 12,036 |
|
|
| 7,938 |
|
|
| 34,707 |
|
|
| 22,249 |
| ||||||||||||
General and administrative expenses | 4,061 | 3,748 | 13,277 | 11,407 |
|
| 6,729 |
|
|
| 4,193 |
|
|
| 16,700 |
|
|
| 10,626 |
| ||||||||||||
Total operating expenses | 68,250 | 62,017 | 205,261 | 191,101 |
|
| 90,366 |
|
|
| 84,286 |
|
|
| 267,131 |
|
|
| 267,214 |
| ||||||||||||
Operating income | 19,305 | 15,595 | 54,256 | 46,962 |
|
| 36,813 |
|
|
| 32,119 |
|
|
| 118,807 |
|
|
| 85,549 |
| ||||||||||||
Other income, net: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Interest income, net | 372 | 179 | 872 | 489 |
|
| 638 |
|
|
| 13 |
|
|
| 834 |
|
|
| 54 |
| ||||||||||||
Miscellaneous income, net | 2,353 | 2,146 | 6,660 | 4,880 | ||||||||||||||||||||||||||||
Miscellaneous income (expense), net |
|
| (3,975 | ) |
|
| 257 |
|
|
| (17,926 | ) |
|
| 11,579 |
| ||||||||||||||||
Total other income, net | 2,725 | 2,325 | 7,532 | 5,369 |
|
| (3,337 | ) |
|
| 270 |
|
|
| (17,092 | ) |
|
| 11,633 |
| ||||||||||||
Income before income taxes | 22,030 | 17,920 | 61,788 | 52,331 |
|
| 33,476 |
|
|
| 32,389 |
|
|
| 101,715 |
|
|
| 97,182 |
| ||||||||||||
Income taxes | 7,387 | 6,631 | 16,778 | 15,239 |
|
| 9,034 |
|
|
| 7,815 |
|
|
| 21,909 |
|
|
| 16,360 |
| ||||||||||||
Net income | $ | 14,643 | $ | 11,289 | $ | 45,010 | $ | 37,092 |
| $ | 24,442 |
|
| $ | 24,574 |
|
| $ | 79,806 |
|
| $ | 80,822 |
| ||||||||
Net income per share: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Basic | $ | 0.56 | $ | 0.43 | $ | 1.71 | $ | 1.40 |
| $ | 0.47 |
|
| $ | 0.47 |
|
| $ | 1.54 |
|
| $ | 1.54 |
| ||||||||
Diluted | $ | 0.54 | $ | 0.42 | $ | 1.67 | $ | 1.36 |
| $ | 0.47 |
|
| $ | 0.46 |
|
| $ | 1.52 |
|
| $ | 1.52 |
| ||||||||
Shares used in per share computations: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Basic | 26,370 | 26,545 | 26,362 | 26,563 |
|
| 51,492 |
|
|
| 52,618 |
|
|
| 51,934 |
|
|
| 52,597 |
| ||||||||||||
Diluted | 26,963 | 27,185 | 26,976 | 27,234 |
|
| 52,008 |
|
|
| 53,312 |
|
|
| 52,489 |
|
|
| 53,316 |
| ||||||||||||
Cash dividends declared per common share | $ | 0.21 | $ | 0.18 | $ | 0.63 | $ | 0.54 |
| $ | 0.24 |
|
| $ | 0.20 |
|
| $ | 0.72 |
|
| $ | 0.60 |
|
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements
- 4 -
Condensed Consolidated Statements of Comprehensive Income
For the Three and Nine Months Ended September 29, 201730, 2022 and September 30, 2016October 1, 2021
(in thousands)
(unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||||||||||||||
September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 |
| Three Months Ended |
|
| Nine Months Ended |
| |||||||||||||||||||||||
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| |||||||||||||||||||||
Net income | $ | 14,643 | $ | 11,289 | $ | 45,010 | $ | 37,092 |
| $ | 24,442 |
|
| $ | 24,574 |
|
| $ | 79,806 |
|
| $ | 80,822 |
| ||||||||
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Foreign currency translation adjustments, net of tax | 456 | (186 | ) | 1,046 | (696 | ) |
|
| (1,493 | ) |
|
| (266 | ) |
|
| (3,153 | ) |
|
| (55 | ) | ||||||||||
Unrealized gains (losses) on available-for- sale investment securities arising during the period, net of tax | 13 | (19 | ) | 17 | 65 | |||||||||||||||||||||||||||
Unrealized losses on available- |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (65 | ) | ||||||||||||||||
Comprehensive income | $ | 15,112 | $ | 11,084 | $ | 46,073 | $ | 36,461 |
| $ | 22,949 |
|
| $ | 24,308 |
|
| $ | 76,653 |
|
| $ | 80,702 |
|
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements
- 5 -
Condensed Consolidated Statements of Cash FlowsStockholders’ Equity
For the Three and Nine Months Ended September 29, 201730, 2022 and September 30, 2016October 1, 2021
(in thousands)
(unaudited)
Nine Months Ended | ||||||||
September 29, 2017 | September 30, 2016 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 45,010 | $ | 37,092 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization of property, equipment and leasehold improvements | 4,762 | 4,509 | ||||||
Amortization of premiums and accretion of discounts on short-term investments | - | 7 | ||||||
Deferred rent | (314 | ) | (330 | ) | ||||
Provision for contract losses and doubtful accounts | 1,657 | 1,688 | ||||||
Stock-based compensation | 12,728 | 10,659 | ||||||
Deferred income tax provision | (421 | ) | (1,284 | ) | ||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable | (39,051 | ) | (7,403 | ) | ||||
Prepaid expenses and other assets | 1,049 | (342 | ) | |||||
Accounts payable and accrued liabilities | 3,950 | (1,059 | ) | |||||
Accrued payroll and employee benefits | (2,558 | ) | (4,091 | ) | ||||
Deferred revenues | 152 | (2,212 | ) | |||||
Net cash provided by operating activities | 26,964 | 37,234 | ||||||
Cash flows from investing activities: | ||||||||
Capital expenditures | (3,354 | ) | (13,063 | ) | ||||
Purchase of short-term investments | (20,997 | ) | (36,000 | ) | ||||
Maturity of short-term investments | 4,000 | 29,950 | ||||||
Net cash used in investing activities | (20,351 | ) | (19,113 | ) | ||||
Cash flows from financing activities: | ||||||||
Payroll taxes for restricted stock units | (9,520 | ) | (7,685 | ) | ||||
Repurchase of common stock | (8,431 | ) | (24,456 | ) | ||||
Exercise of share-based payment awards | 1,733 | 1,499 | ||||||
Dividends and dividend equivalents rights | (16,419 | ) | (14,174 | ) | ||||
Net cash used in financing activities | (32,637 | ) | (44,816 | ) | ||||
Effect of foreign currency exchange rates on cash and cash equivalents | 866 | (631 | ) | |||||
Net decrease in cash and cash equivalents | (25,158 | ) | (27,326 | ) | ||||
Cash and cash equivalents at beginning of period | 114,967 | 125,751 | ||||||
Cash and cash equivalents at end of period | $ | 89,809 | $ | 98,425 |
|
| Three and Nine Months Ended September 30, 2022 |
| |||||||||||||||||||||||||||||
|
| Common Stock |
|
| Additional |
|
| Accumulated |
|
| Retained |
|
| Treasury Stock |
|
|
|
| ||||||||||||||
(In thousands) |
| Shares |
|
| Amount |
|
| capital |
|
| loss |
|
| earnings |
|
| Shares |
|
| Amount |
|
| Total |
| ||||||||
Balance at December 31, 2021 |
|
| 65,707 |
|
| $ | 66 |
|
| $ | 281,419 |
|
| $ | (1,983 | ) |
| $ | 478,370 |
|
|
| 13,591 |
|
| $ | (340,807 | ) |
| $ | 417,065 |
|
Employee stock purchase plan |
|
| - |
|
|
| - |
|
|
| 961 |
|
|
| - |
|
|
| - |
|
|
| (12 | ) |
|
| 109 |
|
|
| 1,070 |
|
Amortization of unrecognized stock-based |
|
| - |
|
|
| - |
|
|
| 5,939 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 5,939 |
|
Purchase of treasury stock |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 1,273 |
|
|
| (111,843 | ) |
|
| (111,843 | ) |
Foreign currency translation adjustments |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (1,660 | ) |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (1,660 | ) |
Grant of restricted stock units to settle accrued bonus |
|
| - |
|
|
| - |
|
|
| 10,200 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 10,200 |
|
Settlement of restricted stock units |
|
| - |
|
|
| - |
|
|
| (2,421 | ) |
|
| - |
|
|
| (1,392 | ) |
|
| (262 | ) |
|
| (9,091 | ) |
|
| (12,904 | ) |
Dividends and dividend equivalent rights |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (25,737 | ) |
|
| - |
|
|
| - |
|
|
| (25,737 | ) |
Net income |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 55,364 |
|
|
| - |
|
|
| - |
|
|
| 55,364 |
|
Balance at July 1, 2022 |
|
| 65,707 |
|
| $ | 66 |
|
| $ | 296,098 |
|
| $ | (3,643 | ) |
| $ | 506,605 |
|
|
| 14,590 |
|
| $ | (461,632 | ) |
| $ | 337,494 |
|
Employee stock purchase plan |
|
| - |
|
|
| - |
|
|
| 492 |
|
|
| - |
|
|
| - |
|
|
| (7 | ) |
|
| 65 |
|
|
| 557 |
|
Amortization of unrecognized stock-based |
|
| - |
|
|
| - |
|
|
| 1,999 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 1,999 |
|
Purchase of treasury stock |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 335 |
|
|
| (30,783 | ) |
|
| (30,783 | ) |
Foreign currency translation adjustments |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (1,493 | ) |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (1,493 | ) |
Dividends and dividend equivalent rights |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (12,416 | ) |
|
| - |
|
|
| - |
|
|
| (12,416 | ) |
Net income |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 24,442 |
|
|
| - |
|
|
| - |
|
|
| 24,442 |
|
Balance at September 30, 2022 |
|
| 65,707 |
|
| $ | 66 |
|
| $ | 298,589 |
|
| $ | (5,136 | ) |
| $ | 518,631 |
|
|
| 14,918 |
|
| $ | (492,350 | ) |
| $ | 319,800 |
|
|
|
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.
- 6 -
Condensed Consolidated Statements of Stockholders’ Equity
For the Three and Nine Months Ended September 30, 2022 and October 1, 2021
(in thousands)
(unaudited)
|
| Three and Nine Months Ended October 1, 2021 |
| |||||||||||||||||||||||||||||
|
| Common Stock |
|
| Additional |
|
| Accumulated |
|
| Retained |
|
| Treasury Stock |
|
|
|
| ||||||||||||||
(In thousands) |
| Shares |
|
| Amount |
|
| capital |
|
| income (loss) |
|
| earnings |
|
| Shares |
|
| Amount |
|
| Total |
| ||||||||
Balance at January 1, 2021 |
|
| 65,707 |
|
| $ | 66 |
|
| $ | 265,328 |
|
| $ | (1,932 | ) |
| $ | 421,809 |
|
|
| 13,903 |
|
| $ | (323,773 | ) |
| $ | 361,498 |
|
Employee stock purchase plan |
|
| - |
|
|
| - |
|
|
| 909 |
|
|
| - |
|
|
| - |
|
|
| (12 | ) |
|
| 114 |
|
|
| 1,023 |
|
Amortization of unrecognized stock-based |
|
| - |
|
|
| - |
|
|
| 5,676 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 5,676 |
|
Purchase of treasury stock |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 79 |
|
|
| (7,000 | ) |
|
| (7,000 | ) |
Foreign currency translation adjustments |
|
| - |
|
|
| - |
|
|
| - |
|
|
| 211 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 211 |
|
Grant of restricted stock units to settle accrued bonus |
|
| - |
|
|
| - |
|
|
| 7,637 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 7,637 |
|
Settlement of restricted stock units |
|
| - |
|
|
| - |
|
|
| (3,269 | ) |
|
| - |
|
|
| (1,679 | ) |
|
| (322 | ) |
|
| (10,718 | ) |
|
| (15,666 | ) |
Unrealized gain on investments |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (65 | ) |
|
| 61 |
|
|
| - |
|
|
| - |
|
|
| (4 | ) |
Dividends and dividend equivalent rights |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (21,856 | ) |
|
| - |
|
|
| - |
|
|
| (21,856 | ) |
Net income |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 56,248 |
|
|
| - |
|
|
| - |
|
|
| 56,248 |
|
Balance at July 2, 2021 |
|
| 65,707 |
|
| $ | 66 |
|
| $ | 276,281 |
|
| $ | (1,786 | ) |
| $ | 454,583 |
|
|
| 13,648 |
|
| $ | (341,377 | ) |
| $ | 387,767 |
|
Employee stock purchase plan |
|
| - |
|
|
| - |
|
|
| 471 |
|
|
| - |
|
|
| - |
|
|
| (5 | ) |
|
| 47 |
|
|
| 518 |
|
Exercise of stock options |
|
|
|
|
|
|
|
| 658 |
|
|
|
|
|
|
|
|
| (48 | ) |
|
| 477 |
|
|
| 1,135 |
| ||||
Amortization of unrecognized stock-based |
|
| - |
|
|
| - |
|
|
| 1,840 |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 1,840 |
|
Foreign currency translation adjustments |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (266 | ) |
|
| - |
|
|
| - |
|
|
| - |
|
|
| (266 | ) |
Dividends and dividend equivalent rights |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| (10,579 | ) |
|
| - |
|
|
| - |
|
|
| (10,579 | ) |
Net income |
|
| - |
|
|
| - |
|
|
| - |
|
|
| - |
|
|
| 24,574 |
|
|
| - |
|
|
| - |
|
|
| 24,574 |
|
Balance at October 1, 2021 |
|
| 65,707 |
|
| $ | 66 |
|
| $ | 279,250 |
|
| $ | (2,052 | ) |
| $ | 468,578 |
|
| $ | 13,595 |
|
| $ | (340,853 | ) |
| $ | 404,989 |
|
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.
- 7 -
EXPONENT, INC.
Condensed Consolidated Statements of Cash Flows
For the Nine Months Ended September 30, 2022 and October 1, 2021
(in thousands)
(unaudited)
|
| Nine Months Ended |
| |||||
|
| September 30, |
|
| October 1, |
| ||
Cash flows from operating activities: |
|
|
|
|
|
| ||
Net income |
| $ | 79,806 |
|
| $ | 80,822 |
|
Adjustments to reconcile net income to net cash provided by |
|
|
|
|
|
| ||
Depreciation and amortization of property, equipment and |
|
| 5,224 |
|
|
| 4,943 |
|
Amortization of premiums and accretion of discounts on short-term |
|
| - |
|
|
| (11 | ) |
Provision for contract losses and doubtful accounts |
|
| 2,112 |
|
|
| 1,197 |
|
Stock-based compensation |
|
| 16,072 |
|
|
| 15,239 |
|
Deferred income tax provision |
|
| (3,955 | ) |
|
| (2,020 | ) |
Changes in operating assets and liabilities: |
|
|
|
|
|
| ||
Accounts receivable |
|
| (28,265 | ) |
|
| (33,671 | ) |
Prepaid expenses and other current assets |
|
| (7,583 | ) |
|
| (4,878 | ) |
Change in operating leases |
|
| (132 | ) |
|
| (472 | ) |
Accounts payable and accrued liabilities |
|
| 5,140 |
|
|
| 5,784 |
|
Accrued payroll and employee benefits |
|
| (11,211 | ) |
|
| 3,053 |
|
Deferred revenues |
|
| (3,971 | ) |
|
| 392 |
|
Net cash provided by operating activities |
|
| 53,237 |
|
|
| 70,378 |
|
Cash flows from investing activities: |
|
|
|
|
|
| ||
Capital expenditures |
|
| (9,108 | ) |
|
| (5,437 | ) |
Purchase of short-term investments |
|
| - |
|
|
| (34,994 | ) |
Maturity of short-term investments |
|
| - |
|
|
| 55,000 |
|
Net cash (used in) provided by investing activities |
|
| (9,108 | ) |
|
| 14,569 |
|
Cash flows from financing activities: |
|
|
|
|
|
| ||
Payroll taxes for restricted stock units |
|
| (12,904 | ) |
|
| (15,666 | ) |
Repurchase of common stock |
|
| (142,195 | ) |
|
| (7,000 | ) |
Exercise of stock-based payment awards |
|
| 1,627 |
|
|
| 2,675 |
|
Dividends and dividend equivalents rights |
|
| (37,084 | ) |
|
| (32,775 | ) |
Net cash used in financing activities |
|
| (190,556 | ) |
|
| (52,766 | ) |
Effect of foreign currency exchange rates on cash and cash equivalents |
|
| (2,817 | ) |
|
| 79 |
|
Net change in cash and cash equivalents |
|
| (149,244 | ) |
|
| 32,260 |
|
Cash and cash equivalents at beginning of period |
|
| 297,687 |
|
|
| 197,525 |
|
Cash and cash equivalents at end of period |
| $ | 148,443 |
|
| $ | 229,785 |
|
The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.
- 8 -
EXPONENT, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Basis of Presentation
Exponent, Inc. (referred to as the “Company” or “Exponent”) is an engineering and scientific consulting firm that provides solutions to complex problems. The Company operates on a 52-53 week fiscal year ending on the Friday closest to the last day of December.
The accompanying unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated by the U.S. Securities and Exchange Commission. Accordingly, they do not contain all the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments which are necessary for the fair presentation of the condensed consolidated financial statements have been included and all such adjustments are of a normal and recurring nature. The operating results for the three and nine months ended September 29, 201730, 2022 are not necessarily representative of the results of future quarterly or annual periods. The following information should be read in conjunction with the audited consolidated financial statements and accompanying notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 30, 2016,31, 2021, which was filed with the U.S. Securities and Exchange Commission on February 24, 2017.25, 2022.
The unaudited condensed consolidated financial statements include the accounts of Exponent, Inc. and its subsidiaries, which are all wholly owned. All intercompany accounts and transactions have been eliminated in consolidation.
Dividend. The Company declared and paid cash dividends per common share during the periods presented as follows:
Fiscal Year 2017 | ||||||||
Dividends | Amount | |||||||
Per Share | (in thousands) | |||||||
First Quarter | $ | 0.21 | $ | 5,374 | ||||
Second Quarter | 0.21 | 5,424 | ||||||
Third Quarter | 0.21 | 5,424 | ||||||
Total | $ | 0.63 | $ | 16,222 |
Fiscal Year 2016 | ||||||||
Dividends | Amount | |||||||
Per Share | (in thousands) | |||||||
First Quarter | $ | 0.18 | $ | 4,628 | ||||
Second Quarter | 0.18 | 4,675 | ||||||
Third Quarter | 0.18 | 4,659 | ||||||
Fourth Quarter | 0.18 | 4,607 | ||||||
Total | $ | 0.72 | $ | 18,569 |
On October 18, 2017, the Company’s Board of Directors announced a cash dividend of $0.21 per share of the Company’s common stock, payable December 22, 2017, to stockholders of record as of December 1, 2017. The Company expects to continue paying quarterly dividends in the future, subject to declaration by the Company’s Board of Directors.
Use of Estimates.The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 period. Significant itemsItems subject to such estimates and assumptions include accounting for revenue recognition and estimating the allowance for contract losses and doubtful accounts. Actual results could differ from those estimates.
- 7 -
Note 2: Revenue Recognition
Recent Accounting Pronouncements Not Yet Effective. On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09,Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. generally accepted accounting principles (“GAAP”) when it becomes effective. The new standard is effective for the Company on the first day of fiscal 2018 (December 30, 2017). The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application.
The impact of adopting the new standard is not expected to be material because the analysis of the Company’s contracts under the new revenue recognition standard supports the recognition of revenue over time, which is consistent with the Company’s current revenue recognition model.
Substantially all of the Company’s engagements are performed under time and materialmaterials or fixed-price arrangements. For time and materials contracts, the Company anticipates utilizingutilizes the practical expedient under the ASUAccounting Standards Codification 606 – Revenue from Contracts with Customers, which states that if an entity has a right to consideration from a customer in an amount that corresponds directly with the value of the entity’s performance completed to date (for example, a service contract in which an entity bills a fixed amount for each hour orof service provided), then the entity may recognize revenue in the amount to which the entity has a right to invoice. Application
The following table discloses the percentage of the practical expedient toCompany’s revenue generated from time and material contracts is consistent with the Company’s current revenue recognition policy.materials contracts:
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
|
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||
Engineering & Other Scientific |
|
| 64 | % |
|
| 62 | % |
|
| 63 | % |
|
| 62 | % |
Environmental and Health |
|
| 14 | % |
|
| 16 | % |
|
| 16 | % |
|
| 17 | % |
Total time and materials revenues |
|
| 78 | % |
|
| 78 | % |
|
| 79 | % |
|
| 79 | % |
- 9 -
For fixed pricefixed-price contracts, the Company will recognizerecognizes revenue over time under the ASU because of the continuous transfer of control to the customer. The customer typically controls the work in process as evidenced either by contractual termination clauses or by the Company’s rights to payment for work performed to date to deliver services that do not have an alternative use to the Company. Input methods are an acceptable method of measuring progress towards completing under the ASU. ThisRevenue for fixed-price contracts is consistent with the Company’s current policy of measuring progress towards completionrecognized based on the relationship of incurred labor hours at standard rates to itsthe Company’s estimate of the total labor hours at standard rates it expects to incur over the term of the contract. The Company believes this methodology achieves a reliable measure of the revenue from the consulting services it provides to its customers under fixed-price contracts given the nature of the consulting services the Company provides.
The following table discloses the percentage of the Company’s revenue generated from fixed price contracts.contracts:
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
|
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||
Engineering & Other Scientific |
|
| 21 | % |
|
| 21 | % |
|
| 20 | % |
|
| 20 | % |
Environmental and Health |
|
| 1 | % |
|
| 1 | % |
|
| 1 | % |
|
| 1 | % |
Total fixed price revenues |
|
| 22 | % |
|
| 22 | % |
|
| 21 | % |
|
| 21 | % |
Deferred revenues represent amounts billed to clients in advance of services provided. During the third quarter of 2022, $6,343,000 of revenues were recognized that were included in the deferred revenue balance at July 1, 2022. During the first nine months of 2022, $14,215,000 of revenues were recognized that were included in the deferred revenue balance at December 31, 2021.
Reimbursements, including those related to travel and other out-of-pocket expenses, and other similar third- party costs such as the cost of materials and certain subcontracts, are included in revenues, and an equivalent amount of reimbursable expenses are included in operating expenses. Any mark-up on reimbursable expenses is included in revenues before reimbursements. The Company anticipates adoptingreports revenues net of subcontractor fees for certain subcontracts where the standard using the modified retrospective method. The Company has determined that it is currently evaluating the required disclosures under the new standard and developing appropriate changesacting as an agent because its performance obligation is to its process, systems and controls.
On February 25, 2016, the FASB issued ASU No. 2016-02,Leases, which requires lessees to recognize most leases on their balance sheet. The new standard will be effectivearrange for the Company on the first dayprovision of fiscal 2019 (December 29, 2018). Early adoption is permitted.goods or services by another party. The standard requires usetotal amount of the modified retrospective transition method, with elective relief, which requires application of the guidance for all periods presented. The Company is evaluating the effect that ASU No. 2016-02 will have on its consolidated financial statements and related disclosures. The Company hassubcontractor fees not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. The standard will requireincluded in revenues because the Company to record a rightwas acting as an agent were $6,996,000 and $1,219,000 during the third quarter of use asset2022 and a lease liability that will materially gross up its balance sheet. 2021, respectively, and $18,040,000 and $9,923,000 during the nine months of 2022 and 2021, respectively.
- 10 -
- 8 -
Note 2:3: Fair Value Measurements
The Company measures certain financial assets and liabilities at fair value on a recurring basis, including available-for-sale fixed incomemoney market securities, trading fixed income and equity securities held in its deferred compensation plan and the liability associated with its deferred compensation plan. There were no transfers between fair value measurement levels during the three and nine months ended September 29, 201730, 2022 and September 30, 2016.October 1, 2021. Any transfers between fair value measurement levels would be recorded on the actual date of the event or change in circumstances that caused the transfer. The fair value of these certain financial assets and liabilities was determined using the following inputs at September 29, 2017:
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
(In thousands) | Total | Quoted Prices in (Level 1) |
Significant Other (Level 2) | Significant (Level 3) | ||||||||||||
Assets | ||||||||||||||||
Money market securities(1) | $ | 5,265 | $ | 5,265 | $ | - | $ | - | ||||||||
Fixed income available-for-sale securities(2) | 75,782 | - | 75,782 | - | ||||||||||||
Fixed income trading securities held in deferred compensation plan(3) | 14,210 | �� | 14,210 | - | - | |||||||||||
Equity trading securities held in deferred compensation plan(3) | 36,569 | 36,569 | - | - | ||||||||||||
Total | $ | 131,826 | $ | 56,044 | $ | 75,782 | $ | - | ||||||||
Liabilities | ||||||||||||||||
Deferred compensation plan(4) | 56,479 | 56,479 | - | - | ||||||||||||
Total | $ | 56,479 | $ | 56,479 | $ | - | $ | - |
30, 2022:
|
| Fair Value Measurements at Reporting Date Using |
| |||||||||||||
(In thousands) |
| Total |
|
| Quoted Prices in |
|
| Significant Other |
|
| Significant |
| ||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Money market securities (1) |
| $ | 51,794 |
|
| $ | 51,794 |
|
| $ | - |
|
| $ | - |
|
Fixed income trading securities held in deferred |
|
| 33,772 |
|
|
| 33,772 |
|
|
| - |
|
|
| - |
|
Equity trading securities held in deferred compensation |
|
| 60,807 |
|
|
| 60,807 |
|
|
| - |
|
|
| - |
|
Total |
| $ | 146,373 |
|
| $ | 146,373 |
|
| $ | - |
|
| $ | - |
|
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Deferred compensation plan (3) |
|
| 94,502 |
|
|
| 94,502 |
|
|
| - |
|
|
| - |
|
Total |
| $ | 94,502 |
|
| $ | 94,502 |
|
| $ | - |
|
| $ | - |
|
- 911 -
The fair value of these certain financial assets and liabilities was determined using the following inputs at December 30, 2016:31, 2021:
Fair Value Measurements at Reporting Date Using |
| Fair Value Measurements at Reporting Date Using |
| |||||||||||||||||||||||||||||
(In thousands) | Total | Quoted Prices in (Level 1) |
Significant Other (Level 2) | Significant (Level 3) |
| Total |
|
| Quoted Prices in |
|
| Significant Other |
|
| Significant |
| ||||||||||||||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Money market securities(1) | $ | 21,918 | $ | 21,918 | $ | - | $ | - |
| $ | 101,581 |
|
| $ | 101,581 |
|
| $ | - |
|
| $ | - |
| ||||||||
Fixed income available- for-sale securities(2) | 58,755 | - | 58,755 | - | ||||||||||||||||||||||||||||
Fixed income trading securities held in deferred compensation plan(3) | 11,872 | 11,872 | - | - | ||||||||||||||||||||||||||||
Equity trading securities held in deferred compensation plan(3) | 36,395 | 36,395 | - | - | ||||||||||||||||||||||||||||
Fixed income trading securities held in deferred |
|
| 25,275 |
|
|
| 25,275 |
|
|
| - |
|
|
| - |
| ||||||||||||||||
Equity trading securities held in deferred compensation |
|
| 84,067 |
|
|
| 84,067 |
|
|
| - |
|
|
| - |
| ||||||||||||||||
Total | $ | 128,940 | $ | 70,185 | $ | 58,755 | $ | - |
| $ | 210,923 |
|
| $ | 210,923 |
|
| $ | - |
|
| $ | - |
| ||||||||
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Deferred compensation plan(4) | 53,617 | 53,617 | - | - | ||||||||||||||||||||||||||||
Deferred compensation plan (3) |
|
| 110,379 |
|
|
| 110,379 |
|
|
| - |
|
|
| - |
| ||||||||||||||||
Total | $ | 53,617 | $ | 53,617 | $ | - | $ | - |
| $ | 110,379 |
|
| $ | 110,379 |
|
| $ | - |
|
| $ | - |
|
Fixed income available-for-saleMoney market securities as of September 29, 201730, 2022 and December 30, 201631, 2021 represent obligations of the United States agencies.Treasury. Fixed income and equity trading securities represent mutual funds held in the Company’s deferred compensation plan. See Note 6 for additional information about the Company’s deferred compensation plan.
- 10 -
Cash and cash equivalents and short-term investments consisted of the following as of September 29, 2017:30, 2022:
|
|
|
|
| Gross |
|
| Gross |
|
|
|
| ||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated |
| Amortized |
|
| Unrealized |
|
| Unrealized |
|
| Estimated |
| |||||||||||||||||
(In thousands) | Cost | Gains | Losses | Fair Value |
| Cost |
|
| Gains |
|
| Losses |
|
| Fair Value |
| ||||||||||||||||
Classified as current assets: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Cash | $ | 84,544 | $ | - | $ | - | $ | 84,544 |
| $ | 96,649 |
|
| $ | - |
|
| $ | - |
|
| $ | 96,649 |
| ||||||||
Cash equivalents: |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Money market securities | 5,265 | - | - | 5,265 |
|
| 51,794 |
|
|
| - |
|
|
| - |
|
|
| 51,794 |
| ||||||||||||
Total cash equivalents | 5,265 | - | - | 5,265 |
|
| 51,794 |
|
|
| - |
|
|
| - |
|
|
| 51,794 |
| ||||||||||||
Total cash and cash equivalents | 89,809 | - | - | 89,809 |
|
| 148,443 |
|
|
| - |
|
|
| - |
|
|
| 148,443 |
| ||||||||||||
Short-term investments: | ||||||||||||||||||||||||||||||||
U.S. agency securities | 75,997 | - | (215 | ) | 75,782 | |||||||||||||||||||||||||||
Total short-term investments | 75,997 | - | (215 | ) | 75,782 | |||||||||||||||||||||||||||
Total cash, cash equivalents and short-term investments | $ | 165,806 | $ | - | $ | (215 | ) | $ | 165,591 |
- 12 -
Cash and cash equivalents and short-term investments consisted of the following as of December 30, 2016:31, 2021:
Amortized | Unrealized | Unrealized | Estimated | |||||||||||||
(In thousands) | Cost | Gains | Losses | Fair Value | ||||||||||||
Classified as current assets: | ||||||||||||||||
Cash | $ | 93,049 | $ | - | $ | - | $ | 93,049 | ||||||||
Cash equivalents: | ||||||||||||||||
Money market securities | 21,918 | - | - | 21,918 | ||||||||||||
Total cash equivalents | 21,918 | - | - | 21,918 | ||||||||||||
Total cash and cash equivalents | 114,967 | - | - | 114,967 | ||||||||||||
Short-term investments: | ||||||||||||||||
U.S. agency securities | 59,000 | - | (245 | ) | 58,755 | |||||||||||
Total short-term investments | 59,000 | - | (245 | ) | 58,755 | |||||||||||
Total cash, cash equivalents and short-term investments | $ | 173,967 | $ | - | $ | (245 | ) | $ | 173,722 |
- 11 -
|
| Amortized |
|
| Unrealized |
|
| Unrealized |
|
| Estimated |
| ||||
(In thousands) |
| Cost |
|
| Gains |
|
| Losses |
|
| Fair Value |
| ||||
Classified as current assets: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Cash |
| $ | 196,106 |
|
| $ | - |
|
| $ | - |
|
| $ | 196,106 |
|
Cash equivalents: |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Money market securities |
|
| 101,581 |
|
|
| - |
|
|
| - |
|
|
| 101,581 |
|
Total cash equivalents |
|
| 101,581 |
|
|
| - |
|
|
| - |
|
|
| 101,581 |
|
Total cash and cash equivalents |
| $ | 297,687 |
|
| $ | - |
|
| $ | - |
|
| $ | 297,687 |
|
The following table summarizes the cost and estimated fair value of short-term fixed income securities classified as short-term investments based on stated effective maturities as of September 29, 2017:
Amortized | Estimated | |||||||
(In thousands) | Cost | Fair Value | ||||||
Due within one year | $ | 40,000 | $ | 39,919 | ||||
Due between one and two years | 35,997 | 35,863 | ||||||
Total | $ | 75,997 | $ | 75,782 |
At September 29, 201730, 2022 and December 30, 2016,31, 2021, the Company did not have any assets or liabilities valued using significant unobservable inputs.
The following financial instruments are not measured at fair value on the Company's unaudited condensed consolidated balance sheet at September 29, 201730, 2022 and December 30, 2016,31, 2021, but require disclosure of their fair values: accounts receivable, other assets and accounts payable. The estimated fair value of such instruments at September 29, 201730, 2022 and December 30, 201631, 2021 approximates their carrying value as reported on the Company’s unaudited condensed consolidated balance sheet.
There were no other-than-temporary impairments or credit losses related to available-for-sale securities during the three and nine months ended September 29, 2017 and September 30, 2016.
Note 3:4: Net Income Per Share
Basic per share amounts are computed using the weighted-average number of common shares outstanding during the period. Diluted per share amounts are calculated using the weighted-average number of common shares outstanding during the period and, when dilutive, the weighted-average number of potential common shares from the issuance of common stock to satisfy outstanding restricted stock units and the exercise of outstanding options to purchase common stock using the treasury stock method.
The following schedule reconciles the shares used to calculate basic and diluted net income per share:
Three Months Ended | Nine Months Ended | |||||||||||||||
(In thousands) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 | ||||||||||||
Shares used in basic per share computation | 26,370 | 26,545 | 26,362 | 26,563 | ||||||||||||
Effect of dilutive common stock options outstanding | 147 | 115 | 139 | 121 | ||||||||||||
Effect of dilutive restricted stock units outstanding | 446 | 525 | 475 | 550 | ||||||||||||
Shares used in diluted per share computation | 26,963 | 27,185 | 26,976 | 27,234 |
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
(In thousands) |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||
Shares used in basic per share computation |
|
| 51,492 |
|
|
| 52,618 |
|
|
| 51,934 |
|
|
| 52,597 |
|
Effect of dilutive common stock options |
|
| 202 |
|
|
| 245 |
|
|
| 202 |
|
|
| 239 |
|
Effect of dilutive restricted stock units |
|
| 314 |
|
|
| 449 |
|
|
| 353 |
|
|
| 480 |
|
Shares used in diluted per share |
|
| 52,008 |
|
|
| 53,312 |
|
|
| 52,489 |
|
|
| 53,316 |
|
There were no options equity awards excluded from the diluted per share calculationscalculation for the three and nine months ended September 29, 201730, 2022 and September 30, 2016.October 1, 2021.
Note 4:5: Stock-Based Compensation
Restricted Stock Units
Restricted stock unit grants are designed to attract and retain employees, and to better align employee interests with those of the Company’s stockholders. For a select group of employees, up to 40%40% of their annual bonus is settled with fully vested restricted stock unit awards. Under these fully vested restricted stock unit awards, the holder of each award has the right to receive one share of the Company’s common stock for each fully vested restricted stock unit four years from the date of grant. Each individual who receives a fully vested restricted stock unit award is also granted a matching number of unvested restricted stock unit awards. Unvested restricted stock unit awards are also granted for select new hires and promotions. These unvested restricted stock unit awards generally cliff vest four years from the date of grant, at which time the holder of each award will have the right to receive one share of the Company’s
- 13 -
common stock for each restricted stock unit award provided the holder of each award has met certain employment conditions. In the case of retirement at 59½ years or older, all unvested restricted stock unit awards will continue to vest, provided that the holder of each award does all consulting work through the Company and does not become an employee for a past or present client, beneficial party or competitor of the Company.
- 12 -
The value of these restricted stock unit awards is determined based on the market price of the Company’s common stock on the date of grant. The value of fully vested restricted stock unit awards issued is recorded as a reduction to accrued bonuses. The portion of bonus expense that the Company expects to settle with fully vested restricted stock unit awards is recorded as stock-based compensation during the period the bonus is earned. The Company recorded stock-based compensation expense associated with accrued bonus awards of $2,155,000$2,606,000 and $1,548,000$2,525,000 during the three months ended September 29, 201730, 2022 and September 30, 2016,October 1, 2021, respectively. For the nine months ended September 29, 201730, 2022 and September 30, 2016,October 1, 2021, the Company recorded stock-based compensation expense associated with accrued bonus awards of $6,284,000$8,133,000 and $4,716,000,$7,723,000, respectively. The value of the unvested restricted stock unit awards granted is recognized on a straight-line basis over the shorter of the four-year vesting period or the period between the grant date and the date the award recipient turns 59½. If the award recipient is 59½ years or older on the date of grant, the value of the entire award is expensed upon grant. The Company recorded stock-based compensation expense associated with the unvested restricted stock unit awards of $1,294,000$1,787,000 and $1,115,000$1,654,000 during the three months ended September 29, 201730, 2022 and September 30, 2016,October 1, 2021, respectively. The Company recorded stock-based compensation expense associated with the unvested restricted stock unit awards of $5,788,000$7,315,000 and $5,447,000$6,967,000 during the nine months ended September 29, 201730, 2022 and September 30, 2016,October 1, 2021, respectively.
Stock Options
Stock options are granted for terms of ten years and generally vest 25%25% per year over a four-year period from the grant date. Unvested stock option awards will continue to vest in the case of retirement at 59½ years or older, provided that the holder of each award does all consulting work through the Company and does not become an employee for a past or present client, beneficial party or competitor of the Company. The Company grants options at exercise prices equal to the fair value of the Company’s commonunvested stock option awards granted is recognized on a straight-line basis over the shorter of the four-year vesting period or the period between the grant date and the date the award recipient turns 59½. If the award recipient is 59½ years or older on the date of grant, the value of the entire award is expensed upon grant. The Company recorded stock-based compensation expense associated with stock option grants of $92,000$212,000 and $67,000$186,000 during the three months ended September 29, 201730, 2022 and September 30, 2016,October 1, 2021, respectively. The Company recorded stock-based compensation expense associated with stock option grants of $656,000$623,000 and $496,000$549,000 during the nine months ended September 29, 201730, 2022 and September 30, 2016,October 1, 2021, respectively.
The Company uses the Black-Scholes option-pricing model to determine the fair value of options granted. The determination of the fair value of stock option awards on the date of grant using an option-pricing model is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include expected stock price volatility over the term of the award, actual and projected employee stock option exercise behaviors, the risk-free interest rate and expected dividends.
The Company used historical exercise, forfeiture, and post-vesting forfeiture and expiration data to estimate the expected term of options granted. The historical volatility of the Company’s common stock over a period of time equal to the expected term of the options granted was used to estimate expected volatility. The risk-free interest rate used in the option-pricing model was based on United States Treasury zero-coupon issues with remaining terms similar to the expected term of the options. The dividend yield assumption considers the expectation of continued declaration of dividends, offset by option holders’ dividend equivalent rights.
The Company accounts for forfeitures of stock-based awards when they occur. All stock-based payment awards are recognized on a straight-line basis over the requisite service periods of the awards.
- 14 -
- 13 -
Note 5: Treasury Stock
On October 21, 2015, the Company’s Board of Directors authorized $35,000,000 for the repurchase of the Company’s common stock. On October 19, 2016, the Company’s Board of Directors authorized an additional $35,000,000 for the repurchase of the Company’s common stock.
The Company repurchased 139,182 shares of its common stock for $8,431,000 during the nine months ended September 29, 2017. The Company repurchased 491,312 shares of its common stock for $24,456,000 during the nine months ended September 30, 2016. As of September 29, 2017 the Company had remaining authorization under its stock repurchase plans of $48,876,000 to repurchase shares of common stock.
Net losses related to the re-issuance of treasury stock to settle restricted stock unit and stock option awards of $5,667,000 and $5,791,000 were recorded as a reduction to retained earnings during the nine months ended September 29, 2017 and September 30, 2016, respectively. There were no net losses related to the re-issuance of treasury stock during the three months ended September 29, 2017 and September 30, 2016.
Note 6: Deferred Compensation Plans
The Company maintains nonqualified deferred compensation plans for the benefit of a select group of highly compensated employees. Under these plans, participants may elect to defer up to 100%100% of their compensation. Company assets that are earmarked to pay benefits under the plans are held in a rabbi trust and are subject to the claims of the Company’s creditors. As of September 29, 201730, 2022 and December 30, 2016,31, 2021 the invested amounts under the plans totaled $50,779,000$94,579,000 and $48,267,000,$109,342,000, respectively, and are recorded in pre-paidprepaid expenses and other current assets and deferred compensation plan assets on the Company’s unaudited condensed consolidated balance sheet.sheets. These assets are classified as trading securities and are recorded at fair value with changes recorded as adjustments to miscellaneous income (expense), net.
As of September 29, 201730, 2022 and December 30, 2016,31, 2021 vested amounts due under the plans totaled $56,479,000$94,502,000 and $53,617,000,$110,379,000, respectively, and are recorded within accrued payroll and employee benefits and deferred compensation plan liabilities on the Company’s unaudited condensed consolidated balance sheet.sheets. Changes in the liability are recorded as adjustments to compensation expense. During the three months ended September 29, 2017 and September 30, 2016,2022, the Company recognized a reduction to compensation expense of $1,699,000 and $1,458,000, respectively,$4,925,000 as a result of changes in the market value of the trust assets with the same amount being recorded as a loss in miscellaneous income (expense), net. During the three months ended October 1, 2021, the Company recognized a reduction to compensation expense of $258,000 as a result of changes in the market value of the trust assets with the same amount being recorded as a loss in miscellaneous income (expense), net. During the nine months ended September 30, 2022, the Company recognized a reduction in compensation expense of $20,884,000 as a result of changes in the market value of the trust assets with the same amount being recorded as a loss in miscellaneous income (expense), net. During the nine months ended October 1, 2021, the Company recognized additional compensation expense of $9,997,000 as a result of changes in the market value of the trust assets with the same amount being recorded as income in miscellaneous income (expense), net. During the nine months ended September 29, 2017 and September 30, 2016, the Company recognized compensation expense of $4,617,000 and $2,823,000, respectively, as a result of changes in the market value of the trust assets with the same amount being recorded as income in miscellaneous income, net.
Note 7: Supplemental Cash Flow Information
The following is supplemental disclosure of cash flow information:
Nine Months Ended |
| Nine Months Ended |
| |||||||||||||
(In thousands) | September 29, 2017 | September 30, 2016 |
| September 30, |
|
| October 1, |
| ||||||||
Cash paid during period: |
|
|
|
|
|
| ||||||||||
Income taxes | $ | 17,208 | $ | 13,375 |
| $ | 24,349 |
|
| $ | 16,481 |
| ||||
Non-cash investing and financing activities: |
|
|
|
|
|
| ||||||||||
Unrealized gain on short-term investments | $ | 17 | $ | 65 | ||||||||||||
Unrealized loss on short-term investments |
| $ | - |
|
| $ | (65 | ) | ||||||||
Vested stock unit awards issued to settle accrued bonuses | $ | 6,910 | $ | 6,334 |
| $ | 10,200 |
|
| $ | 7,637 |
| ||||
Accrual for capital expenditures | $ | 162 | $ | 739 | ||||||||||||
Accrual for capital expenditures as of period end |
| $ | 846 |
|
| $ | 368 |
| ||||||||
Right-of-use asset obtained in exchange for operating lease obligations |
| $ | 8,090 |
|
| $ | 792 |
|
- 14 -
Note 8: Accounts Receivable, Net
At September 29, 201730, 2022 and December 30, 2016,31, 2021, accounts receivable, net, was comprised of the following:
September 29, | December 30, |
| September 30, |
|
| December 31, |
| |||||||||
(In thousands) | 2017 | 2016 |
| 2022 |
|
| 2021 |
| ||||||||
Billed accounts receivable | $ | 90,263 | $ | 60,510 |
| $ | 110,428 |
|
| $ | 102,028 |
| ||||
Unbilled accounts receivable | 38,387 | 30,316 |
|
| 61,743 |
|
|
| 42,256 |
| ||||||
Allowance for contract losses and doubtful accounts | (3,847 | ) | (3,417 | ) |
|
| (6,157 | ) |
|
| (4,423 | ) | ||||
Total accounts receivable, net | $ | 124,803 | $ | 87,409 |
| $ | 166,014 |
|
| $ | 139,861 |
|
The Company maintains allowances for estimated losses over the remaining contractual life of its receivables resulting from the inability of customers to meet their financial obligations or for disputes that affect the Company’s ability to fully collect amounts due. In circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations or aware of a dispute with a specific customer, a specific allowance is recorded to reduce the net recognized receivable to the amount the Company reasonably believes will be collected. For all other
- 15 -
customers the Company recognizes allowances for doubtful accounts based upon historical write-offs, customer concentration, customer creditworthiness, current economic conditions, aging of amounts due and future expectations.
A reconciliation of the beginning and ending amount of the allowance for contract losses and doubtful accounts is as follows (in thousands):
Balance at December 31, 2021 |
| $ | 4,423 |
|
Provision for contract losses and doubtful accounts |
|
| 2,112 |
|
Write-offs |
|
| (378 | ) |
Balance at September 30, 2022 |
| $ | 6,157 |
|
Note 9: Segment Reporting
The Company has two reportable operating segments based on two primary areas of service. The Engineering and Other Scientific segment is a broad service group providing technical consulting in different practices primarily in engineering. The Environmental and Health segment provides services in the areaareas of environmental, epidemiology and health risk analysis. This segment provides a wide range of consulting services relating to environmental hazards and risks and the impact on both human health and the environment. Our Chief Executive Officer, the chief operating decision maker, reviews revenues and operating income for each of our reportable segments, but does not review total assets in evaluating segment performance and capital allocation.
Segment information for the three and nine months ended September 29, 201730, 2022 and September 30, 2016October 1, 2021 follows:
Revenues
Revenues
Three Months Ended | Nine Months Ended |
| Three Months Ended |
|
| Nine Months Ended |
| |||||||||||||||||||||||||
(In thousands) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||||||||||||||
Engineering and Other Scientific | $ | 70,670 | $ | 61,237 | $ | 207,148 | $ | 187,026 |
| $ | 107,403 |
|
| $ | 97,100 |
|
| $ | 321,168 |
|
| $ | 288,848 |
| ||||||||
Environmental and Health | 16,885 | 16,375 | 52,369 | 51,037 |
|
| 19,776 |
|
|
| 19,305 |
|
|
| 64,770 |
|
|
| 63,915 |
| ||||||||||||
Total revenues | $ | 87,555 | $ | 77,612 | $ | 259,517 | $ | 238,063 |
| $ | 127,179 |
|
| $ | 116,405 |
|
| $ | 385,938 |
|
| $ | 352,763 |
|
Operating Income
Three Months Ended | Nine Months Ended | |||||||||||||||
(In thousands) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 | ||||||||||||
Engineering and Other Scientific | $ | 23,645 | $ | 19,933 | $ | 70,279 | $ | 60,632 | ||||||||
Environmental and Health | 5,450 | 4,758 | 16,753 | 13,981 | ||||||||||||
Total segment operating income | 29,095 | 24,691 | 87,032 | 74,613 | ||||||||||||
Corporate operating expense | (9,790 | ) | (9,096 | ) | (32,776 | ) | (27,651 | ) | ||||||||
Total operating income | $ | 19,305 | $ | 15,595 | $ | 54,256 | $ | 46,962 |
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
(In thousands) |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||
Engineering and Other Scientific |
| $ | 39,385 |
|
| $ | 36,676 |
|
| $ | 117,907 |
|
| $ | 108,646 |
|
Environmental and Health |
|
| 6,378 |
|
|
| 5,851 |
|
|
| 21,059 |
|
|
| 21,265 |
|
Total segment operating income |
|
| 45,763 |
|
|
| 42,527 |
|
|
| 138,966 |
|
|
| 129,911 |
|
Corporate operating expense |
|
| (8,950 | ) |
|
| (10,408 | ) |
|
| (20,159 | ) |
|
| (44,362 | ) |
Total operating income |
| $ | 36,813 |
|
| $ | 32,119 |
|
| $ | 118,807 |
|
| $ | 85,549 |
|
Certain operating expenses are excluded from the Company’s measure of segment operating income. These expenses include costs associated with its human resources, finance, information technology, and business development groups; the deferred compensation expense/benefit due to the change in value of assets associated with its deferred compensation plan; stock-based compensation associated with restricted stock unit and stock option awards; and the change in its allowance for contract losses and doubtful accounts.
- 1516 -
Capital Expenditures
Three Months Ended | Nine Months Ended |
| Three Months Ended |
|
| Nine Months Ended |
| |||||||||||||||||||||||||
(In thousands) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||||||||||||||
Engineering and Other Scientific | $ | 662 | $ | 902 | $ | 2,464 | $ | 3,365 |
| $ | 870 |
|
| $ | 563 |
|
| $ | 3,050 |
|
| $ | 1,981 |
| ||||||||
Environmental and Health | 64 | 33 | 170 | 94 |
|
| 48 |
|
|
| 57 |
|
|
| 104 |
|
|
| 136 |
| ||||||||||||
Total segment capital expenditures | 726 | 935 | 2,634 | 3,459 |
|
| 918 |
|
|
| 620 |
|
|
| 3,154 |
|
|
| 2,117 |
| ||||||||||||
Corporate capital expenditures | 102 | 8,746 | 720 | 9,604 |
|
| 1,172 |
|
|
| 778 |
|
|
| 6,387 |
|
|
| 3,086 |
| ||||||||||||
Total capital expenditures | $ | 828 | $ | 9,681 | $ | 3,354 | $ | 13,063 |
| $ | 2,090 |
|
| $ | 1,398 |
|
| $ | 9,541 |
|
| $ | 5,203 |
|
Certain capital expenditures associated with the Company’s corporate cost centers and the related depreciation are excluded from the Company’s segment information.
Depreciation and Amortization
Three Months Ended | Nine Months Ended |
| Three Months Ended |
|
| Nine Months Ended |
| |||||||||||||||||||||||||
(In thousands) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||||||||||||||
Engineering and Other Scientific | $ | 1,103 | $ | 1,136 | $ | 3,381 | $ | 3,273 |
| $ | 1,108 |
|
| $ | 1,089 |
|
| $ | 3,301 |
|
| $ | 3,074 |
| ||||||||
Environmental and Health | 47 | 45 | 132 | 133 |
|
| 41 |
|
|
| 49 |
|
|
| 124 |
|
|
| 141 |
| ||||||||||||
Total segment depreciation and amortization | 1,150 | 1,181 | 3,513 | 3,406 |
|
| 1,149 |
|
|
| 1,138 |
|
|
| 3,425 |
|
|
| 3,215 |
| ||||||||||||
Corporate depreciation and amortization | 417 | 401 | 1,249 | 1,103 |
|
| 574 |
|
|
| 507 |
|
|
| 1,799 |
|
|
| 1,728 |
| ||||||||||||
Total depreciation and amortization | $ | 1,567 | $ | 1,582 | $ | 4,762 | $ | 4,509 |
| $ | 1,723 |
|
| $ | 1,645 |
|
| $ | 5,224 |
|
| $ | 4,943 |
|
One client comprised 17%16% and 15% of the Company’s revenues during the three months ended September 29, 2017.30, 2022 and October 1, 2021, respectively. The same client comprised 14%15% and 13% of the Company’sCompany's revenues during the nine months ended September 29, 2017. No other single client comprised more than 10%30, 2022 and October 1, 2021, respectively.
Note 10: Leases
The Company determines if an arrangement is a lease at the inception of the arrangement. Operating leases are included in operating lease right-of-use (“ROU”) assets, current operating lease liabilities, and long-term operating lease liabilities in the Company’s revenues duringcondensed consolidated balance sheet. The Company does not have any finance leases as of September 30, 2022.
ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate, based on the information available at commencement date, in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The amortization of operating lease ROU assets and the change in operating lease liabilities is disclosed as a single line item in the condensed consolidated statements of cash flows.
The Company leases office, laboratory, and storage space in 13 states and the District of Columbia, as well as in China, Hong Kong, Singapore, Switzerland, and the United Kingdom. Leases for these office, laboratory, and storage facilities have terms generally ranging between one and ten years. Some of these leases include options to extend or terminate the lease, none of which are currently included in the lease term as the Company has determined that exercise of these options is not reasonably certain.
- 17 -
The Company has a Test and Engineering Center on 147 acres of land in Phoenix, Arizona. The Company leases this land from the state of Arizona under a 30-year lease agreement that expires in January of 2028 and has options to renew for twofifteen-year periods. As of September 30, 2022, the Company has determined that exercise of the renewal options is not reasonably certain and thus the extension is not included in the lease term.
The Company’s equipment leases are included in the ROU asset and liability balances, but are not material.
The Company leases excess space in its Silicon Valley and Natick facilities. Rental income of $739,000 and $624,000 was included in other income for the three and nine months ended September 29, 2017. No single client comprised more than 10%30, 2022 and October 1, 2021, respectively. Rental income of $2,157,000 and $2,030,000 was included in other income for the Company’s revenues during the three and nine months ended September 30, 2016. 2022 and October 1, 2021, respectively.
The same client comprised 29%components of lease expense included in other operating expenses on the Company’s accounts receivable atcondensed consolidated statements of income were as follows:
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
(In thousands) |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||
Operating lease cost |
| $ | 1,681 |
|
| $ | 1,635 |
|
| $ | 5,247 |
|
| $ | 4,896 |
|
Variable lease cost |
|
| 274 |
|
|
| 246 |
|
|
| 913 |
|
|
| 793 |
|
Short-term lease cost |
|
| 194 |
|
|
| 68 |
|
|
| 425 |
|
|
| 319 |
|
Supplemental cash flow information related to operating leases was as follows:
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
(In thousands) |
| September 30, 2022 |
|
| October 1, 2021 |
|
| September 30, 2022 |
|
| October 1, 2021 |
| ||||
Cash paid for amounts included in the |
| $ | 1,518 |
|
| $ | 1,566 |
|
| $ | 5,083 |
|
| $ | 5,381 |
|
Supplemental balance sheet information related to operating leases was as follows:
|
| September 30, |
| December 31, |
Weighted Average Remaining Lease Term |
| 4.3 years |
| 4.1 years |
Weighted Average Discount Rate |
| 4.0% |
| 4.2% |
Maturities of operating lease liabilities as of September 29, 2017. No other single client comprised more than 10% of the Company’s accounts receivable at September 29, 2017. No single client comprised more than 10% of the Company’s accounts receivable at December 30, 2016.2022:
|
| Operating |
| |
(In thousands) |
| Leases |
| |
2022 (excluding the nine months ended September 30, 2022) |
|
| 1,413 |
|
2023 |
|
| 5,885 |
|
2024 |
|
| 4,178 |
|
2025 |
|
| 3,296 |
|
2026 |
|
| 3,084 |
|
2027 |
|
| 2,589 |
|
2028 |
|
| 162 |
|
Total lease payments |
| $ | 20,607 |
|
Less imputed interest |
|
| (2,050 | ) |
Total lease liability |
| $ | 18,557 |
|
- 18 -
Note 10:11: Contingencies
The Company is a party to various legal actions from time to time and may be contingently liable in connection with claims and contracts arising in the normal course of business, the outcome of which the Company believes, after consultation with legal counsel, will not have a material adverse effect on its financial condition, results of operations or liquidity. However, due to the risks and uncertainties inherent in legal proceedings, actual results could differ from current expected results. All legal costs associated with litigation are expensed as incurred.
- 16 -
Note 12: Subsequent Events
On October 27, 2022, the Company’s Board of Directors announced a cash dividend of $0.24 per share of the Company’s common stock, payable December 23, 2022, to stockholders of record as of December 9, 2022.
- 19 -
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and notes thereto included herein and with our audited consolidated financial statements and notes thereto for the fiscal year ended December 30, 2016,31, 2021, which are contained in our fiscal 20162021 Annual Report on Form 10-K, which was filed with the U.S. Securities and Exchange Commission on February 24, 201725, 2022 (our “2016“2021 Annual Report”).
Forward-Looking Statements
This Quarterly Report on Form 10-Q contains certain “forward-looking” statements (as such term is defined in the Private Securities Litigation Reform Act of 1995, and the rules promulgated pursuant to the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended) that are based on the beliefs of the Company’sour management, as well as assumptions made by and information currently available to the Company’sour management. Such forward-looking statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. When used in this document, the words “intend,” “anticipate,” “believe,” “estimate,” “expect” and similar expressions, as they relate to the Companyus or itsour management, identify such forward-looking statements. Such statements reflect the current views of the Companyus or itsour management with respect to future events and are subject to certain risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, the Company’sour actual results, performance, or achievements could differ materially from those expressed in, or implied by, any such forward-looking statements. Factors that could cause or contribute to such material differences include the global economic downturn, the COVID-19 pandemic (including factors relating to measures implemented by governmental authorities or by us to promote the safety of our employees, vendors and clients; other direct and indirect impacts on our business and the businesses of our clients, vendors and other partners; impacts which may, among other things, adversely affect our clients’ ability to utilize our services at the levels they have previously; disruptions of access to our facilities or those of our clients or third parties; and increased and potentially significant economic uncertainty and volatility, including credit and collectability risks and potential disruptions of capital and credit markets), the possibility that the demand for our services may decline as a result of changes in general and industry specific economic conditions, the timing of engagements for our services, the effects of competitive services and pricing, the absence of backlog related to our business, our ability to attract and retain key employees, the effect of tort reform and government regulation on our business and liabilities resulting from claims made against us. Additional risks and uncertainties are discussed in our 2016 Annualthis Quarterly Report under the heading “Risk Factors” and elsewhere in thethis report. The inclusion of such forward-looking information should not be regarded as a representation by the Companyus or any other person that the future events, plans, or expectations we contemplated by the Company will be achieved. Due to such uncertainties and risks, you are warned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof. The Company doesWe do not intend to release publicly any updates or revisions to any such forward-looking statements.
Business Overview
Exponent, Inc., is an engineering and scientific consulting firm that provides solutions to complex problems. Our multidisciplinary team of scientists, engineers and business consultants brings together more than 90 different technical disciplines to solve complicated issues facing industry and business today. Our services include analysis of product development, product recall, regulatory compliance, and the discovery of potential problems related to products, people, property and impending litigation.
CRITICAL ACCOUNTING ESTIMATES
In preparing our unaudited condensed consolidated financial statements, we make assumptions, judgments and estimates that canThere have abeen no significant impact on our revenue, operating income and net income, as well as on the value of certain assets and liabilities on our consolidated balance sheet. We base our assumptions, judgments and estimates on historical experience and various other factors that we believe to be reasonable under the circumstances. Actual results could differ materially from these estimates under different assumptions or conditions. On a regular basis we evaluate our assumptions, judgments and estimates and make changes accordingly. We believe that the assumptions, judgments and estimates involved in the accounting for revenue recognition and estimating the allowance for contract losses and doubtful accounts have the greatest potential impact on our consolidated financial statements, so we consider these to be our critical accounting policies. Historically, our assumptions, judgments and estimates relativeduring the nine months ended September 30, 2022, as compared to ourthe critical accounting policies have not differed materially from actual results. Policies covering revenue recognitionestimates disclosed in Management’s Discussion and estimating the allowance for contract lossesAnalysis of Financial Condition and doubtful accounts are describedResults of Operations included in our 20162021 Annual Report under “Critical Accounting Estimates” and Note 1 (Summary of Significant Accounting Policies) of the Notes to Consolidated Financial Statements.Report.
- 1720 -
RESULTS OF CONSOLIDATED OPERATIONS
Executive Summary
Revenues for the third quarter of 20172022 increased 13%9% to $87,555,000$127,179,000 as compared to $77,612,000$116,405,000 during the same period last year. Revenues before reimbursements for the third quarter of 20172022 increased 11%6% to $82,359,000$115,143,000 as compared to $74,160,000$108,467,000 during the same period last year. We experienced strong demand for our consulting services from a diverse set of clients for both proactive and reactive projects. We continue to see demand for our proactive services in the areas of design and regulatory consulting, specifically related to consumer electronics, and our reactive services in international construction disputes, consumer product recalls and product liability claims.
During the third quarter of 2017 we had strong growth in2022, our chemical regulation & food safety, construction consulting, electrical engineering & computer science, human factors, mechanical engineering,proactive engagements within consumer products and polymer science & materials chemistry practices. Duringtransportation remained a key driver of our performance as demand for our work related to virtual reality, wearable technologies, and energy storage increased. At the quarter wesame time, our reactive business continued to benefit from an increase in litigation activity and a diversified portfolio of product safety- and recall-related work, on a large human factors assessment for a clientparticularly in the consumer products industry. The level of activity for this project increased during the quarter, driving increases in both revenue and profitability. This project represented approximately 8% of our revenues before reimbursements in the third quarter of 2017 and approximately 6% of our revenues before reimbursements for the first nine months of 2017. During the quarter we also continued our international construction disputes work with current mining, gas terminal and power plant projects. We also experienced growth from lithium-ion battery consulting for clients in the consumer products, transportation, medical device, and utility industries. Our interdisciplinary team of chemists, electrical engineers, material scientists and mechanical engineers has guided clients with respect to the performance, reliability, and safety of new products, as well as with respect to recalls and litigation matters involving existing products with lithium-ion batteries.life sciences space.
Net income increased 30%decreased 1% to $14,643,000$24,442,000 during the third quarter of 20172022 as compared to $11,289,000$24,574,000 during the same period last year. Diluted earnings per share increased to $0.54$0.47 per share as compared to $0.42$0.46 in the same period last year. We were able to improve profitability and margins by effectively managing headcount over the past year to align our resources with demand and benefited from a large human factors assessment for a client in the consumer products industry, which resulted in improved utilization and increased leverage of our cost structure.
We remain focused on selectively adding top talent and developing the skills necessary to expand our market position and providing clients with in-depth scientific research and analysis to determine what happened and how to prevent failures or exposures in the future. We also remain focused on capitalizing on emerging growth areas, managing other operating expenses, generating cash from operations, maintaining a strong balance sheet and undertaking activities such as share repurchases and dividends to enhance shareholder value.
Overview of the Three Months Ended September 29, 201730, 2022
During the third quarter of 2017,2022, billable hours increased 12%5% to 310,000365,000 as compared to 278,000348,000 during the same period last year. Our utilization increaseddecreased to 76%73% during the third quarter of 20172022 as compared to 70%76% during the same period last year. Technical full-time equivalent employees increased 3%8% to 787958 during the third quarter of 20172022 as compared to 761883 during the same period last year. We continue to selectively hire key talent to expand our capabilities.
- 18 -
Three Months Ended September 29, 201730, 2022 compared to Three Months Ended September 30, 2016October 1, 2021
Revenues | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Engineering and Other Scientific | $ | 70,670 | $ | 61,237 | 15.4 | % | ||||||
Percentage of total revenues | 80.7 | % | 78.9 | % | ||||||||
Environmental and Health | 16,885 | 16,375 | 3.1 | % | ||||||||
Percentage of total revenues | 19.3 | % | 21.1 | % | ||||||||
Total revenues | $ | 87,555 | $ | 77,612 | 12.8 | % |
Revenues
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Engineering and Other Scientific |
| $ | 107,403 |
|
| $ | 97,100 |
|
|
| 10.6 | % |
Percentage of total revenues |
|
| 84.5 | % |
|
| 83.4 | % |
|
|
| |
Environmental and Health |
|
| 19,776 |
|
|
| 19,305 |
|
|
| 2.4 | % |
Percentage of total revenues |
|
| 15.5 | % |
|
| 16.6 | % |
|
|
| |
Total revenues |
| $ | 127,179 |
|
| $ | 116,405 |
|
|
| 9.3 | % |
The increase in revenues for our Engineering and Other Scientific segment was due to an increase in billable hours.hours and an increase in billing rates. During the third quarter of 2017,2022, billable hours for this segment increased by 13%6% to 242,000291,000 as compared to 214,000275,000 during the same period last year. Utilization for this segment increaseddecreased to 78%76% during the third quarter of 20172022 as compared to 73%78% during the same period last year. The increase in billable hours and utilization was due to strong growth fromdriven by an increase in demand for our proactive design consulting services specifically related to ongoing projects with clients inacross the consumer products, industry. Duringutilities, and automotive sectors. Utilization during the second quarter we continued work on a large human factors assessment for a client in the consumer products industry. In addition to the ongoing large human factors assessment project, we realized increased demand for similar services from other clients. We have developed a unique offering of highly qualified scientists and facilities to advise clients as they navigate the increasing complexity of interactions between their products and users. We also experienced growth from lithium-ion battery consulting for clients in the consumer products, transportation, medical device, and utility industries. Our interdisciplinary team of chemists, electrical engineers, material scientists and mechanical engineers has guided clients with respect to the performance, reliability, and safety of new products, as well as with respect to recalls and litigation matters involving existing products with lithium-ion batteries.2021 was historically strong. Technical full-time equivalent employees in this segment increased 5%10% to 594742 during the third quarter of 20172022 as compared to 566675 for the same period last year due to our continuing recruiting and retention efforts.
The increase in revenues for our Environmental and Health segment was due to an increase in billable hours.hours and an increase in billing rates. Excluding the impact of foreign exchange, revenues for this segment increased 7.3% during the third quarter of 2022. During the third quarter of 2017,2022, billable hours for this segment increased by 6%1% to 68,00074,000 as compared to 64,00073,000 during the same period last year. Utilization in this segment increaseddecreased to 68%66% during
- 21 -
the third quarter of 20172022 as compared to 63%68% during the same period last year. The increase in billable hours andrevenues was due to expansion of our health data science work. The decrease in utilization was due to growthinvestments in recruiting and marketing in our chemical regulation and food safety practice where we continued to assist clients with global regulatory issues. This segment’s contribution to the large ongoing human factors assessment also contributed to the increase in billable hours and utilization. These increases were partially offset by depressed demand from the oil and gas and industrial chemical industries.Health Practice. Technical full-time equivalent employees in this segment decreased by 1%increased 4% to 193216 during the third quarter of 20172022 as compared to 195208 during the same period last year. The decrease in technical full-time equivalent employees wasyear due to our efforts to align resources with anticipated demand.recruiting and retention efforts.
Compensation and Related Expenses | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Compensation and related expenses | $ | 51,493 | $ | 47,797 | 7.7 | % | ||||||
Percentage of total revenues | 58.8 | % | 61.6 | % |
Compensation and Related Expenses
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Compensation and related expenses |
| $ | 62,779 |
|
| $ | 64,138 |
|
|
| -2.1 | % |
Percentage of total revenues |
|
| 49.4 | % |
|
| 55.1 | % |
|
|
|
The increasedecrease in compensation and related expenses during the third quarter of 20172022 was due to a change in the value of assets associated with our deferred compensation plan, partially offset by an increase in bonuspayroll expense and an increase in payroll expense. Bonusfringe benefits. During the third quarter of 2022, deferred compensation expense increaseddecreased by $2,392,000$4,667,000 with a corresponding decrease to other income, net, as compared to the same period last year, due to the change in value of assets associated with our deferred compensation plan. This decrease consisted of a decrease in the value of plan assets of $4,925,000 during the third quarter of 2017 due2022 as compared to a corresponding increase to income before income taxes, before bonus expense, and before stock-based compensation.decrease in the value of plan assets of $258,000 during the same period last year. Payroll expense increased $854,000by $2,690,000 and fringe benefits increased by $307,000 during the third quarter of 2022 due to the impact of our annual salary adjustments and an increase in technical full-time equivalent employees. We expect our compensation expense, excluding the change in value of deferred compensation plan assets, to increase as we selectively add new talent and adjust compensation to market conditions.
- 19 -
Other Operating Expenses | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Other operating expenses | $ | 7,500 | $ | 7,020 | 6.8 | % | ||||||
Percentage of total revenues | 8.6 | % | 9.0 | % |
Other Operating Expenses
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Other operating expenses |
| $ | 8,822 |
|
| $ | 8,017 |
|
|
| 10.0 | % |
Percentage of total revenues |
|
| 6.9 | % |
|
| 6.9 | % |
|
|
|
Other operating expenses include facilities-related costs, technical materials, computer-related expenses and depreciation and amortization of property, equipment and leasehold improvements. The increase in other operating expenses during the third quarter of 20172022 was primarily due to an increase in occupancy expense of $265,000$400,000, an increase in information technology related expenses of $253,000, and an increase in computer expenseoffice expenses of $137,000 associated with investments$132,000. The increases in occupancy expenses and office expenses were due to growth in technical full-time equivalent employees and the transition back to our offices from a fully remote work environment. The increases in information technology related expenses were due to continued investment in our corporate infrastructure. We expect other operating expenses to grow as we selectively add new talent, and make investments in our corporate infrastructure.infrastructure, and transition our workforce back to our offices as COVID-19 pandemic related business restrictions are lifted.
Reimbursable Expenses | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Reimbursable expenses | $ | 5,196 | $ | 3,452 | 50.5 | % | ||||||
Percentage of total revenues | 5.9 | % | 4.4 | % |
Reimbursable Expenses
The increase in reimbursable expenses was primarily due to an increase in travel related costs associated with our large human factors assessment project.
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Reimbursable expenses |
| $ | 12,036 |
|
| $ | 7,938 |
|
|
| 51.6 | % |
Percentage of total revenues |
|
| 9.5 | % |
|
| 6.8 | % |
|
|
|
- 22 -
The amount of reimbursable expenses will vary from quarter to quarter depending on the nature of our projects. The increase in reimbursable expenses during the third quarter of 2022 was primarily due to an increase in project-related travel and other project-related expenses as COVID-19 pandemic-related business and travel restrictions eased.
General and Administrative Expenses | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
General and administrative expenses | $ | 4,061 | $ | 3,748 | 8.4 | % | ||||||
Percentage of total revenues | 4.6 | % | 4.8 | % |
General and Administrative Expenses
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
General and administrative expenses |
| $ | 6,729 |
|
| $ | 4,193 |
|
|
| 60.5 | % |
Percentage of total revenues |
|
| 5.3 | % |
|
| 3.6 | % |
|
|
|
The increase in general and administrative expenses during the third quarter of 2017 was primarily due to an increase in bad debttravel and meals of $91,000,$1,710,000, an increase in outside consulting expense of $485,000, an increase in recruiting expenses of 167,000, and several other individually insignificant increases. The increase in travel and meals was due to a firm-wide managers' meeting held during the third quarter of $90,000,2022 and anthe continued easing of COVID-19 pandemic-related business and travel restrictions. The increase in legaloutside consulting expense was due to several ongoing projects associated with investments in our corporate infrastructure. The increases in recruiting expenses of $87,000.was due to the increase in technical full-time equivalent employees. We expect general and administrative expenses to increase as we selectively add new talent, expand our business development and staff development initiatives, and pursue staffincrease travel and meal expenses as COVID-19 pandemic related business restrictions phase out.
Operating Income
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Engineering and Other Scientific |
| $ | 39,385 |
|
| $ | 36,676 |
|
|
| 7.4 | % |
Environmental and Health |
|
| 6,378 |
|
|
| 5,851 |
|
|
| 9.0 | % |
Total segment operating income |
|
| 45,763 |
|
|
| 42,527 |
|
|
| 7.6 | % |
Corporate operating expense |
|
| (8,950 | ) |
|
| (10,408 | ) |
|
| -14.0 | % |
Total operating income |
| $ | 36,813 |
|
| $ | 32,119 |
|
|
| 14.6 | % |
The increase in operating income for our Engineering and Other Scientific segment during the third quarter of 2022 as compared to the same period last year was due to an increase in revenues partially offset by an increase in expenses. The increase in revenues was driven by demand for our services across the consumer products, utilities, and automotive sectors. The increase in operating income for our Environmental and Health segment was due to an increase in revenues. The increase in revenues was driven by expansion of our health data science work.
- 23 -
Certain operating expenses are excluded from the Company’s measure of segment operating income. These expenses include the costs associated with our human resources, finance, information technology, and business development initiatives.groups; the deferred compensation expense/benefit due to the change in value of assets associated with our deferred compensation plan; stock-based compensation associated with restricted stock unit and stock option awards; and the change in our allowance for contract losses and doubtful accounts.
Other Income, Net | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Other income, net | $ | 2,725 | $ | 2,325 | 17.2 | % | ||||||
Percentage of total revenues | 3.1 | % | 3.0 | % |
The decrease in corporate operating expenses during the third quarter of 2022 as compared to the same period last year was primarily due to a decrease in deferred compensation expense partially offset by an increase in the costs associated with our human resources, finance, information technology and business development groups. During the third quarter of 2022, deferred compensation expense decreased $4,667,000, with a corresponding decrease to other income, net, as compared to the same period last year, due to the change in value of assets associated with our deferred compensation plan. This decrease consisted of a decrease in the value of plan assets of $4,925,000 during the third quarter of 2022 as compared to a decrease in the value of plan assets of $258,000 during the same period last year.
Other Income, Net
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Other income, net |
| $ | (3,337 | ) |
| $ | 270 |
|
|
| -1335.9 | % |
Percentage of total revenues |
|
| -2.6 | % |
|
| 0.2 | % |
|
|
|
Other income, net, consists primarily of changes in the value of assets associated with our deferred compensation plan, interest income earned on available cash, cash equivalents and short-term investments, and rental income from leasing space in our Silicon Valley facility.and Natick facilities. The increasedecrease in other income, net, was primarily due to an increase in interest income of $193,000 and a change in the value of assets associated with our deferred compensation plan. Theplan partially offset by an increase in the gain on foreign exchange, and an increase in interest income was due to higher interest rates for our cash equivalents and short-term investments.income. During the third quarter of 2017,2022, other income, net, increased $241,000decreased by $4,667,000 with a corresponding increasedecrease to deferred compensation expense, as compared to the same period last year, due to a change in the value of assets associated with our deferred compensation plan. This increasedecrease consisted of an increasea decrease in the value of the plan assets of $1,699,000$4,925,000 during the third quarter of 20172022 as compared to an increasea decrease in the value of the plan assets of $1,458,000$258,000 during the same period last year. The increase in the gain on foreign exchange of $325,000 was due to an increase in the value of assets denominated in currencies that are not our functional currency. The increase in interest income of $625,000 was due to an increase in interest rates.
- 20 -
Income Taxes | ||||||||||||
Three Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Income taxes | $ | 7,387 | $ | 6,631 | 11.4 | % | ||||||
Percentage of total revenues | 8.4 | % | 8.5 | % | ||||||||
Effective tax rate | 33.5 | % | 37.0 | % |
Income Taxes
|
| Three Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Income taxes |
| $ | 9,034 |
|
| $ | 7,815 |
|
|
| 15.6 | % |
Percentage of total revenues |
|
| 7.1 | % |
|
| 6.7 | % |
|
|
| |
Effective tax rate |
|
| 27.0 | % |
|
| 24.1 | % |
|
|
|
The increase in income tax expense was due to a corresponding increase in pre-tax income. The decrease in our effective tax rate was due to an increase in the excess tax benefit associated with share-basedstock-based awards. There was no excess tax benefit associated with stock-based awards and a decrease in our unrecognized tax benefit.during the third quarter of 2022. The excess tax benefit associated with share-basedstock-based awards increased to $464,000was $1,066,000 during the third quarter of 2017 as compared to $39,0002021. Excluding the impact of the excess tax benefit, the effective tax rate would have been 27.4% during the same period last year. During the third quarter of 2017 we released $437,000 of our unrecognized tax benefit due to the completion of two tax audits.2021.
Nine Months Ended September 29, 201730, 2022 compared to Nine Months Ended September 30, 2016October 1, 2021
Revenues | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Engineering and Other Scientific | $ | 207,148 | $ | 187,026 | 10.8 | % | ||||||
Percentage of total revenues | 79.8 | % | 78.6 | % | ||||||||
Environmental and Health | 52,369 | 51,037 | 2.6 | % | ||||||||
Percentage of total revenues | 20.2 | % | 21.4 | % | ||||||||
Total revenues | $ | 259,517 | $ | 238,063 | 9.0 | % |
Revenues
- 24 -
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Engineering and Other Scientific |
| $ | 321,168 |
|
| $ | 288,848 |
|
|
| 11.2 | % |
Percentage of total revenues |
|
| 83.2 | % |
|
| 81.9 | % |
|
|
| |
Environmental and Health |
|
| 64,770 |
|
|
| 63,915 |
|
|
| 1.3 | % |
Percentage of total revenues |
|
| 16.8 | % |
|
| 18.1 | % |
|
|
| |
Total revenues |
| $ | 385,938 |
|
| $ | 352,763 |
|
|
| 9.4 | % |
The increase in revenues for our Engineering and Other Scientific segment was due to an increase in billable hours.hours and an increase in billing rates. During the first nine months of 2017,2022, billable hours for this segment increased by 9%4% to 709,000874,000 as compared to 649,000838,000 during the same period last year. Utilization for this segment increaseddecreased to 78%77% during the first nine months of 20172022 as compared to 74%79% during the same period last year. TheGrowth was driven by demand for Exponent’s services across a broad range of industries and use cases. In addition to the steady increase in billable hourslitigation support and utilization was due to strong growth fromhuman participant studies, our proactive design and regulatory consulting services, specifically related to ongoing projects with clients in the consumer products industry. During the first nine months of 2017 we performed a large human factors assessment for a client in the consumer products industry. Wemultidisciplinary battery team continued to expand our broad base ofsee demand for its solutions in electric vehicles and energy storage. Our work in international construction dispute work with ongoing mining, gas terminalarbitrations and power plant projects leveraging our integrated team of experts to deliver solutions to complex capital projects.integrity management advisory services continued at strong levels. Technical full-time equivalent employees in this segment increased 4%6% to 584725 during the first nine months of 20172022 as compared to 563682 for the same period last year due to our continuing recruiting and retention efforts.
The increase in revenues for our Environmental and Health segment was due to an increase in billable hours.hours and an increase in our realized billing rate. Excluding the impact of foreign exchange, revenues for this segment increased 4.3% during the first nine months of 2022. During the first nine months of 2017,2022, billable hours for this segment increased by 4%2% to 207,000236,000 as compared to 199,000232,000 during the same period last year. Utilization in this segment increaseddecreased to 69% during the first nine months of 20172022 as compared to 63%70% during the same period last year. The increaseThis segment benefited from increased activity in billable hourslitigation-related projects and utilization was due to growth in our chemical regulation and food safety practice where we continued to assist clients with global regulatory issues. This segment’s contribution to the large ongoingsupport of human factors assessment also contributed to the increase in billable hours and utilization. These increases were partially offset by depressed demand from the oil and gas and industrial chemical industries.participant studies. Technical full-time equivalent employees in this segment decreasedincreased by 5%4% to 192219 during the first nine months of 20172022 as compared to 203211 during the same period last year. The increase in utilization and the decrease in technical full-time equivalent employees wereyear due to our efforts to align resources with anticipated demand.recruiting and retention efforts.
- 21 -
Compensation and Related Expenses | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Compensation and related expenses | $ | 157,447 | $ | 146,854 | 7.2 | % | ||||||
Percentage of total revenues | 60.7 | % | 61.7 | % |
Compensation and Related Expenses
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Compensation and related expenses |
| $ | 189,982 |
|
| $ | 210,491 |
|
|
| -9.7 | % |
Percentage of total revenues |
|
| 49.2 | % |
|
| 59.7 | % |
|
|
|
The increasedecrease in compensation and related expenses during the first nine months of 20172022 was due to an increase in bonus expense, an increase in payroll expense and fringe benefits, an increase in stock-based compensation, and a change in the value of assets associated with our deferred compensation plan. Bonus expense increasedplan partially offset by $5,467,000 during the first nine months of 2017 due to a corresponding increase to income before income taxes, before bonus expense, and before stock-based compensation. Payroll expense increased $2,453,000 and fringe benefits increased $291,000 due to the increase in technical full-time equivalent employees and our annual salary increases. Stock-based compensation increased by $460,000 due primarily to an increase in the amortization of restricted stock unit grants.payroll expense, an increase in fringe benefits, and an increase in bonus expense. During the first nine months of 2017,2022, deferred compensation expense increased $1,794,000decreased $30,881,000 with a corresponding increasedecrease to other income, net, as compared to the same period last year, due to athe change in value of assets associated with our deferred compensation plan. This increasedecrease consisted of an increasea decrease in the value of plan assets of $4,617,000$20,884,000 during the first nine months of 20172022 as compared to an increase in the value of plan assets of $2,823,000$9,997,000 during the same period last year. Payroll expense increased $7,157,000 during the first nine months of 2022 due to the increase in technical full-time equivalent employees and the impact of our annual salary adjustments. Fringe benefits increased by $1,366,000 during the first nine months of 2022 due to the increase in technical full-time equivalent employees and the impact of our annual salary adjustments. Bonus expense increased by $1,210,000 during the first nine months of 2022 due to a corresponding increase to our bonus pool which is equal to 33% of income before income taxes, interest income, bonus expense, and stock-based compensation. We expect our compensation expense, excluding the change in value of deferred compensation plan assets, to increase as we selectively add new talent and adjust compensation to market conditions.
Other Operating Expenses | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Other operating expenses | $ | 21,966 | $ | 21,221 | 3.5 | % | ||||||
Percentage of total revenues | 8.5 | % | 8.9 | % |
Other Operating Expenses
- 25 -
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Other operating expenses |
| $ | 25,742 |
|
| $ | 23,848 |
|
|
| 7.9 | % |
Percentage of total revenues |
|
| 6.7 | % |
|
| 6.8 | % |
|
|
|
Other operating expenses include facilities-related costs, technical materials, computer-related expenses and depreciation and amortization of property, equipment and leasehold improvements. The increase in other operating expenses during the first nine months of 20172022 was primarily due to an increase in depreciationoccupancy expense of $253,000,$763,000, an increase in occupancy expenseinformation technology related expenses of $158,000,$578,000 and an increase in computerdepreciation expense of $155,000 associated with$281,000. The increase in occupancy expenses was due to growth in technical full-time equivalent employees and the transition back to our offices from a fully remote work environment. The increases in information technology related expenses and depreciation expense were due to continued investment in our corporate infrastructure. We expect other operating expenses to grow as we selectively add new talent, make investments in our corporate infrastructure.infrastructure, and transition our workforce back to our offices as COVID-19 pandemic-related business restrictions are lifted.
Reimbursable Expenses | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Reimbursable expenses | $ | 12,571 | $ | 11,619 | 8.2 | % | ||||||
Percentage of total revenues | 4.8 | % | 4.9 | % |
Reimbursable Expenses
The increase in reimbursable expenses was primarily due to an increase in travel related costs associated with our large human factors assessment project.
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Reimbursable expenses |
| $ | 34,707 |
|
| $ | 22,249 |
|
|
| 56.0 | % |
Percentage of total revenues |
|
| 9.0 | % |
|
| 6.3 | % |
|
|
|
The amount of reimbursable expenses will vary from quarter to quarter depending on the nature of our projects.
- 22 -
General and Administrative Expenses | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
General and administrative expenses | $ | 13,277 | $ | 11,407 | 16.4 | % | ||||||
Percentage of total revenues | 5.1 | % | 4.8 | % |
The increase in general and administrativereimbursable expenses during the first nine months of 20172022 was primarily due to an increase in project-related travel and other project-related expenses as COVID-19 business and travel restrictions eased.
General and Administrative Expenses
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
General and administrative expenses |
| $ | 16,700 |
|
| $ | 10,626 |
|
|
| 57.2 | % |
Percentage of total revenues |
|
| 4.3 | % |
|
| 3.0 | % |
|
|
|
The increase in general and administrative expenses was primarily due to an increase in travel and meals of $1,010,000,$3,303,000, an increase in legaloutside consulting expense of $1,050,000, an increase in recruiting expenses of $246,000, and$562,000, an increase in marketing and promotionbusiness development expenses of $141,000.$268,000 and several other individually insignificant increases. The increase in travel and meals was due to a firm-wide managers’managers' meeting which occurs every other year.held during the third quarter of 2022 and the continued easing of COVID-19 pandemic-related business and travel restrictions. The increase in outside consulting expense was due to several ongoing projects associated with investments in our corporate infrastructure. The increase in recruiting expense was due to the increase in technical full-time equivalent employees. The increase in marketing and promotionbusiness development expenses was due to severalan increase in our business development activities. We expect general and administrative expenses to increase as we selectively add new talent, expand our business development and staff development initiatives, and increase travel and meal expenses as COVID-19 pandemic related business restrictions phase out.
Operating Income
- 26 -
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Engineering and Other Scientific |
| $ | 117,907 |
|
| $ | 108,646 |
|
|
| 8.5 | % |
Environmental and Health |
|
| 21,059 |
|
|
| 21,265 |
|
|
| -1.0 | % |
Total segment operating income |
|
| 138,966 |
|
|
| 129,911 |
|
|
| 7.0 | % |
Corporate operating expense |
|
| (20,159 | ) |
|
| (44,362 | ) |
|
| -54.6 | % |
Total operating income |
| $ | 118,807 |
|
| $ | 85,549 |
|
|
| 38.9 | % |
The increase in operating income for our Engineering and Other Scientific segment during the first nine months of 2022 as compared to the same period last year was due to an increase in revenues partially offset by an increase in expenses. The increase in revenues was due to an increase in billable hours and an increase in billing rates. Growth was driven by strong demand for Exponent’s services across a broad range of industries and use cases. In addition to the steady increase in litigation support and human participant studies, our multidisciplinary battery team continued to see demand for its solutions in electric vehicles and energy storage. Our work in international arbitrations and integrity management advisory services continued at strong levels. The decrease in operating income for our Environmental and Health segment was due to investments in recruiting and marketing in our Health Practice.
Certain operating expenses are excluded from our measure of segment operating income. These expenses include the costs associated with our human resources, finance, information technology, and business development groups; the firm’s 50th anniversary.deferred compensation expense/benefit due to the change in value of assets associated with our deferred compensation plan; stock-based compensation associated with restricted stock unit and stock option awards; and the change in our allowance for contract losses and doubtful accounts.
Other Income, Net | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Other income, net | $ | 7,532 | $ | 5,369 | 40.3 | % | ||||||
Percentage of total revenues | 2.9 | % | 2.3 | % |
The decrease in corporate operating expenses during the first nine months of 2022 as compared to the same period last year was primarily due to a decrease in deferred compensation expense partially offset by an increase in the costs associated with our human resources, finance, information technology and business development groups. During the first nine months of 2022, deferred compensation expense decreased $30,881,000, with a corresponding decrease to other income, net, as compared to the same period last year, due to the change in value of assets associated with our deferred compensation plan. This decrease consisted of a decrease in the value of plan assets of $20,884,000 during the first nine months of 2022 as compared to an increase in the value of plan assets of $9,997,000 during the same period last year.
Other Income, Net
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Other income, net |
| $ | (17,092 | ) |
| $ | 11,633 |
|
|
| -246.9 | % |
Percentage of total revenues |
|
| -4.4 | % |
|
| 3.3 | % |
|
|
|
Other income, net, consists primarily of changes in the value of assets associated with our deferred compensation plan, interest income earned on available cash, cash equivalents and short-term investments, and rental income from leasing space in our Silicon Valley facility.and Natick facilities. The decrease in other income, net, was primarily due to a change in the value of assets associated with our deferred compensation plan partially offset by an increase in the realized gain on foreign exchange and an increase in interest income. During the first nine months of 2017,2022, other income, net, increased $1,794,000decreased $30,881,000 with a corresponding increasedecrease to deferred compensation expense, as compared to the same period last year, due to a change in the value of assets associated with our deferred compensation plan. This increasedecrease consisted of an increasea decrease in the value of the plan assets of $4,617,000$20,884,000 during the first nine months of 20172022 as compared to an increase in the value of the plan assets of $2,823,000 during the same period last year. The increase in other income, net, was also due to an increase in interest income of $383,000 due to higher interest rates for our cash equivalents and short-term investments.
Income Taxes | ||||||||||||
Nine Months Ended | ||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | Percent Change | |||||||||
Income taxes | $ | 16,778 | $ | 15,239 | 10.1 | % | ||||||
Percentage of total revenues | 6.5 | % | 6.4 | % | ||||||||
Effective tax rate | 27.2 | % | 29.1 | % |
The increase in income tax expense was due to a corresponding increase in pre-tax income. The decrease in our effective tax rate was due to an increase in the excess tax benefit associated with share-based awards and a decrease in our unrecognized tax benefit. The excess tax benefit associated with share-based awards increased to $6,518,000 during the first nine months of 2017 as compared to $4,827,000$9,997,000 during the same period last year. During the first nine months of 2017 we released $437,000 of our unrecognized tax benefit2022, other income, net, increased by $1,218,000 as compared to the same period last year due to a change in the completionrealized gain/loss on foreign exchange. This increase consisted of two tax audits.
LIQUIDITY AND CAPITAL RESOURCES
Nine Months Ended | ||||||||
(in thousands) | September 29, 2017 | September 30, 2016 | ||||||
Net cash provided by operating activities | $ | 26,964 | $ | 37,234 | ||||
Net cash used in investing activities | (20,351 | ) | (19,113 | ) | ||||
Net cash used in financing activities | (32,637 | ) | (44,816 | ) |
- 23 -
We financed our businessa realized gain on foreign exchange of $776,000 during the first nine months of 2017 through available cash. We invest our excess cash in cash equivalents and short-term investments. As of September 29, 2017, our cash, cash equivalents and short-term investments were $165.6 million2022 as compared to $173.7 million at December 30, 2016. a realized loss on foreign exchange of $442,000 during the same period last year. During the first nine months of 2022, interest income increased by $780,000 as compared to the same period last year due to an increase in interest rates.
Income Taxes
- 27 -
|
| Nine Months Ended |
|
|
|
| ||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| Percent |
| |||
Income taxes |
| $ | 21,909 |
|
| $ | 16,360 |
|
|
| 33.9 | % |
Percentage of total revenues |
|
| 5.7 | % |
|
| 4.6 | % |
|
|
| |
Effective tax rate |
|
| 21.5 | % |
|
| 16.8 | % |
|
|
|
The excess tax benefit associated with stock-based awards was $6,040,000 during the first nine months of 2022 as compared to $9,889,000 during the same period last year. Excluding the impact of the excess tax benefit, the effective tax rate would have been 27.5% during the first nine months of 2022 as compared to 27.0% during the same period last year. The increase in our effective tax rate, excluding the impact of the excess tax benefit, was due primarily to an increase in non-deductible officer compensation.
- 28 -
LIQUIDITY AND CAPITAL RESOURCES
We believe our existing balances of cash, cash equivalents, short-term investments and cash generated from operations will be sufficient to satisfy our working capital needs, capital expenditures, outstanding commitments, stock repurchases, dividends and other liquidity requirements over at least the next twelve months.
|
| Nine Months Ended |
| |||||
(in thousands) |
| September 30, |
|
| October 1, |
| ||
Net cash provided by operating activities |
| $ | 53,237 |
|
| $ | 70,378 |
|
Net cash (used in) / provided by investing activities |
|
| (9,108 | ) |
|
| 14,569 |
|
Net cash used in financing activities |
|
| (190,556 | ) |
|
| (52,766 | ) |
We financed our business during the first nine months of 2022 through available cash. As of September 30, 2022, our cash and cash equivalents were $148,443,000 as compared to $297,687,000 at December 31, 2021.
Generally, our net cash provided by operating activities is used to fund our day to day operating activities. First quarter operating cash requirements are generally higher due to payment in the first quarter of our annual bonuses accrued during the prior year. Our largest source of operating cash flows is collections from our clients. Our primary uses of cash from operating activities are for employee related expenditures, leased facilities, taxes, and general operating expenses including marketing and travel. The decrease in net cash provided by operating activities during the first nine months of 2017 as compared to the same period last year was primarily due to an increase in accounts receivable.
The increase in net cash used in investing activities during the first nine months of 2017,2022, as compared to the net cash provided by investing activities during the same period last year, was due to a decrease in the maturity of short-term investments partially offset by a decrease in the purchase of short-term investments and an increase in capital expenditures due to an increase in investment in our corporate infrastructure.
The increase in net cash used in financing activities during the first nine months of 2022, as compared to the same period last year, was due to an increase in the purchaserepurchases of short-term investments, net of maturitiesour common stock and an increase in dividends partially offset by a decrease in capital expenditures.
The decrease in net cash used in financing activities during the first nine months of 2017, as compared to the same period last year, was due to a decrease in repurchases of common stock partially offset by an increasereduction in payroll taxes for restricted stock units, and an increase in dividend payments.units.
We expect to continue our investing activities, including capital expenditures. Furthermore, cash reserves may be used to repurchase shares of common stock under our stock repurchase programs, pay dividends, or strategically acquire professional service firms that are complementary to our business.
For a summary of our commitments to make future payments under contractual obligations, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources” in our 2016 Annual Report.
During April 2017, we entered into two agreements to purchase a total of 2.9 acres of land in Natick, Massachusetts on which we intend to build office and laboratory facilities. The total purchase price is $5,200,000. The purchase agreements are contingent on several items including feasibility studies, environmental assessments, and government approvals. If we determine that the property is unsuitable for the planned project, we can terminate the agreements to purchase the land at our sole discretion.
There have been no other material changes in our contractual obligations since December 30, 2016.
We maintain a nonqualified deferred compensation plan for the benefit of a select group of highly compensated employees. Vested amounts due under the plan of $50,778,000$85,453,000 were recorded as a long-term liability on our unaudited condensed consolidated balance sheet at September 29, 2017. Company30, 2022. Vested amounts due under the plan of $9,049,000 were recorded as a current liability on our unaudited condensed consolidated balance sheet at September 30, 2022. Our assets that are earmarked to pay benefits under the plan are held in a rabbi trust and are subject to the claims of our creditors. As of September 29, 2017,30, 2022, invested amounts under the plan of $46,678,000$83,722,000 were recorded as a long-term asset on our unaudited condensed consolidated balance sheet. As of September 30, 2022, invested amounts under the plan of $10,857,000 were recorded as a current asset on our unaudited condensed consolidated balance sheet.
As permitted under Delaware law, we have agreements whereby we indemnify our officers and directors for certain events or occurrences while the officer or director is, or was, serving at our request in such capacity. The indemnification period covers all pertinent events and occurrences during the officer’s or director’s lifetime. The maximum potential amount of future payments we could be required to make under these indemnification agreements is unlimited; however, we have director and officer insurance coverage that reduces our exposure and enables us to recover a portion of any future amounts paid.
- 2429 -
Non-GAAP Financial Measures
Regulation G, Conditions for Use of Non-Generally Accepted Accounting Principles ("Non-GAAP") Financial Measures, and other SECU.S. Securities and Exchange Commission (“SEC”) rules and regulations define and prescribe the conditions for use of Non-GAAP financial information. Generally, a Non-GAAP financial measure is a numerical measure of a company's performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. We closely monitor two financial measures, EBITDA and EBITDAS, which meet the definition of Non-GAAP financial measures. We define EBITDA as net income before income taxes, net interest income, depreciation and amortization. We define EBITDAS as EBITDA before stock-based compensation. The Company regards EBITDA and EBITDAS as useful measures of operating performance to complement operating income, net income and other GAAP financial performance measures. Additionally, management believes that EBITDA and EBITDAS provide meaningful comparisons of past, present and future operating results. These measures are used to evaluate our financial results, develop budgets and determine employee compensation. These measures, however, should be considered in addition to, and not as a substitute for or superior to, operating income, cash flows, or other measures of financial performance prepared in accordance with GAAP. A reconciliation of the Non-GAAP measures to the nearest comparable GAAP measure is set forth below.
The following table shows EBITDA (determined as shown in the reconciliation table below) as a percentage of revenues before reimbursements for the three and nine months ended September 29, 201730, 2022 and SeptemberOctober 1, 2021:
|
| Three Months Ended |
|
| Nine Months Ended |
| ||||||||||
(in thousands, except percentages) |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||
Revenues before reimbursements |
| $ | 115,143 |
|
| $ | 108,467 |
|
| $ | 351,231 |
|
| $ | 330,514 |
|
EBITDA |
| $ | 34,561 |
|
| $ | 34,021 |
|
| $ | 106,105 |
|
| $ | 102,071 |
|
EBITDA as a % of revenues before |
|
| 30.0 | % |
|
| 31.4 | % |
|
| 30.2 | % |
|
| 30.9 | % |
- 30 2016:-
Three Months Ended | Nine Months Ended | |||||||||||||||
(in thousands, except percentages) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 | ||||||||||||
Revenues before reimbursements | $ | 82,359 | $ | 74,160 | $ | 246,946 | $ | 226,444 | ||||||||
EBITDA | $ | 23,225 | $ | 19,323 | $ | 65,678 | $ | 56,351 | ||||||||
EBITDA as a % of revenues before reimbursements | 28.2 | % | 26.1 | % | 26.6 | % | 24.9 | % |
The increasedecrease in EBITDA as a percentage of revenues before reimbursements during the third quarter of 20172022 as compared to the same period last year was primarily due to the decrease in utilization and an increase in utilization. Utilization forother operating and general and administrative expenses. Our utilization decreased to 73% during the third quarter of 2017 was 76%2022 as compared to 70%76% during the same period last year. Utilization during the third quarter of 2021 was historically strong. Other operating and general and administrative expenses increased during the third quarter of 2022 due to an increase in travel and meals associated with a firm-wide managers' meeting held during the third quarter of 2022 and the continued easing of COVID-19 pandemic-related business and travel restrictions, an increase in technical full-time equivalent employees, investments in our corporate infrastructure, and an increase in marketing and business development activities.
The increasedecrease in EBITDA as a percentage of revenues before reimbursements during the first nine months of 20172022 as compared to the same period last year was primarily due to a decrease in utilization and an increase in utilization. Utilization forother operating and general and administrative expenses. Other operating and general and administrative expenses increased during the first nine months of 2017 was 76% as compared2022 due to 71%an increase in travel and meals associated with a firm-wide managers' meeting held during the same period last year.third quarter of 2022 and the continued easing of COVID-19 pandemic-related business and travel restrictions, an increase in technical full-time equivalent employees, investments in our corporate infrastructure, and an increase in marketing and business development activities.
- 25 -
The following table is a reconciliation of EBITDA and EBITDAS to the most comparable GAAP measure, net income, for the three and nine months ended September 29, 201730, 2022 and September 30, 2016:October 1, 2021:
Three Months Ended | Nine Months Ended |
| Three Months Ended |
|
| Nine Months Ended |
| |||||||||||||||||||||||||
(in thousands) | September 29, 2017 | September 30, 2016 | September 29, 2017 | September 30, 2016 |
| September 30, |
|
| October 1, |
|
| September 30, |
|
| October 1, |
| ||||||||||||||||
Net income | $ | 14,643 | $ | 11,289 | $ | 45,010 | $ | 37,092 |
| $ | 24,442 |
|
| $ | 24,574 |
|
| $ | 79,806 |
|
| $ | 80,822 |
| ||||||||
Add back (subtract): |
|
|
|
|
|
|
|
|
|
|
|
| ||||||||||||||||||||
Income taxes | 7,387 | 6,631 | 16,778 | 15,239 |
|
| 9,034 |
|
|
| 7,815 |
|
|
| 21,909 |
|
|
| 16,360 |
| ||||||||||||
Interest income, net | (372 | ) | (179 | ) | (872 | ) | (489 | ) |
|
| (638 | ) |
|
| (13 | ) |
|
| (834 | ) |
|
| (54 | ) | ||||||||
Depreciation and amortization | 1,567 | 1,582 | 4,762 | 4,509 |
|
| 1,723 |
|
|
| 1,645 |
|
|
| 5,224 |
|
|
| 4,943 |
| ||||||||||||
EBITDA | 23,225 | 19,323 | 65,678 | 56,351 |
|
| 34,561 |
|
|
| 34,021 |
|
|
| 106,105 |
|
|
| 102,071 |
| ||||||||||||
Stock-based compensation | 3,541 | 2,730 | 12,728 | 10,659 |
|
| 4,605 |
|
|
| 4,365 |
|
|
| 16,072 |
|
|
| 15,239 |
| ||||||||||||
EBITDAS | $ | 26,766 | $ | 22,053 | $ | 78,406 | $ | 67,010 |
| $ | 39,166 |
|
| $ | 38,386 |
|
| $ | 122,177 |
|
| $ | 117,310 |
|
- 31 -
Item 3. Quantitative and Qualitative Disclosures About Market Risk
We are exposed to interest rate risk associated with our balances of cash and cash equivalents and short-term investments.equivalents. We manage our interest rate risk by maintaining an investment portfolio primarily consisting of debt instruments with high credit quality and relatively short average effective maturities in accordance with our investment policy. The maximum effective maturity of any issue in our portfolio is 3 years and the maximum average effective maturity of the portfolio cannot exceed 12 months. If interest rates were to instantaneously increase or decrease by 100 basis points, the change in the fair market value of our portfolio of cash equivalents and short-term investments would not have a material impact on our financial statements. We do not use derivative financial instruments in our portfolio. There have not been any material changes during the period covered by this Quarterly Report on Form 10-Q to our interest rate risk exposures, or how these exposures are managed. Notwithstanding our efforts to manage interest rate risk, there can be no assurances that we will be adequately protected against the risks associated with interest rate fluctuations.
We have foreign currency risk related to our revenues and expenses denominated in currencies other than the U.S. dollar, primarily the British Pound, the Euro, the Chinese Yuan, and the Chinese Yuan.Hong Kong Dollar. Accordingly, changes in exchange rates may negatively affect the revenues and net income of our foreign subsidiaries as expressed in U.S. dollars.
At September 29, 2017,30, 2022, we had net assets of approximately $10.0$14.4 million with a functional currency of the British Pound, net assets of approximately $4.1 million with a functional currency of the Euro, and net assets of approximately $4.0$3.4 million with a functional currency of the Chinese Yuan, and net assets of approximately $5.5 million with a functional currency of the Hong Kong Dollar associated with our operations in the United Kingdom, Germany,China, and China,Hong Kong, respectively.
We also have foreign currency risk related to foreign currency transactions and monetary assets and liabilities denominated in currencies that are not the functional currency. We have experienced and will continue to experience fluctuations in our net income as a result of gains (losses) on these foreign currency transactions and the remeasurement of monetary assets and liabilities. At September 29, 2017,30, 2022, we had net assets denominated in the non-functional currency of approximately $2.6$8.3 million. As such, a ten percent change in the value of the local currency would result in a $260,000 foreign currency gain or loss in our results of operations.
We do not use foreign exchange contracts to hedge any foreign currency exposures. To date, the impacts of foreign currency exchange rate changes on our consolidated revenues and consolidated net income have not been material.significant. However, our continued international growth increases our exposure to exchange rate fluctuations and as a result such fluctuations could have a significant impact on our future results of operations.
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Item 4. Controls and Procedures
As required by Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this quarterly report. Based on that evaluation, the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, concluded that, as of September 29, 2017,30, 2022, the Company’s disclosure controls and procedures were effective.
We intend to review and evaluate the design and effectiveness of our disclosure controls and procedures on an ongoing basis, to improve our controls and procedures over time and to correct any deficiencies that we may discover in the future. Our goal is to ensure that our senior management has timely access to all material financial and non-financial information concerning our business. While we believe the present design of our disclosure controls and procedures is effective to achieve our goal, future events affecting our business may cause us to significantly modify our disclosure controls and procedures.
There were no changes in our internal control over financial reporting during the three monththree-month period ended September 29, 201730, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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Item 1. Legal Proceedings
Exponent is not engaged in any material legal proceedings.
Item 1A. Risk Factors
There have been no material changes from risk factors as previously discussed under the heading “Risk Factors” in the Company’s 20162021 Annual Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table provides information on the Company’s repurchases of the Company’s common stock for the three months ended September 29, 201730, 2022 (in thousands, except price per share):
Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Programs | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Programs(1) | |||||||||||||
July 1 to July 28 | - | $ | - | - | $ | 50,303 | ||||||||||
July 29 to August 25 | - | - | - | $ | 50,303 | |||||||||||
August 26 to September 29 | 22 | 66.06 | 22 | $ | 48,876 | |||||||||||
Total | 22 | $ | 66.06 | 22 | $ | 48,876 |
|
| Total |
|
| Average |
|
| Total |
|
| Approximate |
| ||||
July 2 to July 29 |
|
| - |
|
| $ | - |
|
|
| - |
|
| $ | 106,611 |
|
July 30 to August 26 |
|
| - |
|
|
| - |
|
|
| - |
|
| $ | 106,611 |
|
August 27 to September 30 |
|
| 334 |
|
|
| 92.04 |
|
|
| 334 |
|
| $ | 75,828 |
|
Total |
|
| 334 |
|
| $ | 92.04 |
|
|
| 334 |
|
| $ | 75,828 |
|
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Repurchases of the Company’s common stock were affected pursuant to a repurchase program authorized by the Company’s Board of Directors.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
Not applicable.
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Item 6. Exhibits
31.1 |
Certification of Chief Executive Officer pursuant to Rule 13a – 14(a) under the Securities Exchange Act of 1934. | ||
31.2 | Certification of Chief Financial Officer pursuant to Rule 13a – 14(a) under the Securities Exchange Act of 1934. | |
32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350. | |
32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350. | |
101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |
101.SCH | Inline XBRL Taxonomy Extension Schema Document | |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |
Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
EXPONENT, INC. | ||
(Registrant) | ||
Date: November | ||
/s/ | ||
Catherine Ford Corrigan, Ph.D., Chief Executive Officer | ||
/s/ Richard L. Schlenker | ||
Richard L. Schlenker, Chief Financial Officer |
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