Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jul. 30, 2017 | Sep. 01, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jul. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | VISI | |
Entity Registrant Name | VOLT INFORMATION SCIENCES, INC. | |
Entity Central Index Key | 103,872 | |
Current Fiscal Year End Date | --10-29 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding (shares) | 21,009,951 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
REVENUE: | ||||
NET REVENUE | $ 289,924 | $ 330,625 | $ 905,953 | $ 993,169 |
Cost of services | 244,205 | 282,098 | 766,225 | 847,602 |
GROSS MARGIN | 45,719 | 48,527 | 139,728 | 145,567 |
EXPENSES | ||||
Selling, administrative and other operating costs | 46,931 | 49,543 | 146,992 | 153,294 |
Restructuring and severance costs | 249 | 970 | 1,072 | 4,571 |
Impairment charge | 0 | 0 | 290 | 0 |
Gain from divestitures | 0 | 0 | (3,938) | (1,663) |
TOTAL EXPENSES | 47,180 | 50,513 | 144,416 | 156,202 |
OPERATING LOSS | (1,461) | (1,986) | (4,688) | (10,635) |
OTHER INCOME (EXPENSE), NET | ||||
Interest income (expense), net | (976) | (826) | (2,725) | (2,346) |
Foreign exchange gain (loss), net | (1,730) | (1,003) | (1,419) | (1,238) |
Other income (expense), net | (277) | (402) | (1,187) | (1,101) |
TOTAL OTHER INCOME (EXPENSE), NET | (2,983) | (2,231) | (5,331) | (4,685) |
LOSS BEFORE INCOME TAXES | (4,444) | (4,217) | (10,019) | (15,320) |
Income tax provision | 1,074 | 393 | 930 | 2,037 |
NET LOSS | $ (5,518) | $ (4,610) | $ (10,949) | $ (17,357) |
Basic: | ||||
Net loss per share (usd per share) | $ (0.26) | $ (0.22) | $ (0.52) | $ (0.83) |
Weighted average number of shares - basic (shares) | 20,963 | 20,846 | 20,934 | 20,824 |
Diluted: | ||||
Net loss per share (usd per share) | $ (0.26) | $ (0.22) | $ (0.52) | $ (0.83) |
Weighted average number of shares - diluted (shares) | 20,963 | 20,846 | 20,934 | 20,824 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
NET LOSS | $ (5,518) | $ (4,610) | $ (10,949) | $ (17,357) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments, net of taxes of $0 and $0, respectively | 3,625 | (1,437) | 4,722 | (1,133) |
Unrealized gain on marketable securities, net of taxes of $0 and $0, respectively | 0 | 25 | 0 | 23 |
COMPREHENSIVE LOSS | $ (1,893) | $ (6,022) | $ (6,227) | $ (18,467) |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Foreign currency translation adjustments, taxes | $ 0 | $ 0 | $ 0 | $ 0 |
Unrealized gains (loss) on marketable securities, taxes | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 30, 2017 | Oct. 30, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 16,357 | $ 6,386 |
Restricted cash and short-term investments | 20,850 | 13,948 |
Trade accounts receivable, net of allowances of $881 and $801, respectively | 195,893 | 193,866 |
Recoverable income taxes | 3,498 | 16,979 |
Other current assets | 11,636 | 11,806 |
Assets held for sale | 698 | 17,580 |
TOTAL CURRENT ASSETS | 248,932 | 260,565 |
Other assets, excluding current portion | 26,638 | 25,767 |
Property, equipment and software, net | 31,914 | 30,133 |
TOTAL ASSETS | 307,484 | 316,465 |
CURRENT LIABILITIES: | ||
Accrued compensation | 27,088 | 29,147 |
Accounts payable | 40,726 | 32,425 |
Accrued taxes other than income taxes | 21,830 | 22,791 |
Accrued insurance and other | 29,095 | 34,306 |
Short-term borrowings | 100,000 | 2,050 |
Liabilities held for sale | 346 | 5,760 |
TOTAL CURRENT LIABILITIES | 219,085 | 126,479 |
Accrued insurance and other, excluding current portion | 10,467 | 9,999 |
Deferred gain on sale of real estate, excluding current portion | 24,650 | 26,108 |
Income taxes payable, excluding current portion | 5,500 | 6,777 |
Deferred income taxes | 3,137 | 3,137 |
Long-term debt | 0 | 95,000 |
TOTAL LIABILITIES | 262,839 | 267,500 |
Commitments and contingencies | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock, par value $1.00; Authorized - 500,000 shares; Issued - none | 0 | 0 |
Common stock, par value $0.10; Authorized - 120,000,000 shares; Issued - 23,738,003 shares; Outstanding - 21,008,964 and 20,917,500 shares, respectively | 2,374 | 2,374 |
Paid-in capital | 78,044 | 76,564 |
Retained earnings | 8,067 | 21,000 |
Accumulated other comprehensive loss | (5,890) | (10,612) |
Treasury stock, at cost; 2,729,039 and 2,820,503 shares, respectively | (37,950) | (40,361) |
TOTAL STOCKHOLDERS’ EQUITY | 44,645 | 48,965 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 307,484 | $ 316,465 |
Condensed Consolidated Balance6
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jul. 30, 2017 | Oct. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowances | $ 881 | $ 801 |
Preferred stock, par value (usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (usd per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 23,738,003 | 23,738,003 |
Common stock, shares outstanding | 21,008,964 | 20,917,500 |
Treasury stock, shares | 2,729,039 | 2,820,503 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jul. 30, 2017 | Jul. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (10,949) | $ (17,357) |
Adjustment to reconcile net loss to cash used in operating activities: | ||
Depreciation and amortization | 5,618 | 4,541 |
Provision (release) of doubtful accounts and sales allowances | 573 | (240) |
Unrealized foreign currency exchange loss | 1,130 | 1,617 |
Impairment charges | 290 | 0 |
Amortization of gain on sale leaseback of property | (1,459) | (810) |
Loss on dispositions of property, equipment and software | 12 | 147 |
Gain from divestitures | (3,938) | (1,663) |
Share-based compensation expense | 2,111 | 1,020 |
Change in operating assets and liabilities: | ||
Trade accounts receivable | (2,199) | 19,756 |
Restricted cash | (7,072) | (2,426) |
Other assets | 1,470 | (2,304) |
Net assets held for sale | 158 | 1,258 |
Accounts payable | 8,038 | (4,082) |
Accrued expenses and other liabilities | (9,025) | 1,409 |
Income taxes | 12,204 | (2,181) |
Net cash used in operating activities | (3,038) | (1,315) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Sales of investments | 716 | 1,230 |
Purchases of investments | (231) | (340) |
Purchases of minority interest | 0 | (1,446) |
Proceeds from divestitures | 15,224 | 36,648 |
Proceeds from sale of property, equipment, and software | 297 | 147 |
Purchases of property, equipment, and software | (7,753) | (13,632) |
Net cash provided by investing activities | 8,253 | 22,607 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of borrowings | (27,050) | (10,000) |
Draw-down on borrowings | 30,000 | 2,000 |
Repayment of long-term debt | 0 | (7,295) |
Debt issuance costs | (751) | (669) |
Proceeds from exercise of options | 2 | 24 |
Withholding tax payment on vesting of restricted stock awards | (46) | (116) |
Net cash provided by (used in) financing activities | 2,155 | (16,056) |
Effect of exchange rate changes on cash and cash equivalents | 2,601 | (2,538) |
Net increase in cash and cash equivalents | 9,971 | 2,698 |
Cash and cash equivalents, beginning of period | 6,386 | 10,188 |
Cash and cash equivalents, end of period | 16,357 | 12,886 |
Cash paid during the period: | ||
Interest | 2,815 | 2,436 |
Income taxes | $ 2,256 | $ 3,727 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jul. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Basis of Presentation The accompanying interim condensed consolidated financial statements of Volt Information Sciences, Inc. (“Volt” or the “Company”) have been prepared in conformity with generally accepted accounting principles, consistent in all material respects with those applied in the Annual Report on Form 10-K for the year ended October 30, 2016. The Company makes estimates and assumptions that affect the amounts reported. Actual results could differ from those estimates and changes in estimates are reflected in the period in which they become known. Accounting for certain expenses, including income taxes, are based on full year assumptions, and the financial statements reflect all normal adjustments that, in the opinion of management, are necessary for fair presentation of the interim periods presented. The interim information is unaudited and is prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”), which provides for omission of certain information and footnote disclosures. This interim financial information should be read in conjunction with the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended October 30, 2016. Certain reclassifications have been made to the prior year financial statements in order to conform to the current year’s presentation. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 9 Months Ended |
Jul. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements New Accounting Standards Not Yet Adopted by the Company In May 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. This ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting. An entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The amendments are effective for annual periods beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. The Company is currently assessing the impact that this ASU will have upon adoption. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Non-financial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Non-financial Assets. This ASU clarifies the scope and application of Accounting Standards Codification (“ASC”) 610-20 on the sale or transfer of non-financial assets and in substance non-financial assets to non-customers, including partial sales. The amendments are effective for annual reporting periods beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. The Company does not anticipate a significant impact upon adoption. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments: A Consensus of the FASB Emerging Issues Task Force . The amendments provide guidance on eight specific cash flow classification issues: debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, corporate and bank-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. The amendments are effective for fiscal years beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. The Company does not anticipate a significant impact upon adoption. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU provides guidance for recognizing credit losses on financial instruments based on an estimate of current expected credit losses model. The amendments are effective for fiscal years beginning after December 15, 2019, which for the Company will be the first quarter of fiscal 2021. Although the impact upon adoption will depend on the financial instruments held by the Company at that time, the Company does not anticipate a significant impact on its consolidated financial statements based on the instruments currently held and its historical trend of bad debt expense relating to trade accounts receivable. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . This ASU simplifies several aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments are effective for annual periods beginning after December 15, 2016, which for the Company will be the first quarter of fiscal 2018. The Company does not anticipate a significant impact upon adoption. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU requires that lessees recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position and also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The amendments are effective for fiscal years beginning after December 15, 2018, which for the Company will be the first quarter of fiscal 2020. The Company has preliminarily evaluated the impact of our pending adoption of ASU 2016-02 on our consolidated financial statements on a modified retrospective basis, and currently expects that most of our operating lease commitments will be subject to the new standard and recognized as operating lease liabilities and right-of-use assets upon our adoption, which will increase the Company’s total assets and total liabilities that the Company reports relative to such amounts prior to adoption. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This update provides guidance about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern. The ASU is effective for the annual period ending after December 15, 2016, which for the Company will be the fourth quarter of fiscal 2017. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . The core principle of this amendment is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The FASB issued subsequent amendments to improve and clarify the implementation guidance of Topic 606. This standard is effective for annual reporting periods beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. After the preliminary assessment, the Company does not anticipate that the new guidance will have a material impact on our revenue recognition policies, practices or systems. As the Company continues to evaluate the impacts of our pending adoption of Topic 606 in fiscal 2017, our preliminary assessments are subject to change. Management has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on the Company’s consolidated financial statements and related disclosures. Recently Adopted Accounting Standards In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and other (Topic 350) . This ASU simplifies the accounting for goodwill impairment and removes Step 2 of the goodwill impairment test. Goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value limited to the total amount of goodwill allocated to that reporting unit. Entities will continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. The same one-step impairment test will be applied to goodwill at all reporting units, even those with zero or negative carrying amounts. This ASU was early adopted by the Company on a prospective basis in the second quarter of fiscal 2017 for its annual impairment test resulting in no impact on its consolidated financial statements. It was determined that no adjustment to the carrying value of goodwill of $5.4 million was required as our Step 1 analysis resulted in the fair value of the reporting unit exceeding its carrying value. No triggering event has occurred since the annual impairment test. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement , which provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract and expense the cost as the services are received. This ASU was adopted by the Company in the first quarter of fiscal 2017 on a prospective basis. The Company does not currently have any projects that meet the criteria to be in scope of the internal-use software guidance and it did not have any impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs . The ASU requires that debt issuance costs related to a recognized liability be presented on the balance sheet as a direct reduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . ASU 2015-15 clarifies the guidance in ASU 2015-03 regarding presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. The SEC Staff announced they would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. These ASUs were adopted by the Company in the first quarter of fiscal 2017. The Company has continued to defer and present debt issuance costs as an asset and to amortize the deferred issuance costs ratably over the term of the line-of-credit arrangement resulting in no impact on its consolidated financial statements. All other ASUs that became effective for Volt in the first nine months of fiscal 2017 were not applicable to the Company at this time and therefore did not have any impact during the period. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Jul. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On December 1, 2014, the Company completed the sale of its Computer Systems segment to NewNet Communication Technologies, LLC (“NewNet”), a Skyview Capital, LLC, portfolio company. The proceeds of the transaction were a $10.0 million note bearing interest at one half percent ( 0.5 percent) per year due in four years and convertible into a capital interest of up to 20% in NewNet. The Company may convert the note at any time and is entitled to receive early repayment in the event of certain events such as a change in control of NewNet. The note was valued at $8.4 million which approximated its fair value. At July 30, 2017, the note is carried at net realizable value and the unamortized discount is $1.1 million . The Company and NewNet are in discussions regarding the final working capital adjustment amount based on the comparison of the actual transaction date working capital amount to an expected working capital amount, along with certain minor indemnity claims. The Company does not believe the resolution will have a material impact on its financial statements or net income. The Company may consider monetizing the note prior to maturity in either a secondary market or an early extinguishment, if NewNet agrees, at some value less than the face amount and may offset a settlement on the working capital adjustment and indemnity claims against the note. Accordingly, the Company has ceased accreting interest on the note until the matter is resolved. At this time, although there is no certainty, the Company does not believe that any associated adjustment to the value of the note would result in a material difference from its current carrying value. |
Assets and Liabilities Held for
Assets and Liabilities Held for Sale | 9 Months Ended |
Jul. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets and Liabilities Held for Sale | Assets and Liabilities Held for Sale In October 2015, the Company’s Board of Directors approved a plan to sell the Company’s information technology infrastructure services business, Maintech, Incorporated (“Maintech”). Maintech met all of the criteria to classify its assets and liabilities as held for sale in the fourth quarter of fiscal 2015. The disposal of Maintech did not represent a strategic shift that would have a major effect on the Company’s operations and financial results and was, therefore, not classified as discontinued operations in accordance with ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360) . As part of the required evaluation under the held for sale guidance, the Company determined that the approximate fair value less costs to sell the operations exceeded the carrying value of the net assets and no impairment charge was recorded. Maintech’s financial results were reported within the Corporate and Other category in our segment data. On March 6, 2017, the Company completed the sale of Maintech to Maintech Holdings, LLC, a newly-formed holding company and affiliate of Oak Lane Partners, LLC (“Buyer”). Under the terms of the Stock Purchase Agreement, the Company received proceeds of $18.3 million , subject to a $0.1 million holdback and certain adjustments including a customary working capital adjustment that was finalized within 60 days of the sale. Net proceeds from the transaction amounted to $13.1 million after certain transaction-related fees, expenses and repayment of an outstanding Bank of America, N.A. (“BofA”) loan balance. The Company recognized a gain on disposal of $3.9 million from the sale transaction in the second quarter of fiscal 2017. Concurrently with the sale, the Company entered into a Transition Services and Asset Transfer Agreement (the “Transition Services Agreement”). Given that the Buyer had not yet formed legal entities in certain international jurisdictions, the Company still holds legal title to approximately $0.4 million , net, of certain of Maintech’s international assets and liabilities. Pursuant to the Transition Services Agreement, the Buyer is entitled to all of the economic benefit and burden of such international assets and liabilities commencing on the sale date, March 6, 2017, as if legal title had transferred. Following the sale, for a period of up to twelve months, both parties will work in good faith to enter into definitive documentation for the conveyance of these assets and liabilities. Also under the terms of the Transition Services Agreement, the Company will continue to provide certain accounting and operational support services to the Buyer, on a monthly fee-for-service basis for a period of up to six months post-closing. The Company and Maintech have also executed a three -year IT as a service agreement, whereby Maintech will continue to provide helpdesk and network monitoring services to the Company, similar to the services that were provided before the transaction. As of July 30, 2017, the Maintech assets and liabilities which have not yet legally transferred will continue to be presented as held for sale in the Condensed Consolidated Balance Sheets. The following table reconciles the major classes of assets and liabilities classified as held for sale as part of continuing operations in the Condensed Consolidated Balance Sheets (in thousands): July 30, 2017 October 30, 2016 Assets included as part of continuing operations Trade accounts receivable, net $ 483 $ 13,553 Recoverable income taxes — 15 Other assets 203 3,339 Property, equipment and software, net 12 178 Purchased intangible assets — 495 Total major classes of assets as part of continuing operations $ 698 $ 17,580 Liabilities included as part of continuing operations Accrued compensation $ — $ 2,432 Accounts payable 136 921 Accrued taxes other than income taxes — 833 Accrued insurance and other 210 1,574 Total major classes of liabilities as part of continuing operations $ 346 $ 5,760 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Jul. 30, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss for the three and nine months ended July 30, 2017 were (in thousands): Three Months Ended Nine Months Ended July 30, 2017 Foreign Currency Translation Accumulated other comprehensive loss at the beginning of the period $ (9,515 ) $ (10,612 ) Other comprehensive income 3,625 4,722 Accumulated other comprehensive loss at July 30, 2017 $ (5,890 ) $ (5,890 ) Reclassifications from accumulated other comprehensive loss for the three and nine months ended July 30, 2017 and July 31, 2016 were (in thousands): Three Months Ended Nine Months Ended July 30, 2017 July 31, 2016 July 30, 2017 July 31, 2016 Foreign currency translation Sale of foreign subsidiaries $ — $ — $ (612 ) $ — Closure of foreign subsidiary $ — $ (643 ) $ — $ (643 ) Details about Accumulated Other Comprehensive Loss Components Fiscal Year Amount Reclassified Affected Line Item in the Statement Where Net Loss is Presented Foreign currency translation Sale of foreign subsidiaries 2017 $ (612 ) Foreign exchange gain (loss), net Closure of foreign subsidiary 2016 $ (643 ) Foreign exchange gain (loss), net |
Restricted Cash and Short-Term
Restricted Cash and Short-Term Investments | 9 Months Ended |
Jul. 30, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash and Short-Term Investments | Restricted Cash and Short-Term Investments Restricted cash primarily includes amounts related to requirements under certain contracts with managed service program customers for whom the Company manages the customers’ contingent staffing requirements, including processing of associate vendor billings into single, combined customer billings and distribution of payments to associate vendors on behalf of customers, as well as minimum cash deposits required to be maintained as collateral. Distribution of payments to associate vendors is generally made shortly after receipt of payment from customers, with undistributed amounts included in restricted cash and accounts payable between receipt and distribution of these amounts. Changes in restricted cash collateral are classified as an operating activity, as this cash is directly related to the operations of this business. At July 30, 2017 and October 30, 2016, restricted cash included $15.6 million and $8.4 million , respectively, restricted for payment to associate vendors and $1.9 million and $1.9 million , respectively, restricted for other collateral accounts. At July 30, 2017 and October 30, 2016, short-term investments were $3.4 million and $3.6 million , respectively. These short-term investments consisted primarily of the fair value of deferred compensation investments corresponding to employees’ selections, primarily in mutual funds, based on quoted prices in active markets. |
Income Taxes
Income Taxes | 9 Months Ended |
Jul. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The income tax provision (benefit) reflects the geographic mix of earnings in various federal, state and foreign tax jurisdictions and their applicable rates resulting in a composite effective tax rate. The Company’s cumulative results for substantially all United States and certain non-United States jurisdictions for the most recent three-year period is a loss. Accordingly, a valuation allowance has been established for substantially all loss carryforwards and other net deferred tax assets for these jurisdictions, resulting in an effective tax rate that is significantly different than the statutory rate. The Company adjusts its effective tax rate for each quarter to be consistent with the estimated annual effective tax rate, consistent with ASC 270, Interim Reporting , and ASC 740-270, Income Taxes – Intra Period Tax Allocation . Jurisdictions with a projected loss for the full year where no tax benefit can be recognized are excluded from the calculation of the estimated annual effective tax rate. The Company’s future effective tax rates could be affected by earnings being different than anticipated in countries with differing statutory rates, increases in recorded valuation allowances of tax assets, or changes in tax laws. The Company’s provision for income taxes primarily includes foreign jurisdictions and state taxes. In the third quarter of fiscal 2017 and fiscal 2016, income taxes were a provision of $1.1 million and $0.4 million , respectively. For the nine months ended July 30, 2017 and July 31, 2016, income taxes were a provision of $0.9 million and $2.0 million , respectively. The Company’s quarterly income taxes are measured using an estimated annual effective tax rate, adjusted for discrete items that occur within the periods presented. In the third quarter of fiscal 2017, the income tax provision was higher than the comparable 2016 period due to the timing of profits in foreign jurisdictions. For the nine months ended July 30, 2017, the Company recorded a net discrete tax benefit of approximately $1.3 million resulting from the resolution of uncertain tax positions upon the completion and effective settlement of the audit of the Company’s fiscal 2004 through 2010 federal income tax returns and associated state tax audits. The Company received $13.8 million of federal refunds related to the completion of the audit periods in March 2017. The Company continues to work with the IRS to resolve one remaining matter related to fiscal 2010 and anticipates having the matter resolved within the next several quarters. |
Real Estate Transactions
Real Estate Transactions | 9 Months Ended |
Jul. 30, 2017 | |
Leases [Abstract] | |
Real Estate Transactions | Real Estate Transactions Orange, CA In March 2016, Volt Orangeca Real Estate Corp., an indirect wholly-owned subsidiary of the Company completed the sale of real property comprised of land and buildings with office space of approximately 191,000 square feet in Orange, California for a purchase price of $35.9 million . The sale was effected pursuant to a Purchase and Sale Agreement (the “PSA”) with, and the Company also concurrently entered into a Lease Agreement (the “Lease”) with, Glassell Grand Avenue Partners, LLC (the “Buyer”), a limited liability company formed by Hines, a real estate investment and management firm, and funds managed by Oaktree Capital Management L.P., an investment management firm. The Buyer assigned the PSA and the Lease to Glassell Acquisitions Partners LLC, an affiliate, prior to the closing. The transaction was accounted for as a sale-leaseback transaction and as an operating lease. The initial lease term is 15 years plus renewal options for two terms of five years each based on the greater of fair market value at the time of the renewal or the base annual rent payable during the last month of the then-current term immediately preceding the extended period. The annual base rent was $2.9 million for the first year of the initial term and increases on each adjustment date by 3.0% of the then-current annual base rent. A security deposit of $2.1 million was required for the first year of the lease term which is secured by a letter of credit under the Company’s existing financing program (the “Financing Program”) with PNC Bank National Association (“PNC”), which was reduced to $1.4 million in the second quarter of fiscal 2017. The security deposit will subsequently be reduced if certain conditions are met. Accordingly, the gain on sale of $29.4 million will be deferred and recognized in proportion to the related gross rental charges to expense over the lease term. San Diego, CA In March 2016, Volt Opportunity Road Realty Corp., an indirect wholly-owned subsidiary of the Company, completed the sale with a private commercial real estate investor of real property comprised of land and a building with office space of approximately 19,000 square feet in San Diego, California for a purchase price of $2.2 million . The Company recognized a gain of $1.7 million from the transaction during the second quarter of fiscal 2016. |
Debt
Debt | 9 Months Ended |
Jul. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt In January 2017, the Company amended its $160.0 million Financing Program with PNC. Key changes to the agreement were to: (1) extend the termination date to January 31, 2018; (2) increase the minimum global liquidity covenant to $25.0 million upon the sale of Maintech in March 2017, which will increase to $35.0 million if the Company pays a dividend or repurchases shares of its stock; (3) reduce the unbilled receivables eligibility from 15% to 10% of total eligible receivables, (4) permit a $5.0 million basket for supply chain finance receivables and (5) introduce a performance covenant requiring a minimum level of Earnings Before Interest and Taxes (“EBIT”), as defined, which is measured quarterly. As Maintech was sold and the IRS refund was received in March 2017, up to $0.5 million in distributions can be made per fiscal quarter provided that available liquidity is at least $40.0 million after the distribution. All other material terms and conditions remain substantially unchanged, including interest rates. With the sale of Maintech in March 2017, the minimum liquidity requirement increased from $20.0 million to $25.0 million , until subsequently amended on August 25, 2017. On July 14, 2017, the Company amended its Financing Program to increase the permitted ratio of delinquent receivables to 2.5% from 2.0% for the period of July 2017 through September 2017. The threshold of 2.0% will be unchanged from October 2017. On August 25, 2017, the Company further amended its Financing Program to lower EBIT minimum targets for the fiscal quarter ended July 30, 2017 and the fiscal quarter ending October 29, 2017. Additionally, effective from the date of execution, the amendment lowers the required liquidity level amount, as defined, to $5.0 million from $25.0 million . This decrease is offset by the establishment of a minimum $10.0 million block on its borrowing base availability, resulting in a net $10.0 million increase in overall availability under this agreement. Also effective from the date of execution, the amendment includes an increase in both the program and LC fees from 1.2% to 1.8% . The Financing Program is secured by receivables from certain Staffing Services businesses in the United States, Europe and Canada that are sold to a wholly-owned, consolidated, bankruptcy remote subsidiary. The bankruptcy remote subsidiary’s sole business consists of the purchase of the receivables and subsequent granting of a security interest to PNC under the program, and its assets are available first to satisfy obligations to PNC and are not available to pay creditors of the Company’s other legal entities. Borrowing capacity under the Financing Program is directly impacted by the level of accounts receivable. At July 30, 2017, the accounts receivable borrowing base was $142.7 million . In addition to customary representations, warranties and affirmative and negative covenants, the program is subject to termination under standard events of default including change of control, failure to pay principal or interest, breach of the liquidity or performance covenants, triggering of portfolio ratio limits, or other material adverse events, as defined. At July 30, 2017, the Company was in compliance with all debt covenant requirements. The Financing Program has an accordion feature under which the facility limit can be increased up to $250.0 million subject to credit approval from PNC. Borrowings are priced based upon a fixed program rate plus the daily adjusted one-month LIBOR index, as defined. The program also contains a revolving credit provision under which proceeds can be drawn for a definitive tranche period of 30, 60, 90 or 180 days priced at the adjusted LIBOR index rate in effect for that period. In addition to United States dollars, drawings can be denominated in Canadian dollars, subject to a Canadian dollar $30.0 million sub-limit, and British Pounds Sterling, subject to a £20.0 million sub-limit. The program also includes a letter of credit sub-limit of $50.0 million and minimum borrowing requirements. As of July 30, 2017, there were no foreign currency denominated borrowings, and the letter of credit participation was $28.3 million inclusive of $26.9 million for the Company’s casualty insurance program and $1.4 million for the security deposit required under the Orange facility lease agreement. At July 30, 2017 and October 30, 2016, the Company had outstanding borrowings under the Financing Program of $100.0 million and $95.0 million , respectively, that had a weighted average annual interest rate of 3.1% and 2.4% during the third quarter of fiscal 2017 and 2016, respectively, and 2.9% and 2.3% during the first nine months of fiscal 2017 and 2016, respectively, which is inclusive of certain facility fees. At July 30, 2017, there was $14.4 million additional availability under this program, exclusive of any potential availability under the accordion feature. In February 2016, Maintech, as borrower, entered into a $10.0 million 364 -day secured revolving credit agreement with BofA. The credit agreement provided for revolving loans as well as a $0.1 million sub-line for letters of credit and is subject to borrowing base and availability restrictions and requirements. The credit agreement was secured by assets of the borrower, including accounts receivable, and the Company had guaranteed the obligations of the borrower up to $3.0 million . The credit agreement contained certain customary representations and warranties, events of default and affirmative and negative covenants, including a minimum interest requirement based on $2.0 million drawn. The borrower could terminate the credit agreement and repay the borrowings prior to the expiration date, without premium or penalty at any time by the delivery of a notice to that effect. Borrowings were used for working capital and general corporate purposes. Interest under the credit agreement was one month LIBOR plus 2.75% on drawn amounts and a fixed rate of 0.375% on undrawn amounts. The agreement was extended for one month in February 2017. Subsequently, all amounts outstanding under the credit agreement as of March 6, 2017 were satisfied with the proceeds from the sale of Maintech, at which time the Company’s obligation as a guarantor was discharged. At October 30, 2016, the amount outstanding was $2.1 million , with $3.3 million of additional availability. Long-term debt consists of the following (in thousands): July 30, 2017 October 30, 2016 Financing programs $ 100,000 $ 97,050 Less: current portion 100,000 2,050 Total long-term debt $ — $ 95,000 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Jul. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic and diluted net loss per share is calculated as follows (in thousands, except per share amounts): Three Months Ended Nine Months Ended July 30, 2017 July 31, 2016 July 30, 2017 July 31, 2016 Numerator Net loss $ (5,518 ) $ (4,610 ) $ (10,949 ) $ (17,357 ) Denominator Basic weighted average number of shares 20,963 20,846 20,934 20,824 Diluted weighted average number of shares 20,963 20,846 20,934 20,824 Net loss per share: Basic $ (0.26 ) $ (0.22 ) $ (0.52 ) $ (0.83 ) Diluted $ (0.26 ) $ (0.22 ) $ (0.52 ) $ (0.83 ) Options to purchase 2,572,091 and 1,898,397 shares of the Company’s common stock were outstanding at July 30, 2017 and July 31, 2016, respectively. Additionally, there were 324,277 and 237,864 unvested restricted shares outstanding at July 30, 2017 and July 31, 2016, respectively. The options were not included in the computation of diluted loss per share in the three and nine months of fiscal 2017 and 2016 because the effect of their inclusion would have been anti-dilutive as a result of the Company’s net loss position in those periods. |
Stock Compensation Plan
Stock Compensation Plan | 9 Months Ended |
Jul. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Compensation Plan | Stock Compensation Plan During the third quarter of fiscal 2017, pursuant to the terms of the Company’s 2015 Equity Incentive Plan (the “2015 Plan”), the Company granted an aggregate of 809,554 stock options, 240,428 restricted stock units (“RSUs”) and 71,311 phantom units in the form of cash-settled RSUs. This was comprised of: (i) 809,554 stock options and 166,658 RSUs granted to certain employees including executive management as long-term incentive awards, (ii) 73,770 RSUs granted to independent members of the Board as part of their annual compensation and (iii) 71,311 phantom units granted to certain senior management level employees. During the third quarter of fiscal 2016, the Company granted an aggregate of 938,767 stock options and 253,271 RSUs under the 2015 Plan in addition to 26,031 stock options and 5,233 RSUs under the 2006 Incentive Stock Plan. This was comprised of: (i) 782,748 stock options and 156,608 RSUs granted to certain employees including executive management as long term incentive awards, (ii) 182,050 stock options and 40,016 RSUs granted to the Chief Executive Officer which was subject to shareholder approval of the 2015 Plan pursuant to his employment agreement dated October 19, 2015 and (iii) 61,880 RSUs granted to members of the Board as part of their annual compensation. The total fair value at the grant date of these stock options and RSUs were approximately $2.5 million and $3.8 million in fiscal 2017 and 2016, respectively. The grants for the Board members vested immediately whereas the grants for the employees will vest in tranches ratably over three years provided the employees remain employed on each of those vesting dates. The weighted average fair value per unit for the RSUs in fiscal 2017 and 2016 was $4.35 and $6.06 , respectively. Compensation expense for the vested RSUs was recognized on the grant date. The stock options expire 10 years from the initial grant date and have a weighted average exercise price of $4.36 in fiscal 2017 and $6.49 in fiscal 2016. Compensation expense for the stock options and RSUs that did not immediately vest is recognized over the vesting period. Determining Fair Value - Stock Options The fair value of the stock option grant was estimated using the Black-Scholes option pricing model, which requires estimates of key assumptions based on both historical information and management judgment regarding market factors and trends. Expected volatility - We developed the expected volatility by using the historical volatilities of the Company for a period equal to the expected life of the option. Expected term - We derived our expected term assumption based on the simplified method due to a lack of historical exercise data, which results in an expected term based on the midpoint between the graded vesting dates and contractual term of an option. Risk-free interest rate - The rates are based on the average yield of a U.S. Treasury bond, with a term that was consistent with the expected life of the stock options. Expected dividend yield - We have not paid and do not anticipate paying cash dividends on our shares of common stock; therefore, the expected dividend yield was assumed to be zero. The weighted average assumptions used to estimate the fair value of stock options for the three months ended July 30, 2017 and July 31, 2016 were as follows: July 30, 2017 July 31, 2016 Fair value of stock option granted $ 1.79 $ 2.32 Expected volatility 40.0 % 40.0 % Expected term (in years) 6.0 6.0 Risk-free interest rate 1.91 % 1.29 % Expected dividend yield 0.0 % 0.0 % The total fair value at the grant date of the phantom units was approximately $0.3 million. The units vest in tranches ratably over three years provided the employees remain employed on each of those vesting dates. The weighted average fair value per unit was $4.35 . These cash-settled awards are classified as a liability and remeasured at the end of each reporting period based on the change in fair value of one share of the Company’s common stock. Compensation expense is recognized over the vesting period. The liability and corresponding expense are adjusted accordingly until the awards are settled. The total stock compensation expense for the three and nine months ended July 30, 2017 was $0.9 million and $2.1 million , respectively, and for the three and nine months ended July 31, 2016 was $0.6 million and $1.0 million , respectively. Stock compensation expense was recognized in Selling, administrative and other operating costs in the Company’s Condensed Consolidated Statements of Operations. As of July 30, 2017, total unrecognized compensation expense of $3.4 million related to stock options and RSUs and of $0.2 million related to the phantom units will be recognized over the remaining weighted average vesting period of 3 years , of which $0.7 million , $2.0 million , $0.8 million and $0.1 million is expected to be recognized in fiscal 2017, 2018, 2019 and 2020, respectively. |
Restructuring and Severance Cos
Restructuring and Severance Costs | 9 Months Ended |
Jul. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Severance Costs | Restructuring and Severance Costs The Company implemented a cost reduction plan in fiscal 2016 and incurred restructuring and severance costs primarily resulting from a reduction in workforce, facility consolidation and lease termination costs. The total costs since inception are approximately $6.8 million consisting of $1.3 million in North American Staffing, $0.7 million in International Staffing, $0.4 million in Technology Outsourcing Services and Solutions and $4.4 million in Corporate and Other. The Company incurred total restructuring and severance costs of approximately $0.2 million and $1.0 million for the three months ended July 30, 2017 and July 31, 2016, respectively, and $1.1 million and $4.6 million for the nine months ended July 30, 2017 and July 31, 2016, respectively. The following tables present the restructuring and severance costs for the three and nine months ended July 30, 2017 (in thousands): Three Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other Severance and benefit costs $ 211 $ 34 $ 7 $ 2 $ 168 Other 38 41 (3 ) — — Total costs $ 249 $ 75 $ 4 $ 2 $ 168 Nine Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other Severance and benefit costs $ 998 $ 131 $ 24 $ 39 $ 804 Other 74 84 (10 ) — — Total costs $ 1,072 $ 215 $ 14 $ 39 $ 804 Accrued restructuring and severance costs are included in Accrued compensation and Accrued insurance and other in the Condensed Consolidated Balance Sheets. Activity for the nine months ended July 30, 2017 are summarized as follows (in thousands): July 30, 2017 Beginning balance $ 1,653 Charged to expense 1,072 Cash payments (2,111 ) Ending balance $ 614 The remaining charges as of July 30, 2017 of $0.6 million , primarily related to Corporate and Other, are expected to be paid through the second quarter of fiscal 2018. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jul. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company is involved in various claims and legal actions arising in the ordinary course of business. The Company’s loss contingencies not discussed elsewhere consist primarily of claims and legal actions arising in the normal course of business, a majority of which generally consist of employment-related claims involving contingent workers. These matters are at varying stages of investigation, arbitration or adjudication. The Company has accrued for losses on individual matters that are both probable and reasonably estimable. Estimates are based on currently available information and assumptions. Significant judgment is required in both the determination of probability and the determination of whether a matter is reasonably estimable. The Company’s estimates may change and actual expenses could differ in the future as additional information becomes available. Other Matters In August 2017, the Company determined that it will need to perform recalculations in connection with its compliance testing on its 401(k) plans for certain prior periods, which will result in the Company making additional contributions to such plans. The Company is currently in the process of conducting an assessment and, at this time, is unable to reasonably estimate the amount or range of such contributions. The Company anticipates completing its internal assessment of the matter in the fourth quarter of fiscal 2017. |
Segment Data
Segment Data | 9 Months Ended |
Jul. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Data | Segment Data The Company changed its operating and reportable segments during the fourth quarter of fiscal 2016. Our current reportable segments are (i) North American Staffing, (ii) International Staffing and (iii) Technology Outsourcing Services and Solutions. The non-reportable businesses are combined and disclosed with corporate services under the category Corporate and Other. Accordingly, all prior periods have been recast to reflect the current segment presentation. The change in reportable segments did not have any impact on previously reported consolidated financial results. Segment operating income (loss) is comprised of segment net revenue less cost of services, selling, administrative and other operating costs, impairment charges and restructuring and severance costs. The Company allocates to the segments all operating costs except for costs not directly related to the operating activities such as corporate-wide general and administrative costs. These costs are not allocated because doing so would not enhance the understanding of segment operating performance and are not used by management to measure segment performance. Effective in the first quarter of fiscal 2017, in an effort to simplify and refine its internal reporting, the Company modified its intersegment sales structure between North American Staffing and Technology Outsourcing Services and Solutions segments. The resulting changes are as follows: • Intersegment revenue for North American Staffing from Technology Outsourcing Services and Solutions is now based on a set percentage of direct labor dollars for recruiting and administrative services; and • The direct labor costs associated with the contingent employees placed by North American Staffing on behalf of Technology, Outsourcing Services and Solutions’ customers are now directly borne by the Technology Outsourcing Services and Solutions segment instead of by North American Staffing. To provide period over period comparability, the Company has reclassified the prior period segment data to conform to the current presentation. This change does not have any impact on the consolidated financial results for any period presented. Financial data pertaining to the Company’s segment revenue and operating income (loss) as well as results from Corporate and Other for the three and nine months ended July 30, 2017 and July 31, 2016 are summarized in the following tables (in thousands): Three Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 289,924 $ 229,372 $ 29,018 $ 24,323 $ 9,042 $ (1,831 ) Cost of services 244,205 194,594 24,459 19,788 7,195 (1,831 ) Gross margin 45,719 34,778 4,559 4,535 1,847 — Selling, administrative and other operating costs 46,931 28,962 3,824 3,561 10,584 — Restructuring and severance costs 249 75 4 2 168 — Operating income (loss) (1,461 ) 5,741 731 972 (8,905 ) — Other income (expense), net (2,983 ) Income tax provision 1,074 Net loss $ (5,518 ) Three Months Ended July 31, 2016 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 330,625 $ 249,730 $ 32,565 $ 23,857 $ 27,206 $ (2,733 ) Cost of services 282,098 211,806 27,672 21,820 23,533 (2,733 ) Gross margin 48,527 37,924 4,893 2,037 3,673 — Selling, administrative and other operating costs 49,543 30,757 3,888 2,929 11,969 — Restructuring and severance costs 970 482 138 — 350 — Operating income (loss) (1,986 ) 6,685 867 (892 ) (8,646 ) — Other income (expense), net (2,231 ) Income tax provision 393 Net loss $ (4,610 ) Nine Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 905,953 $ 695,041 $ 89,599 $ 74,493 $ 51,371 $ (4,551 ) Cost of services 766,225 592,504 75,786 60,196 42,290 (4,551 ) Gross margin 139,728 102,537 13,813 14,297 9,081 — Selling, administrative and other operating costs 146,992 90,695 11,895 10,625 33,777 — Restructuring and severance costs 1,072 215 14 39 804 — Impairment charge 290 — — — — 290 — Gain from divestitures (3,938 ) — — — (3,938 ) — Operating income (loss) (4,688 ) 11,627 1,904 3,633 (21,852 ) — Other income (expense), net (5,331 ) Income tax provision 930 Net loss $ (10,949 ) Nine Months Ended July 31, 2016 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 993,169 $ 739,186 $ 99,766 $ 76,052 $ 87,201 $ (9,036 ) Cost of services 847,602 633,139 85,133 63,583 74,783 (9,036 ) Gross margin 145,567 106,047 14,633 12,469 12,418 — Selling, administrative and other operating costs 153,294 92,418 12,453 9,833 38,590 — Restructuring and severance costs 4,571 1,074 608 225 2,664 — Gain from divestitures (1,663 ) — — — (1,663 ) — Operating income (loss) (10,635 ) 12,555 1,572 2,411 (27,173 ) — Other income (expense), net (4,685 ) Income tax provision 2,037 Net loss $ (17,357 ) (1) Revenues are primarily derived from managed service programs and information technology infrastructure services through the date of the sale of Maintech. (2) The majority of intersegment sales results from North American Staffing providing resources to Technology Outsourcing Services and Solutions. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jul. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On August 25, 2017, the Company entered into Amendment No. 8 to its Receivables Financing Agreement with PNC dated as of July 30, 2015. Amendment No. 8 amends Section 8.04 of the Financing Program to adjust its financial covenants by: (1) lowering the required Liquidity Level amount, as defined therein, to $5.0 million from $25.0 million , and (2) lowering minimum targets for the Company’s earnings before interest and taxes for its fiscal quarter ended July 30, 2017 and its fiscal quarter ending October 29, 2017. Amendment No. 8 also establishes a minimum $10.0 million block on our borrowing availability through the current term of the Financing Program. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Jul. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim condensed consolidated financial statements of Volt Information Sciences, Inc. (“Volt” or the “Company”) have been prepared in conformity with generally accepted accounting principles, consistent in all material respects with those applied in the Annual Report on Form 10-K for the year ended October 30, 2016. The Company makes estimates and assumptions that affect the amounts reported. Actual results could differ from those estimates and changes in estimates are reflected in the period in which they become known. Accounting for certain expenses, including income taxes, are based on full year assumptions, and the financial statements reflect all normal adjustments that, in the opinion of management, are necessary for fair presentation of the interim periods presented. The interim information is unaudited and is prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”), which provides for omission of certain information and footnote disclosures. This interim financial information should be read in conjunction with the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended October 30, 2016. Certain reclassifications have been made to the prior year financial statements in order to conform to the current year’s presentation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements New Accounting Standards Not Yet Adopted by the Company In May 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. This ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting. An entity would not apply modification accounting if the fair value, vesting conditions, and classification of the awards are the same immediately before and after the modification. The amendments are effective for annual periods beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. The Company is currently assessing the impact that this ASU will have upon adoption. In February 2017, the FASB issued ASU 2017-05, Other Income - Gains and Losses from the Derecognition of Non-financial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Non-financial Assets. This ASU clarifies the scope and application of Accounting Standards Codification (“ASC”) 610-20 on the sale or transfer of non-financial assets and in substance non-financial assets to non-customers, including partial sales. The amendments are effective for annual reporting periods beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. The Company does not anticipate a significant impact upon adoption. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments: A Consensus of the FASB Emerging Issues Task Force . The amendments provide guidance on eight specific cash flow classification issues: debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, corporate and bank-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows and application of the predominance principle. The amendments are effective for fiscal years beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. The Company does not anticipate a significant impact upon adoption. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU provides guidance for recognizing credit losses on financial instruments based on an estimate of current expected credit losses model. The amendments are effective for fiscal years beginning after December 15, 2019, which for the Company will be the first quarter of fiscal 2021. Although the impact upon adoption will depend on the financial instruments held by the Company at that time, the Company does not anticipate a significant impact on its consolidated financial statements based on the instruments currently held and its historical trend of bad debt expense relating to trade accounts receivable. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . This ASU simplifies several aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments are effective for annual periods beginning after December 15, 2016, which for the Company will be the first quarter of fiscal 2018. The Company does not anticipate a significant impact upon adoption. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU requires that lessees recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position and also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The amendments are effective for fiscal years beginning after December 15, 2018, which for the Company will be the first quarter of fiscal 2020. The Company has preliminarily evaluated the impact of our pending adoption of ASU 2016-02 on our consolidated financial statements on a modified retrospective basis, and currently expects that most of our operating lease commitments will be subject to the new standard and recognized as operating lease liabilities and right-of-use assets upon our adoption, which will increase the Company’s total assets and total liabilities that the Company reports relative to such amounts prior to adoption. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This update provides guidance about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern. The ASU is effective for the annual period ending after December 15, 2016, which for the Company will be the fourth quarter of fiscal 2017. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) . The core principle of this amendment is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The FASB issued subsequent amendments to improve and clarify the implementation guidance of Topic 606. This standard is effective for annual reporting periods beginning after December 15, 2017, which for the Company will be the first quarter of fiscal 2019. After the preliminary assessment, the Company does not anticipate that the new guidance will have a material impact on our revenue recognition policies, practices or systems. As the Company continues to evaluate the impacts of our pending adoption of Topic 606 in fiscal 2017, our preliminary assessments are subject to change. Management has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on the Company’s consolidated financial statements and related disclosures. Recently Adopted Accounting Standards In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and other (Topic 350) . This ASU simplifies the accounting for goodwill impairment and removes Step 2 of the goodwill impairment test. Goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value limited to the total amount of goodwill allocated to that reporting unit. Entities will continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. The same one-step impairment test will be applied to goodwill at all reporting units, even those with zero or negative carrying amounts. This ASU was early adopted by the Company on a prospective basis in the second quarter of fiscal 2017 for its annual impairment test resulting in no impact on its consolidated financial statements. It was determined that no adjustment to the carrying value of goodwill of $5.4 million was required as our Step 1 analysis resulted in the fair value of the reporting unit exceeding its carrying value. No triggering event has occurred since the annual impairment test. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement , which provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract and expense the cost as the services are received. This ASU was adopted by the Company in the first quarter of fiscal 2017 on a prospective basis. The Company does not currently have any projects that meet the criteria to be in scope of the internal-use software guidance and it did not have any impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs . The ASU requires that debt issuance costs related to a recognized liability be presented on the balance sheet as a direct reduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements . ASU 2015-15 clarifies the guidance in ASU 2015-03 regarding presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. The SEC Staff announced they would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. These ASUs were adopted by the Company in the first quarter of fiscal 2017. The Company has continued to defer and present debt issuance costs as an asset and to amortize the deferred issuance costs ratably over the term of the line-of-credit arrangement resulting in no impact on its consolidated financial statements. All other ASUs that became effective for Volt in the first nine months of fiscal 2017 were not applicable to the Company at this time and therefore did not have any impact during the period. |
Assets and Liabilities Held f24
Assets and Liabilities Held for Sale (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Held for Sale | The following table reconciles the major classes of assets and liabilities classified as held for sale as part of continuing operations in the Condensed Consolidated Balance Sheets (in thousands): July 30, 2017 October 30, 2016 Assets included as part of continuing operations Trade accounts receivable, net $ 483 $ 13,553 Recoverable income taxes — 15 Other assets 203 3,339 Property, equipment and software, net 12 178 Purchased intangible assets — 495 Total major classes of assets as part of continuing operations $ 698 $ 17,580 Liabilities included as part of continuing operations Accrued compensation $ — $ 2,432 Accounts payable 136 921 Accrued taxes other than income taxes — 833 Accrued insurance and other 210 1,574 Total major classes of liabilities as part of continuing operations $ 346 $ 5,760 |
Accumulated Other Comprehensi25
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The changes in accumulated other comprehensive loss for the three and nine months ended July 30, 2017 were (in thousands): Three Months Ended Nine Months Ended July 30, 2017 Foreign Currency Translation Accumulated other comprehensive loss at the beginning of the period $ (9,515 ) $ (10,612 ) Other comprehensive income 3,625 4,722 Accumulated other comprehensive loss at July 30, 2017 $ (5,890 ) $ (5,890 ) |
Reclassification out of Accumulated Other Comprehensive Loss | Reclassifications from accumulated other comprehensive loss for the three and nine months ended July 30, 2017 and July 31, 2016 were (in thousands): Three Months Ended Nine Months Ended July 30, 2017 July 31, 2016 July 30, 2017 July 31, 2016 Foreign currency translation Sale of foreign subsidiaries $ — $ — $ (612 ) $ — Closure of foreign subsidiary $ — $ (643 ) $ — $ (643 ) Details about Accumulated Other Comprehensive Loss Components Fiscal Year Amount Reclassified Affected Line Item in the Statement Where Net Loss is Presented Foreign currency translation Sale of foreign subsidiaries 2017 $ (612 ) Foreign exchange gain (loss), net Closure of foreign subsidiary 2016 $ (643 ) Foreign exchange gain (loss), net |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt consists of the following (in thousands): July 30, 2017 October 30, 2016 Financing programs $ 100,000 $ 97,050 Less: current portion 100,000 2,050 Total long-term debt $ — $ 95,000 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Net Income (Loss) Per Share | Basic and diluted net loss per share is calculated as follows (in thousands, except per share amounts): Three Months Ended Nine Months Ended July 30, 2017 July 31, 2016 July 30, 2017 July 31, 2016 Numerator Net loss $ (5,518 ) $ (4,610 ) $ (10,949 ) $ (17,357 ) Denominator Basic weighted average number of shares 20,963 20,846 20,934 20,824 Diluted weighted average number of shares 20,963 20,846 20,934 20,824 Net loss per share: Basic $ (0.26 ) $ (0.22 ) $ (0.52 ) $ (0.83 ) Diluted $ (0.26 ) $ (0.22 ) $ (0.52 ) $ (0.83 ) |
Stock Compensation Plan (Tables
Stock Compensation Plan (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Fair Value Assumptions | The weighted average assumptions used to estimate the fair value of stock options for the three months ended July 30, 2017 and July 31, 2016 were as follows: July 30, 2017 July 31, 2016 Fair value of stock option granted $ 1.79 $ 2.32 Expected volatility 40.0 % 40.0 % Expected term (in years) 6.0 6.0 Risk-free interest rate 1.91 % 1.29 % Expected dividend yield 0.0 % 0.0 % |
Restructuring and Severance C29
Restructuring and Severance Costs (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following tables present the restructuring and severance costs for the three and nine months ended July 30, 2017 (in thousands): Three Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other Severance and benefit costs $ 211 $ 34 $ 7 $ 2 $ 168 Other 38 41 (3 ) — — Total costs $ 249 $ 75 $ 4 $ 2 $ 168 Nine Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other Severance and benefit costs $ 998 $ 131 $ 24 $ 39 $ 804 Other 74 84 (10 ) — — Total costs $ 1,072 $ 215 $ 14 $ 39 $ 804 |
Schedule of Restructuring Reserve | Activity for the nine months ended July 30, 2017 are summarized as follows (in thousands): July 30, 2017 Beginning balance $ 1,653 Charged to expense 1,072 Cash payments (2,111 ) Ending balance $ 614 |
Segment Data (Tables)
Segment Data (Tables) | 9 Months Ended |
Jul. 30, 2017 | |
Segment Reporting [Abstract] | |
Summary of Sales and Segment Operating Income (Loss) by Reportable Operating Segment | Financial data pertaining to the Company’s segment revenue and operating income (loss) as well as results from Corporate and Other for the three and nine months ended July 30, 2017 and July 31, 2016 are summarized in the following tables (in thousands): Three Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 289,924 $ 229,372 $ 29,018 $ 24,323 $ 9,042 $ (1,831 ) Cost of services 244,205 194,594 24,459 19,788 7,195 (1,831 ) Gross margin 45,719 34,778 4,559 4,535 1,847 — Selling, administrative and other operating costs 46,931 28,962 3,824 3,561 10,584 — Restructuring and severance costs 249 75 4 2 168 — Operating income (loss) (1,461 ) 5,741 731 972 (8,905 ) — Other income (expense), net (2,983 ) Income tax provision 1,074 Net loss $ (5,518 ) Three Months Ended July 31, 2016 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 330,625 $ 249,730 $ 32,565 $ 23,857 $ 27,206 $ (2,733 ) Cost of services 282,098 211,806 27,672 21,820 23,533 (2,733 ) Gross margin 48,527 37,924 4,893 2,037 3,673 — Selling, administrative and other operating costs 49,543 30,757 3,888 2,929 11,969 — Restructuring and severance costs 970 482 138 — 350 — Operating income (loss) (1,986 ) 6,685 867 (892 ) (8,646 ) — Other income (expense), net (2,231 ) Income tax provision 393 Net loss $ (4,610 ) Nine Months Ended July 30, 2017 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 905,953 $ 695,041 $ 89,599 $ 74,493 $ 51,371 $ (4,551 ) Cost of services 766,225 592,504 75,786 60,196 42,290 (4,551 ) Gross margin 139,728 102,537 13,813 14,297 9,081 — Selling, administrative and other operating costs 146,992 90,695 11,895 10,625 33,777 — Restructuring and severance costs 1,072 215 14 39 804 — Impairment charge 290 — — — — 290 — Gain from divestitures (3,938 ) — — — (3,938 ) — Operating income (loss) (4,688 ) 11,627 1,904 3,633 (21,852 ) — Other income (expense), net (5,331 ) Income tax provision 930 Net loss $ (10,949 ) Nine Months Ended July 31, 2016 Total North American Staffing International Staffing Technology Outsourcing Services and Solutions Corporate and Other (1) Eliminations (2) Net revenue $ 993,169 $ 739,186 $ 99,766 $ 76,052 $ 87,201 $ (9,036 ) Cost of services 847,602 633,139 85,133 63,583 74,783 (9,036 ) Gross margin 145,567 106,047 14,633 12,469 12,418 — Selling, administrative and other operating costs 153,294 92,418 12,453 9,833 38,590 — Restructuring and severance costs 4,571 1,074 608 225 2,664 — Gain from divestitures (1,663 ) — — — (1,663 ) — Operating income (loss) (10,635 ) 12,555 1,572 2,411 (27,173 ) — Other income (expense), net (4,685 ) Income tax provision 2,037 Net loss $ (17,357 ) (1) Revenues are primarily derived from managed service programs and information technology infrastructure services through the date of the sale of Maintech. (2) The majority of intersegment sales results from North American Staffing providing resources to Technology Outsourcing Services and Solutions. |
Recently Issued Accounting Pr31
Recently Issued Accounting Pronouncements (Details) | 3 Months Ended |
Apr. 30, 2017USD ($) | |
Accounting Changes and Error Corrections [Abstract] | |
Impairment of goodwill | $ 0 |
Goodwill | $ 5,400,000 |
Discontinued Operations (Detail
Discontinued Operations (Details) - Computer Systems Segment - NewNet Communication Technologies, LLC - USD ($) $ in Millions | Dec. 01, 2014 | Jul. 30, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Note receivable | $ 10 | |
Interest rate | 0.50% | |
Payment term | 4 years | |
Capital interest percentage | 20.00% | |
Notes receivable, fair value | $ 8.4 | |
Unamortized discount | $ 1.1 |
Assets and Liabilities Held f33
Assets and Liabilities Held for Sale (Details) - USD ($) $ in Thousands | Mar. 06, 2017 | Apr. 30, 2017 | Jul. 30, 2017 | Jul. 31, 2016 | Oct. 30, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from divestitures | $ 15,224 | $ 36,648 | |||
Assets included as part of continuing operations | |||||
Trade accounts receivable, net | 483 | $ 13,553 | |||
Recoverable income taxes | 0 | 15 | |||
Other assets | 203 | 3,339 | |||
Property, equipment and software, net | 12 | 178 | |||
Purchased intangible assets | 0 | 495 | |||
Total major classes of assets as part of continuing operations | 698 | 17,580 | |||
Liabilities included as part of continuing operations | |||||
Accrued compensation | 0 | 2,432 | |||
Accounts payable | 136 | 921 | |||
Accrued taxes other than income taxes | 0 | 833 | |||
Accrued insurance and other | 210 | 1,574 | |||
Total major classes of liabilities as part of continuing operations | 346 | $ 5,760 | |||
Disposed of by Sale | Maintech Holdings, LLC | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from divestitures | $ 18,300 | ||||
Working capital adjustment | $ 100 | ||||
Working capital adjustment determination period | 60 days | ||||
Proceeds from transaction, net | $ 13,100 | ||||
Closure of foreign subsidiary | $ 3,900 | ||||
Net assets and liabilities with title transfer pending | $ 400 | ||||
Duration after sale to document transfer of assets and liabilities | 12 months | ||||
Duration after sale company will provide accounting and operational services | 6 months | ||||
Service agreement term | 3 years |
Accumulated Other Comprehensi34
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Accumulated other comprehensive loss at the beginning of the period | $ 48,965 | |||
Accumulated other comprehensive loss at the end of the period | $ 44,645 | 44,645 | ||
Foreign currency translation | ||||
Closure of foreign subsidiary | (1,730) | $ (1,003) | (1,419) | $ (1,238) |
Foreign Currency Translation | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Accumulated other comprehensive loss at the beginning of the period | (9,515) | (10,612) | ||
Other comprehensive income | 3,625 | 4,722 | ||
Accumulated other comprehensive loss at the end of the period | (5,890) | (5,890) | ||
Foreign currency translation | ||||
Sale of foreign subsidiaries | 0 | 0 | (612) | 0 |
Closure of foreign subsidiary | $ 0 | (643) | 0 | $ (643) |
Reclassification out of Accumulated Other Comprehensive Loss | Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income (Loss) Components [Abstract] | ||||
Sale of foreign subsidiaries | $ (612) | |||
Closure of foreign subsidiary | $ (643) |
Restricted Cash and Short-Ter35
Restricted Cash and Short-Term Investments (Details) - Restricted cash and short-term investments - USD ($) $ in Millions | Jul. 30, 2017 | Oct. 30, 2016 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 15.6 | $ 8.4 |
Short-term investments | 3.4 | 3.6 |
Short-Term Credit Facility | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted as collateral | $ 1.9 | $ 1.9 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Income tax provision | $ 1,074 | $ 393 | $ 930 | $ 2,037 | |
Tax benefit from resolution of uncertain tax positions | $ 1,300 | ||||
Refund from settlement with taxing authority | $ 13,800 |
Real Estate Transactions (Detai
Real Estate Transactions (Details) ft² in Thousands, $ in Millions | 1 Months Ended | 3 Months Ended |
Mar. 31, 2016USD ($)ft²renewal_option | May 01, 2016USD ($) | |
Volt Orangeca Real Estate Corp | ||
Sale Leaseback Transaction [Line Items] | ||
Sales of real estate | $ 35.9 | |
Term of lease agreement | 15 years | |
Number of renewal options | renewal_option | 2 | |
Operating leases, renewal term | 5 years | |
Annual rental payments | $ 2.9 | |
Percentage increase in annual base rent | 3.00% | |
Security deposit | $ 2.1 | |
Security deposit in the second year | 1.4 | |
Gain on sale of property | 29.4 | |
Volt Opportunity Road Realty Corp | ||
Sale Leaseback Transaction [Line Items] | ||
Sales of real estate | $ 2.2 | |
Gain on sale of property | $ 1.7 | |
Office Building | Volt Orangeca Real Estate Corp | ||
Sale Leaseback Transaction [Line Items] | ||
Area of real estate property | ft² | 191 | |
Office Building | Volt Opportunity Road Realty Corp | ||
Sale Leaseback Transaction [Line Items] | ||
Area of real estate property | ft² | 19 |
Debt (Details)
Debt (Details) £ in Millions, CAD in Millions | Aug. 25, 2017USD ($) | Feb. 28, 2017USD ($) | Jan. 31, 2017USD ($) | Feb. 29, 2016USD ($) | Jul. 30, 2017GBP (£) | Jul. 31, 2016 | Jul. 30, 2017GBP (£) | Jul. 31, 2016 | Aug. 24, 2017 | Oct. 30, 2016USD ($) | Jul. 30, 2017CAD | Jul. 30, 2017USD ($) | Jul. 14, 2017 | Mar. 31, 2017USD ($) |
Debt Instrument [Line Items] | ||||||||||||||
Less: current portion | $ 2,050,000 | $ 100,000,000 | ||||||||||||
Total long-term debt | $ 95,000,000 | 0 | ||||||||||||
Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility borrowing capacity | $ 160,000,000 | £ 20 | £ 20 | CAD 30 | ||||||||||
Unbilled receivable percent | 10.00% | 15.00% | ||||||||||||
Maximum quarterly distribution if liquidity requirement is met | $ 500,000 | |||||||||||||
Covenant terms, EBIT minimum to pay dividends | 40,000,000 | |||||||||||||
Cash collateral of outstanding short-term borrowings | $ 20,000,000 | $ 25,000,000 | ||||||||||||
Fair value of amount outstanding | 142,700,000 | |||||||||||||
Maximum borrowing capacity | 250,000,000 | |||||||||||||
Outstanding borrowing | $ 95,000,000 | 100,000,000 | ||||||||||||
Weighted average interest rate during period | 3.10% | 2.40% | 2.90% | 2.30% | ||||||||||
Available borrowing capacity of facility | 14,400,000 | |||||||||||||
Letter of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility borrowing capacity | 50,000,000 | |||||||||||||
Fair value of amount outstanding | 28,300,000 | |||||||||||||
Casualty Insurance Program | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Fair value of amount outstanding | 26,900,000 | |||||||||||||
Security Deposit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Fair value of amount outstanding | 1,400,000 | |||||||||||||
Maintech, Incorporated | Letter of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility borrowing capacity | $ 100,000 | |||||||||||||
Portion secured by parent | 3,000,000 | |||||||||||||
Maintech, Incorporated | Revolving Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of credit facility borrowing capacity | 10,000,000 | |||||||||||||
Fair value of amount outstanding | 2,100,000 | |||||||||||||
Outstanding borrowing | $ 2,000,000 | |||||||||||||
Available borrowing capacity of facility | 3,300,000 | |||||||||||||
Term | 364 days | |||||||||||||
Commitment fee percentage | 0.375% | |||||||||||||
Term of extension | 1 month | |||||||||||||
Maintech, Incorporated | Revolving Credit Facility | LIBOR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate | 2.75% | |||||||||||||
Sale of Maintech or Receipt of IRS Refund | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Minimum global liquidity covenant | 25,000,000 | |||||||||||||
Dividend Payment or Stock Repurchase | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Minimum global liquidity covenant | 35,000,000 | |||||||||||||
Maximum | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Supply chain finance receivable | $ 5,000,000 | |||||||||||||
Short Term Financing Program | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Financing programs | $ 97,050,000 | $ 100,000,000 | ||||||||||||
July 2017 through September 2017 | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Delinquent receivables threshold | 0.025 | |||||||||||||
Prior to July 2017 | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Delinquent receivables threshold | 0.02 | |||||||||||||
In and After October 2017 | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Delinquent receivables threshold | 0.02 | |||||||||||||
Subsequent Event | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Minimum global liquidity covenant | $ 5,000,000 | |||||||||||||
Line of credit facility, minimum borrowing block | 10,000,000 | |||||||||||||
Increase in borrowing availability | $ 10,000,000 | |||||||||||||
Program and LC fees, percentage | 1.80% | 1.20% |
Earnings (Loss) Per Share - Sum
Earnings (Loss) Per Share - Summary of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
Numerator | ||||
Net loss | $ (5,518) | $ (4,610) | $ (10,949) | $ (17,357) |
Denominator | ||||
Basic weighted average number of shares (shares) | 20,963 | 20,846 | 20,934 | 20,824 |
Dilutive weighted average number of shares (shares) | 20,963 | 20,846 | 20,934 | 20,824 |
Basic: | ||||
Net loss per share (usd per share) | $ (0.26) | $ (0.22) | $ (0.52) | $ (0.83) |
Diluted: | ||||
Net loss per share (usd per share) | $ (0.26) | $ (0.22) | $ (0.52) | $ (0.83) |
Earnings (Loss) Per Share - Add
Earnings (Loss) Per Share - Additional Information (Details) - shares | Jul. 30, 2017 | Jul. 31, 2016 |
Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Restricted shares outstanding | 324,277 | 237,864 |
Common Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Options to purchase common stock outstanding | 2,572,091 | 1,898,397 |
Stock Compensation Plan - Narra
Stock Compensation Plan - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 900 | $ 600 | $ 2,111 | $ 1,020 |
Weighted average period | 3 years | |||
Compensation cost not yet recognized, expected in 2017 | 700 | $ 700 | ||
Compensation cost not yet recognized, expected in 2018 | 2,000 | 2,000 | ||
Compensation cost not yet recognized, expected in 2019 | 800 | 800 | ||
Compensation cost not yet recognized, expected in 2020 | 100 | 100 | ||
Employee Stock Options and Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant date fair value | 2,500 | $ 3,800 | ||
Total unrecognized compensation cost | 3,400 | $ 3,400 | ||
Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period | 10 years | |||
Options, weighted average grant date fair value (usd per share) | $ 4.36 | $ 6.49 | ||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments weighted average grant date fair value (usd per share) | $ 4.35 | $ 6.06 | ||
Phantom Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant date fair value | $ 300 | |||
Award vesting period | 3 years | |||
Equity instruments weighted average grant date fair value (usd per share) | $ 4.35 | |||
Total unrecognized compensation cost | $ 200 | $ 200 | ||
2015 Equity Incentive Plan | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options granted during period (shares) | 809,554 | 938,767 | ||
2015 Equity Incentive Plan | Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 240,428 | 253,271 | ||
2015 Equity Incentive Plan | Phantom Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 71,311 | |||
2006 Stock Option Plan | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options granted during period (shares) | 26,031 | |||
2006 Stock Option Plan | Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 5,233 | |||
Certain Employees and Executive Management | Employee Stock Options and Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Certain Employees and Executive Management | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options granted during period (shares) | 809,554 | 782,748 | ||
Certain Employees and Executive Management | Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 166,658 | 156,608 | ||
Certain Employees and Executive Management | Phantom Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 71,311 | |||
Board of Directors | Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 73,770 | 61,880 | ||
Chief Executive Officer | Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options granted during period (shares) | 182,050 | |||
Chief Executive Officer | Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments other than options granted during period (shares) | 40,016 |
Stock Compensation Plan - Fair
Stock Compensation Plan - Fair Value Assumptions (Details) - $ / shares | 3 Months Ended | |
Jul. 30, 2017 | Jul. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Fair value of stock option granted (usd per share) | $ 1.79 | $ 2.32 |
Expected volatility | 40.00% | 40.00% |
Expected term (in years) | 6 years | 6 years |
Risk-free interest rate | 1.91% | 1.29% |
Expected dividend yield | 0.00% | 0.00% |
Restructuring and Severance C43
Restructuring and Severance Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 14 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | Jan. 29, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | $ 249 | $ 970 | $ 1,072 | $ 4,571 | $ 6,800 |
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 1,653 | ||||
Charged to expense | 1,072 | ||||
Cash payments | (2,111) | ||||
Ending balance | 614 | 614 | |||
Severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 211 | 998 | |||
Other | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 38 | 74 | |||
Operating Segments | North American Staffing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 75 | 215 | 1,300 | ||
Operating Segments | North American Staffing | Severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 34 | 131 | |||
Operating Segments | North American Staffing | Other | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 41 | 84 | |||
Operating Segments | International Staffing | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 4 | 14 | 700 | ||
Operating Segments | International Staffing | Severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 7 | 24 | |||
Operating Segments | International Staffing | Other | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | (3) | (10) | |||
Operating Segments | Technology Outsourcing Services and Solutions | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 2 | 39 | 400 | ||
Operating Segments | Technology Outsourcing Services and Solutions | Severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 2 | 39 | |||
Operating Segments | Technology Outsourcing Services and Solutions | Other | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 0 | 0 | |||
Corporate and Other | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 168 | 804 | $ 4,400 | ||
Corporate and Other | Severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | 168 | 804 | |||
Corporate and Other | Other | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and severance costs | $ 0 | $ 0 |
Segment Data (Details)
Segment Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 30, 2017 | Jul. 31, 2016 | Jul. 30, 2017 | Jul. 31, 2016 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
NET REVENUE | $ 289,924 | $ 330,625 | $ 905,953 | $ 993,169 |
Cost of services | 244,205 | 282,098 | 766,225 | 847,602 |
GROSS MARGIN | 45,719 | 48,527 | 139,728 | 145,567 |
Expenses | ||||
Selling, administrative and other operating costs | 46,931 | 49,543 | 146,992 | 153,294 |
Restructuring and severance costs | 249 | 970 | 1,072 | 4,571 |
Impairment charge | 0 | 0 | 290 | 0 |
Gain from divestitures | 0 | 0 | (3,938) | (1,663) |
OPERATING LOSS | (1,461) | (1,986) | (4,688) | (10,635) |
Other income (expense), net | (2,983) | (2,231) | (5,331) | (4,685) |
Income tax provision | 1,074 | 393 | 930 | 2,037 |
NET LOSS | (5,518) | (4,610) | (10,949) | (17,357) |
Operating Segments | North American Staffing | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
NET REVENUE | 229,372 | 249,730 | 695,041 | 739,186 |
Cost of services | 194,594 | 211,806 | 592,504 | 633,139 |
GROSS MARGIN | 34,778 | 37,924 | 102,537 | 106,047 |
Expenses | ||||
Selling, administrative and other operating costs | 28,962 | 30,757 | 90,695 | 92,418 |
Restructuring and severance costs | 75 | 482 | 215 | 1,074 |
Impairment charge | 0 | |||
Gain from divestitures | 0 | 0 | ||
OPERATING LOSS | 5,741 | 6,685 | 11,627 | 12,555 |
Operating Segments | International Staffing | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
NET REVENUE | 29,018 | 32,565 | 89,599 | 99,766 |
Cost of services | 24,459 | 27,672 | 75,786 | 85,133 |
GROSS MARGIN | 4,559 | 4,893 | 13,813 | 14,633 |
Expenses | ||||
Selling, administrative and other operating costs | 3,824 | 3,888 | 11,895 | 12,453 |
Restructuring and severance costs | 4 | 138 | 14 | 608 |
Impairment charge | 0 | |||
Gain from divestitures | 0 | 0 | ||
OPERATING LOSS | 731 | 867 | 1,904 | 1,572 |
Operating Segments | Technology Outsourcing Services and Solutions | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
NET REVENUE | 24,323 | 23,857 | 74,493 | 76,052 |
Cost of services | 19,788 | 21,820 | 60,196 | 63,583 |
GROSS MARGIN | 4,535 | 2,037 | 14,297 | 12,469 |
Expenses | ||||
Selling, administrative and other operating costs | 3,561 | 2,929 | 10,625 | 9,833 |
Restructuring and severance costs | 2 | 0 | 39 | 225 |
Impairment charge | 0 | |||
Gain from divestitures | 0 | 0 | ||
OPERATING LOSS | 972 | (892) | 3,633 | 2,411 |
Corporate and Other | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
NET REVENUE | 9,042 | 27,206 | 51,371 | 87,201 |
Cost of services | 7,195 | 23,533 | 42,290 | 74,783 |
GROSS MARGIN | 1,847 | 3,673 | 9,081 | 12,418 |
Expenses | ||||
Selling, administrative and other operating costs | 10,584 | 11,969 | 33,777 | 38,590 |
Restructuring and severance costs | 168 | 350 | 804 | 2,664 |
Impairment charge | 290 | |||
Gain from divestitures | (3,938) | (1,663) | ||
OPERATING LOSS | (8,905) | (8,646) | (21,852) | (27,173) |
Eliminations | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
NET REVENUE | (1,831) | (2,733) | (4,551) | (9,036) |
Cost of services | (1,831) | (2,733) | (4,551) | (9,036) |
GROSS MARGIN | 0 | 0 | 0 | 0 |
Expenses | ||||
Selling, administrative and other operating costs | 0 | 0 | 0 | 0 |
Restructuring and severance costs | 0 | 0 | 0 | 0 |
Impairment charge | 0 | |||
Gain from divestitures | 0 | 0 | ||
OPERATING LOSS | $ 0 | $ 0 | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - Line of Credit - USD ($) | Aug. 25, 2017 | Jan. 31, 2017 |
Sale of Maintech or Receipt of IRS Refund | ||
Debt Instrument [Line Items] | ||
Minimum global liquidity covenant | $ 25,000,000 | |
Subsequent Event | ||
Debt Instrument [Line Items] | ||
Minimum global liquidity covenant | $ 5,000,000 | |
Line of credit facility, minimum borrowing block | $ 10,000,000 |