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Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Feb. 24, 2019	Apr. 01, 2019
Document And Entity Information [Abstract]
Entity Registrant Name	LANDEC CORP \CA\
Entity Central Index Key	0001005286
Trading Symbol	lndc
Current Fiscal Year End Date	--05-26
Entity Filer Category	Accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Common Stock, Shares Outstanding (in shares)		29,182,631
Document Type	10-Q
Document Period End Date	Feb. 24, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Feb. 24, 2019	May 27, 2018
Current Assets:
Cash and cash equivalents	$ 1,722	$ 2,899
Accounts receivable, less allowance for doubtful accounts	60,390	53,877
Inventories	44,227	31,819
Prepaid expenses and other current assets	7,994	7,958
Other current assets, discontinued operations	0	510
Total Current Assets	114,333	97,063
Investment in non-public company, fair value	68,100	66,500
Property and equipment, net	191,892	159,624
Goodwill	75,739	54,510
Trademarks/tradenames, net	31,928	16,028
Customer relationships, net	15,821	5,814
Other assets	3,770	5,164
Total Assets	501,583	404,703
Current Liabilities:
Accounts payable	46,431	34,668
Accrued compensation	7,029	9,978
Other accrued liabilities	10,406	8,706
Deferred revenue	1,286	2,625
Line of credit	44,000	27,000
Current portion of long-term debt	9,791	4,940
Other current liabilities, discontinued operations	0	458
Total Current Liabilities	118,943	88,375
Long-term debt, net	89,637	37,360
Capital lease obligation, less current portion	3,562	3,641
Deferred taxes, net	17,395	17,485
Other non-current liabilities	1,982	5,280
Total Liabilities	231,519	152,141
Stockholders’ Equity:
Common stock, $0.001 par value; 50,000 shares authorized; 29,006 and 27,702 shares issued and outstanding at February 24, 2019 and May 27, 2018, respectively	29	28
Additional paid-in capital	159,524	142,087
Retained earnings	109,971	109,299
Accumulated other comprehensive income	540	1,148
Total Stockholders’ Equity	270,064	252,562
Total Liabilities and Stockholders’ Equity	$ 501,583	$ 404,703

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands	Feb. 24, 2019	May 27, 2018
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	50,000	50,000
Common stock, shares issued (in shares)	29,006	29,006
Common stock, shares outstanding (in shares)	27,702	27,702

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Income Statement [Abstract]
Product sales	$ 155,687	$ 144,909	$ 405,267	$ 383,151
Cost of product sales	134,470	125,103	351,120	329,622
Gross profit	21,217	19,806	54,147	53,529
Operating costs and expenses:
Research and development	2,741	3,113	8,107	9,204
Selling, general and administrative	15,843	13,208	44,460	38,810
Total operating costs and expenses	18,584	16,321	52,567	48,014
Operating income	2,633	3,485	1,580	5,515
Dividend income	413	413	1,238	1,238
Interest income	34	87	113	160
Interest expense	(1,771)	(531)	(3,275)	(1,415)
Other income	0	0	1,600	2,200
Net income from continuing operations before tax	1,309	3,454	1,256	7,698
Income tax (expense) benefit	(242)	12,827	(584)	11,352
Net income from continuing operations	1,067	16,281	672	19,050
Discontinued operations:
Loss from discontinued operations	0	(277)	0	(339)
Income tax benefit	0	82	0	100
Loss from discontinued operations, net of tax	0	(195)	0	(239)
Consolidated net income	1,067	16,086	672	18,811
Non-controlling interest benefit (expense)	0	2	0	(90)
Net income applicable to common stockholders	$ 1,067	$ 16,088	$ 672	$ 18,721
Basic net income per share:
Income from continuing operations (in dollars per share)	$ 0.04	$ 0.59	$ 0.02	$ 0.69
Loss from discontinued operations (in dollars per share)	0.00	(0.01)	0.00	(0.01)
Total basic net income per share (in dollars per share)	0.04	0.58	0.02	0.68
Diluted net income per share
Income from continuing operations (in dollars per share)	0.04	0.58	0.02	0.68
Loss from discontinued operations (in dollars per share)	0.00	(0.01)	0.00	(0.01)
Total diluted net income per share (in dollars per share)	$ 0.04	$ 0.57	$ 0.02	$ 0.67
Shares used in per share computation
Basic (in shares)	28,919	27,547	28,140	27,524
Diluted (in shares)	29,151	27,918	28,399	27,884
Other comprehensive (loss) income, net of tax:
Net unrealized (losses) gains on interest rate swaps (net of tax effect of $215, $(210), $190, and $(552))	$ (595)	$ 347	$ (608)	$ 483
Other comprehensive (loss) income, net of tax	(595)	347	(608)	483
Total comprehensive income	$ 472	$ 16,435	$ 64	$ 19,204

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Income Statement [Abstract]
Change in net unrealized gains on interest rate swap, tax	$ 215	$ (210)	$ 190	$ (552)

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings	Accumulated Other Comprehensive Income
Balance (in shares) at May. 27, 2018		27,702
Balance at May. 27, 2018	$ 252,562	$ 28	$ 142,087	$ 109,299	$ 1,148
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)		47
Issuance of stock under stock plans	0
Taxes paid by Company for employee stock plans	(10)		(10)
Stock-based compensation	728		728
Net income (loss)	190			190
Other comprehensive loss, net of tax	(89)				(89)
Balance (in shares) at Aug. 26, 2018		27,749
Balance at Aug. 26, 2018	253,381	$ 28	142,805	109,489	1,059
Balance (in shares) at May. 27, 2018		27,702
Balance at May. 27, 2018	252,562	$ 28	142,087	109,299	1,148
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	672
Other comprehensive loss, net of tax	(608)
Balance (in shares) at Feb. 24, 2019		29,006
Balance at Feb. 24, 2019	270,064	$ 29	159,524	109,971	540
Balance (in shares) at Aug. 26, 2018		27,749
Balance at Aug. 26, 2018	253,381	$ 28	142,805	109,489	1,059
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)		36
Issuance of stock under stock plans	0
Taxes paid by Company for employee stock plans	(237)		(237)
Stock-based compensation	938		938
Net income (loss)	(585)			(585)
Other comprehensive loss, net of tax	76				76
Balance (in shares) at Nov. 25, 2018		27,785
Balance at Nov. 25, 2018	253,573	$ 28	143,506	108,904	1,135
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)		18
Issuance of stock under stock plans	230		230
Issuance of common stock in connection with Yucatan acquisition (in shares)		1,203
Issuance of common stock in connection with the Yucatan Foods acquisition	15,068	$ 1	15,067
Taxes paid by Company for employee stock plans	(95)		(95)
Stock-based compensation	816		816
Net income (loss)	1,067			1,067
Other comprehensive loss, net of tax	(595)				(595)
Balance (in shares) at Feb. 24, 2019		29,006
Balance at Feb. 24, 2019	$ 270,064	$ 29	$ 159,524	$ 109,971	$ 540

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)
$ in Thousands

9 Months Ended

Feb. 24, 2019

Feb. 25, 2018

Cash flows from operating activities:

Consolidated net income

$ 672

$ 18,811

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

10,506

9,076

Stock-based compensation expense

2,482

3,212

Deferred taxes

540

(9,055)

Change in investment in non-public company, fair value

(1,600)

(2,200)

Change in contingent consideration liability

(3,500)

Net (gain) loss on disposal of property and equipment

(24)

Changes in current assets and current liabilities:

Accounts receivable, net

315

(3,355)

Inventories

(1,024)

(3,459)

Prepaid expenses and other current assets

1,066

(3,876)

Accounts payable

11,912

11,575

Accrued compensation

(3,061)

(1,548)

Other accrued liabilities

755

(449)

Deferred revenue

(1,590)

1,475

Net cash provided by operating activities

17,449

20,300

Cash flows from investing activities:

Purchases of property and equipment

(33,144)

(20,735)

Acquisition of Yucatan Foods (Note 2), net of cash acquired

(59,872)

Issuance of note receivable

(2,099)

Proceeds from collections of notes receivable

404

Proceeds from sales of fixed assets

239

Net cash used in investing activities

(92,373)

(22,746)

Cash flows from financing activities:

Proceeds from sale of common stock

230

Taxes paid by Company for employee stock plans

(342)

(394)

Payments on long-term debt

(2,564)

(3,805)

Proceeds from lines of credit

34,000

18,000

Proceeds from debt

60,000

Payments on lines of credit

(17,000)

(9,000)

Payments for debt issuance costs

(509)

Payments to non-controlling interest

(115)

Net cash provided by financing activities

73,815

4,687

Net increase (decrease) in cash, cash equivalents and restricted cash

^[1]

(1,109)

2,241

Cash, cash equivalents and restricted cash, beginning of period

^[1]

3,216

5,734

Cash, cash equivalents and restricted cash, end of period

^[1]

2,107

7,975

Supplemental disclosure of non-cash investing and financing activities:

Purchases of property and equipment on trade vendor credit

$ 3,035

$ 2,178

[1]	As a result of adopting ASU 2016-18, cash and cash equivalents at the beginning-of-period and end-of-period total amounts have been adjusted.

Organization, Basis of Presentation, and Summary of Significant Accounting Policies

9 Months Ended

Feb. 24, 2019

Accounting Policies [Abstract]

Organization, Basis of Presentation, and Summary of Significant Accounting Policies

Organization

Landec Corporation and its subsidiaries (“Landec” or the “Company”) design, develop, manufacture, and sell differentiated products for food and biomaterials markets, and license technology applications to partners.

The Company sells specialty packaged branded Eat Smart^® and GreenLine^® and private label fresh-cut vegetables and whole produce to retailers, club stores, and food service operators, primarily in the United States and Canada. The Company also sells premier California specialty olive oils and wine vinegars under its O Olive Oil & Vinegar^® (“O”) brand, and Now Planting^® pure plant-based soups to natural food, conventional grocery and mass retail stores primarily in the United States and Canada. The majority of Yucatan^® and Cabo Fresh^® branded guacamole and avocado products are sold in the U.S. grocery channel, but they are also sold in U.S. mass retail, Canadian grocery retail and foodservice channels.

On January 11, 2019, Landec's food company marked the completion of its transition from a packaged fresh vegetables company to a branded, natural foods company by changing the name of its food business from Apio, Inc. (“Apio”) to Curation Foods, Inc. (“Curation Foods”). Curation Foods will serve as the corporate umbrella for a portfolio of five natural food brands, including the Company’s flagship brand Eat Smart as well as four emerging natural food brands, consisting of O olive oil and vinegar products, Now Planting pure-plant meal solutions and its two new brands Yucatan and Cabo Fresh authentic guacamole and avocado products, acquired by the Company through the acquisition of Yucatan Foods, Inc. on December 1, 2018. O, Now Planting, Yucatan and Cabo Fresh are referred to collectively as “Emerging Brands”. See Note 2 - Acquisitions for more details on this transaction.

The Company has two proprietary polymer technology platforms: 1) Intelimer^® polymers, and 2) hyaluronan (“HA”) biopolymers.

The Company sells HA-based and non-HA biomaterials through its Lifecore Biomedical, Inc. (“Lifecore”) subsidiary. The Company’s HA biopolymers and non-HA materials are proprietary in that they are specially formulated for specific customers to meet strict regulatory requirements.

The Company’s technologies, along with its customer relationships and tradenames, are the foundation and key differentiating advantages upon which Landec has built its business.

Basis of Presentation

The accompanying unaudited consolidated financial statements of Landec have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) have been made which are necessary to present fairly the financial position of the Company at February 24, 2019 and the results of operations and cash flows for all periods presented. Although Landec believes that the disclosures in these financial statements are adequate to make the information presented not misleading, certain information normally included in financial statements and related footnotes prepared in accordance with GAAP have been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission. The accompanying financial data should be reviewed in conjunction with the audited financial statements and accompanying notes included in Landec's Annual Report on Form 10-K for the fiscal year ended May 27, 2018.

The Company’s fiscal year is the 52- or 53-week period that ends on the last Sunday of May with quarters within each year ending on the last Sunday of August, November, and February; however, in instances where the last Sunday would result in a quarter being 12-weeks in length, the Company’s policy is to extend that quarter to the following Sunday. A 14th week is included in the fiscal year every five or six years to realign the Company’s fiscal quarters with calendar quarters.

In May 2018, the Company discontinued the Food Export business segment. As a result, the Food Export business segment has been reclassified as a discontinued operation under the provisions of Accounting Standards Codification ("ASC") 205-20, Presentation of Financial Statements - Discontinued Operations ("ASC 205-20") and ASC 360, Property, Plant and Equipment ("ASC 360”) for the nine months ended February 25, 2018.

The results of operations for the nine months ended February 24, 2019 are not necessarily indicative of the results that may be expected for an entire fiscal year because there is some seasonality in Curation Foods’s business and the order patterns of Lifecore’s customers which may lead to significant fluctuations in Landec’s quarterly results of operations.

As disclosed in the Company’s fiscal year 2018 Annual Report on Form 10-K, the Company determined that it had improperly included accrued capital expenditures in cash used in investing activities from the purchase of property and equipment in its Statements of Cash Flows for the previous annual financial statements and the quarterly financial statements for fiscal years 2018 and 2017. While the Company concluded that the impact of these errors was not material to prior annual periods, the Company concluded that the errors were material to its fiscal years’ 2018 and 2017 quarterly Statements of Cash Flows. As a result, cash used in operating and investing activities were both understated. Accordingly, the Company restated its fiscal years 2018 and 2017 quarterly Statements of Cash Flows in Note 12 – Quarterly Consolidated Financial Information (unaudited), in the Company’s fiscal year 2018 Annual Report on Form 10-K. The Statement of Cash Flows for the nine months ended February 25, 2018 has been restated to reflect this error correction.

Basis of Consolidation

The consolidated financial statements are presented on the accrual basis of accounting in accordance with GAAP and include the accounts of Landec Corporation and its subsidiaries, Curation Foods and Lifecore. All intercompany transactions and balances have been eliminated. The financial results of Yucatan Foods have been included in our consolidated financial statements from the date of acquisition on December 1, 2018. See Note 2 - Acquisitions for more details on this transaction.

Arrangements that are not controlled through voting or similar rights are reviewed under the guidance for variable interest entities (“VIEs”). A company is required to consolidate the assets, liabilities, and operations of a VIE if it is determined to be the primary beneficiary of the VIE.

An entity is a VIE and subject to consolidation, if by design: a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support provided by any party, including equity holders, or b) as a group the holders of the equity investment at risk lack any one of the following three characteristics: (i) the power, through voting rights or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity. The Company reviewed the consolidation guidance and concluded that its equity investment in the non-public company is not a VIE.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make certain estimates and judgments that affect the amounts reported in the financial statements and accompanying notes. The accounting estimates that require management’s most significant and subjective judgments include revenue recognition; loss contingencies; sales returns and allowances; inventories; self-insurance liabilities; recognition and measurement of current and deferred income tax assets and liabilities; the assessment of recoverability of long-lived assets including intangible assets; the valuation of investments; the valuation and recognition of stock-based compensation; the valuation of financial assets and liabilities; and the valuation of contingent consideration liabilities.

These estimates involve the consideration of complex factors and require management to make judgments. The analysis of historical and future trends can require extended periods of time to resolve and are subject to change from period to period. The actual results may differ from management’s estimates.

Cash and Cash Equivalents

The Company records all highly liquid securities with three months or less from date of purchase to maturity as cash equivalents. Cash equivalents consist mainly of money market funds. The market value of cash equivalents approximates their historical cost given their short-term nature.

Reconciliation of Cash and Cash Equivalents and Restricted Cash as presented on the Statements of Cash Flows

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Consolidated Statements of Cash Flows (in thousands):



	February 24, 2019		May 27, 2018			February 25, 2018			May 29, 2017
Cash and cash equivalents	$	1,722	$	2,899		$	7,660		$	5,998
Restricted cash	385		325			325			325
Cash, discontinued operations	—		(8		)	(10		)	(589		)
Cash, cash equivalents and restricted cash	$	2,107	$	3,216		$	7,975		$	5,734

Restricted Cash

The Company was required to maintain $385,000 of restricted cash at February 24, 2019 related to certain collateral requirements for obligations under its workers' compensation programs. The restricted cash requirement for the same programs was $325,000 at May 27, 2018. The restricted cash is included in Other assets in the Company’s accompanying Consolidated Balance Sheets.

Inventories

Inventories are stated at the lower of cost (first-in, first-out method) or net realizable value and consist of the following (in thousands):



	February 24, 2019		May 27, 2018
Raw materials	$	18,821	$	15,286
Work in progress	3,385		3,672
Finished goods	22,021		12,861
Total	$	44,227	$	31,819

If the cost of the inventories exceeds their net realizable value, provisions are recorded currently to reduce them to net realizable value. The Company also records a provision for slow moving and obsolete inventories based on the estimate of demand for its products.

Related Party Transactions

The Company sells products to and earns license fees from Windset Holdings 2010 Ltd. (“Windset”). During the three months ended February 24, 2019 and February 25, 2018, the Company recognized revenues of $102,000 and $104,000, respectively. During the nine months ended February 24, 2019 and February 25, 2018, the Company recognized revenues of $346,000 and $299,000, respectively. These amounts have been included in product sales in the accompanying Consolidated Statements of Comprehensive Income. The related receivable balances of $209,000 and $334,000 are included in Accounts receivable in the accompanying Consolidated Balance Sheets as of February 24, 2019 and May 27, 2018, respectively.

All related party transactions are monitored quarterly by the Company and approved by the Audit Committee of the Board of Directors.

Debt Issuance Costs

The Company records its line of credit debt issuance costs as an asset, and as such, $130,000 and $226,000 were recorded as Prepaid expenses and other current assets, and Other assets in the accompanying Consolidated Balance Sheets, respectively, as of February 24, 2019, and $120,000 and $278,000, respectively, as of May 27, 2018. The Company records its term debt issuance costs as a contra-liability, and as such, $209,000 and $363,000 was recorded as Current portion of long-term debt, and Long-term debt net in the accompanying Consolidated Balance Sheets, respectively, as of February 24, 2019 and $60,000 and $140,000, respectively, as of May 27, 2018. The increases in balances as of February 24, 2019 were attributable to the additional debt issuance costs incurred as a result of entering into the Fourth Amendment to the Credit Agreement. See Note 7 – Debt for further information.

Financial Instruments

The Company’s financial instruments are primarily composed of commercial-term trade payables, grower advances, notes receivable, and debt instruments. For short-term instruments, the historical carrying amount approximates the fair value of the instrument. The fair value of long-term debt approximates its carrying value.

Cash Flow Hedges

The Company has entered into interest rate swap contracts to manage interest rate risk. These derivative instruments may offset a portion of the changes in interest expense. The Company designates these derivative instruments as cash flow hedges. The Company’s derivative instruments are subject to master netting arrangements. These arrangements include provisions to setoff positions with the same counterparties in the event of default by one of the parties. The Company accounts for its derivative instruments as either an asset or a liability and carries them at fair value in Other assets or Other non-current liabilities in the accompanying Consolidated Balance Sheets. The accounting for changes in the fair value of derivative instruments depends on the intended use of the derivative instrument and the resulting designation.

For derivative instruments that hedge the exposure to variability in expected future cash flows that are designated as cash flow hedges, the effective portion of the gain or loss on the derivative instrument is reported as a component of Accumulated Other Comprehensive Income (“AOCI”) in Stockholders’ Equity and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the derivative instrument, if any, is recognized in earnings in the current period. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions.

Accumulated Other Comprehensive Income (AOCI)

Comprehensive income consists of two components, net income and Other Comprehensive Income (“OCI”). OCI refers to revenue, expenses, and gains and losses that under GAAP are recorded as a component of stockholders’ equity but are excluded from the determination of net income. The Company’s AOCI consists of net deferred gains and losses on its interest rate swap contracts accounted for as cash flow hedges. The components of AOCI, net of tax, are as follows (in thousands):



	AOCI
Accumulated OCI, net, as of May 27, 2018	$	1,148
Unrealized losses on interest rate swap contracts, net of tax effect	(608		)
Amounts reclassified from OCI	—
Accumulated OCI, net, as of February 24, 2019	$	540

The Company does not expect any transactions or other events to occur that would result in the reclassification of any significant gains or losses into earnings in the next 12 months.

Investment in Non-Public Company

On February 15, 2011, the Company made its initial investment in Windset which is reported as an Investment in non-public company, fair value, in the accompanying Consolidated Balance Sheets as of February 24, 2019 and May 27, 2018. The Company has elected to account for its investment in Windset under the fair value option. See Note 3 – Investment in Non-public Company, for further information.

Intangible Assets

The Company’s intangible assets are comprised of customer relationships with a finite estimated useful life of eleven to thirteen years, and trademarks/tradenames and goodwill with indefinite useful lives.

Finite-lived intangible assets are reviewed for possible impairment whenever events or changes in circumstances occur that indicate that the carrying amount of an asset (or asset group) may not be recoverable. Indefinite lived intangible assets are reviewed for impairment at least annually. For goodwill and other indefinite-lived intangible assets, the Company performs a qualitative impairment analysis in accordance with ASC 350-30-35.

Partial Self-Insurance on Employee Health and Workers Compensation Plans

The Company provides health insurance benefits to eligible employees under self-insured plans whereby the Company pays actual medical claims subject to certain stop loss limits and self-insures its workers compensation claims. The Company records self-insurance liabilities based on actual claims filed and an estimate of those claims incurred but not reported. Any projection of losses concerning the Company's liability is subject to a high degree of variability. Among the causes of this variability are unpredictable external factors such as inflation rates, changes in severity, benefit level changes, medical costs, and claims settlement patterns. This self-insurance liability is included in Other accrued liabilities in the accompanying Consolidated Balance Sheets and represents management's best estimate of the amounts that have not been paid as of February 24, 2019 and May 27, 2018. It is reasonably possible that the expense the Company ultimately incurs could differ and adjustments to future reserves may be necessary.

Fair Value Measurements

The Company uses fair value measurement accounting for financial assets and liabilities and for financial instruments and certain other items measured at fair value. The Company has elected the fair value option for its investment in a non-public company. See Note 3 – Investment in Non-public Company for further information. The Company also measures its contingent consideration liability at fair value. See Note 2 – Acquisitions for further information. The Company has not elected the fair value option for any of its other eligible financial assets or liabilities.

The accounting guidance established a three-tier hierarchy for fair value measurements, which prioritizes the inputs used in measuring fair value as follows:

Level 1 – observable inputs such as quoted prices for identical instruments in active markets.

Level 2 – inputs other than quoted prices in active markets that are observable either directly or indirectly through corroboration with observable market data.

Level 3 – unobservable inputs in which there is little or no market data, which would require the Company to develop its own assumptions.

As of February 24, 2019 and May 27, 2018, the Company held certain assets and liabilities that are required to be measured at fair value on a recurring basis, including its interest rate swap contracts, its minority interest investment in Windset and its contingent consideration liability from the acquisition of O.

The fair value of the Company’s interest rate swap contracts is determined based on model inputs that can be observed in a liquid market, including yield curves, and is categorized as a Level 2 fair value measurement and is included in Other assets or Other non-current liabilities in the accompanying Consolidated Balance Sheets.

The fair value of the Company’s contingent consideration liability from the acquisition of O utilizes significant unobservable inputs, including projected earnings before interest, taxes, depreciation and amortization (“EBITDA”) and discount rates. As a result, the Company’s contingent consideration liability associated with the O acquisition is considered a Level 3 measurement liability and is included in Other non-current liabilities in the accompanying Consolidated Balance Sheets.

In determining the fair value of the Company’s contingent consideration liability, the Company utilizes the following significant unobservable inputs in the discounted cash flow models:



	At February 24, 2019	At May 27, 2018
Cost of debt	5.1% to 5.5%	4.7% to 5.2%
Market price of risk adjustment	14%	20%
EBITDA volatility	28%	25%

The fair value of our contingent consideration liability is sensitive to change in forecasts. The discounted cash flow valuation model used by the Company has the following sensitivity to changes in inputs and assumptions (in thousands):



	Impact on value of Contingent consideration liability as of February 24, 2019
10% increase in EBITDA forecast	$	100

The Company has elected the fair value option of accounting for its investment in Windset. The calculation of fair value utilizes significant unobservable inputs, including projected cash flows, growth rates, and discount rates. As a result, the Company’s investment in Windset is considered to be a Level 3 measurement investment. The change in the fair value of the Company’s investment in Windset for the nine months ended February 24, 2019 was due to the Company’s 26.9% minority interest in the change in the fair market value of Windset during the period.

In determining the fair value of the investment in Windset, the Company utilizes the following significant unobservable inputs in the discounted cash flow models:



	At February 24, 2019	At May 27, 2018
Revenue growth rates	6%	6%
Expense growth rates	6%	6%
Income tax rates	15%	15%
Discount rates	12%	12%

The revenue growth, expense growth, and income tax rate assumptions are considered the Company's best estimate of the trends in those items over the discount period. The discount rate assumption takes into account the risk-free rate of return, the market equity risk premium, and the company’s specific risk premium and then applies an additional discount for lack of liquidity of the underlying securities. The discounted cash flow valuation model used by the Company has the following sensitivity to changes in inputs and assumptions (in thousands):



	Impact on value of investment in Windset as of February 24, 2019
10% increase in revenue growth rates	$	10,000
10% increase in expense growth rates	$	(9,300	)
10% increase in income tax rates	$	(500	)
10% increase in discount rates	$	(3,700	)

Imprecision in estimating unobservable market inputs can affect the amount of gain or loss recorded for a particular position. The use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

The following table summarizes the fair value of the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands):



	Fair Value at February 24, 2019						Fair Value at May 27, 2018
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Interest rate swap contracts	$	—	$	992	$	—	$	—	$	1,529	$	—
Investment in non-public company	—		—		68,100		—		—		66,500
Total assets	$	—	$	992	$	68,100	$	—	$	1,529	$	66,500
Liabilities:
Interest rate swap contracts	—		259		—		—		—		—
Contingent consideration liability	—		—		500		—		—		4,000
Total liabilities	$	—	$	259	$	500	$	—	$	—	$	4,000

The following table reflects the fair value roll forward reconciliation of Level 3 assets and liabilities measured at fair value for the nine months ended February 24, 2019 (in thousands):



	Windset Investment		Contingent Consideration Liability
Balance as of May 27, 2018	$	66,500	$	4,000
Fair value change	1,600		(3,500		)
Balance as of February 24, 2019	$	68,100	$	500

Revenue Recognition

See Note 9 – Business Segment Reporting, for a discussion about the Company’s three business segments; namely, Curation Foods, Lifecore, and Other.

The Company follows the five step, principles-based model to recognize revenue upon the transfer of promised goods or services to customers and in an amount that reflects the consideration for which the Company expects to be entitled in exchange for those goods or services. Revenue, net of estimated allowances and returns, is recognized when the Company has completed its performance obligations under a contract and control of the product is transferred to the customer. Substantially all revenue is recognized at the time shipment is made or upon delivery as control of the product is transferred to the customer.

The revenue streams within the Company are consistent with those disclosed within Note 9 – Business Segment Reporting. For descriptions of the Company’s product offerings and segments refer to Note 11 – Business Segment Reporting in our annual report on Form 10-K for the year ended May 27, 2018.

The Company’s standard terms of sale are included in its contracts, purchase orders, and invoices. As such, all revenue is considered revenue recognized from contracts with customers. The Company has elected to account for shipping and handling as fulfillment activities, and not a separate performance obligation. The Company’s standard payment terms with its customers range from 30 days to 90 days. Certain customers may receive cash-based incentives (including: volume rebates, discounts, and slotting fees), which are accounted for as variable consideration to the Company’s variable consideration. The Company estimates these sales incentives based on the expected amount to be provided to its customers and reduces revenues recognized towards its performance obligations. The Company does not anticipate significant changes in its estimates for variable consideration.

Occasionally, the Company enters into bill-and-hold arrangements, where it invoices the customer for products even though it retains possession of the products until a point-in-time in the future when the products will be shipped to the customer. In these contracts, the primary performance obligation is satisfied, and revenue is generally recognized, at a point-in-time when the product is segregated from the Company’s general inventory, it's ready for shipment to the customer, and the Company does not have the ability to use the product or re-deploy it to another customer.

The Company disaggregates its revenue by segment product lines based on how it markets its products and reviews results of operations. The following tables disaggregate segment revenue by major product lines (in thousands):



	Three Months Ended				Nine Months Ended
Curation Foods:	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Salads	$	49,387	$	48,492	$	140,417	$	135,118
Core vegetables	68,070		72,256		195,203		193,805
Emerging brands	14,527		1,202		17,882		4,992
Total	$	131,984	$	121,950	$	353,502	$	333,915



	Three Months Ended				Nine Months Ended
Lifecore:	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Aseptic	$	7,432	$	7,600	$	21,326	$	22,218
Fermentation	11,451		12,175		16,436		17,830
Development services	4,820		3,184		14,003		9,188
Total	$	23,703	$	22,959	$	51,765	$	49,236

Shipping and Handling

Shipping and handling costs are incurred to move the Company’s products from production and storage facilities to the customer. Handling costs are incurred from the point the product is segregated from the Company’s general inventory until it is provided to the shipper and generally include costs to store, move and prepare the products for shipment. The cost of shipping and handling services is recognized in Cost of product sales. When the costs of shipping and handling are passed on to a customer, the related amount is recorded in revenue.

Legal Contingencies

In the ordinary course of business, the Company is involved in various legal proceedings and claims.

The Company makes a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least each fiscal quarter and adjusted to reflect the impacts of negotiations, estimate settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. Legal fees are expensed in the period in which they are incurred.

Curation Foods has been the target of a union organizing campaign which has included three unsuccessful attempts to unionize Curation Foods' Guadalupe, California processing plant. The campaign has involved a union and over 100 former and current employees of Pacific Harvest, Inc. and Rancho Harvest, Inc. (collectively "Pacific Harvest"), Curation Foods' labor contractors at its Guadalupe, California processing facility, bringing legal actions before various state and federal agencies, the California Superior Court, and initiating over 100 individual arbitrations against Curation Foods and Pacific Harvest.

The legal actions consisted of three main types of claims: (1) Unfair Labor Practice claims ("ULPs") before the National Labor Relations Board (“NLRB”), (2) discrimination/wrongful termination claims before state and federal agencies and in individual arbitrations, and (3) wage and hour claims as part of two Private Attorney General Act (“PAGA”) cases in state court and in over 100 individual arbitrations.

The ULP claims were settled in fiscal year 2017 for $310,000. Curation Foods was responsible for half of this settlement, or $155,000. On May 5, 2017, the parties to the remaining actions executed a Settlement Agreement concerning the discrimination/wrongful termination claims and the wage and hour claims which covers all non-exempt employees of Pacific Harvest working at Curation Foods' Guadalupe, California processing facility from September 2011 through the settlement date. Under the Settlement Agreement, the plaintiffs were paid $6.0 million in three installments: $2.4 million of which was paid in July 2017, $1.8 million of which was paid in November 2017 and $1.8 million of which was paid in July 2018, representing the final payment due under the settlement agreement. The Company and Pacific Harvest have each agreed to pay one half of the settlement payments. The Company paid the entire first two installments of $4.2 million and will be reimbursed by Pacific Harvest for its $2.1 million portion. As of February 24, 2019, the outstanding balance of the receivable was $1.7 million of which $0.9 million and $0.8 million is included in Prepaid and other current assets and Other assets, respectively, in the accompanying Consolidated Balance Sheets. This receivable will continue to be repaid through monthly payments until fully paid, which the Company expects to occur by December 2020. The Company’s recourse against non-payment by Pacific Harvest is its security interest in assets owned by Pacific Harvest. The receivable is reviewed quarterly for collectability. At February 24, 2019, the Company has concluded that the receivable is not impaired and therefore is not subject to an impairment loss.

As of February 24, 2019 and May 27, 2018, the Company had accrued $0 and $1.0 million, respectively, related to these actions, which are included in Other accrued liabilities in the accompanying Consolidated Balance Sheets.

Recent Accounting Guidance

Recently Adopted Pronouncements

Income Taxes

In February 2018, the FASB issued ASU 2018-2, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income that permits a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act enacted in December 2017. The standard is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company adopted ASU 2018-2 on August 27, 2018. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements and related disclosures.

Stock Compensation

In May 2017, the Financial Accounting Standards Board (“FASB”) issued ASU 2017-9, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting, which provides guidance about which changes to the terms or conditions of a stock-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual reporting periods beginning after December 15, 2017. The Company adopted ASU 2017-9 on May 28, 2018. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements and related disclosures.

Restricted Cash

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (“ASU 2016-18”). ASU 2016-18 requires that entities include restricted cash and restricted cash equivalents with cash and cash equivalents in the beginning-of-period and end-of-period total amounts shown on the Statement of Cash Flows. The amendments in ASU 2016-18 are effective for fiscal years beginning after December 15, 2017, including interim reporting periods within those fiscal years. The Company adopted ASU 2016-18 on May 28, 2018. As a result of this retrospective adoption, the beginning-of-period and end-of-period total cash and cash equivalents in the Statement of Cash Flows have been adjusted to include restricted cash for all periods presented.

Intra-Entity Transfers

In November 2016, the FASB issued ASU 2016-16, Intra-Entity Transfers of Assets Other Than Inventory. ASU 2016-16 requires companies to account for the income tax effects of intercompany transfers of assets other than inventory (e.g., intangible assets) when the transfer occurs. This pronouncement is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Effective May 28, 2018, the Company adopted the ASU, without any impact to the presentation of its financial statements and disclosures.

Statement of Cash Flows

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 Emerging Issues Task Force). ASU 2016-15 clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows to reduce diversity in practice. Among other things, debt prepayment or debt extinguishment costs will be presented as cash outflows for financing activities on the statement of cash flow. Effective May 28, 2018, the Company adopted the ASU, without any impact to the presentation of its financial statements and disclosures.

Revenue Recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-9, which creates FASB ASC Topic 606, Revenue from Contracts with Customers (“Topic 606”) and supersedes ASC Topic 605, Revenue Recognition. The guidance replaces industry-specific guidance and establishes a single five-step model to identify and recognize revenue. The core principle of the guidance is that an entity should recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. Additionally, the guidance requires the entity to disclose further quantitative and qualitative information regarding the nature and amount of revenues arising from contracts with customers, as well as other information about the significant judgments and estimates used in recognizing revenues from contracts with customers.

The Company adopted Topic 606 on May 28, 2018 using the modified retrospective method. The adoption of this Topic 606 did not have a material impact upon the timing and measurement of revenue recognition. Additionally, the Company concluded that its historical methodology for estimation and recognition of variable consideration, i.e., rebates and other cash-based customer incentives remains consistent with the requirements of Topic 606. Revenues from the Company’s Curation Foods segment are mostly generated from the sales of finished goods. Revenues from the Company’s Biomaterials segment are mostly generated from its supply and contract manufacturing arrangements. Such sales predominantly contain a single performance obligation and revenue is recognized at a point-in-time, when control of the product transfers from the Company to the customer.

In the notes to the consolidated financial statements, the Company has expanded its revenue recognition disclosures. Additionally, it has implemented changes to accounting policies and procedures, business processes, and controls in order to comply with the revenue recognition and disclosure requirements of Topic 606.

Disclosure simplification

In August 2018, the U.S. Securities and Exchange Commission (“SEC”) adopted the final rule under SEC Release No. 33-10532, Disclosure Update and Simplification, amending certain disclosure requirements that were redundant, duplicative, overlapping, outdated or superseded. In addition, the amendments expanded the disclosure requirements relating to the analysis of stockholders’ equity for interim financial statements. Under the amendments, an analysis of changes in each caption of stockholders’ equity presented in the balance sheet must be provided in a note or separate statement. The analysis should present a reconciliation of the beginning balance to the ending balance of each period for which a statement of income is required to be filed. This final rule is effective on November 5, 2018. Effective November 26, 2018, the Company adopted SEC Release No. 33-10532. In accordance with the new guidance, the Company has revised in its Form 10-Q the changes required in the Consolidated Statement of Changes in Stockholders' Equity.

Recently Issued Pronouncements to be Adopted

Cloud Computing Arrangements

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract ("ASU 2018-15"), which requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in Accounting Standards Codification 350-40 to determine which implementation costs to defer and recognize as an asset. The Accounting Standards Update generally aligns the guidance on recognizing implementation costs incurred in a cloud computing arrangement that is a service contract with that for implementation costs incurred to develop or obtain internal-use software, including hosting arrangements that include an internal-use software license. ASU 2018-15 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application is permitted. The Company is currently assessing the future impact of this update on its consolidated financial statements and related disclosures.

Fair Value Measurement

In August 2018, the FASB issued ASU 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"). The guidance eliminates, adds and modifies certain disclosure requirements for fair value measurements. Entities will no longer have to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, but will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The Company is currently assessing the future impact of this update on its consolidated financial statements and related disclosures.

Hedging

In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities ("ASU 2017-12"), which amends the presentation and disclosure requirements and changes how companies assess effectiveness. The amendments are intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparency as to the scope and results of hedging programs. ASU 2017-12 is effective for annual periods beginning after December 15, 2018, including interim periods within those periods. Early application is permitted. The Company is currently assessing the future impact of this update on its consolidated financial statements and related disclosures.

Financial Instruments – Credit Losses

In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), which requires the measurement of all expected credit losses for financial assets including trade receivables held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. ASU 2016-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The adoption of ASU 2016-13 is not expected to have a material impact on the Company’s consolidated financial statements and related disclosures.

Leases

In February 2016, the FASB issued ASU 2016-2, Leases (Topic 842) (“ASU 2016-2”), which requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use-assets. ASU 2016-2 also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU 2018-11—Leases (Topic 842) – Targeted Improvements. This ASU provides transition relief on comparative reporting to the previously-issued ASU 2016-2 and related guidance. The Company will adopt ASU 2016-2 beginning in the first quarter of fiscal year 2020 on a modified retrospective basis.

The Company is currently in the process of evaluating the impact that ASU 2016-2 will have upon its consolidated financial statements and related disclosures. The Company’s assessment efforts to date have included:

•Reviewing the provisions of ASU 2016-2;

•Gathering information to evaluate its lease population and portfolio;


•	Evaluating the nature of its real and personal property and other arrangements that may meet the definition of a lease; and

•Systems’ readiness evaluations.

As a result of these efforts, the Company currently anticipates that the adoption of ASU 2016-2 will have a significant impact on its long-term assets and liabilities, as, at a minimum, virtually all of its leases designated as operating leases are expected to be reported on the consolidated balance sheets. The pattern of recognition for operating leases within the consolidated statements of comprehensive income is not anticipated to significantly change. The adoption is not expected to have an impact on the Company’s ability to meet its loan covenants as the impact from the adoption of ASU 2016-2 was taken into consideration when determining its loan covenants.

Acquisitions

9 Months Ended

Feb. 24, 2019

Business Combinations [Abstract]

Acquisitions

Yucatan Foods Acquisition

On December 1, 2018, (the "Acquisition Date") the Company acquired all of the voting interests and substantially all of the assets of Yucatan Foods, a manufacturer and seller of avocado-based food products. The total consideration paid to acquire Yucatan Foods was $75.0 million, consisting of $59.9 million in cash and 1,203,360 shares of common stock (“Stock Consideration”) with a fair value of $15.1 million. The fair value of the Stock Consideration is based on a per-share value of the Company’s common stock on the Acquisition Date. Given that the Sellers are restricted from selling the Landec common stock, a discount for lack of marketability was applied to the Stock Consideration. The discount for lack of marketability was based on restricted stock studies, pre-IPO studies, and utilizing the Black-Scholes option pricing model to estimate a discount of 17.5% and 20.0% for the 3-year and 4-year lockup period, respectively.

Pursuant to the terms of the purchase agreement, all 1,203,360 shares issued as Stock Consideration will be held in an escrow account to secure the indemnification rights of Landec with respect to certain matters, including breaches of representations, warranties and covenants such as environmental and tax representations. The Stock Consideration is comprised of two tranches, with 3-year and 4-year lock-up provisions, respectively, such that 50% of the Stock Consideration is released from lock-up on November 30, 2021, the 3-year anniversary of the close date of the transaction, and 50% of the Stock Consideration is released on November 30, 2022, the 4-year anniversary of the close date of the transaction.

Yucatan Foods, founded in 1991, with its headquarters in Los Angeles, CA, produces and sells guacamole and other avocado products under its Yucatan and Cabo Fresh brands primarily in the U.S. and Canada. Yucatan Foods' production facility is located in Guanajuato, Mexico, very near where avocados are grown. Landec acquired Yucatan Foods to grow, strengthen, and stabilize its position in the natural foods market and to improve Curation Foods' margins over time.

Upon acquisition, Yucatan Foods became a wholly-owned subsidiary of Curation Foods. The Acquisition Date fair value of the consideration paid consisted of the following:



(in thousands)
Cash consideration	$	59,898
Stock consideration	15,068
	$	74,966

The excess of the purchase price over the aggregate fair value of identifiable net assets acquired was recorded as goodwill. These preliminary fair values were determined through established and generally accepted valuation techniques and are subject to change during the measurement period as valuations are finalized. The fair value of the assets acquired and liabilities assumed are based on a preliminary valuation and the Company’s estimates and assumptions are subject to change within the measurement period. The primary areas of the purchase price that are not yet finalized are related to income taxes and consideration of indemnification provisions for environmental related items. The fair value of assets acquired and liabilities assumed as of the Acquisition Date is set forth in the table below.



(in thousands)
Cash and cash equivalents	$	26
Accounts receivable	6,310
Inventories	11,384
Prepaid expenses and other current assets	869
Deferred tax assets	443
Other assets	102
Property and equipment	14,083
Trademarks/tradenames	15,900
Customer relationships	11,000
Accounts payable	(4,507		)
Other accrued liabilities	(1,873		)
Net identifiable assets acquired	53,737
Goodwill	21,229
Total fair value purchase consideration	$	74,966

Intangible Assets

The Company identified two intangible assets in connection with the Yucatan Foods acquisition: trademark/tradenames valued at $15.9 million and customer relationships valued at $11.0 million, which are included within Trademarks/tradenames and Customer relationships in the accompanying Consolidated Balance Sheets, respectively. Tradenames are considered to be an indefinite lived asset and therefore, will not be amortized. Customer relationships have an estimated useful life of twelve years and will be amortized to operating expenses on an accelerated basis that reflects the pattern in which the economic benefits are consumed. The tradenames are valued using the relief from royalty valuation method and the customer relationships are valued using the excess earnings method.

Goodwill

As a result of the Yucatan Foods acquisition, the goodwill balance as of February 24, 2019, increased by $21.2 million over the $54.5 million as of May 27, 2018. The goodwill recognized from the Yucatan Foods acquisition is primarily attributable to Yucatan Foods' long history and expected synergies from future growth and expansion of our Curation Foods business segment. Approximately 80% of the goodwill is expected to be deductible for income tax purposes. The Company will test goodwill for impairment on an annual basis or sooner, if indicators of impairment are present.

Acquisition Related Transaction Costs

Acquisition-related costs of $1.7 million and $2.5 million for the three and nine months ended February 24, 2019, respectively, were expensed as incurred and included in the Selling, general and administrative line item in the Consolidated Statements of Comprehensive Income.

O Acquisition

On March 1, 2017, the Company purchased substantially all of the assets of O for $2.5 million in cash plus contingent consideration of up to $7.5 million over fiscal years 2018 through 2020 based upon O achieving certain EBITDA targets. All accounting for this acquisition is final.

The potential earn out payment of up to $7.5 million is based on O’s cumulative EBITDA over the Company’s fiscal years 2018 through 2020. At the end of each fiscal year, beginning in fiscal year 2018, the former owners of O will earn the equivalent of the EBITDA achieved by O through the most recent fiscal year on an accumulated basis in an amount not to exceed $4.6 million over the three year period. The former owners can also earn an additional $2.9 million on a dollar for dollar basis for exceeding $6.0 million of cumulative EBITDA over the three year period. Each quarter the Company performs, with the assistance of a third party appraiser, an analysis of O’s projected EBITDA over the earnout period. Based on this analysis, the Company records a contingent consideration liability, included in Other non-current liabilities. As of February 24, 2019 and May 27, 2018, the contingent consideration liability was $0.5 million and $4.0 million, respectively, representing the present value of the expected earn out payments. The reduction in the contingent consideration liability was $2.6 million and $3.5 million for the three and nine months ended February 24, 2019, respectively, and is recorded as a reduction to SG&A in the accompanying Consolidated Statements of Comprehensive Income. The $2.6 million reduction during the three months ended February 24, 2019, was due to a very poor olive harvest in California during 2018 resulting in substantially lower volumes of olive oil available for sale over the next twelve months. This coupled with a slower than anticipated start up of apple vinegar sales has reduced the current projected EBITDA through fiscal year 2020.

Investment in Non-public Company	9 Months Ended
Investment in Non-public Company	Feb. 24, 2019
Investments, Debt and Equity Securities [Abstract]
Investment in Non-public Company	Investment in Non-public Company On February 15, 2011, Curation Foods entered into a share purchase agreement (the “Windset Purchase Agreement”) with Windset. Pursuant to the Windset Purchase Agreement, Curation Foods purchased from Windset 150,000 Senior A preferred shares for $15 million and 201 common shares for $201. On July 15, 2014, Curation Foods increased its investment in Windset by purchasing from the Newell Capital Corporation an additional 68 common shares and 51,211 junior preferred shares of Windset for $11 million. After this purchase, the Company’s common shares represent a 26.9% ownership interest in Windset. The Senior A preferred shares yield a cash dividend of 7.5% annually. The dividend is payable within 90 days of each anniversary of the execution of the Windset Purchase Agreement. The non-voting junior preferred stock does not yield a dividend unless declared by the Board of Directors of Windset and no such dividend has been declared. The Shareholders’ Agreement between Curation Foods and Windset, as amended on March 15, 2017, includes a put and call option (the “Put and Call Option”), which can be exercised on or after March 31, 2022, whereby Curation Foods can exercise the put to sell its common, Senior A preferred shares, and junior preferred shares to Windset, or Windset can exercise the call to purchase those shares from Curation Foods, in either case, at a price equal to 26.9% of the fair market value of Windset’s common shares, plus the liquidation value of the preferred shares of $20.1 million ($15 million for the Senior A preferred shares and $5.1 million for the junior preferred shares). Under the terms of the arrangement with Windset, the Company is entitled to designate one of five members on the Board of Directors of Windset. On October 29, 2014, Curation Foods further increased its investment in Windset by purchasing 70,000 shares of Senior B preferred shares for $7 million. The Senior B preferred shares pay an annual dividend of 7.5% on the amount outstanding at each anniversary date of the Windset Purchase Agreement. The Senior B preferred shares purchased by Curation Foods have a put feature whereby Curation Foods can sell back to Windset the $7 million at any time after October 29, 2017. The investment in Windset does not qualify for equity method accounting as the investment does not meet the criteria of in-substance common stock due to returns through the annual dividend on the non-voting senior preferred shares that are not available to the common stockholders. As the put and call options require all of the various shares to be put or called in equal proportions, the Company has deemed that the investment, in substance, should be treated as a single security for purposes of accounting. The fair value of the Company’s investment in Windset was determined utilizing the Windset Purchase Agreement’s put/call calculation for value and a discounted cash flow model based on projections developed by Windset, and considers the put and call conversion options. These features impact the duration of the cash flows utilized to derive the estimated fair values of the investment. These two discounted cash flow models’ estimate for fair value are then weighted. Assumptions included in these discounted cash flow models will be evaluated quarterly based on Windset’s actual and projected operating results to determine the change in fair value. During each of the three months ended February 24, 2019 and February 25, 2018, the Company recorded $412,500 in dividend income. During each of the nine months ended February 24, 2019 and February 25, 2018, the Company recorded $1.2 million in dividend income. There was no change in the fair market value of the Company’s investment in Windset for both the three month periods ended February 24, 2019 and February 25, 2018. The increase in the fair market value of the Company’s investment in Windset for the nine month periods ended February 24, 2019 and February 25, 2018 was $1.6 million and $2.2 million, respectively, and is included in Other income in the accompanying Consolidated Statements of Comprehensive Income.

Stock-Based Compensation

9 Months Ended

Feb. 24, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

The Company’s stock-based awards include stock option grants and restricted stock units (“RSUs”). The Company records compensation expense for stock-based awards issued to employees and directors in exchange for services provided based on the estimated fair value of the awards on their grant dates and is recognized over the required service periods, generally the vesting period.

The following table summarizes the stock-based compensation for stock options and RSUs (in thousands):



	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Options	$	245	$	380	$	689	$	1,057
RSUs	571		767		1,793		2,155
Total stock-based compensation	$	816	$	1,147	$	2,482	$	3,212

The following table summarizes the stock-based compensation by income statement line item (in thousands):



	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Cost of sales	$	116	$	137	$	334	$	398
Research and development	29		41		84		82
Selling, general and administrative	671		969		2,064		2,732
Total stock-based compensation	$	816	$	1,147	$	2,482	$	3,212

The estimated fair value for stock options, which determines the Company’s calculation of stock-based compensation expense, is based on the Black-Scholes option pricing model. RSUs are valued at the closing market price of the Company’s common stock on the grant date. The Company uses the straight-line method to recognize the fair value of stock-based compensation arrangements.

As of February 24, 2019, there was $5.0 million of total unrecognized compensation expense related to unvested equity compensation awards granted under the Landec incentive stock plans. Total expense is expected to be recognized over the weighted-average period of 1.75 years for stock options and 1.96 years for RSUs.

Diluted Net Income Per Share

9 Months Ended

Feb. 24, 2019

Earnings Per Share [Abstract]

Diluted Net Income Per Share

The following table sets forth the computation of diluted net income per share:



(in thousands, except per share amounts)	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Numerator:
Net income applicable to Common Stockholders	$	1,067	$	16,088	$	672	$	18,721
Denominator:
Weighted average shares for basic net income per share	28,919		27,547		28,140		27,524
Effect of dilutive securities:
Stock options and restricted stock units	232		371		259		360
Weighted average shares for diluted net income per share	29,151		27,918		28,399		27,884

Diluted net income per share	$	0.04	$	0.57	$	0.02	$	0.67

For the three and nine months ended February 24, 2019, the computation of the diluted net income per share excludes the impact of options to purchase 1.9 million and 1.6 million, respectively, of Common Stock as such impacts would be antidilutive for this period.

For the three and nine months ended February 25, 2018, the computation of the diluted net income per share excludes the impact of options to purchase 1.7 million and 1.5 million shares, respectively, of Common Stock as such impacts would be antidilutive for those periods.

Income Taxes	9 Months Ended
Income Taxes	Feb. 24, 2019
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes On December 22, 2017, the U.S. Government enacted the reconciled tax reform bill, commonly known as the Tax Cuts and Jobs Act of 2017 (the “TCJA”). The TCJA makes broad changes to the U.S. tax code including, but not limited to, reducing the Company’s federal statutory tax rate from 35%, to an average rate of 29.4% for the fiscal year ended May 27, 2018, and then 21% for the three and nine months ended February 24, 2019 and thereafter; requiring companies to pay a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries; generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries; requiring a current inclusion in U.S. federal taxable income of certain earnings of controlled foreign corporations' creating a global intangibles low-taxed income inclusion and the base erosion anti-abuse tax, a new minimum tax. The TCJA also enhances and extends through 2026 the option to claim accelerated depreciation deductions on qualified property, however, the domestic manufacturing deduction, from which the Company has historically benefited, has been eliminated. In March 2018, FASB issued Accounting Standards Update No. 2018-5, Income Taxes Topic (740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118, ("ASU 2018-5") to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The Company's accounting for the Tax Act was incomplete as of May 27, 2018. The Company’s analysis for the Transition Tax and the re-measurement of deferred taxes due to the Tax Rate Reduction has been completed and the Company does not expect its analysis to substantially change from its current result. For the nine months ended February 24, 2019, the cumulative adjustment recorded to reflect changes in the original estimates was an additional tax expense of $347,000. Ongoing guidance and accounting interpretation for the Tax Act are expected over the coming months and years and the Company will consider any changes in the accounting of the TCJA in the period in which such additional guidance is issued. The provision for income taxes for the nine months ended February 24, 2019 was an expense of $584,000. The effective tax rate for the nine months ended February 24, 2019 was 46%. The effective tax rate for the nine months ended February 24, 2019 was higher than the statutory federal income tax rate of 21%, primarily due to the completion of the Company’s analysis for TCJA. This increase was partially offset by state taxes, stock-based compensation, and the generation of federal & state R&D Credits. The provision for income taxes for the nine months ended February 25, 2018 was a benefit of $11.4 million. The Company’s effective tax rate for the nine months ended February 25, 2018 was a benefit of 154%. The effective tax rate for the nine month ended February 25, 2018 was lower than the statutory federal income tax rate of 29%, primarily due to the TCJA, which included a revaluation of ending deferred tax asset balance to 21%. As of February 24, 2019 and May 27, 2018, the Company had unrecognized tax benefits of $618,000 and $479,000, respectively. Included in the balance of unrecognized tax benefits as of February 24, 2019 and May 27, 2018 was $538,000 and $372,000, respectively, of tax benefits that, if recognized, would result in an adjustment to the Company’s effective tax rate. The Company does not expect its unrecognized tax benefits to change significantly within the next twelve months. The Company has elected to classify interest and penalties related to uncertain tax positions as a component of its provision for income taxes. The Company has accrued an insignificant amount of interest and penalties relating to the income tax on the unrecognized tax benefits as of February 24, 2019 and May 27, 2018. Due to tax attribute carryforwards, the Company is subject to examination for tax years 2015 forward for U.S. tax purposes. The Company is also subject to examination in various state jurisdictions for tax years 2012 forward, none of which were individually material.

Debt

9 Months Ended

Feb. 24, 2019

Debt Disclosure [Abstract]

Debt

Long-term debt, net consists of the following (in thousands):



	February 24, 2019			May 27, 2018
Term loan	$	100,000		$	42,500
Total principal amount of long-term debt	100,000			42,500
Less: unamortized debt issuance costs	(572		)	(200		)
Total long-term debt, net of unamortized debt issuance costs	99,428			42,300
Less: current portion of long-term debt, net	(9,791		)	(4,940		)
Long-term debt, net	$	89,637		$	37,360

On September 23, 2016, the Company entered into a Credit Agreement with JPMorgan, BMO, and City National Bank, as lenders (collectively, the “Lenders”), and JPMorgan as administrative agent, pursuant to which the Lenders provided the Company with a $100.0 million revolving line of credit (the “Revolver”) and a $50.0 million term loan facility (the “Term Loan”), guaranteed by each of the Company’s direct and indirect subsidiaries and secured by substantially all of the Company’s assets, with the exception of the Company’s investment in Windset.

On November 30, 2018, the Company entered into the Fourth Amendment to the Credit Agreement, whereas the Fourth Amendment increased the Term Loan to $100 million and the Revolver to $105 million. Both the Revolver and the Term Loan continue to mature on September 23, 2021, with the Term Loan requiring quarterly principal payments to increase to $2.5 million beginning March 1, 2019, with the remainder continuing to be due at maturity.

The primarily purpose of the Amendment was to fund the Company's acquisition of Yucatan Foods and its related entities on December 1, 2018, to pay certain fees and expenses incurred in connection with the consummation of the Amended Credit Agreement, and for other general corporate purposes. See Note 2 - Acquisitions for more details on Yucatan Foods acquisition.

In connection with the Fourth Amendment to the Credit Agreement, the Company has incurred lender and third party debt issuance costs of $577,000, of which $509,000 was capitalized and will be amortized on a straight-line basis over the three-year term as additional interest expense.

Interest on both the Revolver and the Term Loan continues to be based upon the Company’s leverage ratio (generally defined as the ratio of the Company’s total indebtedness on such date to the Company’s consolidated EBITDA for the period of four consecutive fiscal quarters ended on or most recently prior to such date), at a per annum rate of either (i) the prime rate plus a spread of between 0.25% and 2.25% or (ii) the Eurodollar rate plus a spread of between 1.25% and 3.25%. The Fourth Amendment increased the leverage ratio covenant to 4.50 to 1.00 from 3.50 to 1.00.

The Credit Agreement provides the Company the right to increase the Revolver commitments and/or the Term Loan commitments by obtaining additional commitments either from one or more of the Lenders or another lending institution at an amount of up to $10.0 million.

The Credit Agreement continues to contain customary financial covenants and events of default under which the obligation could be accelerated and/or the interest rate increased. The Company was in compliance with all financial covenants as of February 24, 2019.

As of February 24, 2019, $44.0 million was outstanding on the Revolver, at an interest rate of 5.27% under the Eurodollar option.

Derivative Instruments

On November 1, 2016, the Company entered into an interest rate swap contract (the “2016 Swap”) with BMO at a notional amount of $50 million. The 2016 Swap has the effect of changing the Company’s Term Loan obligation from a variable interest rate to a fixed 30-day LIBOR rate of 1.22%. For further discussion regarding the Company’s use of derivative instruments, see the Financial Instruments section of Note 1 – Organization, Basis of Presentation, and Summary of Significant Accounting Policies.

On June 25, 2018, the Company entered into an interest rate swap contract (the “2018 Swap”) with BMO at a notional amount of $30.0 million. The 2018 Swap has the effect of converting the first $30.0 million of the total outstanding amount of the Company’s 30-day LIBOR borrowings from a variable interest rate to a fixed 30-day LIBOR rate of 2.74%.

Stockholders' Equity	9 Months Ended
Stockholders' Equity	Feb. 24, 2019
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity During the three months ended February 24, 2019, the Company granted options to purchase 31,000 shares of common stock and awarded 9,000 RSUs. During the nine months ended February 24, 2019, the Company granted options to purchase 206,000 shares of common stock and awarded 263,000 RSUs. As of February 24, 2019, the Company has reserved 2.7 million shares of Common Stock for future issuance under its current and former equity plans. On July 14, 2010, the Company announced that the Board of Directors of the Company had approved the establishment of a stock repurchase plan authorizing the repurchase of up to $10 million of the Company’s common stock. The Company may repurchase its common stock from time to time in open market purchases or in privately negotiated transactions. The timing and actual number of shares repurchased is at the discretion of management of the Company and will depend on a variety of factors, including stock price, corporate and regulatory requirements, market conditions, the relative attractiveness of other capital deployment opportunities and other corporate priorities. The stock repurchase program does not obligate Landec to acquire any amount of its common stock and the program may be modified, suspended or terminated at any time at the Company's discretion without prior notice. During the nine months ended February 24, 2019, the Company did not repurchase any of its outstanding common stock.

Business Segment Reporting

9 Months Ended

Feb. 24, 2019

Segment Reporting [Abstract]

Business Segment Reporting

Prior to May 2018, the Company managed its business operations through three strategic reportable business segments: Packaged Fresh Vegetables, Food Export, and Biomaterials. These segments were based upon the information reported to the Chief Executive Officer, who is the chief operating decision maker (“CODM”). However, in May 2018, the Company discontinued its Food Export business segment. As a result, the Company met the requirements of ASC 205-20 and ASC 360 to report the results of the Food Export business segment as discontinued operations. The operating results for the Food Export business segment, for the three and nine months ended February 25, 2018, have been reclassified to discontinued operations and are no longer reported as a separate segment.

Beginning in fiscal year 2019, the Company realigned the management of its business and started using three strategic reportable business segments: the Curation Foods segment, the Lifecore segment, and the Other segment (previously known as Natural Foods, Biomaterials, and Other segments until the third quarter of fiscal 2019 when the Company completed the rebranding of its natural food business by announcing the new name Curation Foods. See Note 1 - Organization, Basis of Presentation, and Summary of Significant Accounting Policies for more information).

Curation Foods business includes (i) five natural food brands, including the Company’s three existing brands, Eat Smart, O Olive Oil & Vinegar, and Now Planting, as well as two new brands, Yucatan, and Cabo Fresh acquired by the Company through the acquisition of Yucatan Foods during the third quarter of fiscal 2019 (see the Note 2 - Acquisitions for more details on this transaction), and (ii) BreatheWay^® activities. Our Curation Foods segment includes activities to market and pack specialty packaged whole and fresh-cut fruit and vegetables, the majority of which incorporate the BreatheWay specialty packaging for the retail grocery, club store and food services industry and are sold under the Eat Smart and GreenLine brands. The Curation Foods segment also includes sales of BreatheWay packaging to partners for fruit and vegetable products, sales of olive oils and wine vinegars under our O brand, sales of soups under our Now Planting brand, and sales of avocado products under the recently acquired brands Yucatan and Cabo Fresh.

The Lifecore segment sells products utilizing hyaluronan, a naturally occurring polysaccharide that is widely distributed in the extracellular matrix of connective tissues in both animals and humans, and non-HA products for medical use primarily in the Ophthalmic, Orthopedic and other markets.

The Other segment includes corporate general and administrative expenses, non-Curation Foods and non-Lifecore interest income and income tax expenses.

All of the Company's assets are located within the United States of America except for the production facility in Mexico, which was acquired by the Company as a result of the Yucatan Foods acquisition. See Note 2 - Acquisitions for more details on this transaction.

The Company’s international sales by geography are based on the billing address of the customer and were as follows (in millions):



	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Canada	$	24.1	$	20.3	$	64.3	$	55.9
Belgium	$	9.9	$	11.5	$	12.4	$	14.3
Ireland	$	1.4	$	—	$	3.7	$	3.2
Denmark	$	0.1	$	—	$	0.3	$	—
Switzerland	$	0.2	$	—	$	0.8	$	—
Mexico	$	0.4	$	0.2	$	0.5	$	0.2
All Other Countries	$	0.1	$	1.5	$	1.3	$	2.0

Operations by business segment consisted of the following (in thousands):



	Curation Foods⁽¹⁾			Lifecore		Other			Total
Three Months Ended February 24, 2019
Net sales	$	131,984		$	23,703	$	—		$	155,687
International sales	$	24,172		$	12,029	$	—		$	36,201
Gross profit	$	9,641		$	11,576	$	—		$	21,217
Net income (loss) from continuing operations	$	(6,817	)	$	5,836	$	2,048		$	1,067
Depreciation and amortization	$	2,875		$	1,028	$	145		$	4,048
Dividend income	$	413		$	—	$	—		$	413
Interest income	$	26		$	—	$	8		$	34
Interest expense, net (2)	$	1,164		$	—	$	607		$	1,771
Income tax (benefit) expense	$	(829	)	$	1,946	$	(875	)	$	242

Nine Months Ended February 24, 2019
Net sales	$	353,502		$	51,765	$	—		$	405,267
International sales	$	64,732		$	18,587	$	—		$	83,319
Gross profit	$	33,926		$	20,221	$	—		$	54,147
Net income (loss) from continuing operations	$	(5,466	)	$	6,586	$	(448	)	$	672
Depreciation and amortization	$	7,111		$	2,982	$	413		$	10,506
Dividend income	$	1,238		$	—	$	—		$	1,238
Interest income	$	87		$	—	$	26		$	113
Interest expense, net (2)	$	2,027		$	—	$	1,248		$	3,275
Income tax (benefit) expense	$	(217	)	$	2,196	$	(1,395	)	$	584

Three Months Ended February 25, 2018
Net sales	$	121,950		$	22,959	$	—		$	144,909
International sales	$	20,336		$	13,156	$	—		$	33,492
Gross profit	$	8,197		$	11,609	$	—		$	19,806
Net income (loss) from continuing operations	$	(2,801	)	$	6,175	$	12,907		$	16,281
Depreciation and amortization	$	2,120		$	940	$	82		$	3,142
Dividend income	$	413		$	—	$	—		$	413
Interest income	$	32		$	—	$	55		$	87
Interest expense, net	$	—		$	—	$	531		$	531
Income tax (benefit) expense	$	(609	)	$	1,763	$	(13,981	)	$	(12,827	)

Nine Months Ended February 25, 2018
Net sales	$	333,915		$	49,236	$	—		$	383,151
International sales	$	56,259		$	19,330	$	—		$	75,589
Gross profit	$	33,181		$	20,348	$	—		$	53,529
Net income from continuing operations	$	365		$	7,280	$	11,405		$	19,050
Depreciation and amortization	$	6,050		$	2,715	$	311		$	9,076
Dividend income	$	1,238		$	—	$	—		$	1,238
Interest income	$	60		$	—	$	100		$	160
Interest expense, net	$	—		$	—	$	1,415		$	1,415
Income tax (benefit) expense	$	393		$	2,110	$	(13,855	)	$	(11,352	)


(1)	During the third quarter of fiscal 2019, the Company started consolidating Yucatan Foods whose results are included in the Company's operating results starting from December 1, 2018. See Note 2 - Acquisition for more details of this transaction.


(2)	Beginning in first quarter of fiscal 2019, the Company began allocating interest expense to its reportable segments in information provided to its CODM to enhance visibility into how financing activities impact the discrete financial results.

During the nine months ended February 24, 2019 and February 25, 2018, sales to the Company’s top five customers accounted for 46% and 49% of sales, respectively. The Company’s top two customers, Costco Wholesale Corporation and Wal-Mart Stores, Inc., from the Curation Foods segment, accounted for 17% and 16%, respectively, of revenues for the nine months ended February 24, 2019, and 19% and 18%, respectively, for the nine months ended February 25, 2018.

Discontinued Operations

9 Months Ended

Feb. 24, 2019

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

During the fourth quarter of fiscal year 2018, the Company discontinued its Food Export business segment. As a result, the Company met the requirements of ASC 205-20¸ to report the results of the Food Export business segment as a discontinued operation and to classify the Food Export segment as a group of assets and liabilities held for abandonment. The operating results for the Food Export business segment have therefore been reclassified as a discontinued operation.

The carrying amounts of the major classes of assets and liabilities of the Food Export business segment included in assets and liabilities of discontinued operations are as follows (in thousands):



	February 24, 2019		May 27, 2018
Current and other assets, discontinued operations:
Cash and cash equivalents	$	—	$	(8	)
Accounts receivable	—		518
Inventory	—		—
Other assets	—		—
Total assets, discontinued operations	$	—	$	510

Other current liabilities, discontinued operations:
Accounts payable	$	—	$	230
Accrued expenses and other current liabilities	—		228
Total other current liabilities, discontinued operations	$	—	$	458

After the Food Export business segment was discontinued, the operations associated with this business qualified for reporting as discontinued operations. Accordingly, the operating results, net of tax, from discontinued operations are presented separately in the Company’s Consolidated Statements of Comprehensive Income and the notes to the consolidated financial statements have been adjusted to exclude the food export business segment for the three and nine months ended February 25, 2018. Components of amounts reflected in income (loss) from discontinued operations, net of tax are as follows (in thousands) for the three and nine months ended:



	Three Months Ended February 25, 2018			Nine Months Ended February 25, 2018
Revenues	$	4,414		$	25,986
Cost of sales	(4,092		)	(24,349		)
Selling, general and administrative	(599		)	(1,976		)
Other	—			—
Loss from discontinued operations, before taxes	(277		)	(339		)
Income tax benefit	82			100
Loss from discontinued operations, net of tax	$	(195	)	$	(239	)

Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Feb. 24, 2019

Accounting Policies [Abstract]

Basis of Presentation

Basis of Consolidation

Use of Estimates

Cash and Cash Equivalents

Restricted Cash

Inventories

Inventories are stated at the lower of cost (first-in, first-out method) or net realizable value and consist of the following (in thousands):



	February 24, 2019		May 27, 2018
Raw materials	$	18,821	$	15,286
Work in progress	3,385		3,672
Finished goods	22,021		12,861
Total	$	44,227	$	31,819

Related Party Transactions

All related party transactions are monitored quarterly by the Company and approved by the Audit Committee of the Board of Directors.

Debt Issuance Costs

Financial Instruments

Cash Flow Hedges

Accumulated Other Comprehensive Income (AOCI)



	AOCI
Accumulated OCI, net, as of May 27, 2018	$	1,148
Unrealized losses on interest rate swap contracts, net of tax effect	(608		)
Amounts reclassified from OCI	—
Accumulated OCI, net, as of February 24, 2019	$	540

The Company does not expect any transactions or other events to occur that would result in the reclassification of any significant gains or losses into earnings in the next 12 months.

Investment in Non-Public Company

Intangible Assets

Partial Self-Insurance on Employee Health and Workers Compensation Plans

Fair Value Measurements

The accounting guidance established a three-tier hierarchy for fair value measurements, which prioritizes the inputs used in measuring fair value as follows:

Level 1 – observable inputs such as quoted prices for identical instruments in active markets.

Level 2 – inputs other than quoted prices in active markets that are observable either directly or indirectly through corroboration with observable market data.

Level 3 – unobservable inputs in which there is little or no market data, which would require the Company to develop its own assumptions.

In determining the fair value of the Company’s contingent consideration liability, the Company utilizes the following significant unobservable inputs in the discounted cash flow models:



	At February 24, 2019	At May 27, 2018
Cost of debt	5.1% to 5.5%	4.7% to 5.2%
Market price of risk adjustment	14%	20%
EBITDA volatility	28%	25%



	Impact on value of Contingent consideration liability as of February 24, 2019
10% increase in EBITDA forecast	$	100

In determining the fair value of the investment in Windset, the Company utilizes the following significant unobservable inputs in the discounted cash flow models:



	At February 24, 2019	At May 27, 2018
Revenue growth rates	6%	6%
Expense growth rates	6%	6%
Income tax rates	15%	15%
Discount rates	12%	12%



	Impact on value of investment in Windset as of February 24, 2019
10% increase in revenue growth rates	$	10,000
10% increase in expense growth rates	$	(9,300	)
10% increase in income tax rates	$	(500	)
10% increase in discount rates	$	(3,700	)

The following table summarizes the fair value of the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands):



	Fair Value at February 24, 2019						Fair Value at May 27, 2018
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Interest rate swap contracts	$	—	$	992	$	—	$	—	$	1,529	$	—
Investment in non-public company	—		—		68,100		—		—		66,500
Total assets	$	—	$	992	$	68,100	$	—	$	1,529	$	66,500
Liabilities:
Interest rate swap contracts	—		259		—		—		—		—
Contingent consideration liability	—		—		500		—		—		4,000
Total liabilities	$	—	$	259	$	500	$	—	$	—	$	4,000

The following table reflects the fair value roll forward reconciliation of Level 3 assets and liabilities measured at fair value for the nine months ended February 24, 2019 (in thousands):



	Windset Investment		Contingent Consideration Liability
Balance as of May 27, 2018	$	66,500	$	4,000
Fair value change	1,600		(3,500		)
Balance as of February 24, 2019	$	68,100	$	500

Revenue Recognition

See Note 9 – Business Segment Reporting, for a discussion about the Company’s three business segments; namely, Curation Foods, Lifecore, and Other.

Shipping and Handling

Legal Contingencies

In the ordinary course of business, the Company is involved in various legal proceedings and claims.

Recent Accounting Guidance

Recently Adopted Pronouncements

Income Taxes

Stock Compensation

Restricted Cash

Intra-Entity Transfers

Statement of Cash Flows

Revenue Recognition

Disclosure simplification

Recently Issued Pronouncements to be Adopted

Cloud Computing Arrangements

Fair Value Measurement

Hedging

Financial Instruments – Credit Losses

Leases

•Reviewing the provisions of ASU 2016-2;

•Gathering information to evaluate its lease population and portfolio;


•	Evaluating the nature of its real and personal property and other arrangements that may meet the definition of a lease; and

•Systems’ readiness evaluations.

Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Feb. 24, 2019

Accounting Policies [Abstract]

Schedule of Cash and Cash Equivalents



	February 24, 2019		May 27, 2018			February 25, 2018			May 29, 2017
Cash and cash equivalents	$	1,722	$	2,899		$	7,660		$	5,998
Restricted cash	385		325			325			325
Cash, discontinued operations	—		(8		)	(10		)	(589		)
Cash, cash equivalents and restricted cash	$	2,107	$	3,216		$	7,975		$	5,734

Schedule of Inventory, Current

Inventories are stated at the lower of cost (first-in, first-out method) or net realizable value and consist of the following (in thousands):



	February 24, 2019		May 27, 2018
Raw materials	$	18,821	$	15,286
Work in progress	3,385		3,672
Finished goods	22,021		12,861
Total	$	44,227	$	31,819

Comprehensive Income (Loss)

The components of AOCI, net of tax, are as follows (in thousands):



	AOCI
Accumulated OCI, net, as of May 27, 2018	$	1,148
Unrealized losses on interest rate swap contracts, net of tax effect	(608		)
Amounts reclassified from OCI	—
Accumulated OCI, net, as of February 24, 2019	$	540

Schedule of Effect of Significant Unobservable Inputs for Contingent Liability

In determining the fair value of the Company’s contingent consideration liability, the Company utilizes the following significant unobservable inputs in the discounted cash flow models:



	At February 24, 2019	At May 27, 2018
Cost of debt	5.1% to 5.5%	4.7% to 5.2%
Market price of risk adjustment	14%	20%
EBITDA volatility	28%	25%

Sensitivity Analysis

The discounted cash flow valuation model used by the Company has the following sensitivity to changes in inputs and assumptions (in thousands):



	Impact on value of Contingent consideration liability as of February 24, 2019
10% increase in EBITDA forecast	$	100

Schedule of Effect of Significant Unobservable Inputs for Investment

In determining the fair value of the investment in Windset, the Company utilizes the following significant unobservable inputs in the discounted cash flow models:



	At February 24, 2019	At May 27, 2018
Revenue growth rates	6%	6%
Expense growth rates	6%	6%
Income tax rates	15%	15%
Discount rates	12%	12%

Schedule of Sensitivity Analysis of Fair Value, Transferor's Interests in Transferred Financial Assets

The discounted cash flow valuation model used by the Company has the following sensitivity to changes in inputs and assumptions (in thousands):



	Impact on value of investment in Windset as of February 24, 2019
10% increase in revenue growth rates	$	10,000
10% increase in expense growth rates	$	(9,300	)
10% increase in income tax rates	$	(500	)
10% increase in discount rates	$	(3,700	)

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following table summarizes the fair value of the Company’s assets and liabilities that are measured at fair value on a recurring basis (in thousands):



	Fair Value at February 24, 2019						Fair Value at May 27, 2018
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Interest rate swap contracts	$	—	$	992	$	—	$	—	$	1,529	$	—
Investment in non-public company	—		—		68,100		—		—		66,500
Total assets	$	—	$	992	$	68,100	$	—	$	1,529	$	66,500
Liabilities:
Interest rate swap contracts	—		259		—		—		—		—
Contingent consideration liability	—		—		500		—		—		4,000
Total liabilities	$	—	$	259	$	500	$	—	$	—	$	4,000

Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following table reflects the fair value roll forward reconciliation of Level 3 assets and liabilities measured at fair value for the nine months ended February 24, 2019 (in thousands):



	Windset Investment		Contingent Consideration Liability
Balance as of May 27, 2018	$	66,500	$	4,000
Fair value change	1,600		(3,500		)
Balance as of February 24, 2019	$	68,100	$	500

Disaggregation of Revenue

The following tables disaggregate segment revenue by major product lines (in thousands):



	Three Months Ended				Nine Months Ended
Curation Foods:	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Salads	$	49,387	$	48,492	$	140,417	$	135,118
Core vegetables	68,070		72,256		195,203		193,805
Emerging brands	14,527		1,202		17,882		4,992
Total	$	131,984	$	121,950	$	353,502	$	333,915



	Three Months Ended				Nine Months Ended
Lifecore:	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Aseptic	$	7,432	$	7,600	$	21,326	$	22,218
Fermentation	11,451		12,175		16,436		17,830
Development services	4,820		3,184		14,003		9,188
Total	$	23,703	$	22,959	$	51,765	$	49,236

Acquisitions (Tables)

9 Months Ended

Feb. 24, 2019

Business Combinations [Abstract]

Schedule of Business Acquisitions, by Acquisition

The Acquisition Date fair value of the consideration paid consisted of the following:



(in thousands)
Cash consideration	$	59,898
Stock consideration	15,068
	$	74,966

Schedule of Purchase Price Allocation

The fair value of assets acquired and liabilities assumed as of the Acquisition Date is set forth in the table below.



(in thousands)
Cash and cash equivalents	$	26
Accounts receivable	6,310
Inventories	11,384
Prepaid expenses and other current assets	869
Deferred tax assets	443
Other assets	102
Property and equipment	14,083
Trademarks/tradenames	15,900
Customer relationships	11,000
Accounts payable	(4,507		)
Other accrued liabilities	(1,873		)
Net identifiable assets acquired	53,737
Goodwill	21,229
Total fair value purchase consideration	$	74,966

Stock-Based Compensation (Tables)

9 Months Ended

Feb. 24, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs

The following table summarizes the stock-based compensation for stock options and RSUs (in thousands):



	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Options	$	245	$	380	$	689	$	1,057
RSUs	571		767		1,793		2,155
Total stock-based compensation	$	816	$	1,147	$	2,482	$	3,212

The following table summarizes the stock-based compensation by income statement line item (in thousands):



	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Cost of sales	$	116	$	137	$	334	$	398
Research and development	29		41		84		82
Selling, general and administrative	671		969		2,064		2,732
Total stock-based compensation	$	816	$	1,147	$	2,482	$	3,212

Diluted Net Income Per Share (Tables)

9 Months Ended

Feb. 24, 2019

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table sets forth the computation of diluted net income per share:



(in thousands, except per share amounts)	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Numerator:
Net income applicable to Common Stockholders	$	1,067	$	16,088	$	672	$	18,721
Denominator:
Weighted average shares for basic net income per share	28,919		27,547		28,140		27,524
Effect of dilutive securities:
Stock options and restricted stock units	232		371		259		360
Weighted average shares for diluted net income per share	29,151		27,918		28,399		27,884

Diluted net income per share	$	0.04	$	0.57	$	0.02	$	0.67

Debt (Tables)

9 Months Ended

Feb. 24, 2019

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt, net consists of the following (in thousands):



	February 24, 2019			May 27, 2018
Term loan	$	100,000		$	42,500
Total principal amount of long-term debt	100,000			42,500
Less: unamortized debt issuance costs	(572		)	(200		)
Total long-term debt, net of unamortized debt issuance costs	99,428			42,300
Less: current portion of long-term debt, net	(9,791		)	(4,940		)
Long-term debt, net	$	89,637		$	37,360

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Business Segment Reporting (Tables)

9 Months Ended

Feb. 24, 2019

Segment Reporting [Abstract]

Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area

The Company’s international sales by geography are based on the billing address of the customer and were as follows (in millions):



	Three Months Ended				Nine Months Ended
	February 24, 2019		February 25, 2018		February 24, 2019		February 25, 2018
Canada	$	24.1	$	20.3	$	64.3	$	55.9
Belgium	$	9.9	$	11.5	$	12.4	$	14.3
Ireland	$	1.4	$	—	$	3.7	$	3.2
Denmark	$	0.1	$	—	$	0.3	$	—
Switzerland	$	0.2	$	—	$	0.8	$	—
Mexico	$	0.4	$	0.2	$	0.5	$	0.2
All Other Countries	$	0.1	$	1.5	$	1.3	$	2.0

Schedule of Segment Reporting Information, by Segment

Operations by business segment consisted of the following (in thousands):



	Curation Foods⁽¹⁾			Lifecore		Other			Total
Three Months Ended February 24, 2019
Net sales	$	131,984		$	23,703	$	—		$	155,687
International sales	$	24,172		$	12,029	$	—		$	36,201
Gross profit	$	9,641		$	11,576	$	—		$	21,217
Net income (loss) from continuing operations	$	(6,817	)	$	5,836	$	2,048		$	1,067
Depreciation and amortization	$	2,875		$	1,028	$	145		$	4,048
Dividend income	$	413		$	—	$	—		$	413
Interest income	$	26		$	—	$	8		$	34
Interest expense, net (2)	$	1,164		$	—	$	607		$	1,771
Income tax (benefit) expense	$	(829	)	$	1,946	$	(875	)	$	242

Nine Months Ended February 24, 2019
Net sales	$	353,502		$	51,765	$	—		$	405,267
International sales	$	64,732		$	18,587	$	—		$	83,319
Gross profit	$	33,926		$	20,221	$	—		$	54,147
Net income (loss) from continuing operations	$	(5,466	)	$	6,586	$	(448	)	$	672
Depreciation and amortization	$	7,111		$	2,982	$	413		$	10,506
Dividend income	$	1,238		$	—	$	—		$	1,238
Interest income	$	87		$	—	$	26		$	113
Interest expense, net (2)	$	2,027		$	—	$	1,248		$	3,275
Income tax (benefit) expense	$	(217	)	$	2,196	$	(1,395	)	$	584

Three Months Ended February 25, 2018
Net sales	$	121,950		$	22,959	$	—		$	144,909
International sales	$	20,336		$	13,156	$	—		$	33,492
Gross profit	$	8,197		$	11,609	$	—		$	19,806
Net income (loss) from continuing operations	$	(2,801	)	$	6,175	$	12,907		$	16,281
Depreciation and amortization	$	2,120		$	940	$	82		$	3,142
Dividend income	$	413		$	—	$	—		$	413
Interest income	$	32		$	—	$	55		$	87
Interest expense, net	$	—		$	—	$	531		$	531
Income tax (benefit) expense	$	(609	)	$	1,763	$	(13,981	)	$	(12,827	)

Nine Months Ended February 25, 2018
Net sales	$	333,915		$	49,236	$	—		$	383,151
International sales	$	56,259		$	19,330	$	—		$	75,589
Gross profit	$	33,181		$	20,348	$	—		$	53,529
Net income from continuing operations	$	365		$	7,280	$	11,405		$	19,050
Depreciation and amortization	$	6,050		$	2,715	$	311		$	9,076
Dividend income	$	1,238		$	—	$	—		$	1,238
Interest income	$	60		$	—	$	100		$	160
Interest expense, net	$	—		$	—	$	1,415		$	1,415
Income tax (benefit) expense	$	393		$	2,110	$	(13,855	)	$	(11,352	)


(1)	During the third quarter of fiscal 2019, the Company started consolidating Yucatan Foods whose results are included in the Company's operating results starting from December 1, 2018. See Note 2 - Acquisition for more details of this transaction.


(2)	Beginning in first quarter of fiscal 2019, the Company began allocating interest expense to its reportable segments in information provided to its CODM to enhance visibility into how financing activities impact the discrete financial results.

Discontinued Operations (Tables)

9 Months Ended

Feb. 24, 2019

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations

Components of amounts reflected in income (loss) from discontinued operations, net of tax are as follows (in thousands) for the three and nine months ended:



	Three Months Ended February 25, 2018			Nine Months Ended February 25, 2018
Revenues	$	4,414		$	25,986
Cost of sales	(4,092		)	(24,349		)
Selling, general and administrative	(599		)	(1,976		)
Other	—			—
Loss from discontinued operations, before taxes	(277		)	(339		)
Income tax benefit	82			100
Loss from discontinued operations, net of tax	$	(195	)	$	(239	)

The carrying amounts of the major classes of assets and liabilities of the Food Export business segment included in assets and liabilities of discontinued operations are as follows (in thousands):



	February 24, 2019		May 27, 2018
Current and other assets, discontinued operations:
Cash and cash equivalents	$	—	$	(8	)
Accounts receivable	—		518
Inventory	—		—
Other assets	—		—
Total assets, discontinued operations	$	—	$	510

Other current liabilities, discontinued operations:
Accounts payable	$	—	$	230
Accrued expenses and other current liabilities	—		228
Total other current liabilities, discontinued operations	$	—	$	458

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Narrative (Details)			1 Months Ended			3 Months Ended		5 Months Ended	9 Months Ended		12 Months Ended
	Apr. 30, 2018 segment	May 05, 2017 USD ($)	Jul. 31, 2018 USD ($)	Nov. 30, 2017 USD ($)	Jul. 31, 2017 USD ($)	Feb. 24, 2019 USD ($) brand technology_platform	Feb. 25, 2018 USD ($)	Nov. 22, 2017 USD ($)	Feb. 24, 2019 USD ($) brand segment plaintiff technology_platform	Feb. 25, 2018 USD ($)	May 28, 2017 USD ($)	Jan. 11, 2019 brand	May 27, 2018 USD ($)	Jul. 15, 2014
Related Party Transaction [Line Items]
Number of natural food brands \| brand						5			5			5
Number of emerging natural food brands \| brand												4
New brands \| brand						2			2
Number of proprietary platforms \| technology_platform						2			2
Restricted cash						$ 385,000	$ 325,000		$ 385,000	$ 325,000	$ 325,000		$ 325,000
Current portion						209,000			209,000				60,000
Noncurrent portion						363,000			$ 363,000				140,000
Number of operating segments \| segment	3								3
Legal Actions Against Curation Foods
Related Party Transaction [Line Items]
Accrued loss contingency						$ 0			$ 0				1,000,000
Legal Actions Against Curation Foods \| Curation Foods
Related Party Transaction [Line Items]
Number of individual arbitrations \| plaintiff									100
Unfair Labor Practice Claims
Related Party Transaction [Line Items]
Litigation settlement award											310,000
Unfair Labor Practice Claims \| Curation Foods
Related Party Transaction [Line Items]
Litigation settlement award											$ 155,000
Discrimination and Wrongful Termination and Wage and Hour Claims
Related Party Transaction [Line Items]
Litigation settlement award		$ 6,000,000
Payments for legal settlements			$ 1,800,000	$ 1,800,000	$ 2,400,000			$ 4,200,000
Windset
Related Party Transaction [Line Items]
Investment ownership percentage						26.90%			26.90%					26.90%
Pacific Harvest \| Discrimination and Wrongful Termination and Wage and Hour Claims
Related Party Transaction [Line Items]
Litigation settlement to be reimbursed								$ 2,100,000
Outstanding balance receivable						$ 1,700,000			$ 1,700,000
Minimum \| Customer relationships
Related Party Transaction [Line Items]
Useful life									11 years
Maximum \| Customer relationships
Related Party Transaction [Line Items]
Useful life									13 years
Prepaid Expenses and Other Current Assets
Related Party Transaction [Line Items]
Debt issuance costs						130,000			$ 130,000				120,000
Prepaid Expenses and Other Current Assets \| Pacific Harvest \| Discrimination and Wrongful Termination and Wage and Hour Claims
Related Party Transaction [Line Items]
Outstanding balance receivable						900,000			900,000
Other Assets
Related Party Transaction [Line Items]
Debt issuance costs						226,000			226,000				278,000
Other Assets \| Pacific Harvest \| Discrimination and Wrongful Termination and Wage and Hour Claims
Related Party Transaction [Line Items]
Outstanding balance receivable						800,000			800,000
Windset
Related Party Transaction [Line Items]
Related accounts receivable						209,000			209,000				$ 334,000
Windset \| Cost of sales
Related Party Transaction [Line Items]
Revenue from related parties						$ 102,000	$ 104,000		$ 346,000	$ 299,000

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents (Details) - USD ($)

Feb. 24, 2019

May 27, 2018

Feb. 25, 2018

May 28, 2017

Accounting Policies [Abstract]

Cash and cash equivalents

$ 1,722,000

$ 2,899,000

$ 7,660,000

$ 5,998,000

Restricted cash

385,000

325,000

Cash, discontinued operations

(8,000)

(10,000)

(589,000)

Cash, cash equivalents and restricted cash

^[1]

$ 2,107,000

$ 3,216,000

$ 7,975,000

$ 5,734,000

[1]	As a result of adopting ASU 2016-18, cash and cash equivalents at the beginning-of-period and end-of-period total amounts have been adjusted.

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Components of Inventories (Details) - USD ($) $ in Thousands	Feb. 24, 2019	May 27, 2018
Accounting Policies [Abstract]
Raw materials	$ 18,821	$ 15,286
Work in progress	3,385	3,672
Finished goods	22,021	12,861
Total	$ 44,227	$ 31,819

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Components of Other Comprehensive Income (Details) $ in Thousands	9 Months Ended
	Feb. 24, 2019 USD ($)
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Balance	$ 252,562
Balance	270,064
AOCI
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Balance	1,148
Unrealized losses on interest rate swap contracts, net of tax effect	(608)
Amounts reclassified from OCI	0
Balance	$ 540

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Fair Value of Contingent Consideration Liability (Details) - Rate	Feb. 24, 2019	May 27, 2018
Cost of debt \| Minimum
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement Input	0.051	0.047
Cost of debt \| Maximum
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement Input	0.055	0.052
Market price of risk adjustment
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement Input	0.14	0.20
EBITDA volatility
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement Input	0.28	0.25

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Sensitivity Analysis (Details) $ in Thousands	Feb. 24, 2019 USD ($)
Accounting Policies [Abstract]
10% increase in EBITDA forecast	$ 100

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Significant Unobservable Inputs Used in Discounted Cash Flow Models for Investment (Details) - Windset	Feb. 24, 2019	May 27, 2018
Revenue growth rates
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	6.00%	6.00%
Expense growth rates
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	6.00%	6.00%
Income tax rates
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	15.00%	15.00%
Discount rates
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	12.00%	12.00%

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Assumptions for Investment Used in Discounted Cash Flow Models (Details) $ in Thousands	Feb. 24, 2019 USD ($)
Accounting Policies [Abstract]
10% increase in revenue growth rates	$ 10,000
10% increase in expense growth rates	(9,300)
10% increase in income tax rates	(500)
10% increase in discount rates	$ (3,700)

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Fair Value of Assets and Liabilities (Details) - USD ($)	Feb. 24, 2019	May 27, 2018
Assets:
Investment in non-public company	$ 68,100,000	$ 66,500,000
Fair Value, Measurements, Recurring \| Level 1
Assets:
Interest rate swap contracts	0	0
Investment in non-public company	0	0
Total assets	0	0
Interest rate swap contracts
Interest rate swap contracts	0	0
Contingent consideration liability	0	0
Total liabilities	0	0
Fair Value, Measurements, Recurring \| Level 2
Assets:
Interest rate swap contracts	992,000	1,529,000
Investment in non-public company	0	0
Total assets	992,000	1,529,000
Interest rate swap contracts
Interest rate swap contracts	259,000	0
Contingent consideration liability	0	0
Total liabilities	259,000	0
Fair Value, Measurements, Recurring \| Level 3
Assets:
Interest rate swap contracts	0	0
Investment in non-public company	68,100,000	66,500,000
Total assets	68,100,000	66,500,000
Interest rate swap contracts
Interest rate swap contracts	0	0
Contingent consideration liability	500,000	4,000,000
Total liabilities	$ 500,000	$ 4,000,000

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Fair Value Reconciliation of Level 3 (Details) $ in Thousands	9 Months Ended
	Feb. 24, 2019 USD ($)
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward]
Balance	$ 66,500
Balance	68,100
Windset Investment
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward]
Balance	66,500
Fair value change	1,600
Balance	68,100
Contingent Consideration Liability
Defined Benefit Plan, Change in Fair Value of Plan Assets, Level 3 Reconciliation [Roll Forward]
Balance	4,000
Fair value change	(3,500)
Balance	$ 500

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Segment Reporting Information [Line Items]
Product sales	$ 155,687	$ 144,909	$ 405,267	$ 383,151
Curation Foods
Segment Reporting Information [Line Items]
Product sales	131,984	121,950	353,502	333,915
Lifecore
Segment Reporting Information [Line Items]
Product sales	23,703	22,959	51,765	49,236
Salads \| Curation Foods
Segment Reporting Information [Line Items]
Product sales	49,387	48,492	140,417	135,118
Core vegetables \| Curation Foods
Segment Reporting Information [Line Items]
Product sales	68,070	72,256	195,203	193,805
Emerging brands \| Curation Foods
Segment Reporting Information [Line Items]
Product sales	14,527	1,202	17,882	4,992
Aseptic \| Lifecore
Segment Reporting Information [Line Items]
Product sales	7,432	7,600	21,326	22,218
Fermentation \| Lifecore
Segment Reporting Information [Line Items]
Product sales	11,451	12,175	16,436	17,830
Development services \| Lifecore
Segment Reporting Information [Line Items]
Product sales	$ 4,820	$ 3,184	$ 14,003	$ 9,188

Acquisitions - Narrative (Details) $ in Thousands			3 Months Ended	9 Months Ended
Acquisitions - Narrative (Details) $ in Thousands	Dec. 01, 2018 USD ($) tranche intangible_asset shares	Mar. 01, 2017 USD ($)	Feb. 24, 2019 USD ($)	Feb. 24, 2019 USD ($)	Feb. 25, 2018 USD ($)	May 27, 2018 USD ($)
Business Acquisition [Line Items]
Cash consideration				$ 59,872	$ 0
Goodwill			$ 75,739	75,739		$ 54,510
Change in contingent consideration liability				3,500	$ 0
Yucatan
Business Acquisition [Line Items]
Consideration paid	$ 74,966
Cash consideration	$ 59,898
Shares issued for acquisition (in shares) \| shares	1,203,360
Stock consideration	$ 15,068
Number of tranches \| tranche	2
Number of intangible assets in connection with Yucatan acquisition \| intangible_asset	2
Goodwill acquired during the period				21,200
Goodwill	$ 21,229
Percentage of goodwill expected to be deductible for income tax purposes	80.00%
Yucatan \| Selling, General and Administrative
Business Acquisition [Line Items]
Acquisition-related costs			1,700	2,500
Yucatan \| Customer relationships
Business Acquisition [Line Items]
Customer relationships	$ 11,000
Estimated useful life	12 years
Yucatan \| Trademarks/tradenames
Business Acquisition [Line Items]
Tradenames	$ 15,900
Yucatan \| 3-Year Lock Up
Business Acquisition [Line Items]
Discount percentage	17.50%
Percentage of stock consideration released from lock-up	50.00%
Yucatan \| 4-Year Lock Up
Business Acquisition [Line Items]
Discount percentage	20.00%
Percentage of stock consideration released from lock-up	50.00%
Yucatan \| Common Stock
Business Acquisition [Line Items]
Stock consideration	$ 15,100
Yucatan \| First 50% of the Stock Consideration \| 3-Year Lock Up
Business Acquisition [Line Items]
Lock-up period	3 years
Yucatan \| Second 50% of the Stock Consideration \| 4-Year Lock Up
Business Acquisition [Line Items]
Lock-up period	4 years
O Olive & Vinegar
Business Acquisition [Line Items]
Cash consideration		$ 2,500
Potential earn out payment		$ 7,500
Cumulative EBITDA amount				6,000
Contingent consideration			500	500		$ 4,000
Change in contingent consideration liability			(2,600)
O Olive & Vinegar \| Initial Potential Payment Limit
Business Acquisition [Line Items]
Potential earn out payment			4,600	4,600
O Olive & Vinegar \| Additional Potential Payment Limit
Business Acquisition [Line Items]
Potential earn out payment			2,900	$ 2,900
Period for earning EBITDA by previous owners				3 years
O Olive & Vinegar \| Selling, General and Administrative
Business Acquisition [Line Items]
Change in contingent consideration liability			$ 2,600	$ 3,500

Acquisitions - Purchase Price Allocation (Details) - USD ($) $ in Thousands		9 Months Ended
	Dec. 01, 2018	Feb. 24, 2019	Feb. 25, 2018	May 27, 2018
Business Acquisition [Line Items]
Cash consideration		$ 59,872	$ 0
Goodwill		$ 75,739		$ 54,510
Yucatan
Business Acquisition [Line Items]
Cash consideration	$ 59,898
Stock consideration	15,068
Total consideration	74,966
Cash and cash equivalents	26
Accounts receivable	6,310
Inventories	11,384
Prepaid expenses and other current assets	869
Deferred tax assets	443
Other assets	102
Property and equipment	14,083
Accounts payable	(4,507)
Other accrued liabilities	(1,873)
Net identifiable assets acquired	53,737
Goodwill	21,229
Total fair value purchase consideration	74,966
Yucatan \| Trademarks/tradenames
Business Acquisition [Line Items]
Trademarks/tradenames	15,900
Yucatan \| Customer relationships
Business Acquisition [Line Items]
Customer relationships	$ 11,000

Investment in Non-public Company - Narrative (Details) - USD ($)				3 Months Ended		9 Months Ended
	Oct. 29, 2014	Jul. 15, 2014	Feb. 15, 2011	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Dividend income				$ 413,000	$ 413,000	$ 1,238,000	$ 1,238,000
Senior A Preferred Stock
Dividend percentage rate		7.50%
Windset
Investment ownership percentage		26.90%		26.90%		26.90%
Dividend income				$ 412,500	412,500	$ 1,200,000	1,200,000
Windset \| Other Income
Change in market value of company's investment				0	$ 0	1,600,000	$ 2,200,000
Curation Foods \| Windset
Payments to acquire investments		$ 11,000,000
Time frame to be paid after anniversary		90 days
Liquidation value of preferred shares				20,100,000		20,100,000
Curation Foods \| Windset \| Junior Preferred Shares
Preferred stock investment, dividends declared				0		0
Liquidation value of preferred shares				5,100,000		5,100,000
Curation Foods \| Windset \| Senior A Preferred Stock
Liquidation value of preferred shares				$ 15,000,000		$ 15,000,000
Curation Foods \| Windset \| Senior A Preferred Stock
Investment In non-public company shares (in shares)			150,000
Payments to acquire investments			$ 15,000,000
Curation Foods \| Windset \| Common Stock
Investment In non-public company shares (in shares)		68	201
Payments to acquire investments			$ 201
Curation Foods \| Windset \| Junior Preferred Shares
Investment In non-public company shares (in shares)		51,211
Curation Foods \| Windset \| Senior B Preferred Stock
Investment In non-public company shares (in shares)	70,000
Payments to acquire investments	$ 7,000,000
Dividend percentage rate	7.50%

Stock-Based Compensation - Summary of Stock-based Compensation by Income Statement Line Item (Details) - USD ($)	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 816,000	$ 1,147,000	$ 2,482,000	$ 3,212,000
Cost of sales
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	116,000	137,000	334,000	398,000
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	29,000	41,000	84,000	82,000
Selling, general and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	671,000	969,000	2,064,000	2,732,000
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	245,000	380,000	689,000	1,057,000
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 571,000	$ 767,000	$ 1,793,000	$ 2,155,000

Stock-Based Compensation - Narrative (Details) $ in Millions	9 Months Ended
	Feb. 24, 2019 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 5.0
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period for recognition	1 year 9 months
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period for recognition	1 year 11 months 15 days

Diluted Net Income Per Share - Diluted Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Numerator:
Net income applicable to Common Stockholders	$ 1,067	$ 16,088	$ 672	$ 18,721
Denominator:
Weighted average shares for basic net income per share (in shares)	28,919	27,547	28,140	27,524
Effect of dilutive securities:
Stock options and restricted stock units (in shares)	232	371	259	360
Weighted average shares for diluted net income per share (in shares)	29,151	27,918	28,399	27,884
Diluted net income per share (in dollars per share)	$ 0.04	$ 0.57	$ 0.02	$ 0.67

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 55
-Paragraph 52
-URI http://asc.fasb.org/extlink&oid=109256448&loc=d3e4984-109258

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=109260490&loc=d3e1252-109256

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(23))
-URI http://asc.fasb.org/extlink&oid=114873765&loc=SL114874048-224260

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109260490&loc=d3e1337-109256

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(21))
-URI http://asc.fasb.org/extlink&oid=115205541&loc=SL114868664-224227

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 60B
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=109260490&loc=SL5780133-109256

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(19))
-URI http://asc.fasb.org/extlink&oid=114873790&loc=SL114874131-224263

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Diluted Net Income Per Share - Narrative (Details) - shares shares in Millions	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Earnings Per Share [Abstract]
Amount of securities excluded from computation of earnings per share (in shares)	1.9	1.7	1.6	1.5

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018	May 27, 2018	May 28, 2017
Income Tax Disclosure [Abstract]
Federal statutory tax rate			46.00%	29.00%	29.40%	35.00%
Additional tax expense			$ 347
Income tax (benefit) expense	$ 242	$ (12,827)	584	$ (11,352)
Effective tax rate benefit				154.00%
Unrecognized tax benefits	618		618		$ 479
Unrecognized tax benefits that would result in an adjustment to effective tax rate	$ 538		$ 538		$ 372

Debt - Long-term Debt (Details) - USD ($) $ in Thousands	Feb. 24, 2019	May 27, 2018
Debt Instrument [Line Items]
Long-term debt	$ 100,000	$ 42,500
Less: unamortized debt issuance costs	(572)	(200)
Total long-term debt, net of unamortized debt issuance costs	99,428	42,300
Less: current portion of long-term debt, net	(9,791)	(4,940)
Long-term debt, net	89,637	37,360
Term loan
Debt Instrument [Line Items]
Long-term debt	$ 100,000	$ 42,500

Debt - Narrative (Details)	Nov. 30, 2018 USD ($)	Sep. 23, 2016 USD ($)	Feb. 24, 2019 USD ($)	Nov. 29, 2018	Jun. 25, 2018 USD ($)	May 27, 2018 USD ($)	Nov. 01, 2016 USD ($)
Debt Instrument [Line Items]
Term loan facility			$ 99,428,000			$ 42,300,000
Debt issuance costs			572,000			$ 200,000
BMO \| Interest Rate Swap
Debt Instrument [Line Items]
Interest rate swap contract notional amount					$ 30,000,000		$ 50,000,000
London Interbank Offered Rate (LIBOR) \| BMO \| Interest Rate Swap
Debt Instrument [Line Items]
Interest rate					2.74%		1.22%
Credit Agreement With JPMorgan Chase, BMO Harris Bank, and City National Bank
Debt Instrument [Line Items]
Covenant, leverage ratio				3.50
Credit Agreement With JPMorgan Chase, BMO Harris Bank, and City National Bank \| Term loan
Debt Instrument [Line Items]
Term loan facility		$ 50,000,000
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank
Debt Instrument [Line Items]
Debt issuance costs	$ 577,000
Debt issuance costs to be capitalized and amortized	$ 509,000
Amortization period	3 years
Covenant, leverage ratio	4.50
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Minimum \| Prime Rate
Debt Instrument [Line Items]
Basis spread on variable rate	0.25%
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Minimum \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate	1.25%
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Maximum
Debt Instrument [Line Items]
Additional commitment amount		10,000,000
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Maximum \| Prime Rate
Debt Instrument [Line Items]
Basis spread on variable rate	2.25%
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Maximum \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate	3.25%
Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Term loan
Debt Instrument [Line Items]
Term loan facility	$ 100,000,000
Periodic payment	2,500,000
Revolving Credit Facility \| Credit Agreement With JPMorgan Chase, BMO Harris Bank, and City National Bank
Debt Instrument [Line Items]
Revolving line of credit		$ 100,000,000
Revolving Credit Facility \| Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank
Debt Instrument [Line Items]
Revolving line of credit	$ 105,000,000
Revolving Credit Facility \| Forth Amendment Credit Agreement With JP Morgan Chase BMO Harris Bank And City National Bank \| Eurodollar
Debt Instrument [Line Items]
Line of credit outstanding			$ 44,000,000
Interest rate under the Eurodollar option			5.27%

Stockholders' Equity - Narrative (Details) - USD ($)	3 Months Ended	9 Months Ended
Stockholders' Equity - Narrative (Details) - USD ($)	Feb. 24, 2019	Feb. 24, 2019	Jul. 14, 2010
Class of Stock [Line Items]
Granted options (in shares)	31,000	206,000
Shares for future issuance (in shares)	2,695,000	2,695,000
Repurchase plan authorized amount			$ 10,000,000
Treasure shares acquired (in shares)		0
RSUs
Class of Stock [Line Items]
Awarded (in shares)	9,000	263,000

Business Segment Reporting - Narrative (Details)		9 Months Ended
Business Segment Reporting - Narrative (Details)	Apr. 30, 2018 segment	Feb. 24, 2019 brand segment customer	Feb. 25, 2018 customer	Jan. 11, 2019 brand
Revenue, Major Customer [Line Items]
Number of operating segments \| segment	3	3
Number of natural food brands		5		5
Existing brands		3
New brands		2
Sales Revenue, Net \| Customer Concentration Risk
Revenue, Major Customer [Line Items]
Number of customers \| customer		5	5
Sales Revenue, Net \| Customer Concentration Risk \| Top Five Customers
Revenue, Major Customer [Line Items]
Concentration risk percentage		46.00%	49.00%
Sales Revenue, Net \| Customer Concentration Risk \| Curation Foods
Revenue, Major Customer [Line Items]
Number of customers \| customer		2	2
Sales Revenue, Net \| Customer Concentration Risk \| Curation Foods \| Costco
Revenue, Major Customer [Line Items]
Concentration risk percentage		17.00%	19.00%
Sales Revenue, Net \| Customer Concentration Risk \| Curation Foods \| Wal-mart
Revenue, Major Customer [Line Items]
Concentration risk percentage		16.00%	18.00%

Business Segment Reporting - Sales by Geographic Area (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Segment Reporting Information [Line Items]
Segment sales	$ 155,687	$ 144,909	$ 405,267	$ 383,151
Canada
Segment Reporting Information [Line Items]
Segment sales	24,100	20,300	64,300	55,900
Belgium
Segment Reporting Information [Line Items]
Segment sales	9,900	11,500	12,400	14,300
Ireland
Segment Reporting Information [Line Items]
Segment sales	1,400	0	3,700	3,200
Denmark
Segment Reporting Information [Line Items]
Segment sales	100	0	300	0
Switzerland
Segment Reporting Information [Line Items]
Segment sales	200	0	800	0
Mexico
Segment Reporting Information [Line Items]
Segment sales	400	200	500	200
All Other Countries
Segment Reporting Information [Line Items]
Segment sales	$ 100	$ 1,500	$ 1,300	$ 2,000

Business Segment Reporting - Operations by Business Segment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018
Segment Reporting Information [Line Items]
Product sales	$ 155,687	$ 144,909	$ 405,267	$ 383,151
Gross profit	21,217	19,806	54,147	53,529
Net income (loss) from continuing operations	1,067	16,281	672	19,050
Depreciation and amortization	4,048	3,142	10,506	9,076
Dividend income	413	413	1,238	1,238
Interest income	34	87	113	160
Interest expense, net	1,771	531	3,275	1,415
Income tax (benefit) expense	242	(12,827)	584	(11,352)
International sales
Segment Reporting Information [Line Items]
Product sales	36,201	33,492	83,319	75,589
Curation Foods
Segment Reporting Information [Line Items]
Product sales	131,984	121,950	353,502	333,915
Gross profit	9,641	8,197	33,926	33,181
Net income (loss) from continuing operations	(6,817)	(2,801)	(5,466)	365
Depreciation and amortization	2,875	2,120	7,111	6,050
Dividend income	413	413	1,238	1,238
Interest income	26	32	87	60
Interest expense, net	1,164	0	2,027	0
Income tax (benefit) expense	(829)	(609)	(217)	393
Curation Foods \| International sales
Segment Reporting Information [Line Items]
Product sales	24,172	20,336	64,732	56,259
Lifecore
Segment Reporting Information [Line Items]
Product sales	23,703	22,959	51,765	49,236
Gross profit	11,576	11,609	20,221	20,348
Net income (loss) from continuing operations	5,836	6,175	6,586	7,280
Depreciation and amortization	1,028	940	2,982	2,715
Dividend income	0	0	0	0
Interest income	0	0	0	0
Interest expense, net	0	0	0	0
Income tax (benefit) expense	1,946	1,763	2,196	2,110
Lifecore \| International sales
Segment Reporting Information [Line Items]
Product sales	12,029	13,156	18,587	19,330
Other
Segment Reporting Information [Line Items]
Product sales	0	0	0	0
Gross profit	0	0	0	0
Net income (loss) from continuing operations	2,048	12,907	(448)	11,405
Depreciation and amortization	145	82	413	311
Dividend income	0	0	0	0
Interest income	8	55	26	100
Interest expense, net	607	531	1,248	1,415
Income tax (benefit) expense	(875)	(13,981)	(1,395)	(13,855)
Other \| International sales
Segment Reporting Information [Line Items]
Product sales	$ 0	$ 0	$ 0	$ 0

Discontinued Operations - Assets and Liabilities of Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Feb. 24, 2019	Feb. 25, 2018	Feb. 24, 2019	Feb. 25, 2018	May 27, 2018	May 28, 2017
Current and other assets, discontinued operations:
Cash and cash equivalents	$ 0	$ (10)	$ 0	$ (10)	$ (8)	$ (589)
Other current liabilities, discontinued operations:
Loss from discontinued operations, before taxes	0	(277)	0	(339)
Income tax benefit	0	82	0	100
Loss from discontinued operations, net of tax	0	(195)	0	(239)
Discontinued Operations \| Food Export
Current and other assets, discontinued operations:
Cash and cash equivalents	0		0		(8)
Accounts receivable	0		0		518
Inventory	0		0		0
Other assets	0		0		0
Total assets, discontinued operations	0		0		510
Other current liabilities, discontinued operations:
Accounts payable	0		0		230
Accrued expenses and other current liabilities	0		0		228
Total other current liabilities, discontinued operations	$ 0		$ 0		$ 458
Revenues		4,414		25,986
Cost of sales		(4,092)		(24,349)
Selling, general and administrative		(599)		(1,976)
Other		0		0
Loss from discontinued operations, before taxes		(277)		(339)
Income tax benefit		82		100
Loss from discontinued operations, net of tax		$ (195)		$ (239)