0001005286-22-000047 | 10-K | XBRL Viewer

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Cover Page - USD ($)	12 Months Ended
Cover Page - USD ($)	May 29, 2022	Sep. 13, 2022	Nov. 29, 2020
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	May 29, 2022
Document Transition Report	false
Entity File Number	000-27446
Entity Registrant Name	LANDEC CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	94-3025618
Entity Address, Address Line One	2811 Airpark Drive
Entity Address, City or Town	Santa Maria,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	93455
City Area Code	650
Local Phone Number	306-1650
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	LNDC
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 225,356,000
Entity Common Stock, Shares Outstanding		29,595,554
Documents Incorporated by Reference	Portions of the registrant’s definitive proxy statement relating to its 2022 Annual Meeting of Stockholders (the “Proxy Statement”) to be filed with the Securities and Exchange Commission not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, are incorporated herein by reference where indicated. Except with respect to information specifically incorporated by reference in this Annual Report on Form 10-K, the Proxy Statement is not deemed to be filed as part hereof.
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Central Index Key	0001005286
Current Fiscal Year End Date	--05-29

Audit Information	12 Months Ended
Audit Information	May 29, 2022
Audit Information [Abstract]
Auditor Name	Ernst & Young LLP
Auditor Location	San Francisco, California
Auditor Firm ID	42

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Current Assets:
Cash and cash equivalents	$ 1,643	$ 1,159
Accounts receivable, less allowance for credit losses	48,172	41,430
Inventories	66,845	63,076
Prepaid expenses and other current assets	7,052	5,038
Current assets, discontinued operations	0	37,618
Total Current Assets	123,712	148,321
Property and equipment, net	130,435	120,286
Operating lease right-of-use assets	8,580	17,098
Goodwill	13,881	33,916
Trademarks/tradenames, net	8,400	17,100
Customer relationships, net	7,150	8,532
Other assets	3,002	3,531
Other assets, discontinued operations	0	154,140
Total Assets	295,160	502,924
Current Liabilities:
Accounts payable	15,802	16,298
Accrued compensation	9,238	7,754
Other accrued liabilities	7,647	3,955
Current portion of lease liabilities	5,026	1,600
Deferred revenue	919	637
Line of credit	40,000	29,000
Current portion of long-term debt, net	599	0
Current liabilities, discontinued operations	0	42,644
Total Current Liabilities	79,231	101,888
Long-term debt, net	97,579	164,902
Long-term lease liabilities	9,983	20,359
Net deferred tax liabilities	232	6,140
Other non-current liabilities	190	2,870
Non-current liabilities, discontinued operations	0	3,981
Total Liabilities	187,215	300,140
Stockholders’ Equity:
Common stock, $0.001 par value; 50,000 shares authorized; 29,513 and 29,333 shares issued and outstanding at May 29, 2022 and May 30, 2021, respectively	30	29
Additional paid-in capital	167,352	165,533
Retained earnings (accumulated deficit)	(58,851)	38,580
Accumulated other comprehensive loss	(586)	(1,358)
Total Stockholders’ Equity	107,945	202,784
Total Liabilities and Stockholders’ Equity	$ 295,160	$ 502,924

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	May 29, 2022	May 30, 2021
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	50,000,000	50,000,000
Common stock, shares issued (in shares)	29,513,000	29,333,000
Common stock, shares outstanding (in shares)	29,513,000	29,333,000

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Income Statement [Abstract]
Product sales	$ 185,786	$ 171,546	$ 160,066
Cost of product sales	135,416	121,075	120,679
Gross profit	50,370	50,471	39,387
Operating costs and expenses:
Research and development	7,841	7,423	7,582
Selling, general and administrative	46,127	37,660	40,674
Impairment of goodwill and intangible assets	28,735	0	12,953
Legal settlement charge	0	1,763	0
Restructuring costs	8,961	3,759	4,054
Total operating costs and expenses	91,664	50,605	65,263
Operating loss	(41,294)	(134)	(25,876)
Interest income	81	48	72
Interest expense, net	(17,357)	(10,387)	(4,646)
Transition services income	5,814	0	0
Loss on debt refinancing	0	(1,110)	0
Other income (expense), net	641	111	(195)
Net loss from continuing operations before taxes	(52,115)	(11,472)	(30,645)
Income tax benefit	5,839	1,903	8,774
Net loss from continuing operations	(46,276)	(9,569)	(21,871)
Discontinued operations:
Loss from discontinued operations	(51,276)	(28,994)	(20,662)
Income tax benefit	121	5,898	4,342
Loss from discontinued operations, net of tax	(51,155)	(23,096)	(16,320)
Net loss	$ (97,431)	$ (32,665)	$ (38,191)
Basic net loss per share:
Loss from continuing operations (in dollars per share)	$ (1.57)	$ (0.33)	$ (0.75)
Loss from discontinued operations (in dollars per share)	(1.74)	(0.79)	(0.56)
Total basic net loss per share (in dollars per share)	(3.31)	(1.12)	(1.31)
Diluted net loss per share:
Loss from continuing operations (in dollars per share)	(1.57)	(0.33)	(0.75)
Loss from discontinued operations (in dollars per share)	(1.74)	(0.79)	(0.56)
Total diluted net loss per share (in dollars per share)	$ (3.31)	$ (1.12)	$ (1.31)
Shares used in per share computation:
Basic (in shares)	29,466	29,294	29,162
Diluted (in shares)	29,466	29,294	29,162
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Product [Member]	Product [Member]	Product [Member]
Cost, Product and Service [Extensible Enumeration]	Product [Member]	Product [Member]	Product [Member]

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Statement of Comprehensive Income [Abstract]
Net loss	$ (97,431)	$ (32,665)	$ (38,191)
Other comprehensive (loss) income, net of tax:
Net unrealized gains (losses) on interest rate swaps, (net of tax effect of , -$455, and $(455))	772	1,450	(2,872)
Other comprehensive (loss) income, net	772	1,450	(2,872)
Total comprehensive loss	$ (96,659)	$ (31,215)	$ (41,063)

- Definition

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

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+ Details

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Statement of Comprehensive Income [Abstract]
Changes in net unrealized gains (losses) on interest rate swap, tax	$ 104	$ 646	$ (445)	$ (430)	$ 878

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Total	Cumulative Effect Adjustment	Common Stock	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)	Retained Earnings (Accumulated Deficit) Cumulative Effect Adjustment	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at May. 26, 2019			29,102
Beginning balance at May. 26, 2019	$ 270,144	$ (274)	$ 29	$ 160,341	$ 109,710	$ (274)	$ 64
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock under stock plans (in shares)			122
Issuance of stock under stock plans, net of shares withheld	30			30
Taxes paid by Company for employee stock plans	(212)			(212)
Stock-based compensation	2,419			2,419
Net loss	(38,191)				(38,191)
Other comprehensive (loss) income, net of tax	(2,872)						(2,872)
Ending balance (in shares) at May. 31, 2020			29,224
Ending balance at May. 31, 2020	$ 231,044		$ 29	162,578	71,245		(2,808)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2016-02 [Member]
Issuance of stock under stock plans (in shares)			109
Taxes paid by Company for employee stock plans	$ (405)			(405)
Stock-based compensation	3,360			3,360
Net loss	(32,665)				(32,665)
Other comprehensive (loss) income, net of tax	$ 1,450						1,450
Ending balance (in shares) at May. 30, 2021	29,333		29,333
Ending balance at May. 30, 2021	$ 202,784		$ 29	165,533	38,580		(1,358)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Other comprehensive (loss) income, net of tax	646
Ending balance at Feb. 27, 2022	$ 143,724				(22,536)
Beginning balance (in shares) at May. 30, 2021	29,333		29,333
Beginning balance at May. 30, 2021	$ 202,784		$ 29	165,533	38,580		(1,358)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock under stock plans (in shares)			180
Issuance of stock under stock plans, net of shares withheld	1		$ 1
Taxes paid by Company for employee stock plans	(789)			(789)
Stock-based compensation	2,608			2,608
Net loss	(97,431)				(97,431)
Other comprehensive (loss) income, net of tax	$ 772						772
Ending balance (in shares) at May. 29, 2022	29,513		29,513
Ending balance at May. 29, 2022	$ 107,945		$ 30	$ 167,352	(58,851)		$ (586)
Beginning balance at Nov. 28, 2021	156,090				(9,450)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Other comprehensive (loss) income, net of tax	104
Ending balance at Feb. 27, 2022	$ 143,724				$ (22,536)

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Cash flows from operating activities:
Net loss	$ (97,431)	$ (32,665)	$ (38,191)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment of goodwill and intangible assets	60,792	0	12,953
Depreciation, amortization of intangibles, debt costs and right-of-use assets	17,884	19,867	18,838
Deferred taxes	(6,884)	(7,893)	(5,440)
Loss on disposal of property and equipment related to restructuring, net	5,185	10,143	14,802
Stock-based compensation expense	2,608	3,360	2,419
Loss on sale of Eat Smart	336	0	0
Net loss on disposal of property and equipment held and used	152	61	143
Provision (benefit) for expected credit losses	(14)	418	(284)
Change in investment in non-public company, fair value	0	11,800	4,200
Loss on debt refinancing	0	1,110	0
Pacific Harvest note receivable reserve	0	0	1,202
Change in contingent consideration liability	0	0	(500)
Other, net	(426)	(74)	195
Changes in current assets and current liabilities:
Accounts receivable, net	(6,138)	5,775	(6,357)
Inventory	(5,960)	(3,352)	(12,179)
Prepaid expenses and other current assets	(602)	7,941	(6,815)
Accounts payable	9,343	(5,982)	(1,249)
Accrued compensation	(2,546)	3,270	(1,894)
Other accrued liabilities	(680)	460	1,263
Deferred revenue	(18)	778	(147)
Net cash (used in) provided by operating activities	(24,399)	15,017	(17,041)
Cash flows from investing activities:
Proceeds from the Sale of Eat Smart	73,500	0	0
Eat Smart sale net working capital adjustment and cash sale expenses	(9,839)	0	0
Proceeds from sale of investment in non-public company	45,100	0	0
Purchases of property and equipment	(28,134)	(23,769)	(26,686)
Proceeds from sales of property and equipment	1,141	12,913	2,434
Proceeds from collections of notes receivable	0	0	364
Net cash provided by (used in) investing activities	81,768	(10,856)	(23,888)
Cash flows from financing activities:
Proceeds from long-term debt	20,000	170,000	27,500
Payments on long-term debt	(86,411)	(114,130)	(11,125)
Proceeds from lines of credit	55,111	100,000	119,300
Payments on lines of credit	(44,111)	(148,400)	(93,900)
Payments for debt issuance costs	(821)	(10,484)	(1,576)
Taxes paid by Company for employee stock plans	(789)	(405)	(212)
Proceeds from sale of common stock	0	0	30
Net cash (used in) provided by financing activities	(57,021)	(3,419)	40,017
Net increase (decrease) in cash, cash equivalents and restricted cash	348	742	(912)
Cash, cash equivalents and restricted cash, beginning of period	1,295	553	1,465
Cash, cash equivalents and restricted cash, end of period	1,643	1,295	553
Supplemental disclosure of cash flow information:
Cash paid during the period for interest	16,888	13,223	10,130
Cash paid during the period for income taxes, net of refunds received	441	(7,680)	(1,124)
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Purchases of property and equipment on trade vendor credit	$ 2,260	$ 4,724	$ 2,820

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

12 Months Ended

May 29, 2022

Organization, Consolidation and Presentation of Financial Statements [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.

Landec’s biomedical company, Lifecore Biomedical, Inc. (“Lifecore”), is a fully integrated contract development and manufacturing organization (“CDMO”) that offers highly differentiated capabilities in the development, fill and finish of sterile, injectable-grade pharmaceutical products in syringes and vials. As a leading manufacturer of premium, injectable grade Hyaluronic Acid, Lifecore brings 37 years of expertise as a partner for global and emerging biopharmaceutical and biotechnology companies across multiple therapeutic categories to bring their innovations to market. Lifecore recognizes revenue in two different product categories, CDMO and Fermentation.

Landec’s natural food company, Curation Foods, Inc. (“Curation Foods”), is focused on innovating and distributing plant-based foods with 100% clean ingredients to retail, club and foodservice channels throughout North America. Its products are sold in natural food, conventional grocery and mass retail stores, primarily in the United States and Canada. The company categorizes revenue in three categories, avocado products, olive oil and wine vinegars and technology which reports revenues for BreatheWay patented supply chain solutions.

Eat Smart Sale and Discontinued Operations

On December 13, 2021 (the “Closing Date”), Landec and Curation Foods (together, the “Sellers”), and Taylor Farms Retail, Inc. (“Taylor Farms” and together with the Sellers, the “Parties”) completed the sale (the “Eat Smart Disposition”) of Curation Foods’ Eat Smart business, including its salad and cut vegetable businesses (the “Business”), pursuant to the terms of an asset purchase agreement executed by the Parties on December 13, 2021 (the “Asset Purchase Agreement”). Pursuant to the Asset Purchase Agreement, Taylor Farms acquired the Business for a purchase price of $73.5 million, subject to post-closing adjustments based upon negotiation of the net working capital balances at the Closing Date. As part of the Eat Smart Disposition, Taylor Farms acquired, among other assets and liabilities related to the Business, the manufacturing facility and warehouses (and corresponding equipment) located in Bowling Green, Ohio and Guadalupe, California, as well as inventory, accounts receivable, accounts payable, intellectual property and information related to the Business, and assumed certain liabilities and executory obligations under the Company’s and Curation Foods’ outstanding contracts related to the Business, in each case, subject to the terms of the Asset Purchase Agreement.

Following the Eat Smart Disposition, Curation Foods retains its O Olive Oil & Vinegar (“O”) and Yucatan Foods businesses and its rights and interests in BreatheWay, and the Company retains its Lifecore business.

During the third quarter of its fiscal year, the Company used net proceeds from the Eat Smart Disposition to repay $67.9 million in borrowings under the Company’s existing credit agreements.

The accounting requirements for reporting the Eat Smart business as a discontinued operation were met when the Eat Smart Disposition was completed on the Closing Date. Accordingly, the consolidated financial statements and notes to the consolidated financial statements reflect the results of the Eat Smart business as a discontinued operation for all periods presented. A loss of $0.3 million from the Eat Smart Disposition is included in Loss from discontinued operations, net of tax, within the Consolidated Statements of Operations during the fiscal year ended May 29, 2022. Refer to Note 12 - Discontinued Operations for additional information.

Basis of Presentation and Consolidation

The consolidated financial statements are presented on the accrual basis of accounting in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and include the accounts of Landec Corporation and its subsidiaries, Curation Foods and Lifecore. All material inter-company transactions and balances have been eliminated.

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.

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 parties, 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 the equity investment in the non-public company by the Company is not a VIE.

Summary of Significant Accounting Policies

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 credit losses; recognition and measurement of current and deferred income tax assets and liabilities; the assessment of recoverability of long-lived and indefinite lived assets (including intangible assets and goodwill), and inventory; and the valuation and recognition of stock-based compensation.

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.

Concentrations of Risk

Cash and cash equivalents and trade accounts receivable are financial instruments that potentially subject the Company to concentrations of credit risk. Our Company policy limits, among other things, the amount of credit exposure to any one issuer and to any one type of investment, other than securities issued or guaranteed by the U.S. government. The Company routinely assesses the financial strength of customers and, as a consequence, believes that trade receivables credit risk exposure is limited. Credit losses for bad debt are provided for in the consolidated financial statements through a charge to operations. A valuation allowance is provided for known and anticipated credit losses. The recorded amounts for these financial instruments approximate their fair value.

Several of the raw materials the Company uses to manufacture its products are currently purchased from a single source, including some monomers used to synthesize Intelimer polymers, substrate materials for its breathable membrane products, and raw materials for its HA products.

During the fiscal years ended May 29, 2022, May 30, 2021,and May 31, 2020 the Company had sales concentrations of 10% or greater from two customers, accounting for 16% and 13%, 18% and 13%, and 16% and 11%, respectively. The Company’s same two customers had accounts receivable concentrations of 10% or greater, accounting for 26% and 13% of accounts receivable as of May 29, 2022, and 18% and 16%, as of May 30, 2021.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of assets is measured by comparison of the carrying amount of the asset to the net undiscounted future cash flow expected to be generated from the asset. If the future undiscounted cash flows are not sufficient to recover the carrying value of the assets, the assets’ carrying value is adjusted to fair value. The Company regularly evaluates its long-lived assets for indicators of possible impairment.

Financial Instruments

The Company’s financial instruments are primarily composed of commercial-term trade payables, debt instruments, and derivative instruments. For short-term instruments, the historical carrying amount approximates the fair value of the instrument. The fair value of long-term debt and lines of credit approximates their carrying value.

Cash Flow Hedges

The Company has entered into interest rate swap agreements 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 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. The accounting for changes in the fair value of the derivative instrument 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 and are designated as cash flow hedges, the entire change in the fair value of the hedging instrument is recorded as a component of Accumulated other comprehensive loss (“AOCL”) in Stockholders’ Equity. Those amounts are subsequently reclassified to earnings in the same line item in the Consolidated Statement of Operations as impacted when the hedged item affects earnings. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions.

During the third quarter of fiscal year 2021, the Company discontinued its hedge accounting prospectively since it was determined that the derivatives are no longer highly effective in offsetting changes in the net investment. The derivatives continue to be carried at fair value in the accompanying Consolidated Balance Sheets with changes in their fair values from the date of discontinued hedge accounting recognized in current period earnings in Other income (expense), net in the Consolidated Statements of Operations. Amounts previously accumulated in AOCL during the period of effectiveness will continue to be realized over the remaining term of the underlying forecasted debt payments as a component of AOCL in Stockholders’ Equity.

Accumulated Other Comprehensive Loss

Comprehensive income consists of two components, Net loss and Other comprehensive (loss) 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 net loss. The Company’s OCI consists of net deferred gains and losses on its interest rate swap derivative instruments. The components of AOCL, net of tax, are as follows (in thousands):


	AOCL
Balance as of May 30, 2021	$	(1,358)

Amounts reclassified from OCI	772
Other comprehensive (loss) income, net	772
Balance as of May 29, 2022	$	(586)

The Company expects to reclassify approximately $0.6 million into earnings in the next 12 months.

Based on these assumptions, management believes the fair market values of the Company’s financial instruments are not significantly different from their recorded amounts as of May 29, 2022 and May 30, 2021.

Accounts Receivable, Sales Returns and Allowance for Credit Losses

The Company carries its accounts receivable at their face amounts less an allowance for estimated sales returns and credit losses. Sales return allowances are estimated based on historical sales return amounts.

The Company uses the loss rate method to estimate its expected credit losses on trade accounts receivable and contract assets. In order to estimate expected credit losses, the Company assessed recent historical experience, current economic conditions and any reasonable and supportable forecast to identify risk characteristics that are shared within the financial asset. These risk characteristics are then used to bifurcate the loss rate method into risk pools. The risk pools were determined based on the industries in which the Company operates. Historical credit loss for each risk pool is then applied to the current period aging as presented in the identified risk pool to determine the needed reserve allowance. At times when there are no current economic conditions or forecasts that may affect future credit losses, the Company has determined that recent historical experience provides the best basis for estimating credit losses.

The information obtained from assessing historical experience, current economic conditions and reasonable and supportable forecasts were used to identify risk characteristics that can affect future credit loss experience. There were no significant risk characteristics identified in the review of historical experiences or in the review of estimates of current economic conditions and forecasts.

Estimating credit losses based on risk characteristics requires significant judgment by management. Significant judgments include, but are not limited to: assessing current economic conditions and the extent to which they are relevant to the existing characteristics of the Company’s financial assets, the estimated life of financial assets, and the level of reliance on historical experience in light of economic conditions. The Company will continually review and update, when necessary, its historical risk characteristics that are meaningful to estimating credit losses, any new risk characteristics that arise in the natural course of business, and the estimated life of its financial assets.

The changes in the Company’s allowance for sales returns and credit losses are summarized in the following table (in thousands):


	Balance at beginning of period		Provision (benefit) for expected credit losses		Write offs, net of recoveries		Balance at end of period
Year Ended May 31, 2020	$	644	$	(460)	$	2	$	186
Year Ended May 30, 2021	$	186	$	187	$	(288)	$	85
Year Ended May 29, 2022	$	85	$	(14)	$	(6)	$	65

Contract Assets and Liabilities

Contract assets primarily relate to the Company’s conditional right to consideration for work completed but not billed at the reporting date. The Company’s contract assets as of May 29, 2022, and May 30, 2021, were $10.2 million and $10.6 million, respectively.

Contract liabilities primarily relate to payments received from customers in advance of performance under the contract. The Company’s contract liabilities as of May 29, 2022, and May 30, 2021, were $0.9 million and $0.9 million, respectively. Revenue recognized during the fiscal year ended May 29, 2022 that was included in the contract liability balance at the beginning of fiscal year 2022, was $0.4 million.

Revenue Recognition

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 or as the Company satisfies its performance obligations under a contract and control of the product is transferred to the customer.

Lifecore

Lifecore generates revenue from two integrated activities: CDMO and Fermentation. CDMO is comprised of aseptic and development services. Lifecore’s standard terms of sale are generally included in its contracts and purchase orders. Shipping and other transportation costs charged to customers are recorded in both revenue and cost of goods sold. Lifecore has elected to account for shipping and handling as fulfillment activities, and not as a separate performance obligation. Lifecore’s standard payment terms with its customers generally range from 30 days to 60 days.

Aseptic

Lifecore provides aseptic formulation and filling of syringes and vials with precisely formulated medical grade HA and non-HA materials for injectable products used for medical purposes. In instances where our customers contract with us to aseptically fill syringes or vials with our HA, the goods are not distinct in the context of the contract. Lifecore recognizes revenue for these products at the point in time when legal title to the product is transferred to the customer, which is at the time that shipment is made or upon delivery of the product.

Development Services

Lifecore provides product development services to assist its customers in obtaining regulatory approval for the commercial sale of their drug product. These services include activities such as technology development, material component changes, analytical method development, formulation development, pilot studies, stability studies, process validation and production of materials for use within clinical studies. The Company’s customers benefit from the expertise of its scientists who have extensive experience performing such tasks.

Each of the promised goods and services are not distinct in the context of the contract as the goods and services are highly interdependent and interrelated. The services described above are significantly affected by each other because Lifecore would not be able to fulfill its promise by transferring each of the goods or services independently.

Revenues generated from development services arrangements are recognized over time as Lifecore is creating an asset without an alternate use as it is unique to the customer. Furthermore, the Company has an enforceable right to payment for the performance completed to date for its costs incurred in satisfying the performance obligation plus a reasonable profit margin. For each of the development activities performed by Lifecore as described above, labor is the primary input (i.e., labor costs represent the majority of the costs incurred in the completion of the services). The Company determined that labor hours are the best measure of progress as it most accurately depicts the effort extended to satisfy the performance obligation over time.

Fermentation

Lifecore manufactures and sells pharmaceutical-grade sodium hyaluronate (“HA”) in bulk form to its customers. The HA produced is distinct as customers are able to utilize the product provided under HA supply contracts when they obtain control. Lifecore recognizes revenue for these products at the point in time when legal title to the product is transferred to the customer, which is at the time that shipment is made or upon delivery of the product to our customer.

Curation Foods

Curation Foods’ standard terms of sale, both prior to and following the Eat Smart Disposition, are generally included in its contracts and purchase orders. Revenue is recognized at the time shipment is made or upon delivery as control of the product is transferred to the customer. Shipping and other transportation costs charged to customers are recorded in both revenue and cost of goods sold. Curation Foods has elected to account for shipping and handling as fulfillment activities, and not as a separate performance obligation. Curation Foods’ standard payment terms with its customers generally range from 30 days to 90 days. Certain customers may receive cash-based incentives (including: volume rebates, discounts, and promotions), which are accounted for as variable consideration to Curation Foods’ performance obligations. Curation Foods 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 has not historically had and does not anticipate significant changes in its estimates for variable consideration.

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


	Year Ended
Lifecore:	May 29, 2022		May 30, 2021		May 31, 2020
Contract development and manufacturing organization	$	86,313	$	75,297	$	64,781
Fermentation	23,007		22,790		21,052

Total	$	109,320	$	98,087	$	85,833


	Year Ended
Curation Foods:	May 29, 2022		May 30, 2021		May 31, 2020
Avocado products	$	65,269	$	63,575	$	62,194
Olive oil and wine vinegars	9,287		7,589		7,783
Technology	1,910		2,295		4,256
Total	$	76,466	$	73,459	$	74,233

Shipping and Handling Costs

Amounts billed to third-party customers for shipping and handling are included as a component of revenues. Shipping and handling costs incurred are included as a component of cost of products sold and represent costs incurred to ship product from the processing facility or distribution center to the end consumer markets.

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 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):


	May 29, 2022		May 30, 2021		May 31, 2020
Cash and cash equivalents	$	1,643	$	1,159	$	360
Restricted cash	—		—		193
Cash and cash equivalents, discontinued operations	—		136		—
Cash, cash equivalents and restricted cash	$	1,643	$	1,295	$	553

Inventories

Inventories are stated at the lower of cost (using the first-in, first-out method) or net realizable value. As of May 29, 2022 and May 30, 2021, inventories consisted of the following (in thousands):


	Year Ended
	May 29, 2022		May 30, 2021
Finished goods	$	33,029	$	40,204
Raw materials	24,221		16,644
Work in progress	9,595		6,228
Total inventories	$	66,845	$	63,076

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.

Advertising Expense

Advertising expenditures for the Company are expensed as incurred and included in selling, general, and administrative in the accompanying Consolidated Statements of Operations. Advertising expense for the Company for fiscal years 2022, 2021 and 2020 was $0.2 million, $0.1 million and $0.1 million, respectively.

Related Party Transactions

The Company sells and licenses its BreatheWay® food packaging technology to Windset Holdings 2010 Ltd. (“Windset”), in which, as further described in Note 2 - Investment in Non-public Company, the Company had a 26.9% ownership interest until it sold that interest on June 1, 2021. During fiscal years 2021 and 2020, the Company recognized revenues of $0.5 million and $0.6 million, respectively, from the sale of products to and license fees from Windset. These amounts have been included in Product sales in the accompanying Consolidated Statements of Operations. The related receivable balance of $0.1 million from Windset is included in Accounts receivable in the accompanying Consolidated Balance Sheets as of May 30, 2021.

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

Property and Equipment and Finite-Lived Intangible Assets

Property and equipment and finite-lived intangible assets are stated at cost. Expenditures for major improvements are capitalized while repairs and maintenance are charged to expense. Depreciation is expensed on a straight-line basis over the estimated useful lives of the respective assets. Customer relationships are amortized to operating expense on an accelerated basis that reflects the pattern in which the economic benefits are consumed. Leasehold improvements are amortized on a straight-line basis over the lesser of the economic life of the improvement or the life of the lease.

The Company capitalizes software development costs for internal use. Capitalization of software development costs begins in the application development stage and ends when the asset is placed into service. The Company amortizes such costs on a straight-line basis over estimated useful lives of three to seven years.

Property, plant and equipment and 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. The Company’s impairment review requires significant management judgment including estimating the future success of product lines, future sales volumes, revenue and expense growth rates, alternative uses for the assets and estimated proceeds from the disposal of the assets. The Company conducts quarterly reviews of idle and underutilized equipment, and reviews business plans for possible impairment indicators. Impairment is indicated when the carrying amount of the asset (or asset group) exceeds its estimated future undiscounted cash flows and the impairment is viewed as other than temporary. When impairment is indicated, an impairment charge is recorded for the difference between the asset’s book value and its estimated fair value. Depending on the asset, estimated fair value may be determined either by use of a discounted cash flow model or by reference to estimated selling values of assets in similar condition. The use of different assumptions would increase or decrease the estimated fair value of assets and would increase or decrease any impairment measurement.

During fiscal year 2020, the Company recorded impairment charges of $1.3 million and $0.5 million related to O property and equipment, and finite-lived intangible assets (customer relationships), respectively. The impairment was determined using the present value of cash flows method and was primarily a result of the recently updated (lowered) financial outlook for the O reporting unit, related to a recent shift in strategic focus within the Curation Foods business segment. The impairment charge of property and equipment is included in Selling, general and administrative in the Consolidated Statements of Operations. The impairment charge of the customer relationships intangible asset impairment charge is included in the line item Impairment of goodwill and intangible assets on the Consolidated Statements of Operations, and is in the Curation Foods business segment.

Impairment Review of Goodwill and Indefinite-Lived Intangible Asset

The Company tests its goodwill and trademarks with indefinite lives annually for impairment in the fiscal fourth quarter or earlier if there are indications during a different interim period that these assets may have become impaired.

On a quarterly basis, the Company considers the need to update its most recent annual tests for possible impairment of its indefinite-lived intangible assets and goodwill, based on management’s assessment of changes in its business and other economic factors since the most recent annual evaluation. Such changes, if significant or material, could indicate a need to update the most recent annual tests for impairment of the indefinite-lived intangible assets during the current period. The results of these tests could lead to write-downs of the carrying values of these assets in the current period.

With respect to goodwill, the Company has the option to first assess qualitative factors such as macro-economic conditions, industry and market environment, cost factors, overall financial performance of the Company, cash flow from operating activities, market capitalization, litigation, and stock price. If the result of a qualitative test indicates a potential for impairment of a reporting unit, a quantitative test is performed. The quantitative test compares the carrying amount of a reporting unit that includes goodwill to its fair value. The Company determines the fair value using an income approach.

To determine the fair value of a reporting unit as part of its quantitative test, the Company uses a discounted cash flow ("DCF") method under the income approach, as it believes that this approach is the most reliable indicator of the fair value of its businesses and the fair value of their future earnings and cash flows. Under this approach, which requires significant judgments, the Company estimates the future cash flows of each reporting unit and discounts these cash flows at a rate of return that reflects their relative risk and rate of return an outside investor could expect to earn. The cash flows used in the DCF method are consistent with those the Company uses in its internal planning, which gives consideration to actual business trends experienced, and the broader business strategy for the long term. The other key estimates and factors used in the DCF method include, but are not limited to, future volumes, net sales and expense growth rates, and gross margin and gross margin growth rates. Changes in

such estimates or the application of alternative assumptions could produce different results. A goodwill impairment loss is recognized for the amount that the carrying amount of a reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit.

For trademarks and other intangible assets with indefinite lives, the Company has the option to first assess qualitative factors such as macro-economic conditions, industry and market environment, cost factors, overall financial performance of the Company, litigation, and changes in the business in its annual, qualitative analysis to test for impairment. If the results of a qualitative test indicate a potential for impairment of an intangible asset with an indefinite life, a quantitative test is performed. The quantitative test compares the estimated fair value of an asset to its carrying amount. If the carrying amount of such asset exceeds its estimated fair value, an impairment charge is recorded for the difference between the carrying amount and the estimated fair value. The Company uses the income approach to estimate the fair value of its trademarks. This approach requires significant judgments in determining the royalty rates and the assets’ estimated cash flows as well as the appropriate discount rates applied to those cash flows to determine fair value. Changes in such estimates or the use of alternative assumptions could produce different results.

During fiscal year 2020, the Company recorded an impairment charge of $1.1 million and $3.5 million related to its O and Yucatan Foods trademarks, respectively. The Company also recorded an impairment charge of $5.2 million and $2.7 million related to its O and Yucatan Foods goodwill, respectively. The O impairment charges were primarily a result of the recently updated (lowered) financial outlook for the O reporting unit, related to a recent shift in strategic focus within the Curation Foods business segment. The Yucatan Foods impairment charges were primarily a result of an increase in the Yucatan Foods carrying value and an increase in the discount rate, as a result of uncertainty in forecasting the effects of COVID-19 and general economic uncertainties. These impairment charges are included in the line item Impairment of goodwill and intangible assets on the Consolidated Statements of Operations, and both are in the Curation Foods business segment.

During fiscal year 2022, the Company recorded impairment charges of $32.1 million and $20.0 million related to its Eat Smart business and Yucatan Foods goodwill, respectively. The Company also recorded an impairment charge of $8.7 million related to its Yucatan Foods trademarks. These impairment charges were primarily a result of an indication of a decrease in the fair market values of the Eat Smart and Yucatan Foods businesses driven by lower market valuations and a decrease in projected cash flows. The goodwill impairment charge related to the Eat Smart business goodwill is included in Loss from discontinued operations within the Consolidated Statements of Operations. The Yucatan Foods related impairment charges are included in the line item Impairment of goodwill and intangible assets on the Consolidated Statements of Operations and are in the Curation Foods business segment.

Other than the goodwill and intangibles write-offs discussed above, there were no other impairment losses for goodwill or intangibles during fiscal years 2022, 2021 and 2020.

Investment in Non-Public Company

On February 15, 2011, the Company made an investment in Windset which is reported at fair value in the accompanying Consolidated Balance Sheets as of May 30, 2021. The Company has elected to account for its investment in Windset under the fair value option. See Note 2 – Investment in Non-public Company for further information. On June 1, 2021, the Company sold all of its equity interest in Windset to the Newell Capital Corporation and Newell Brothers Investment 2 Corp.

Business Interruption Insurance Recoveries

In the third quarter of fiscal year 2019, the Company recalled five SKUs of Eat Smart single-serve Salad Shake-Ups™. In the fourth quarter of fiscal year 2019, the Company submitted a product recall claim. In fiscal year 2020, the Company recognized $3.0 million of business interruption insurance recoveries. Amounts received on insurance recoveries related to business interruption are recorded when amounts are realized and are included within Loss from discontinued operations in the Consolidated Statement of Operations and as operating cash flows.

Deferred Revenue

Cash received in advance of services performed are recorded as deferred revenue.

Income Taxes

The Company accounts for income taxes in accordance with accounting guidance which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax basis of recorded assets and liabilities. The Company maintains valuation allowances when it is likely that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances from period to period are included in the Company’s income tax provision in the period of change. In determining whether a valuation allowance is warranted, the Company takes into account such factors as prior earnings history, expected future earnings, unsettled circumstances that, if unfavorably resolved, would adversely affect utilization of a deferred tax asset, carryback and carryforward periods and tax strategies that could potentially enhance the likelihood of realization of a deferred tax asset.

In addition to valuation allowances, the Company establishes accruals for uncertain tax positions. The tax-contingency accruals are adjusted in light of changing facts and circumstances, such as the progress of tax audits, case law and emerging legislation. The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense. The Company’s effective tax rate includes the impact of tax-contingency accruals as considered appropriate by management.

A number of years may elapse before a particular matter, for which the Company has accrued, is audited and finally resolved. The number of years with open tax audits varies by jurisdiction. While it is often difficult to predict the final outcome or the timing of resolution of any particular tax matter, the Company believes its tax-contingency accruals are adequate to address known tax contingencies. Favorable resolution of such matters could be recognized as a reduction to the Company’s effective tax rate in the year of resolution. Unfavorable settlement of any particular issue could increase the Company's effective tax rate in the year of resolution. Any resolution of a tax issue may require the use of cash in the year of resolution. The Company’s tax-contingency accruals are recorded in Other accrued liabilities in the accompanying Consolidated Balance Sheets.

Per Share Information

Accounting guidance requires the presentation of basic and diluted earnings per share. Basic earnings per share excludes any dilutive effects of options, warrants and convertible securities and is computed using the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution as if securities or other contracts to issue common stock were exercised or converted into common stock. Diluted common equivalent shares consist of stock options and restricted stock units, calculated using the treasury stock method.

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


	Year Ended
(in thousands, except per share amounts)	May 29, 2022		May 30, 2021		May 31, 2020
Numerator:
Net loss	$	(97,431)	$	(32,665)	$	(38,191)

Denominator:
Weighted average shares for basic net loss per share	29,466		29,294		29,162
Effect of dilutive securities:
Stock options and restricted stock units	—		—		—
Weighted average shares for diluted net loss per share	29,466		29,294		29,162

Diluted net loss per share	$	(3.31)	$	(1.12)	$	(1.31)

Due to the Company’s net loss in fiscal years 2022, 2021, and 2020 the net loss per share includes only the weighted average shares outstanding and thus excludes restricted stock unit awards ("RSUs") and stock options, as such impact would be antidilutive. See Note 5 - Stock Based Compensation and Stockholders' Equity for more information on outstanding RSUs and stock options.

Research and Development Expenses

Costs related to both research and development contracts and Company-funded research is included in research and development expenses. Research and development costs are primarily comprised of salaries and related benefits, supplies, travel expenses, consulting expenses and corporate allocations.

Accounting for Stock-Based Compensation

The Company’s stock-based awards include stock option grants and 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 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. The use of Black-Scholes requires the Company to make estimates and assumptions, such as expected volatility, expected term, and risk-free interest rate. RSUs are valued at the closing market price of the Company’s common stock on the date of grant. The Company uses the straight-line single option method to calculate and recognize the fair value of stock-based compensation arrangements.

Employee Savings and Investment Plans

The Company sponsors a 401(k) plan (“Landec Plan”), which is available to all full-time Landec employees and allows participants to contribute from 1% to 50% of their salaries, up to the Internal Revenue Service limitation into designated investment funds. The Company matches 100% on the first 3% and 50% on the next 2% contributed by an employee. Employee and Company contributions are fully vested at the time of the contributions. The Company retains the right, by action of the Board of Directors, to amend, modify, or terminate the plan. For fiscal years 2022, 2021 and 2020, the Company contributed $1.4 million, $1.1 million and $1.1 million, respectively, to the Landec Plan.

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. The Company has not elected the fair value option for any of its other eligible financial assets or liabilities.

Applicable accounting guidance establishes 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 May 29, 2022 and May 30, 2021, the Company held certain assets and liabilities that were required to be measured at fair value on a recurring basis, including its interest rate swap, and its minority interest investment in Windset.

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.

As of May 29, 2022, related to the assets of Curation Foods’ BreatheWay packaging technology business, the Company had $1.0 million in Prepaid expenses and other current assets within the Consolidated Balance Sheets meeting the criteria of held for sale. As of May 30, 2021, related to Curation Foods’ distribution facility in Rock Hill, South Carolina the Company had $0.5 million in Current assets, discontinued operations within the Consolidated Balance Sheets meeting the criteria of assets held for sale. These assets are recognized at the lower of cost or fair value less cost to sell using market approach. The fair value of these assets are classified as level 3 in the fair value hierarchy due to a mix of unobservable inputs utilized such as independent research in the market as well as actual quotes from market participants. See Note 3 - Property and Equipment and Note 13 - Restructuring Costs for additional information.

The Company elected the fair value option of accounting for its investment in Windset. The calculation of fair value utilized significant unobservable inputs, including projected cash flows, growth rates, and discount rates. As a result, the Company’s investment in Windset was considered to be a Level 3 measurement investment. The Company sold its entire investment in Windset on June 1, 2021 for $45.1 million. No gain or loss was recorded upon the sale of the Company’s investment in Windset.

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


									May 30, 2021 Range (Weighted Average)
Revenue growth rates									7% (6.9%)
Expense growth rates									0% to 8% (5.5%)

Discount rates									10%

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 and non-recurring basis (in thousands):


	Fair Value at May 29, 2022						Fair Value at May 30, 2021
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Assets held for sale - nonrecurring	$	—	$	—	$	1,027	$	—	$	—	$	—
Current assets, discontinued operations
Assets held for sale - nonrecurring	—		—		—		—		—		515
Other assets, discontinued operations
Investment in non-public company	—		—		—		—		—		45,100
Total assets	$	—	$	—	$	1,027	$	—	$	—	$	45,615
Liabilities:
Interest rate swap contracts	$	—	$	—	$	—	$	—	$	1,736	$	—

Total liabilities	$	—	$	—	$	—	$	—	$	1,736	$	—

The following table reflects the fair value roll forward reconciliation of Level 3 assets and liabilities measured at fair value for the twelve months ended May 29, 2022 (in thousands):


	Windset Investment
Balance as of May 30, 2021	$	45,100
Sale of Investment in non-public company	(45,100)

Balance as of May 29, 2022	$	—

Correction of Error in Previously Reported Fiscal Year 2022 Interim Financial Statements (Unaudited)

The Company is restating (the “Restatement”) its previously issued (i) unaudited consolidated balance sheets as of February 27, 2022 and May 30, 2021, (ii) unaudited consolidated statements of comprehensive (loss) income for the three and nine months ended February 27, 2022, (iii) unaudited consolidated statement of cash flows for the nine months ended February 27, 2022, (iv) unaudited consolidated statement of changes in stockholders' equity, and (v) unaudited Note 4, Note 7, Note 8, and Note 9 to the consolidated financial statements, in each case, as previously reported in our Quarterly Report on Form 10-Q for the period ended February 27, 2022 (the “Prior Financial Statements”). We assessed the materiality of this error in accordance with the U.S. Securities and Exchange Commission Staff Accounting Bulletin No. 99, Materiality and have concluded that the Prior Financial Statements should be restated.

This restatement reflected in the tables below results from corrections by us primarily related to:

(i) the classification of certain expenses and the recording of accruals related to the Company’s recent disposition activities and the Company’s corporate transition of Landec Corporation to Lifecore Biomedical, which were previously classified as restructuring expenses from continuing operations in our Prior Financial Statements, but which the Company intends to correct to classify as selling, general and administrative expenses, and cost of goods sold within continuing operations;

(ii) the treatment of the fees received and costs incurred by the Company pursuant to the transition services agreement related to the sale of the Curation Foods’ Eat Smart business (the “TSA”), for which the Company had previously recognized the net of the TSA fees received and costs incurred as loss on sale of Eat Smart within discontinued operations, but for which the Company intends to correct to classify the TSA fees received by the Company within transition services income and the TSA costs incurred by the Company as selling, general and administrative expenses within continuing operations; and

(iii) the classification of certain costs and expenses related to the Company’s recent disposition activities and the Company’s corporate transition of Landec Corporation to Lifecore Biomedical, which were previously classified as loss on sale of Eat Smart within discontinued operations, but which the Company intends to correct to classify as selling, general and administrative expenses within continuing operations.

The effects of this error on our previously reported February 27, 2022 and May 30, 2021 consolidated balance sheets as presented in the Company’s fiscal year 2022 third quarter Form 10-Q are as follows:


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022
LIABILITIES AND STOCKHOLDERS’ EQUITY
Other accrued liabilities	$	13,735	$	348	$	14,083
Total Current Liabilities	90,065		348		90,413
Total Liabilities	181,510		348		181,858
Retained earnings (accumulated deficit)	(22,188)		(348)		(22,536)
Total Stockholders’ Equity	144,072		(348)		143,724
Total Liabilities and Stockholders’ Equity	$	325,582	$	—	$	325,582


	As reported				As restated
(in thousands)	May 30, 2021		Adjustment		May 30, 2021
ASSETS
Property and equipment, net	$	112,770	$	7,516	$	120,286
Operating lease right-of-use assets	7,480		9,618		17,098
Other assets, discontinued operations	171,274		(17,134)		154,140
Total Assets	502,924		—		502,924
LIABILITIES
Current portion of lease liabilities	1,465		135		1,600
Current liabilities, discontinued operations	42,779		(135)		42,644
Total Current Liabilities	101,888		—		101,888
Long-term lease liabilities	9,581		10,778		20,359
Non-current liabilities, discontinued operations	14,759		(10,778)		3,981
Total Liabilities	$	300,140	$	—	$	300,140

The effects of this error on our previously reported fiscal year 2022 interim consolidated statements of comprehensive (loss) income for the three month period ended February 27, 2022 are as follows:


	As reported				As restated
(in thousands, except per share amounts)	February 27, 2022		Adjustment		February 27, 2022
Product sales	$	53,074	$	—	$	53,074
Cost of product sales	39,179		675		39,854
Gross profit	13,895		(675)		13,220
Operating costs and expenses:
Research and development	2,056		—		2,056
Selling, general and administrative	9,725		6,625		16,350
Restructuring cost	5,865		(595)		5,270
Total operating costs and expenses	17,646		6,030		23,676
Operating loss	(3,751)		(6,705)		(10,456)
Interest income	20		—		20
Interest expense	(4,105)		—		(4,105)
Transition services income	—		5,473		5,473
Other income (expense), net	454		—		454
Net loss from continuing operations before taxes	(7,382)		(1,232)		(8,614)
Income tax benefit	276		37		313
Net loss from continuing operations	(7,106)		(1,195)		(8,301)
Loss from discontinued operations, net of tax	(5,744)		959		(4,785)
Net loss	$	(12,850)	$	(236)	$	(13,086)

Basic and diluted net loss per share:
Loss from continuing operations	$	(0.24)	$	(0.04)	$	(0.28)
Loss from discontinued operations	(0.19)		0.03		(0.16)
Total basic and diluted net loss per share	$	(0.43)	$	(0.01)	$	(0.44)

Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)	$	104	$	—	$	104
Other comprehensive income (loss), net of tax	104		—		104
Total comprehensive loss	$	(12,746)	$	(236)	$	(12,982)

The effects of this error on our previously reported fiscal year 2022 interim consolidated statements of comprehensive (loss) income for the nine-month period ended February 27, 2022 are as follows:


	As reported				As restated
(in thousands, except per share amounts)	February 27, 2022		Adjustment		February 27, 2022
Product sales	$	138,158	$	—	$	138,158
Cost of product sales	99,113		787		99,900
Gross profit	39,045		(787)		38,258
Operating costs and expenses:
Research and development	5,785		—		5,785
Selling, general and administrative	27,207		6,906		34,113
Restructuring costs	8,406		(876)		7,530
Total operating costs and expenses	41,398		6,030		47,428
Operating loss	(2,353)		(6,817)		(9,170)
Interest income	66		—		66
Interest expense	(13,877)		—		(13,877)
Transition services income	—		5,473		5,473
Other income (expense), net	642		—		642
Net loss from continuing operations before taxes	(15,522)		(1,344)		(16,866)
Income tax benefit	5,012		14		5,026
Net loss from continuing operations	(10,510)		(1,330)		(11,840)
Loss from discontinued operations, net of tax	(50,258)		982		(49,276)
Net loss	$	(60,768)	$	(348)	$	(61,116)

Basic and diluted net loss per share:
Loss from continuing operations	$	(0.36)	$	(0.05)	$	(0.41)
Loss from discontinued operations	(1.71)		0.03		(1.68)
Total basic and diluted net loss per share	$	(2.07)	$	(0.02)	$	(2.09)

Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)	$	646	$	—	$	646
Other comprehensive income (loss), net of tax	646		—		646
Total comprehensive loss	$	(60,122)	$	(348)	$	(60,470)

The effects of this error on our previously reported fiscal year 2022 consolidated statements of changes in stockholders' equity for the nine-month period ended February 27, 2022 are as follows:


	As reported		As reported		Adjustment		As restated		As restated
	Retained Earnings (Accumulated Deficit)		Total Stockholders’ Equity				Retained Earnings (Accumulated Deficit)		Total Stockholders’ Equity
(In thousands)
Balance at May 30, 2021	$	38,580	$	202,784	$	—	$	38,580	$	202,784
Net loss	(9,477)		(9,477)		(32)		(9,509)		(9,509)
Balance at August 29, 2021	29,103		193,865		(32)		29,071		193,833
Net loss	(38,441)		(38,441)		(80)		(38,521)		(38,521)
Balance at November 28, 2021	(9,338)		156,202		(112)		(9,450)		156,090
Net loss	(12,850)		(12,850)		(236)		(13,086)		(13,086)
Balance at February 27, 2022	$	(22,188)	$	144,072	$	(348)	$	(22,536)	$	143,724

The effects of this error on our previously reported fiscal year 2022 consolidated statements of cash flows for the nine-month period ended February 27, 2022 are as follows:


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022
Cash flows from operating activities:
Net loss	$	(60,768)	$	(348)	$	(61,116)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment of goodwill	32,057		—		32,057
Depreciation, amortization of intangibles, debt costs and right-of-use assets	14,488		—		14,488
Loss on disposal of property and equipment related to restructuring, net	5,185		—		5,185
Deferred taxes	(5,471)		—		(5,471)
Loss on sale of Eat Smart	4,354		(4,119)		235
Stock-based compensation expense	1,928		—		1,928
Net loss on disposal of property and equipment held and used	25		—		25
Provision (benefit) for expected credit losses	(14)		—		(14)
Other, net	(551)		—		(551)
Changes in current assets and current liabilities:
Accounts receivable, net	(7,525)		—		(7,525)
Inventories	(11,910)		—		(11,910)
Prepaid expenses and other current assets	(1,448)		—		(1,448)
Accounts payable	13,055		452		13,507
Accrued compensation	(3,849)		1,822		(2,027)
Other accrued liabilities	(4,195)		4,125		(70)
Deferred revenue	204		458		662
Net cash (used in) provided by operating activities	(24,435)		2,390		(22,045)

Cash flows from investing activities:
Proceeds from sale of Eat Smart	73,500		—		73,500
Sale of Investment in non-public company	45,100		—		45,100
Purchases of property and equipment	(18,539)		—		(18,539)
Proceeds from sales of property and equipment	1,096		—		1,096
Eat Smart sale net working capital adjustment and cash sale expenses	—		(2,390)		(2,390)
Net cash provided by investing activities	101,157		(2,390)		98,767







Net cash used in financing activities	(76,163)		—		(76,163)

Net increase in cash, cash equivalents and restricted cash	559		—		559
Cash, cash equivalents and restricted cash, beginning of period	1,295		—		1,295
Cash, cash equivalents and restricted cash, end of period	$	1,854	$	—	$	1,854

The effects of this error on our previously reported fiscal year 2022 diluted earnings per share for the three and nine month periods ended February 27, 2022 as presented in the Company’s fiscal year 2022 third quarter Form 10-Q Note 4 - Diluted Earnings per share are as follows:


	Three Months Ended						Nine Months Ended
	As reported				As restated		As reported				As restated
(in thousands, except per share amounts)	February 27, 2022		Adjustment		February 27, 2022		February 27, 2022		Adjustment		February 27, 2022
Numerator:
Net loss	$	(12,850)	$	(236)	$	(13,086)	$	(60,768)	$	(348)	$	(61,116)

Denominator:



Weighted average shares for diluted net loss per share	29,482		29,482		29,482		29,459		29,459		29,459

Diluted net loss per share	$	(0.43)	$	(0.01)	$	(0.44)	$	(2.07)	$	(0.02)	$	(2.09)

The effects of this error on our previously reported fiscal year 2022 operations by business segment for the three and nine month periods ended February 27, 2022 as presented in the Company’s fiscal year 2022 third quarter Form 10-Q Note 7 - Business Segment Reporting are as follows:


(In Thousands)	Lifecore		Curation Foods		Other		Total
Three Months Ended February 27, 2022
Gross profit, As reported	$	12,905	$	990	$	—	$	13,895
Adjustment	—		(675)		—		(675)
Gross profit, As restated	12,905		315		—		13,220

Net income (loss) from continuing operations, As reported	5,054		(5,848)		(6,312)		(7,106)
Adjustment	—		(1,195)		—		(1,195)
Net income (loss) from continuing operations, As restated	5,054		(7,043)		(6,312)		(8,301)

Loss from discontinued operations, As reported	—		(2,703)		(3,041)		(5,744)
Adjustment	—		959		—		959
Loss from discontinued operations, As restated	—		(1,744)		(3,041)		(4,785)

Nine Months Ended February 27, 2022
Gross profit, As reported	$	30,384	$	8,661	$	—	$	39,045
Adjustment	—		(787)		—		(787)
Gross profit, As restated	30,384		7,874		—		38,258

Net income (loss) from continuing operations, As reported	11,317		5,513		(27,340)		(10,510)
Adjustment	—		(1,330)		—		(1,330)
Net income (loss) from continuing operations, As restated	11,317		4,183		(27,340)		(11,840)

Loss from discontinued operations, As reported	—		(47,217)		(3,041)		(50,258)
Adjustment	—		982		—		982
Loss from discontinued operations, As restated	—		(46,235)		(3,041)		(49,276)

The effects of this error on our previously reported fiscal year 2022 restructuring costs for the three and nine month periods ended February 27, 2022 as presented in the Company’s fiscal year 2022 third quarter Form 10-Q Note 8 - Restructuring Costs are as follows:


(In thousands)
Three Months Ended February 27, 2022	Lifecore		Curation Foods		Other		Total






Total restructuring costs, As reported	$	271	$	5,344	$	250	$	5,865
Adjustment	(271)		(124)		(200)		(595)
Total restructuring costs, As restated	$	—	$	5,220	$	50	$	5,270


(In thousands)
Nine Months Ended February 27, 2022	Lifecore		Curation Foods		Other		Total





Total restructuring costs, As reported	$	271	$	5,810	$	2,325	$	8,406
Adjustment	(271)		(124)		(481)		(876)
Total restructuring costs, As restated	$	—	$	5,686	$	1,844	$	7,530

The effects of this error on our previously reported May 30, 2021 carrying amounts of the major classes of assets and liabilities of the Eat Smart business included in assets and liabilities of discontinued operations as presented in the Company’s fiscal year 2022 third quarter Form 10-Q Note 9 - Discontinued Operations are as follows:


	As reported				As restated
(in thousands)	May 30, 2021		Adjustment		May 30, 2021
ASSETS
Property and equipment, net	$	66,789	$	(7,516)	$	59,273
Operating lease right-of-use assets	13,347		(9,618)		3,729
Other assets, discontinued operations	171,274		(17,134)		154,140
LIABILITIES
Current portion of lease liabilities	2,424		(135)		2,289
Current liabilities, discontinued operations	42,779		(135)		42,644
Long-term lease liabilities	14,030		(10,778)		3,252
Non-current liabilities, discontinued operations	14,759		(10,778)		3,981

The effects of this error on our previously reported fiscal year 2022 components of loss from discontinued operations for the three month period ended February 27, 2022 as presented in the Company’s fiscal year 2022 third quarter Form 10-Q Note 9 - Discontinued Operations are as follows:


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022

Operating costs and expenses:
Loss on sale of Eat Smart	$	4,354	$	(4,119)	$	235
Restructuring cost	86		3,123		3,209
Total operating costs and expenses	5,601		(996)		4,605
Operating loss	(5,762)		996		(4,766)
Income tax benefit	222		(37)		185
Loss from discontinued operations, net of tax	$	(5,744)	$	959	$	(4,785)

The effects of this error on our previously reported fiscal year 2022 components of loss from discontinued operations for the nine-month period ended February 27, 2022 as presented in the Company’s fiscal year 2022 third quarter Form 10-Q Note 9 - Discontinued Operations are as follows:


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022

Operating costs and expenses:
Loss on sale of Eat Smart	$	4,354	$	(4,119)	$	235
Restructuring cost	1,519		3,123		4,642
Total operating costs and expenses	53,198		(996)		52,202
Operating loss	(47,998)		996		(47,002)
Income tax benefit	422		(14)		408
Loss from discontinued operations, net of tax	$	(50,258)	$	982	$	(49,276)

Investment in Non-public Company	12 Months Ended
Investment in Non-public Company	May 29, 2022
Schedule of Investments [Abstract]
Investment in Non-public Company	Investment in Non-public Company Windset 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 $15.0 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 $11.0 million. After this purchase, the Company’s common shares represented a 26.9% ownership interest in Windset. The Senior A preferred shares yielded a cash dividend of 7.5% annually. The dividend was payable within 90 days of each anniversary of the execution of the Windset Purchase Agreement. The non-voting junior preferred stock did 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, included a put and call option (the “Put and Call Option”), which was exercisable on or after March 31, 2022, whereby Curation Foods could exercise the put to sell its common, Senior A preferred shares, and junior preferred shares to Windset, or Windset could 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 ($15.0 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 was 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 $7.0 million. The Senior B preferred shares paid 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 had a put feature whereby Curation Foods could sell back to Windset the Senior B preferred shares for $7.0 million at any time after October 29, 2017. During the fourth quarter of fiscal year 2019, the Company exercised its put feature and sold the 70,000 shares of Senior B preferred shares back to Windset for $7.0 million. 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 were not available to the common stock holders. As the put and call options required 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 that were reviewed by Landec, 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 are evaluated quarterly based on Windset’s actual and projected operating results to determine the change in fair value. During the fiscal years ended May 30, 2021 and May 31, 2020, the Company recorded $1.1 million in dividend income, respectively, which is included in loss from discontinued operations in the accompanying Consolidated Statements of Operations. The decrease in the fair market value of the Company’s investment in Windset for the fiscal years ended May 30, 2021 and May 31, 2020 was $11.8 million and $4.2 million, respectively, and is included in loss from discontinued operations in the accompanying Consolidated Statements of Operations. On June 1, 2021, the Company and Curation Foods entered into and closed a Share Purchase Agreement (the “Purchase Agreement”) with Newell Capital Corporation and Newell Brothers Investment 2 Corp., as Purchasers (the “Purchasers”) and Windset, pursuant to which Curation Foods sold all of its equity interests of Windset to the Purchasers in exchange for an aggregate purchase price of $45.1 million.

Property and Equipment

12 Months Ended

May 29, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consists of the following (in thousands):


	Years of Useful Life			Year Ended
				May 29, 2022		May 30, 2021
Land				$	3,710	$	3,670
Buildings	15	-	40	60,271		47,880
Leasehold improvements	3	-	15	6,793		6,465
Computers, capitalized software, machinery, equipment and autos	3	-	25	88,936		71,832
Furniture and fixtures	3	-	7	2,290		2,513
Construction in process				22,935		31,383
Gross property and equipment				184,935		163,743
Less accumulated depreciation and amortization				(54,500)		(43,457)
Property and equipment, net				$	130,435	$	120,286

Depreciation and amortization expense for property and equipment for the fiscal years ended May 29, 2022, May 30, 2021 and May 31, 2020 was $9.3 million, $7.2 million and $6.9 million, respectively. Amortization related to finance leases, which is included in depreciation expense, was $0.1 million for the fiscal years ended May 29, 2022, May 30, 2021, and May 31, 2020.

During fiscal years 2022, 2021 and 2020, the Company capitalized $0.3 million, $0.4 million, and $0.8 million in software development costs, respectively. Amortization related to capitalized software was $0.5 million, $0.4 million, and $0.3 million for fiscal years ended May 29, 2022, May 30, 2021 and May 31, 2020, respectively. The unamortized computer software costs as of May 29, 2022 and May 30, 2021 were $1.9 million and $1.9 million, respectively. Capitalized interest was $0.4 million, $0.3 million, and $0.4 million for fiscal years ended May 29, 2022, May 30, 2021 and May 31, 2020, respectively. As disclosed in Note 1, an impairment of property and equipment related to the O reporting unit of $1.3 million was recorded in Selling, general and administrative in the accompanying Consolidated Statements of Operations for the year ended May 31, 2020. As disclosed in Note 13, an impairment of property and equipment related to the Curation Foods Santa Maria Office leasehold improvements of $3.7 million was recorded in Restructuring costs in the accompanying Consolidated Statements of Operations for the year ended May 29, 2022.

Assets Held for Sale

In June 2019, the Company designated the Santa Maria office as the Curation Foods headquarters, and decided to close and put up for sale the Curation Foods office in San Rafael, California. During the fiscal year ended May 31, 2020, the Company closed escrow on the San Rafael property and recognized a $0.4 million impairment loss, which is included in restructuring costs

within the Consolidated Statements of Operations. The Company received net cash proceeds of $2.4 million in connection with the sale.

In January 2020, the Company decided to seek to divest its Curation Foods salad dressing plant in Ontario, California. During the fiscal year ended May 31, 2020, the Company recognized a $10.9 million impairment loss, which is included in Loss from discontinued operations within the Consolidated Statements of Operations. In fiscal year 2021, the Company sold its interest in Ontario. The Company received net cash proceeds of $4.9 million in connection with the sale and recorded a gain of $2.8 million during the fiscal year ended May 30, 2021, which is included in Loss from discontinued operations within the Consolidated Statements of Operations.

In June 2020 the Board of Directors approved a plan to close Curation Foods’ underutilized manufacturing operations in Hanover, Pennsylvania (“Hanover”), sell the building and assets related thereto, and consolidate its operations into its manufacturing facilities in Guadalupe, California and Bowling Green, Ohio. In the first quarter of fiscal year 2021, the Company recognized an $8.8 million impairment loss, which is included in Loss from discontinued operations within the Consolidated Statements of Operations. During the second quarter of fiscal year 2021, the Company sold the Hanover building and assets related thereto for net proceeds of $8.0 million, no gain or loss was recorded upon sale.

In May 2021 the Board of Directors approved a plan to sell Curation Foods’ Rock Hill, South Carolina distribution facility. The $0.5 million carrying value of this asset is included in Current assets, discontinued operations on the Consolidated Balance Sheets as of May 30, 2021, and was classified as an asset held for sale. There was no impairment recorded in fiscal year 2021. The asset was sold in fiscal year 2022 for gross proceeds of $1.1 million.

In May 2022 the Board of Directors approved a plan to sell the assets of Curation Foods’ BreatheWay packaging technology business. The $1.0 million carrying value of these assets ($0.9 million of inventory and $0.1 million net book value of property and equipment) are included in Prepaid expenses and other current assets on the Consolidated Balance Sheets as of May 29, 2022, and were classified as assets held for sale. There was no impairment recorded in fiscal year 2022. These assets were sold in fiscal year 2023 for gross proceeds of $3.2 million.

Goodwill and Intangible Assets

12 Months Ended

May 29, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill

The following table presents the changes in goodwill during fiscal 2022 and fiscal 2021 (in thousands):


	2022		2021
Balance at beginning of year	$	33,916	$	33,916
Impairment	(20,035)		—


Balance at end of year	$	13,881	$	33,916

We have determined that the Eat Smart, Yucatan Foods, O, and Lifecore are the appropriate reporting units for testing goodwill for impairment. As disclosed in Note 1, an impairment charge of $5.2 million and $2.7 million in O and Yucatan Foods reporting units, respectively, was recorded during the year ended May 31, 2020. As disclosed in Note 1, an impairment charge of $32.1 million and $20.0 million in the Eat Smart and Yucatan Foods reporting units, respectively, was recorded during the year ended May 29, 2022. As of May 29, 2022, the Lifecore reporting unit had $13.9 million of goodwill.

Intangible Assets

As of May 29, 2022 and May 30, 2021, the Company's intangible assets consisted of the following (in thousands):


		May 29, 2022				May 30, 2021
	Amortization Period (years)	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Customer relationships
Lifecore	12	$	3,700	$	3,700	$	3,700	$	3,418


Yucatan Foods (Curation Foods)	12	11,000		3,850		11,000		2,750
Total customer relationships		$	14,700	$	7,550	$	14,700	$	6,168
Trademarks/tradenames
Lifecore		$	4,200	$	—	$	4,200	$	—

O (Curation Foods)		500		—		500		—
Yucatan Foods (Curation Foods)		3,700		—		12,400		—
Total trademarks/tradenames		$	8,400	$	—	$	17,100	$	—
Total intangible assets		$	23,100	7,550		$	31,800	$	6,168

Amortization expense related to finite-lived intangible assets was $1.4 million, $1.4 million, and $1.5 million in fiscal 2022, 2021 and 2020, respectively.

The amortization expense for each year presented are as follows (in thousands):



Fiscal year 2023	$	1,100
Fiscal year 2024	1,100
Fiscal year 2025	1,100
Fiscal year 2026	1,100
Fiscal year 2027	1,100
Total	$	5,500

As discussed in Note 1, the Company recognized an impairment of the customer relationships in the Curation Foods business segment (in the O reporting unit) of $0.5 million during the year ended May 31, 2020. In addition, the Company recognized an impairment of the trademarks in the Curation Foods business segment for O and Yucatan Foods of $1.1 million and $3.5 million, respectively during the year ended May 31, 2020. As discussed in Note 1, the Company recognized an impairment of the trademarks in the Curation Foods business segment for Yucatan Foods of $8.7 million during the year ended May 29, 2022.

Stock-based Compensation and Stockholders’ Equity

12 Months Ended

May 29, 2022

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation and Stockholders’ Equity

Common Stock and Stock Option Plans

On October 16, 2019, following stockholder approval at the Annual Meeting of Stockholders of the Company, the 2019 Stock Incentive Plan (the “Plan”) became effective and replaced the Company’s 2013 Stock Incentive Plan (the “2013 Plan”). Employees (including officers), consultants and directors of the Company and its subsidiaries and affiliates are eligible to participate in the Plan.

The Plan provides for the grant of stock options (both nonstatutory and incentive stock options), stock grants, stock units and stock appreciation rights. Awards under the Plan will be evidenced by an agreement with the Plan participants and 2.0 million shares of the Company’s Common Stock (“Shares”) were initially available for award under the Plan. Under the Plan, no recipient may receive awards during any fiscal year that exceeds the following amounts: (i) stock options covering in excess of 500,000 Shares in the aggregate; (ii) stock grants and stock units covering in excess of 250,000 Shares in the aggregate; or (iii) stock appreciation rights covering more than 500,000 Shares in the aggregate. In addition, awards to non-employee directors are discretionary. However, a non-employee director may not be granted awards in excess of an aggregate fair market value of $120,000 during any fiscal year. The exercise price of the options is the fair market value of the Company’s Common Stock on the date the options are granted. As of May 29, 2022, 1,700,911 options to purchase shares and restricted stock units (“RSUs”) were outstanding.

On October 10, 2013, following stockholder approval at the Annual Meeting of Stockholders of the Company, the 2013 Plan became effective and replaced the Company’s 2009 Stock Incentive Plan. Employees (including officers), consultants and directors of the Company and its subsidiaries and affiliates were eligible to participate in the 2013 Plan. The 2013 Plan provided for the grant of stock options (both nonstatutory and incentive stock options), stock grants, stock units and stock appreciation rights. Under the 2013 Plan, 2.0 million shares were initially available for awards and as of May 29, 2022, 541,374 options to purchase shares and RSUs were outstanding.

At May 29, 2022, the Company had 3.7 million common shares reserved for future issuance under Landec stock incentive plans.

Convertible Preferred Stock

The Company has authorized 2.0 million shares of preferred stock, and as of May 29, 2022 has no outstanding preferred stock.

Grant Date Fair Value

The Company uses the Black-Scholes option pricing model to calculate the grant date fair value of stock option awards. The use of an option pricing model requires the Company to make estimates and assumptions, including the expected stock price volatility, expected life of option awards, risk-free interest rate, and expected dividend yield which have a significant impact on the fair value estimates. As of May 29, 2022, May 30, 2021 and May 31, 2020, the fair value of stock option grants was estimated using the following weighted average assumptions:


	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020


Weighted-average grant date fair value	$2.62		$2.37		$2.55
Assumptions:
Expected life (in years)	2.80		3.36		3.50
Risk-free interest rate	0.45	%	0.23	%	1.01	%
Volatility	33	%	33	%	31	%
Dividend yield	—	%	—	%	—	%

Stock-Based Compensation Activity

A summary of the activity under the Company’s stock option plans as of May 29, 2022 and changes during the fiscal year then ended is presented below:


	Options Outstanding	Weighted-Average Exercise Price Per Share		Total Intrinsic Value of Options Exercised		Weighted-Average Remaining Contractual Term in Years	Aggregate Intrinsic Value
Options outstanding at May 26, 2019	2,000,096	$	12.94
Options granted	435,000	$	10.42
Options exercised	(163,333)	$	11.16	$	169,066
Options forfeited	(55,806)	$	13.08
Options expired	(499,599)	$	14.04
Options outstanding at May 31, 2020	1,716,358	$	12.15
Options granted	682,600	$	9.66
Options exercised	—	$	—	$	—
Options forfeited	(127,714)	$	9.93
Options expired	(437,227)	$	13.42
Options outstanding at May 30, 2021	1,834,017	$	11.07
Options granted	803,000	$	11.79
Options exercised	(161,415)	$	9.69	$	304,211
Options forfeited	(205,746)	$	10.96
Options expired	(322,170)	$	13.31
Options outstanding at May 29, 2022	1,947,686	$	11.13			4.72	$	310,682
Options exercisable at May 29, 2022	986,594	$	10.96			3.73	$	195,247

A summary of the Company’s restricted stock unit award activity as of May 29, 2022 and changes during the fiscal year then ended is presented below:


	Restricted Stock Units Outstanding	Weighted-Average Grant Date Fair Value Per Share
Restricted stock units/awards outstanding at May 26, 2019	428,427	$	12.80
Granted	296,527	$	9.79
Vested	(124,045)	$	11.82
Forfeited	(131,361)	$	12.49
Restricted stock units/awards outstanding at May 31, 2020	469,548	$	11.24
Granted	188,225	$	10.13
Vested	(146,197)	$	11.69
Forfeited	(31,180)	$	10.60
Restricted stock units/awards outstanding at May 30, 2021	480,396	$	10.71
Granted	105,858	$	11.98
Vested	(228,568)	$	11.41
Forfeited	(63,087)	$	10.70
Restricted stock units/awards outstanding at May 29, 2022	294,599	$	10.55

Stock-Based Compensation Expense

The following table summarizes the stock-based compensation by statement of operations line item:


	Year Ended
(in thousands)	May 29, 2022		May 30, 2021		May 31, 2020
Continuing operations:
Cost of sales	$	314	$	348	$	118
Research and development	202		223		158
Selling, general and administrative	2,126		2,734		2,099
Discontinued Operations	(34)		55		44
Total stock-based compensation	$	2,608	$	3,360	$	2,419

As of May 29, 2022, there was $2.7 million of total unrecognized compensation expense related to unvested equity compensation awards granted under the Landec stock incentive plans. Total expense is expected to be recognized over the weighted-average period of 1.90 years for stock options and 1.71 years for restricted stock unit awards.

Stock Repurchase Plan

On July 14, 2010, the Board of Directors of the Company approved the establishment of a stock repurchase plan which allows for the repurchase of up to $10.0 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 fiscal years 2022, 2021 and 2020, the Company did not purchase any shares on the open market.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Debt

12 Months Ended

May 29, 2022

Debt Disclosure [Abstract]

Debt

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, which increased the Term Loan to $100.0 million and the Revolver to $105.0 million.

On October 25, 2019, the Company entered into the Sixth Amendment to the Credit Agreement, which increased the Term Loan to $120.0 million and decreased the revolver to $100.0 million. Both the Revolver and the Term Loan mature on October 25, 2022, with the Term Loan requiring quarterly principal payments of $3.0 million and the remainder continuing to be due at maturity.

On March 19, 2020, the Company entered into the Seventh Amendment to the Credit Agreement (the “Seventh Amendment”), which among other changes, retroactively increased the maximum Total Leverage Ratio (as defined in the Credit Agreement 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) to 5.75 to 1.00 for the fiscal quarter ended February 23, 2020, which decreases back to 5.00 to 1.00 for the fiscal quarter ending May 31, 2020. The maximum Total Leverage Ratio thereafter decreases by 25 basis points each subsequent fiscal quarter thereafter, until it reaches 3.50 for the fiscal quarter ending November 28, 2021, and then remains fixed through maturity. The Seventh Amendment also introduced additional financial covenants that remain in effect through May 31, 2020, including minimum cumulative monthly Unadjusted EBITDA thresholds and maximum capital expenditures, as well as additional reporting requirements and frequencies. Interest on both the Revolver and the Term Loan continues to be based upon the Company’s Total Leverage Ratio, at a per annum rate of either (i) the prime rate plus a spread of between 0.25% and 3.00% or (ii) the Eurodollar rate plus a spread of between 1.25% and 4.00%.

On July 15, 2020, the Company entered into the Eighth Amendment to the Credit Agreement (the “Eighth Amendment”), which among other things, (i) modified the definition of EBITDA to increase the limit on permitted exclusions for certain unusual, extraordinary or one-time cash items for each fiscal quarter ending on or after February 28, 2021, to a maximum of 20% of EBITDA, and (ii) restricted the Company from making Capital Expenditures over certain thresholds. Interest continues to be based on the Company’s Total Leverage Ratio, at a revised per annum Applicable Rate of either (i) the prime rate plus a spread of between 0.75% and 3.50% or (ii) the Eurodollar rate plus a spread of between 1.75% and 4.50%, plus, in each case, a commitment fee, as applicable, of between 0.15% and 0.55%, as further described in the Eighth Amendment.

On December 31, 2020, the Company refinanced its existing Term Loan and Revolver by entering into two separate Credit Agreements (the "New Credit Agreements") with BMO and Goldman Sachs Specialty Lending Group, L.P. (“Goldman”) and Guggenheim Credit Services, LLC ("Guggenheim"), as lenders (collectively, the “Refinance Lenders”). Pursuant to the credit agreement related to the revolving credit facility, BMO has provided the Company, Curation Foods and Lifecore, as co-borrowers, with an up to $75.0 million revolving line of credit (the “Refinance Revolver”) and serves as administrative agent of the Refinance Revolver. Pursuant to the credit agreement related to the term loan, Goldman and Guggenheim have provided the Company, Curation Foods and Lifecore, as co-borrowers, with an up to $170.0 million term loan facility (split equally between Goldman and Guggenheim) (the “Refinance Term Loan”) and Goldman serves as administrative agent of the Refinance Term Loan. The Refinance Revolver and Refinance Term Loan are guaranteed, and secured by, substantially all of the Company’s and the Company's direct and indirect subsidiaries' assets.

The Refinance Term Loan matures on December 31, 2025. The Refinance Revolver matures on December 31, 2025 or, if the Refinance Term Loan remains outstanding on such date, ninety (90) days prior to the maturity date of the Refinance Term Loan (on October 2, 2025).

The Refinance Term Loan provides for principal payments by the Company of 5% per annum, payable quarterly in arrears in equal installments, commencing on March 30, 2023, with the remainder due at maturity.

Interest on the Refinance Revolver is based upon the Company’s average availability, at a per annum rate of either (i) LIBOR rate plus a spread of between 2.00% and 2.50% or (ii) base rate plus a spread of between 1.00% and 1.50%, plus a commitment fee, as applicable, of 0.375%. Interest on the Refinance Term Loan is at a per annum rate based on either (i) the base rate plus a spread of 7.50% or (ii) the LIBOR rate plus a spread of 8.50%. The Refinance Term Loan Credit Agreement also provides that in the event of a prepayment of any amount other than the scheduled installments within twelve months after the

closing date, a penalty will be assessed equal to the aggregate amount of interest that would have otherwise been payable from date of prepayment event until twelve months after the closing date plus 3% of the amount prepaid.

The New Credit Agreements provide the Company the right to increase the revolver commitments under the Refinance Revolver, subject to the satisfaction of certain conditions (including consent from BMO), by obtaining additional commitments from either BMO or another lending institution at an amount of up to $15.0 million.

The New Credit Agreements contain customary financial covenants and events of default under which the obligations thereunder could be accelerated and/or the interest rate increased in specified circumstances.

In connection with the New Credit Agreements, the Company incurred debt issuance costs from the lender and third-parties of $10.3 million.

Concurrent with the close of the New Credit Agreements, the Company repaid all outstanding borrowings under the current Credit Agreement, and terminated the Credit Agreement. In connection with the repayment of borrowings under the Credit Agreement, the Company recognized a loss in fiscal year 2021 of $1.1 million, as a result of the non-cash write-off of unamortized debt issuance costs related to the refinancing under the New Credit Agreements.

In April 2022 the Company amended the New Credit Agreement to make available again $20.0 million of term debt that that had been previously repaid. In connection with this amendment, the Company incurred debt issuance costs from the lender of $0.7 million.

As of May 29, 2022, $40.0 million was outstanding on the Refinance Revolver, at an interest rate of 3.00%. As of May 29, 2022, the Refinance Term Loan had an interest rate of 9.5%. As of May 29, 2022, the Company was in compliance with all financial covenants and had no events of default under the New Credit Agreements.

Long-term debt consists of the following as of May 29, 2022 and May 30, 2021 (in thousands):


	May 29, 2022		May 30, 2021
Term loan	$	103,712	$	170,000
Total principal amount of long-term debt	103,712		170,000
Less: unamortized debt issuance costs	(5,534)		(5,098)
Total long-term debt, net of unamortized debt issuance costs	98,178		164,902
Less: current portion of long-term debt, net	(599)		—
Long-term debt, net	$	97,579	$	164,902

The future minimum principal payments of the Company’s debt for each year presented are as follows (in thousands):


	Term Loan

Fiscal year 2023	2,125
Fiscal year 2024	8,469
Fiscal year 2025	8,422
Fiscal year 2026	84,696
Total	$	103,712

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 $50.0 million. The 2016 Swap had the effect of changing the Company’s previous Term Loan obligation from a variable interest rate to a fixed 30-day LIBOR rate of 1.22%. The 2016 Swap matured in September 2021.

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 had the effect on our previous debt 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%%. The 2018 Swap matured in September 2021.

On December 2, 2019, the Company entered into an interest rate swap contract (the “2019 Swap”) with BMO at a notional amount of $110.0 million which decreases quarterly. The 2019 Swap had the effect on our previous debt of converting primarily all of the $110.0 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 1.53%. The 2019 Swap will mature in November 2022 and its value is de minimis.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Income Taxes

12 Months Ended

May 29, 2022

Income Tax Disclosure [Abstract]

Income Taxes

The (benefit) provision for income taxes from continuing operations consisted of the following:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Current:
Federal	$	—	$	(38)	$	(7,723)
State	23		74		38
Foreign	356		56		56
Total	379		92		(7,629)

Deferred:
Federal	(5,562)		(1,536)		(983)
State	(656)		(459)		(162)
Total	(6,218)		(1,995)		(1,145)
Income tax benefit	$	(5,839)	$	(1,903)	$	(8,774)

The actual (benefit) provision for income taxes from continuing operations differs from the statutory U.S. federal income tax rate as follows:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Tax at U.S. statutory rate (1)	$	(10,904)	$	(2,409)	$	(6,435)
State income taxes, net of federal benefit	(1,639)		(304)		(1,048)
Tax reform/CARES Act	—		—		(2,770)
Change in valuation allowance	6,040		2,667		2,014
Tax credit carryforwards	(436)		(606)		(613)
Other compensation-related activity	234		249		334
Impairment of goodwill	2,347		—		647
Foreign rate differential	(496)		(1,414)		(986)
Other	(985)		(86)		83
Income tax benefit	$	(5,839)	$	(1,903)	$	(8,774)

(1) Statutory rate was 21.0% for fiscal year 2022, 2021 and 2020.

The effective tax rate for fiscal year 2022 changed from a tax provision benefit of 16.59% to a tax provision benefit of 11.20% in comparison to fiscal year 2021 after adjustment for discontinued operations. The decrease in the effective tax rate for fiscal year 2022 was primarily due to a significant valuation allowance increase and the impairment of Yucatan Foods goodwill. The income tax benefit from discontinued operations for fiscal years 2022, 2021, and 2020 of $0.1 million, $5.9 million, and $4.3 million are not included in the above income tax benefit from continuing operations.

The effective tax rate for fiscal year 2021 changed from a tax provision benefit of 28.63% to a tax provision benefit of 16.59% in comparison to fiscal year 2020 after adjustment for discontinued operations. The decrease in the income tax benefit for fiscal year 2021 was primarily due to significant decrease in the Company's loss before tax from continuing operations, and the

increase in change in valuation allowance which offsets federal and state research and development credits, and $2.8 million of NOL carryback benefit applied only for fiscal year 2020.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law. The CARES Act includes, among other items, provisions relating to refundable payroll tax credits, deferment of the employer portion of certain payroll taxes, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property.

The CARES Act allows losses incurred in tax years 2018, 2019, and 2020 to be carried back to each of the five preceding tax years and to offset 100% of regular taxable income. Additionally, the CARES Act accelerates the Company’s ability to receive refunds of alternative minimum tax credits generated in prior tax years. In fiscal year 2020, the Company was able to benefit net operating losses generated in fiscal year 2019 and fiscal year 2020 at the 21% federal statutory rate in effect for those years and carried back to tax years with a 35% federal statutory rate thus recognizing a tax provision benefit of $2.8 million during the year ended May 31, 2020.

Significant components of deferred tax assets and liabilities reported in the accompanying Consolidated Balance Sheets consisted of the following:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021
Deferred tax assets:
Accruals and reserves	$	867	$	3,366
Net operating loss carryforwards	28,558		21,916
Stock-based compensation	880		1,123
Research and AMT credit carryforwards	5,611		5,150
Lease liability	2,874		5,902
Limitations on business interest expense	4,245		2,411
Goodwill and other indefinite life intangibles	1,426		—
Other	750		927
Gross deferred tax assets	45,211		40,795

Valuation allowance	(31,848)		(10,460)
Net deferred tax assets	13,363		30,335

Deferred tax liabilities:
Depreciation and amortization	(11,495)		(16,600)
Goodwill and other indefinite life intangibles	—		(13,406)
Basis difference in investment in non-public company	—		(1,382)
Right of use asset	(2,100)		(5,087)
Deferred tax liabilities	(13,595)		(36,475)

Net deferred tax liabilities	$	(232)	$	(6,140)

The effective tax rates for fiscal years 2022 and 2021 differ from the blended statutory federal income tax rate of 21% as a result of several factors, including the change in valuation allowance related with federal, state and foreign deferred balances, foreign rate differential, change in ending state deferred blended rate, impairment of goodwill and intangibles, and the benefit of federal and state research and development credits.

The effective tax rates for fiscal year 2020 differ from the blended statutory federal income tax rate of 21% as a result of several factors, including carryback of net operating losses, the change in valuation allowance related with state and foreign deferred balances, foreign rate differential, change in ending state deferred blended rate, impairment of goodwill and fixed assets, and the benefit of federal and state research and development credits.

As of May 29, 2022, the Company had federal, foreign, California, Indiana, and other state net operating loss carryforwards of approximately $74.1 million, $25.9 million, $37.7 million, $30.6 million, and $20.8 million respectively. These

losses expire in different periods through 2032, if not utilized. The Company acquired additional net operating losses through the acquisition of Greenline. Utilization of these acquired net operating losses in a specific year is limited due to the “change in ownership” provision of the Internal Revenue Code of 1986 and similar state provisions. The net operating losses presented above for federal and state purposes is net of any such limitation.

As of May 29, 2022, the Company has federal, California, and Minnesota research and development tax credit carryforwards of approximately $2.8 million, $2.1 million, and $1.4 million, respectively. The research and development tax credit carryforwards have an unlimited carryforward period for California purposes, 20 year carryforward for federal purposes, and 15 year carryforward for Minnesota purposes.

Valuation allowances are reviewed each period on a tax jurisdiction by jurisdiction basis to analyze whether there is sufficient positive or negative evidence to support a change in judgment about the realizability of the related deferred tax assets. Based on this analysis and considering all positive and negative evidence, we determined that as of May 29, 2022, a valuation allowance of $15.5 million, $8.2 million, and $8.1 million should be recorded as a result of uncertainty around the utilization of federal, state, and foreign net operating losses, and federal capital loss carryforward.

The accounting for uncertainty in income taxes recognized in an enterprise’s financial statements prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return, and the derecognition of tax benefits, classification on the balance sheet, interest and penalties, accounting in interim periods, disclosure, and transition.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Unrecognized tax benefits – beginning of the period	$	942	$	827	$	616
Gross increases – tax positions in prior period	—		—		101
Gross decreases – tax positions in prior period	—		—		(11)
Gross increases – current-period tax positions	83		115		121


Unrecognized tax benefits – end of the period	$	1,025	$	942	$	827

As of May 29, 2022 the total amount of net unrecognized tax benefits is $1.0 million, of which, $0.9 million, if recognized, would affect the effective tax rate. The Company accrues interest and penalties related to unrecognized tax benefits in its provision for income taxes. The total amount of penalties and interest is not material as of May 29, 2022. The Company does not expect its unrecognized tax benefits to decrease within the next twelve months.

Due to tax attribute carryforwards, the Company is subject to examination for tax years 2013 forward for U.S. tax purposes. The Company was also subject to examination in various state jurisdictions for tax years 2012 forward, none of which were individually material.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
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-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Leases

12 Months Ended

May 29, 2022

Leases [Abstract]

Leases

Operating Leases

The Company has entered into various non-cancellable operating lease agreements for manufacturing and distribution facilities, vehicles, equipment and office space. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Right-of-use assets and liabilities are recognized at the lease commencement date based on the estimated present value of lease payments over the lease term. Landec leases facilities and equipment under operating lease agreements with various terms and conditions, which expire at various dates through fiscal year 2033. Certain of these leases have renewal options.

Finance Leases

On September 3, 2015, Lifecore leased an 80,950 square foot building in Chaska, MN, two miles from its current facility. The initial term of the lease is seven years with two five-year renewal options. The lease contains a buyout option at any time after year seven with the purchase price equal to the mortgage balance on the lessor’s loan secured by the building. Gross assets recorded under finance leases, included in property and equipment, net, were $3.8 million as of both May 29, 2022 and

May 30, 2021. Accumulated amortization associated with finance leases was $0.7 million and $0.6 million as of May 29, 2022 and May 30, 2021, respectively. The monthly lease payment was initially $34,000 and increases by 2.4% per year. Lifecore and the lessor made capital improvements prior to occupancy and thus the lease did not become effective until January 1, 2016. Lifecore is currently using the building for warehousing and final packaging.

The components of lease cost were as follows:


	Year Ended			Year Ended
(In thousands, except term and discount rate)	May 29, 2022			May 30, 2021
Finance lease cost:
Amortization of leased assets	$	113		$	117
Interest on lease liabilities	335			348
Operating lease cost	2,212			2,291
Variable lease cost and other	134			15
Sublease income	(90)			(90)
Total lease cost	$	2,704		$	2,681

Weighted-average remaining lease term:
Operating leases	7.41			14.35
Finance leases	0.59			1.60
Weighted-average discount rate:
Operating leases	4.78		%	5.00		%
Finance leases	10.00		%	10.00		%

The Company’s leases have original lease periods ending between 2022 and 2033. The Company’s maturity analysis of operating and finance lease liabilities as of May 29, 2022 are as follows:


(in thousands)	Operating Leases		Finance Leases		Total
2023	$	2,330	$	3,475	$	5,805
2024	2,243		10		2,253
2025	2,002		—		2,002
2026	1,928		—		1,928
2027	1,409		—		1,409
Thereafter	3,793		—		3,793
Total lease payments	13,705		3,485		17,190
Less: interest	(1,991)		(190)		(2,181)
Present value of lease liabilities	11,714		3,295		15,009
Less: current obligation of lease liabilities	(1,743)		(3,283)		(5,026)
Total long-term lease liabilities	$	9,971	$	12	$	9,983

Supplemental cash flow information related to leases are as follows:


	Year Ended		Year Ended
(in thousands)	May 29, 2022		May 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	2,454	$	2,089
Operating cash flows from finance leases	335		348
Financing cash flows from finance leases	129		110
Lease liabilities arising from obtaining right-of-use assets:
Operating leases	$	37	$	3,137

During May 2021 we entered into a transportation management, warehousing, and transportation services agreement with Castellini Company, LLC to outsource Curation Foods’ fresh packaged salads and vegetables logistics management, including transportation, warehousing and distribution. In connection with this arrangement, during the fiscal year ended May 30, 2021 the Company recorded a $1.7 million impairment of our operating lease right-of-use assets related to certain vehicle leases, which is included in Loss from discontinued operations within the Consolidated Statements of Operations.

As disclosed in Note 13 - Restructuring Costs, impairments of our operating lease right-of-use assets related to the Curation Foods Santa Maria office lease of $1.6 million and our Curation Foods Los Angeles, California office lease of $0.4 million were recorded in Restructuring cost in the accompanying Consolidated Statements of Operations for the year ended May 29, 2022.

Leases

Operating Leases

Finance Leases

The components of lease cost were as follows:


	Year Ended			Year Ended
(In thousands, except term and discount rate)	May 29, 2022			May 30, 2021
Finance lease cost:
Amortization of leased assets	$	113		$	117
Interest on lease liabilities	335			348
Operating lease cost	2,212			2,291
Variable lease cost and other	134			15
Sublease income	(90)			(90)
Total lease cost	$	2,704		$	2,681

Weighted-average remaining lease term:
Operating leases	7.41			14.35
Finance leases	0.59			1.60
Weighted-average discount rate:
Operating leases	4.78		%	5.00		%
Finance leases	10.00		%	10.00		%

The Company’s leases have original lease periods ending between 2022 and 2033. The Company’s maturity analysis of operating and finance lease liabilities as of May 29, 2022 are as follows:


(in thousands)	Operating Leases		Finance Leases		Total
2023	$	2,330	$	3,475	$	5,805
2024	2,243		10		2,253
2025	2,002		—		2,002
2026	1,928		—		1,928
2027	1,409		—		1,409
Thereafter	3,793		—		3,793
Total lease payments	13,705		3,485		17,190
Less: interest	(1,991)		(190)		(2,181)
Present value of lease liabilities	11,714		3,295		15,009
Less: current obligation of lease liabilities	(1,743)		(3,283)		(5,026)
Total long-term lease liabilities	$	9,971	$	12	$	9,983

Supplemental cash flow information related to leases are as follows:


	Year Ended		Year Ended
(in thousands)	May 29, 2022		May 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	2,454	$	2,089
Operating cash flows from finance leases	335		348
Financing cash flows from finance leases	129		110
Lease liabilities arising from obtaining right-of-use assets:
Operating leases	$	37	$	3,137

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	May 29, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Purchase Commitments At May 29, 2022, the Company was committed to purchase $54.9 million of raw materials. For the fiscal years ended May 29, 2022, May 30, 2021 and May 31, 2020, purchases related to long term commitments under take or pay agreements were $5.1 million, $3.0 million, and $3.4 million, respectively. 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, estimated 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. Claims Alleging Unfair Labor Practices 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’ former 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 various claims, all of which were settled in fiscal year 2017. Under the settlement agreement, the plaintiffs were to be paid in three installments. The Company and Pacific Harvest each agreed to pay one half of the settlement payments. The Company paid the entire first two installments and Pacific Harvest agreed to reimburse the Company for its $2.1 million portion. As of May 30, 2021, the outstanding balance of the receivable was $1.2 million. The Company makes ongoing estimates relating to the collectability of receivables. A reserve is established for any note when there is reasonable doubt that the principal or interest will be collected in full. The Company may write-off uncollectable receivables after collection efforts are exhausted. During the fiscal year 2020, the Company's review for collectability concluded that a receivable reserve of $1.2 million would be recorded. The Company's conclusion regarding collectability changed as a result of Pacific Harvest communicating their refusal to pay combined with their bringing claims against the Company. During the fiscal year ended May 30, 2021, the Company agreed to discharge Pacific Harvest from the $1.2 million receivable as part of a settlement agreement with Pacific Harvest (see other litigation matters section below for additional information). Compliance Matters On December 1, 2018, the Company acquired all of the voting interests and substantially all of the assets of Yucatan Foods (the “Yucatan Acquisition”), which owns a guacamole manufacturing plant in Mexico called Procesadora Tanok, S de RL de C.V. (“Tanok”). On October 21, 2019, the Company retained Latham & Watkins, LLP to conduct an internal investigation relating to potential environmental and Foreign Corrupt Practices Act (“FCPA”) compliance matters associated with regulatory permitting at the Tanok facility in Mexico. The Company subsequently disclosed to the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice (“DOJ”) the conduct under investigation, and these agencies have commenced an investigation. The Company has also disclosed the conduct under investigation to the Mexican Attorney General’s Office, which has commenced an investigation, and to Mexican regulatory agencies. The Company is cooperating in the government investigations and requests for information. The conduct at issue began prior to the Yucatan Acquisition, and the agreement for the Yucatan Acquisition provides the Company with certain indemnification rights that may allow the Company to recover the cost of a portion of the liabilities that have been and may be incurred by the Company in connection with these compliance matters. On September 2, 2020, one of the former owners of Yucatan filed a lawsuit against the Company in Los Angeles County Superior Court for breach of employment agreement, breach of contract, breach of holdback agreement, declaratory relief and accounting, and related claims. The Plaintiff seeks over $10 million in damages, including delivery of shares of his stock held in escrow for the indemnification claims described above. On November 3, 2020, the Company filed an answer and cross-complaint against the Plaintiff and other parties for fraud, indemnification, and other claims, and seeking no less than $80 million in damages. At this stage, the ultimate outcome of these or any other investigations, legal actions, or potential claims that may arise from the matters under investigation is uncertain and the Company cannot reasonably predict the timing or outcomes, or estimate the amount of net loss after indemnification, or its effect, if any, on its financial statements. Separately, there are indemnification provisions in the purchase agreement that may allow the Company to recover costs for fraud or breach of the purchase agreement from the seller. Because recovery of amounts are contingent upon a legal settlement, no amounts have been recorded as recoverable costs through May 29, 2022. During the third quarter of fiscal year 2021 the Company reached a resolution with its insurance carrier that resulted in a recovery of $1.6 million which is recorded as a reduction of selling, general and administrative in the Consolidated Statements of Operations for the fiscal year ended May 30, 2021. Absent further material developments in the investigation, the Company does not expect additional material recovery from the insurance carrier. Other Litigation Matters On February 10, 2020, a complaint was filed against Curation Foods in the United States District Court for the Northern District of Georgia, Printpack, Inc. v. Curation Foods, Inc., alleging breach of contract pertaining to Curation Foods’ purchase of certain poly film packaging from the plaintiff. The plaintiff was seeking an unspecified amount of monetary damages, litigation expenses, and interest. Through several negotiations and discussions between the Company and Printpack, an agreement was reached and a Notice of Voluntary Dismissal was filed on May 29, 2020. This dismisses the case against the Company with no other further legal action required. On February 14, 2020, a complaint was filed against the Company, Curation Foods, the Company's current CEO Albert Bolles, and the Company’s former CFO Gregory Skinner (collectively, the “Landec Parties”), and other defendants in Santa Barbara County Superior Court, entitled Pacific Harvest, Inc., et al. v. Curation Foods, Inc., et al. (No. 20CV00920). The case was brought by Pacific Harvest, Inc. (“Pacific”) and Rancho Harvest, Inc. (“Rancho”), two related companies that have provided labor and employee staffing services to Curation Foods. Among other things, Pacific and Rancho allege that Curation Foods wrongfully decreased its use of Pacific’s staffing services and misappropriated Pacific’s trade secrets when Curation Foods increased its use of another staffing company and transitioned Pacific’s employees to the other staffing company. Pacific and Rancho also allege that Curation Foods breached agreements between the parties related to a loan from Curation Foods, on which Pacific and Rancho have ceased making payments. Pacific Harvest and Rancho asserted claims for breach of contract, breach of the implied covenant of good faith and fair dealing, intentional interference with contracts and potential economic advantage, misappropriation of trade secrets under California’s Uniform Trade Secrets Act, business practices in violation of California Unfair Competition Law, fraud, defamation, violation of California Usury Law, breach of fiduciary duty, and declaratory relief regarding the parties’ rights and obligations under certain of the parties’ contracts. On March 15, 2021, the Company executed a settlement agreement related to this matter. In connection with the settlement agreement, the Company recorded a $1.8 million charge after considering the total settlement amount and insurance recoveries, and this amount is included in Legal settlement charge in the Consolidated Statements of Operations for the fiscal year ended May 30, 2021. The final settlement amount was paid to the plaintiffs by Curation Foods, its co-defendants, and insurers on April 14, 2021. Pursuant to the settlement agreement, the case was dismissed with prejudice on April 23, 2021. In June of 2021 a complaint was filed against the company alleging multiple wage and hour claims. On June 6, 2022 the Company reached an agreement to settle all causes of action alleged by the Plaintiff under the California Labor Code, the California Business and Professionals Code, the applicable Wage Order, and the Private Attorneys General Act (the “PAGA”). In connection with the settlement agreement the Company recorded a $0.5 million charge, and this amount is included in Loss from discontinued operations costs in the Consolidated Statements of Operations for the fiscal year ended May 29, 2022.

Business Segment Reporting

12 Months Ended

May 29, 2022

Segment Reporting [Abstract]

Business Segment Reporting

The Company operates using three strategic reportable business segments, aligned with how the Chief Executive Officer, who is the chief operating decision maker (“CODM”), manages the business: the Lifecore segment, the Curation Foods segment, and the Other segment.

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 Curation Foods business includes (i) three natural food brands, including O Olive Oil & Vinegar, Yucatan Foods, and Cabo Fresh and (ii) BreatheWay® activities. The Curation Foods segment includes sales of BreatheWay packaging to partners for fruit and vegetable products, sales of olive oils and wine vinegars under the O brand, and sales of avocado products under the brands Yucatan Foods and Cabo Fresh. In December 2021, the Company completed the Eat Smart Disposition. As a result, the Company met the requirements of ASC 205-20 to report the results of the Eat Smart business as discontinued operations. The operating results for the Eat Smart business, in all periods presented, have been reclassified to discontinued operations and are no longer reported in the Curation Foods business segment. See Note 1 – Organization, Basis of Presentation, and Summary of Significant Accounting Policies – Eat Smart Sale and Discontinued Operations for further discussion.

The Other segment includes corporate general and administrative expenses, non-Lifecore and non-Curation Foods interest expense, interest income, and income tax expenses. Corporate overhead is allocated between segments based on actual utilization and relative size.

All of the Company's assets are located within the United States of America except for its Yucatan production facility in Mexico. The following table presents our property and equipment, net by geographic region (in millions):


	Year Ended
Property and equipment, net	May 29, 2022		May 30, 2021
United States	$	115.0	$	105.3
Mexico	15.4		15.0
Total property and equipment, net	$	130.4	$	120.3

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


	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Switzerland	$	16.8	$	4.7	$	1.7
Canada	$	12.6	$	10.7	$	9.7
Czech Republic	$	3.5	$	3.5	$	1.4
United Kingdom	$	2.9	$	1.9	$	1.1
Ireland	$	2.2	$	2.0	$	4.0
Belgium	$	—	$	13.7	$	13.8
All Other Countries	$	2.0	$	1.9	$	2.2

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


Year Ended May 29, 2022	Lifecore		Curation Foods		Other		Total
Product sales	$	109,320	$	76,466	$	—	$	185,786
Gross profit	43,746		6,624		—		50,370
Net income (loss) from continuing operations	16,675		(30,429)		(32,522)		(46,276)
Loss from discontinued operations, net of tax	—		(48,114)		(3,041)		(51,155)
Identifiable assets	213,969		76,948		4,243		295,160
Depreciation and amortization	6,673		4,004		80		10,757
Capital expenditures	23,552		2,674		—		26,226

Interest income	72		—		9		81
Interest expense, net	—		(299)		(17,058)		(17,357)
Income tax (benefit) expense	5,266		(13,831)		2,726		(5,839)
Corporate overhead allocation	4,484		1,092		(5,576)		—

Year Ended May 30, 2021
Product sales	$	98,087	$	73,459	$	—	$	171,546
Gross profit	38,265		12,206		—		50,471
Net income (loss) from continuing operations	14,461		(357)		(23,673)		(9,569)
Loss from discontinued operations, net of tax	—		(23,096)		—		(23,096)
Identifiable assets	185,417		121,069		4,680		311,166
Depreciation and amortization	5,502		2,972		97		8,571
Capital expenditures	16,222		3,042		—		19,264

Interest income	—		—		48		48
Interest expense, net	—		(545)		(9,842)		(10,387)
Income tax (benefit) expense	4,568		(3,020)		(3,451)		(1,903)
Corporate overhead allocation	4,773		946		(5,719)		—

Year Ended May 31, 2020
Product sales	$	85,833	$	74,233	$	—	$	160,066
Gross profit	32,883		6,504		—		39,387
Net income (loss) from continuing operations	11,749		(17,728)		(15,892)		(21,871)
Loss from discontinued operations, net of tax	—		(16,320)		—		(16,320)
Identifiable assets	165,461		117,427		10,613		293,501
Depreciation and amortization	5,008		3,282		96		8,386
Capital expenditures	10,612		1,472		130		12,214

Interest income	—		6		66		72
Interest expense, net	—		(547)		(4,099)		(4,646)
Income tax (benefit) expense	3,346		(8,686)		(3,434)		(8,774)
Corporate overhead allocation	4,190		868		(5,058)		—

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Quarterly Consolidated Financial Information (unaudited)

12 Months Ended

May 29, 2022

Condensed Financial Information Disclosure [Abstract]

Quarterly Consolidated Financial Information (unaudited)

The following is a summary of the unaudited quarterly results of operations for fiscal years 2022 and 2012 (in thousands, except for per share amounts):


					As restated
Fiscal Year 2022	1st Quarter		2nd Quarter		3rd Quarter		4th Quarter		Annual
Product sales	$	41,632	$	43,452	$	53,074	$	47,628	$	185,786
Gross profit	10,403		14,635		13,220		12,112		50,370
Net (loss) income from continuing operations	(7,214)		3,675		(8,301)		(34,436)		(46,276)
Net (loss) income from discontinued operations	(2,295)		(42,196)		(4,785)		(1,879)		(51,155)
Net (loss) income per basic and diluted share from continuing operations	$	(0.25)	$	0.12	$	(0.28)	$	(1.16)	$	(1.57)
Net (loss) income per basic and diluted share from discontinued operations	$	(0.08)	$	(1.44)	$	(0.16)	$	(0.06)	$	(1.74)


Fiscal Year 2021	1st Quarter		2nd Quarter		3rd Quarter		4th Quarter		Annual
Product sales	$	41,995	$	39,945	$	44,690	$	44,916	$	171,546
Gross profit	7,849		13,601		14,441		14,580		50,471
Net (loss) income from continuing operations	(4,957)		(2,367)		(1,465)		(780)		(9,569)

Net (loss) income from discontinued operations	(6,044)		(10,934)		(4,033)		(2,085)		(23,096)
Net (loss) income per basic and diluted share from continuing operations	$	(0.17)	$	(0.08)	$	(0.05)	$	(0.03)	$	(0.33)
Net (loss) income per basic and diluted share from discontinued operations	$	(0.21)	$	(0.37)	$	(0.14)	$	(0.07)	$	(0.79)

Fiscal year 2022 third quarter has been restated for the correction of an error. Fiscal year 2022 first quarter and second quarter for been revised for an immaterial correction of an error. See Note 1 – Organization, Basis of Presentation, and Summary of Significant Accounting Policies – Correction of Error in Previously Reported Fiscal Year 2022 Interim Financial Statements (Unaudited) for additional information.

Discontinued Operations

12 Months Ended

May 29, 2022

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Discontinued OperationsAs discussed in Note 1 – Organization, Basis of Presentation, and Summary of Significant Accounting Policies – Eat Smart Sale and Discontinued Operations, on December 13, 2021, we completed the Eat Smart Disposition. Eat Smart represented a component of the business within the Curation Foods segment and its sale represents a strategic shift in the Company going forward. Accordingly, concurrent with the execution of the Asset Purchase Agreement, Eat Smart meets the accounting requirements for reporting as discontinued operations for all periods presented.

The key components of loss from discontinued operations for the fiscal years ended May 29, 2022, May 30, 2021, and May 31, 2020 were as follows (in thousands):


	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Product sales	$	186,755	$	372,615	$	430,300
Cost of product sales	181,555		341,612		394,699
Gross profit	5,200		31,003		35,601
Operating costs and expenses:
Research and development	1,918		2,799		3,517
Selling, general and administrative	13,350		27,704		31,514
Impairment of goodwill	32,057		—		—
Loss on sale of Eat Smart	336		—		—
Restructuring costs	6,133		13,862		13,231
Total operating costs and expenses	53,794		44,365		48,262
Operating loss	(48,594)		(13,362)		(12,661)
Dividend income	—		1,125		1,125
Interest income	—		—		31
Interest expenses	(2,682)		(4,957)		(4,957)
Other income (expense), net	—		(11,800)		(4,200)
Loss from discontinued operations before taxes	(51,276)		(28,994)		(20,662)
Income tax benefit	121		5,898		4,342
Loss from discontinued operations, net of tax	$	(51,155)	$	(23,096)	$	(16,320)

Cash provided by (used in) operating activities by the Eat Smart business totaled $(16.5) million, $(1.4) million, and $13.8 million for the twelve months ended May 29, 2022, May 30, 2021, and May 31, 2020, respectively. Cash provided by (used in) investing activities from the Eat Smart business totaled $108.0 million, $8.4 million, and $(14.1) million for the twelve months ended May 29, 2022, May 30, 2021, and May 31, 2020, respectively. Depreciation and amortization expense of the Eat Smart business totaled $5.3 million, $9.4 million, and $10.0 million for the twelve months ended May 29, 2022, May 30, 2021, and May 31, 2020, respectively. Capital expenditures of the Eat Smart business totaled $1.8 million, $4.5 million, and $14.5 million for the twelve months ended May 29, 2022, May 30, 2021, and May 31, 2020, respectively.

Interest expense was allocated to discontinued operations based on the interest expense related to the amount of debt required to be paid down under the New Credit Agreements as a result of the Eat Smart Disposition.

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


	May 30, 2021

ASSETS

Cash and cash equivalents	$	136
Accounts receivable, less allowance for credit losses	28,583
Inventories	6,587
Prepaid expenses and other current assets	2,312
Total current assets, discontinued operations	37,618

Investment in non-public company, fair value	45,100
Property and equipment, net	59,273
Operating lease right-of-use assets	3,729
Goodwill	35,470
Trademarks/tradenames, net	8,228
Customer relationships, net	2,260
Other assets	80
Total other assets, discontinued operations	154,140
Total assets, discontinued operations	$	191,758

LIABILITIES

Accounts payable	$	31,271
Accrued compensation	4,550
Other accrued liabilities	4,041
Current portion of lease liabilities	2,289
Deferred revenue	493

Total current liabilities, discontinued operations	42,644

Long-term lease liabilities	3,252

Other non-current liabilities	729
Non-current liabilities, discontinued operations	3,981
Total liabilities, discontinued operations	$	46,625

Restructuring Costs

12 Months Ended

May 29, 2022

Restructuring and Related Activities [Abstract]

Restructuring Costs

During fiscal year 2020, the Company announced a restructuring plan to drive enhanced profitability, focus the business on its strategic assets and redesign the organization to be the appropriate size to compete and thrive. This includes a reduction-in-force, a reduction in leased office spaces and the sale of non-strategic assets.

The following table summarizes the restructuring costs recognized in the Company’s Consolidated Statements of Operations, by Business Segment for the fiscal year ended May 29, 2022:


(In thousands)
Year Ended May 29, 2022	Curation Foods		Other		Total
Asset write-off costs	$	3,693	$	—	$	3,693
Employee severance and benefit costs	371		—		371
Lease costs	2,072		—		2,072
Other restructuring costs	289		2,536		2,825
Total restructuring costs	$	6,425	$	2,536	$	8,961

Asset Write-off Costs

Asset write-off costs are costs related to impairment or disposal of property and equipment as part of the Company's restructuring plan to drive enhanced profitability, focus the business on its strategic assets and redesign the organization to be the appropriate size to compete and thrive. These costs are included in restructuring costs within the Consolidated Statements of Operations.

During the fiscal year ended May 31, 2020, the Company closed escrow on the San Rafael, California property and recognized a $0.4 million impairment loss, which is included in Restructuring costs within the Consolidated Statements of Operations. The Company received net cash proceeds of $2.4 million in connection with the sale.

In the fourth quarter of fiscal year 2020, the Company recognized a $1.9 million impairment loss related to BreatheWay equipment as a result of a strategic shift in our BreatheWay business model driven by our restructuring plan. In the third quarter of fiscal year 2021, the Company recognized an additional $1.9 million impairment loss related to BreatheWay equipment as a result of a strategic shift in our BreatheWay business model driven by our restructuring plan.

The Company leases its main office located in Santa Maria, California (the “Santa Maria Office”). During the third quarter of fiscal year 2022, the Company approved a plan to explore opportunities to sub lease its Santa Maria Office. The Santa Maria Office assets, included as lease hold improvements within property and equipment, net, has been designated as held for use within the Consolidated Balance Sheets as of May 29, 2022, as no finalized plan for disposition existed at the balance sheet date. The Company recognized a $5.3 million impairment loss, which is included in Restructuring costs within the Consolidated Statements of Operations ($3.7 million included in asset write-off costs related to lease hold improvements impairment and $1.6 million included in lease costs related to right-of-use asset impairment). The Company expects to complete the sublease plan within the next 12 months.

Employee Severance and Benefit Costs

Employee severance and benefit costs are costs incurred as a result of reduction-in-force driven by our restructuring plan and closure of offices and facilities. These costs were driven primarily by the closure of our San Rafael, California office, Santa Clara, California office, and Los Angeles, California office.

Lease Costs

In August 2020, the Company closed its leased Santa Clara, California office and entered into a sublease agreement. In the fourth quarter of fiscal year 2020 the Company closed its leased Los Angeles, California office and plans to sublease the office. As noted in the Asset write-off costs section, the Company approved a plan to explore opportunities to sublease its Santa Maria Office and expects to complete the sublease plan within the next 12 months.

Other restructuring costs

Other restructuring costs primarily related to consulting costs to execute the Company’s restructuring plan to drive enhanced profitability, focus the business on its strategic assets, and redesign the organization to be the appropriate size to compete and thrive.

The following table summarizes the restructuring costs recognized in the Company’s Consolidated Statements of Operations by Business Segment, since inception of the restructuring plan in fiscal year 2020 through the fiscal year ended May 29, 2022, excluding discontinued operations:



(In thousands)	Curation Foods		Other		Total
Asset write-off costs	$	7,552	$	418	$	7,970
Employee severance and benefit costs	559		784		1,343
Lease costs	2,218		26		2,244
Other restructuring costs	323		4,898		5,221
Total restructuring costs	$	10,652	$	6,126	$	16,778

The total expected cost related to the restructuring plan is approximately $23.0 million.

Subsequent Events	12 Months Ended
Subsequent Events	May 29, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Sale of BreatheWay Business Assets On June 2, 2022, the Company and Curation Foods entered into and closed an Asset Purchase Agreement (the “Purchase Agreement”) with Hazel Technologies, Inc. (the “Purchaser”), pursuant to which Curation Foods sold all of its assets related to BreatheWay packaging technology business to the Purchasers in exchange for an aggregate purchase price of $3.2 million (the “BreatheWay Sale”). The Purchase Agreement included various representations, warranties and covenants of the parties generally customary for a transaction of this nature. The Company expects to record a gain of $2.0 in the first quarter of fiscal year 2023 related to this transaction.

Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	May 29, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The consolidated financial statements are presented on the accrual basis of accounting in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and include the accounts of Landec Corporation and its subsidiaries, Curation Foods and Lifecore. All material inter-company transactions and balances have been eliminated. 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. 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 parties, 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 the equity investment in the non-public company by the Company is not a VIE.
Basis of Presentation and Consolidation	Basis of Presentation and Consolidation The consolidated financial statements are presented on the accrual basis of accounting in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) and include the accounts of Landec Corporation and its subsidiaries, Curation Foods and Lifecore. All material inter-company transactions and balances have been eliminated. 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. 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 parties, 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 the equity investment in the non-public company by the Company is not a VIE.
Use of Estimates	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 credit losses; recognition and measurement of current and deferred income tax assets and liabilities; the assessment of recoverability of long-lived and indefinite lived assets (including intangible assets and goodwill), and inventory; and the valuation and recognition of stock-based compensation. 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.
Concentrations of Risk	Concentrations of Risk Cash and cash equivalents and trade accounts receivable are financial instruments that potentially subject the Company to concentrations of credit risk. Our Company policy limits, among other things, the amount of credit exposure to any one issuer and to any one type of investment, other than securities issued or guaranteed by the U.S. government. The Company routinely assesses the financial strength of customers and, as a consequence, believes that trade receivables credit risk exposure is limited. Credit losses for bad debt are provided for in the consolidated financial statements through a charge to operations. A valuation allowance is provided for known and anticipated credit losses. The recorded amounts for these financial instruments approximate their fair value. Several of the raw materials the Company uses to manufacture its products are currently purchased from a single source, including some monomers used to synthesize Intelimer polymers, substrate materials for its breathable membrane products, and raw materials for its HA products.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of assets is measured by comparison of the carrying amount of the asset to the net undiscounted future cash flow expected to be generated from the asset. If the future undiscounted cash flows are not sufficient to recover the carrying value of the assets, the assets’ carrying value is adjusted to fair value. The Company regularly evaluates its long-lived assets for indicators of possible impairment.
Financial Instruments	Financial Instruments The Company’s financial instruments are primarily composed of commercial-term trade payables, debt instruments, and derivative instruments. For short-term instruments, the historical carrying amount approximates the fair value of the instrument. The fair value of long-term debt and lines of credit approximates their carrying value. Cash Flow Hedges The Company has entered into interest rate swap agreements 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 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. The accounting for changes in the fair value of the derivative instrument 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 and are designated as cash flow hedges, the entire change in the fair value of the hedging instrument is recorded as a component of Accumulated other comprehensive loss (“AOCL”) in Stockholders’ Equity. Those amounts are subsequently reclassified to earnings in the same line item in the Consolidated Statement of Operations as impacted when the hedged item affects earnings. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions. During the third quarter of fiscal year 2021, the Company discontinued its hedge accounting prospectively since it was determined that the derivatives are no longer highly effective in offsetting changes in the net investment. The derivatives continue to be carried at fair value in the accompanying Consolidated Balance Sheets with changes in their fair values from the date of discontinued hedge accounting recognized in current period earnings in Other income (expense), net in the Consolidated Statements of Operations. Amounts previously accumulated in AOCL during the period of effectiveness will continue to be realized over the remaining term of the underlying forecasted debt payments as a component of AOCL in Stockholders’ Equity. Accumulated Other Comprehensive Loss Comprehensive income consists of two components, Net loss and Other comprehensive (loss) 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 net loss. The Company’s OCI consists of net deferred gains and losses on its interest rate swap derivative instruments.
Accounts Receivable and Sales Returns and Allowance for Doubtful Accounts	Accounts Receivable, Sales Returns and Allowance for Credit Losses The Company carries its accounts receivable at their face amounts less an allowance for estimated sales returns and credit losses. Sales return allowances are estimated based on historical sales return amounts. The Company uses the loss rate method to estimate its expected credit losses on trade accounts receivable and contract assets. In order to estimate expected credit losses, the Company assessed recent historical experience, current economic conditions and any reasonable and supportable forecast to identify risk characteristics that are shared within the financial asset. These risk characteristics are then used to bifurcate the loss rate method into risk pools. The risk pools were determined based on the industries in which the Company operates. Historical credit loss for each risk pool is then applied to the current period aging as presented in the identified risk pool to determine the needed reserve allowance. At times when there are no current economic conditions or forecasts that may affect future credit losses, the Company has determined that recent historical experience provides the best basis for estimating credit losses. The information obtained from assessing historical experience, current economic conditions and reasonable and supportable forecasts were used to identify risk characteristics that can affect future credit loss experience. There were no significant risk characteristics identified in the review of historical experiences or in the review of estimates of current economic conditions and forecasts. Estimating credit losses based on risk characteristics requires significant judgment by management. Significant judgments include, but are not limited to: assessing current economic conditions and the extent to which they are relevant to the existing characteristics of the Company’s financial assets, the estimated life of financial assets, and the level of reliance on historical experience in light of economic conditions. The Company will continually review and update, when necessary, its historical risk characteristics that are meaningful to estimating credit losses, any new risk characteristics that arise in the natural course of business, and the estimated life of its financial assets.
Basis of Presentation and Consolidation, Revenue Recognition, Deferred Revenue	Contract assets primarily relate to the Company’s conditional right to consideration for work completed but not billed at the reporting date.Contract liabilities primarily relate to payments received from customers in advance of performance under the contract. Revenue Recognition 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 or as the Company satisfies its performance obligations under a contract and control of the product is transferred to the customer. Lifecore Lifecore generates revenue from two integrated activities: CDMO and Fermentation. CDMO is comprised of aseptic and development services. Lifecore’s standard terms of sale are generally included in its contracts and purchase orders. Shipping and other transportation costs charged to customers are recorded in both revenue and cost of goods sold. Lifecore has elected to account for shipping and handling as fulfillment activities, and not as a separate performance obligation. Lifecore’s standard payment terms with its customers generally range from 30 days to 60 days. Aseptic Lifecore provides aseptic formulation and filling of syringes and vials with precisely formulated medical grade HA and non-HA materials for injectable products used for medical purposes. In instances where our customers contract with us to aseptically fill syringes or vials with our HA, the goods are not distinct in the context of the contract. Lifecore recognizes revenue for these products at the point in time when legal title to the product is transferred to the customer, which is at the time that shipment is made or upon delivery of the product. Development Services Lifecore provides product development services to assist its customers in obtaining regulatory approval for the commercial sale of their drug product. These services include activities such as technology development, material component changes, analytical method development, formulation development, pilot studies, stability studies, process validation and production of materials for use within clinical studies. The Company’s customers benefit from the expertise of its scientists who have extensive experience performing such tasks. Each of the promised goods and services are not distinct in the context of the contract as the goods and services are highly interdependent and interrelated. The services described above are significantly affected by each other because Lifecore would not be able to fulfill its promise by transferring each of the goods or services independently. Revenues generated from development services arrangements are recognized over time as Lifecore is creating an asset without an alternate use as it is unique to the customer. Furthermore, the Company has an enforceable right to payment for the performance completed to date for its costs incurred in satisfying the performance obligation plus a reasonable profit margin. For each of the development activities performed by Lifecore as described above, labor is the primary input (i.e., labor costs represent the majority of the costs incurred in the completion of the services). The Company determined that labor hours are the best measure of progress as it most accurately depicts the effort extended to satisfy the performance obligation over time. Fermentation Lifecore manufactures and sells pharmaceutical-grade sodium hyaluronate (“HA”) in bulk form to its customers. The HA produced is distinct as customers are able to utilize the product provided under HA supply contracts when they obtain control. Lifecore recognizes revenue for these products at the point in time when legal title to the product is transferred to the customer, which is at the time that shipment is made or upon delivery of the product to our customer. Curation Foods Curation Foods’ standard terms of sale, both prior to and following the Eat Smart Disposition, are generally included in its contracts and purchase orders. Revenue is recognized at the time shipment is made or upon delivery as control of the product is transferred to the customer. Shipping and other transportation costs charged to customers are recorded in both revenue and cost of goods sold. Curation Foods has elected to account for shipping and handling as fulfillment activities, and not as a separate performance obligation. Curation Foods’ standard payment terms with its customers generally range from 30 days to 90 days. Certain customers may receive cash-based incentives (including: volume rebates, discounts, and promotions), which are accounted for as variable consideration to Curation Foods’ performance obligations. Curation Foods 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 has not historically had and does not anticipate significant changes in its estimates for variable consideration. Deferred Revenue Cash received in advance of services performed are recorded as deferred revenue.
Shipping and Handling Costs	Shipping and Handling Costs Amounts billed to third-party customers for shipping and handling are included as a component of revenues. Shipping and handling costs incurred are included as a component of cost of products sold and represent costs incurred to ship product from the processing facility or distribution center to the end consumer markets.
Cash and Cash Equivalents	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.
Inventories	InventoriesInventories are stated at the lower of cost (using the first-in, first-out method) or net realizable value.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.
Advertising Expense	Advertising ExpenseAdvertising expenditures for the Company are expensed as incurred and included in selling, general, and administrative in the accompanying Consolidated Statements of Operations.
Related Party Transactions	All related party transactions are monitored quarterly by the Company and approved by the Audit Committee of the Board of Directors.
Property and Equipment and Finite-Lived Intangible Assets	Property and Equipment and Finite-Lived Intangible Assets Property and equipment and finite-lived intangible assets are stated at cost. Expenditures for major improvements are capitalized while repairs and maintenance are charged to expense. Depreciation is expensed on a straight-line basis over the estimated useful lives of the respective assets. Customer relationships are amortized to operating expense on an accelerated basis that reflects the pattern in which the economic benefits are consumed. Leasehold improvements are amortized on a straight-line basis over the lesser of the economic life of the improvement or the life of the lease. The Company capitalizes software development costs for internal use. Capitalization of software development costs begins in the application development stage and ends when the asset is placed into service. The Company amortizes such costs on a straight-line basis over estimated useful lives of three to seven years. Property, plant and equipment and 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. The Company’s impairment review requires significant management judgment including estimating the future success of product lines, future sales volumes, revenue and expense growth rates, alternative uses for the assets and estimated proceeds from the disposal of the assets. The Company conducts quarterly reviews of idle and underutilized equipment, and reviews business plans for possible impairment indicators. Impairment is indicated when the carrying amount of the asset (or asset group) exceeds its estimated future undiscounted cash flows and the impairment is viewed as other than temporary. When impairment is indicated, an impairment charge is recorded for the difference between the asset’s book value and its estimated fair value. Depending on the asset, estimated fair value may be determined either by use of a discounted cash flow model or by reference to estimated selling values of assets in similar condition. The use of different assumptions would increase or decrease the estimated fair value of assets and would increase or decrease any impairment measurement. During fiscal year 2020, the Company recorded impairment charges of $1.3 million and $0.5 million related to O property and equipment, and finite-lived intangible assets (customer relationships), respectively. The impairment was determined using the present value of cash flows method and was primarily a result of the recently updated (lowered) financial outlook for the O reporting unit, related to a recent shift in strategic focus within the Curation Foods business segment. The impairment charge of property and equipment is included in Selling, general and administrative in the Consolidated Statements of Operations. The impairment charge of the customer relationships intangible asset impairment charge is included in the line item Impairment of goodwill and intangible assets on the Consolidated Statements of Operations, and is in the Curation Foods business segment.
Impairment Review of Goodwill and Indefinite-Lived Intangible Asset	Impairment Review of Goodwill and Indefinite-Lived Intangible Asset The Company tests its goodwill and trademarks with indefinite lives annually for impairment in the fiscal fourth quarter or earlier if there are indications during a different interim period that these assets may have become impaired. On a quarterly basis, the Company considers the need to update its most recent annual tests for possible impairment of its indefinite-lived intangible assets and goodwill, based on management’s assessment of changes in its business and other economic factors since the most recent annual evaluation. Such changes, if significant or material, could indicate a need to update the most recent annual tests for impairment of the indefinite-lived intangible assets during the current period. The results of these tests could lead to write-downs of the carrying values of these assets in the current period. With respect to goodwill, the Company has the option to first assess qualitative factors such as macro-economic conditions, industry and market environment, cost factors, overall financial performance of the Company, cash flow from operating activities, market capitalization, litigation, and stock price. If the result of a qualitative test indicates a potential for impairment of a reporting unit, a quantitative test is performed. The quantitative test compares the carrying amount of a reporting unit that includes goodwill to its fair value. The Company determines the fair value using an income approach. To determine the fair value of a reporting unit as part of its quantitative test, the Company uses a discounted cash flow ("DCF") method under the income approach, as it believes that this approach is the most reliable indicator of the fair value of its businesses and the fair value of their future earnings and cash flows. Under this approach, which requires significant judgments, the Company estimates the future cash flows of each reporting unit and discounts these cash flows at a rate of return that reflects their relative risk and rate of return an outside investor could expect to earn. The cash flows used in the DCF method are consistent with those the Company uses in its internal planning, which gives consideration to actual business trends experienced, and the broader business strategy for the long term. The other key estimates and factors used in the DCF method include, but are not limited to, future volumes, net sales and expense growth rates, and gross margin and gross margin growth rates. Changes in such estimates or the application of alternative assumptions could produce different results. A goodwill impairment loss is recognized for the amount that the carrying amount of a reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit. For trademarks and other intangible assets with indefinite lives, the Company has the option to first assess qualitative factors such as macro-economic conditions, industry and market environment, cost factors, overall financial performance of the Company, litigation, and changes in the business in its annual, qualitative analysis to test for impairment. If the results of a qualitative test indicate a potential for impairment of an intangible asset with an indefinite life, a quantitative test is performed. The quantitative test compares the estimated fair value of an asset to its carrying amount. If the carrying amount of such asset exceeds its estimated fair value, an impairment charge is recorded for the difference between the carrying amount and the estimated fair value. The Company uses the income approach to estimate the fair value of its trademarks. This approach requires significant judgments in determining the royalty rates and the assets’ estimated cash flows as well as the appropriate discount rates applied to those cash flows to determine fair value. Changes in such estimates or the use of alternative assumptions could produce different results.
Investments in Non-Public Company	Investment in Non-Public Company On February 15, 2011, the Company made an investment in Windset which is reported at fair value in the accompanying Consolidated Balance Sheets as of May 30, 2021. The Company has elected to account for its investment in Windset under the fair value option. See Note 2 – Investment in Non-public Company for further information. On June 1, 2021, the Company sold all of its equity interest in Windset to the Newell Capital Corporation and Newell Brothers Investment 2 Corp.
Business Interruption Insurance Recoveries	Amounts received on insurance recoveries related to business interruption are recorded when amounts are realized and are included within Loss from discontinued operations in the Consolidated Statement of Operations and as operating cash flows.
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with accounting guidance which requires that deferred tax assets and liabilities be recognized using enacted tax rates for the effect of temporary differences between the book and tax basis of recorded assets and liabilities. The Company maintains valuation allowances when it is likely that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances from period to period are included in the Company’s income tax provision in the period of change. In determining whether a valuation allowance is warranted, the Company takes into account such factors as prior earnings history, expected future earnings, unsettled circumstances that, if unfavorably resolved, would adversely affect utilization of a deferred tax asset, carryback and carryforward periods and tax strategies that could potentially enhance the likelihood of realization of a deferred tax asset. In addition to valuation allowances, the Company establishes accruals for uncertain tax positions. The tax-contingency accruals are adjusted in light of changing facts and circumstances, such as the progress of tax audits, case law and emerging legislation. The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense. The Company’s effective tax rate includes the impact of tax-contingency accruals as considered appropriate by management. A number of years may elapse before a particular matter, for which the Company has accrued, is audited and finally resolved. The number of years with open tax audits varies by jurisdiction. While it is often difficult to predict the final outcome or the timing of resolution of any particular tax matter, the Company believes its tax-contingency accruals are adequate to address known tax contingencies. Favorable resolution of such matters could be recognized as a reduction to the Company’s effective tax rate in the year of resolution. Unfavorable settlement of any particular issue could increase the Company's effective tax rate in the year of resolution. Any resolution of a tax issue may require the use of cash in the year of resolution. The Company’s tax-contingency accruals are recorded in Other accrued liabilities in the accompanying Consolidated Balance Sheets.
Per Share Information	Per Share Information Accounting guidance requires the presentation of basic and diluted earnings per share. Basic earnings per share excludes any dilutive effects of options, warrants and convertible securities and is computed using the weighted average number of common shares outstanding. Diluted earnings per share reflect the potential dilution as if securities or other contracts to issue common stock were exercised or converted into common stock. Diluted common equivalent shares consist of stock options and restricted stock units, calculated using the treasury stock method.
Research and Development Expenses	Research and Development Expenses Costs related to both research and development contracts and Company-funded research is included in research and development expenses. Research and development costs are primarily comprised of salaries and related benefits, supplies, travel expenses, consulting expenses and corporate allocations.
Accounting for Stock-Based Compensation	Accounting for Stock-Based Compensation The Company’s stock-based awards include stock option grants and 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 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. The use of Black-Scholes requires the Company to make estimates and assumptions, such as expected volatility, expected term, and risk-free interest rate. RSUs are valued at the closing market price of the Company’s common stock on the date of grant. The Company uses the straight-line single option method to calculate and recognize the fair value of stock-based compensation arrangements.
Employee Savings and Investment Plans	Employee Savings and Investment PlansThe Company sponsors a 401(k) plan (“Landec Plan”), which is available to all full-time Landec employees and allows participants to contribute from 1% to 50% of their salaries, up to the Internal Revenue Service limitation into designated investment funds. The Company matches 100% on the first 3% and 50% on the next 2% contributed by an employee. Employee and Company contributions are fully vested at the time of the contributions. The Company retains the right, by action of the Board of Directors, to amend, modify, or terminate the plan.
Fair Value Measurements	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. The Company has not elected the fair value option for any of its other eligible financial assets or liabilities. Applicable accounting guidance establishes 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 May 29, 2022 and May 30, 2021, the Company held certain assets and liabilities that were required to be measured at fair value on a recurring basis, including its interest rate swap, and its minority interest investment in Windset. 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.

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

12 Months Ended

May 29, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Components of AOCL, Net of Tax

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


	AOCL
Balance as of May 30, 2021	$	(1,358)

Amounts reclassified from OCI	772
Other comprehensive (loss) income, net	772
Balance as of May 29, 2022	$	(586)

Summary of Allowance for Sales Returns and Doubtful Accounts

The changes in the Company’s allowance for sales returns and credit losses are summarized in the following table (in thousands):


	Balance at beginning of period		Provision (benefit) for expected credit losses		Write offs, net of recoveries		Balance at end of period
Year Ended May 31, 2020	$	644	$	(460)	$	2	$	186
Year Ended May 30, 2021	$	186	$	187	$	(288)	$	85
Year Ended May 29, 2022	$	85	$	(14)	$	(6)	$	65

Disaggregation of Revenue


	Year Ended
Lifecore:	May 29, 2022		May 30, 2021		May 31, 2020
Contract development and manufacturing organization	$	86,313	$	75,297	$	64,781
Fermentation	23,007		22,790		21,052

Total	$	109,320	$	98,087	$	85,833


	Year Ended
Curation Foods:	May 29, 2022		May 30, 2021		May 31, 2020
Avocado products	$	65,269	$	63,575	$	62,194
Olive oil and wine vinegars	9,287		7,589		7,783
Technology	1,910		2,295		4,256
Total	$	76,466	$	73,459	$	74,233

Schedule of Cash and Cash Equivalents


	May 29, 2022		May 30, 2021		May 31, 2020
Cash and cash equivalents	$	1,643	$	1,159	$	360
Restricted cash	—		—		193
Cash and cash equivalents, discontinued operations	—		136		—
Cash, cash equivalents and restricted cash	$	1,643	$	1,295	$	553

Schedule of Restricted Cash


	May 29, 2022		May 30, 2021		May 31, 2020
Cash and cash equivalents	$	1,643	$	1,159	$	360
Restricted cash	—		—		193
Cash and cash equivalents, discontinued operations	—		136		—
Cash, cash equivalents and restricted cash	$	1,643	$	1,295	$	553

Schedule of Inventories

As of May 29, 2022 and May 30, 2021, inventories consisted of the following (in thousands):


	Year Ended
	May 29, 2022		May 30, 2021
Finished goods	$	33,029	$	40,204
Raw materials	24,221		16,644
Work in progress	9,595		6,228
Total inventories	$	66,845	$	63,076

Schedule of Diluted Net (Loss) Income Per Share

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


	Year Ended
(in thousands, except per share amounts)	May 29, 2022		May 30, 2021		May 31, 2020
Numerator:
Net loss	$	(97,431)	$	(32,665)	$	(38,191)

Denominator:
Weighted average shares for basic net loss per share	29,466		29,294		29,162
Effect of dilutive securities:
Stock options and restricted stock units	—		—		—
Weighted average shares for diluted net loss per share	29,466		29,294		29,162

Diluted net loss per share	$	(3.31)	$	(1.12)	$	(1.31)

Schedule of Effect of Significant Unobservable Inputs for Investment

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


									May 30, 2021 Range (Weighted Average)
Revenue growth rates									7% (6.9%)
Expense growth rates									0% to 8% (5.5%)

Discount rates									10%

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 and non-recurring basis (in thousands):


	Fair Value at May 29, 2022						Fair Value at May 30, 2021
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Assets held for sale - nonrecurring	$	—	$	—	$	1,027	$	—	$	—	$	—
Current assets, discontinued operations
Assets held for sale - nonrecurring	—		—		—		—		—		515
Other assets, discontinued operations
Investment in non-public company	—		—		—		—		—		45,100
Total assets	$	—	$	—	$	1,027	$	—	$	—	$	45,615
Liabilities:
Interest rate swap contracts	$	—	$	—	$	—	$	—	$	1,736	$	—

Total liabilities	$	—	$	—	$	—	$	—	$	1,736	$	—

Schedule of Fair Value Reconciliation of Level 3

The following table reflects the fair value roll forward reconciliation of Level 3 assets and liabilities measured at fair value for the twelve months ended May 29, 2022 (in thousands):


	Windset Investment
Balance as of May 30, 2021	$	45,100
Sale of Investment in non-public company	(45,100)

Balance as of May 29, 2022	$	—

Schedule of Error Corrections and Prior Period Adjustments


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022
LIABILITIES AND STOCKHOLDERS’ EQUITY
Other accrued liabilities	$	13,735	$	348	$	14,083
Total Current Liabilities	90,065		348		90,413
Total Liabilities	181,510		348		181,858
Retained earnings (accumulated deficit)	(22,188)		(348)		(22,536)
Total Stockholders’ Equity	144,072		(348)		143,724
Total Liabilities and Stockholders’ Equity	$	325,582	$	—	$	325,582


	As reported				As restated
(in thousands)	May 30, 2021		Adjustment		May 30, 2021
ASSETS
Property and equipment, net	$	112,770	$	7,516	$	120,286
Operating lease right-of-use assets	7,480		9,618		17,098
Other assets, discontinued operations	171,274		(17,134)		154,140
Total Assets	502,924		—		502,924
LIABILITIES
Current portion of lease liabilities	1,465		135		1,600
Current liabilities, discontinued operations	42,779		(135)		42,644
Total Current Liabilities	101,888		—		101,888
Long-term lease liabilities	9,581		10,778		20,359
Non-current liabilities, discontinued operations	14,759		(10,778)		3,981
Total Liabilities	$	300,140	$	—	$	300,140

The effects of this error on our previously reported fiscal year 2022 interim consolidated statements of comprehensive (loss) income for the three month period ended February 27, 2022 are as follows:


	As reported				As restated
(in thousands, except per share amounts)	February 27, 2022		Adjustment		February 27, 2022
Product sales	$	53,074	$	—	$	53,074
Cost of product sales	39,179		675		39,854
Gross profit	13,895		(675)		13,220
Operating costs and expenses:
Research and development	2,056		—		2,056
Selling, general and administrative	9,725		6,625		16,350
Restructuring cost	5,865		(595)		5,270
Total operating costs and expenses	17,646		6,030		23,676
Operating loss	(3,751)		(6,705)		(10,456)
Interest income	20		—		20
Interest expense	(4,105)		—		(4,105)
Transition services income	—		5,473		5,473
Other income (expense), net	454		—		454
Net loss from continuing operations before taxes	(7,382)		(1,232)		(8,614)
Income tax benefit	276		37		313
Net loss from continuing operations	(7,106)		(1,195)		(8,301)
Loss from discontinued operations, net of tax	(5,744)		959		(4,785)
Net loss	$	(12,850)	$	(236)	$	(13,086)

Basic and diluted net loss per share:
Loss from continuing operations	$	(0.24)	$	(0.04)	$	(0.28)
Loss from discontinued operations	(0.19)		0.03		(0.16)
Total basic and diluted net loss per share	$	(0.43)	$	(0.01)	$	(0.44)

Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)	$	104	$	—	$	104
Other comprehensive income (loss), net of tax	104		—		104
Total comprehensive loss	$	(12,746)	$	(236)	$	(12,982)

The effects of this error on our previously reported fiscal year 2022 interim consolidated statements of comprehensive (loss) income for the nine-month period ended February 27, 2022 are as follows:


	As reported				As restated
(in thousands, except per share amounts)	February 27, 2022		Adjustment		February 27, 2022
Product sales	$	138,158	$	—	$	138,158
Cost of product sales	99,113		787		99,900
Gross profit	39,045		(787)		38,258
Operating costs and expenses:
Research and development	5,785		—		5,785
Selling, general and administrative	27,207		6,906		34,113
Restructuring costs	8,406		(876)		7,530
Total operating costs and expenses	41,398		6,030		47,428
Operating loss	(2,353)		(6,817)		(9,170)
Interest income	66		—		66
Interest expense	(13,877)		—		(13,877)
Transition services income	—		5,473		5,473
Other income (expense), net	642		—		642
Net loss from continuing operations before taxes	(15,522)		(1,344)		(16,866)
Income tax benefit	5,012		14		5,026
Net loss from continuing operations	(10,510)		(1,330)		(11,840)
Loss from discontinued operations, net of tax	(50,258)		982		(49,276)
Net loss	$	(60,768)	$	(348)	$	(61,116)

Basic and diluted net loss per share:
Loss from continuing operations	$	(0.36)	$	(0.05)	$	(0.41)
Loss from discontinued operations	(1.71)		0.03		(1.68)
Total basic and diluted net loss per share	$	(2.07)	$	(0.02)	$	(2.09)

Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)	$	646	$	—	$	646
Other comprehensive income (loss), net of tax	646		—		646
Total comprehensive loss	$	(60,122)	$	(348)	$	(60,470)

The effects of this error on our previously reported fiscal year 2022 consolidated statements of changes in stockholders' equity for the nine-month period ended February 27, 2022 are as follows:


	As reported		As reported		Adjustment		As restated		As restated
	Retained Earnings (Accumulated Deficit)		Total Stockholders’ Equity				Retained Earnings (Accumulated Deficit)		Total Stockholders’ Equity
(In thousands)
Balance at May 30, 2021	$	38,580	$	202,784	$	—	$	38,580	$	202,784
Net loss	(9,477)		(9,477)		(32)		(9,509)		(9,509)
Balance at August 29, 2021	29,103		193,865		(32)		29,071		193,833
Net loss	(38,441)		(38,441)		(80)		(38,521)		(38,521)
Balance at November 28, 2021	(9,338)		156,202		(112)		(9,450)		156,090
Net loss	(12,850)		(12,850)		(236)		(13,086)		(13,086)
Balance at February 27, 2022	$	(22,188)	$	144,072	$	(348)	$	(22,536)	$	143,724

The effects of this error on our previously reported fiscal year 2022 consolidated statements of cash flows for the nine-month period ended February 27, 2022 are as follows:


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022
Cash flows from operating activities:
Net loss	$	(60,768)	$	(348)	$	(61,116)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment of goodwill	32,057		—		32,057
Depreciation, amortization of intangibles, debt costs and right-of-use assets	14,488		—		14,488
Loss on disposal of property and equipment related to restructuring, net	5,185		—		5,185
Deferred taxes	(5,471)		—		(5,471)
Loss on sale of Eat Smart	4,354		(4,119)		235
Stock-based compensation expense	1,928		—		1,928
Net loss on disposal of property and equipment held and used	25		—		25
Provision (benefit) for expected credit losses	(14)		—		(14)
Other, net	(551)		—		(551)
Changes in current assets and current liabilities:
Accounts receivable, net	(7,525)		—		(7,525)
Inventories	(11,910)		—		(11,910)
Prepaid expenses and other current assets	(1,448)		—		(1,448)
Accounts payable	13,055		452		13,507
Accrued compensation	(3,849)		1,822		(2,027)
Other accrued liabilities	(4,195)		4,125		(70)
Deferred revenue	204		458		662
Net cash (used in) provided by operating activities	(24,435)		2,390		(22,045)

Cash flows from investing activities:
Proceeds from sale of Eat Smart	73,500		—		73,500
Sale of Investment in non-public company	45,100		—		45,100
Purchases of property and equipment	(18,539)		—		(18,539)
Proceeds from sales of property and equipment	1,096		—		1,096
Eat Smart sale net working capital adjustment and cash sale expenses	—		(2,390)		(2,390)
Net cash provided by investing activities	101,157		(2,390)		98,767







Net cash used in financing activities	(76,163)		—		(76,163)

Net increase in cash, cash equivalents and restricted cash	559		—		559
Cash, cash equivalents and restricted cash, beginning of period	1,295		—		1,295
Cash, cash equivalents and restricted cash, end of period	$	1,854	$	—	$	1,854


	Three Months Ended						Nine Months Ended
	As reported				As restated		As reported				As restated
(in thousands, except per share amounts)	February 27, 2022		Adjustment		February 27, 2022		February 27, 2022		Adjustment		February 27, 2022
Numerator:
Net loss	$	(12,850)	$	(236)	$	(13,086)	$	(60,768)	$	(348)	$	(61,116)

Denominator:



Weighted average shares for diluted net loss per share	29,482		29,482		29,482		29,459		29,459		29,459

Diluted net loss per share	$	(0.43)	$	(0.01)	$	(0.44)	$	(2.07)	$	(0.02)	$	(2.09)


(In Thousands)	Lifecore		Curation Foods		Other		Total
Three Months Ended February 27, 2022
Gross profit, As reported	$	12,905	$	990	$	—	$	13,895
Adjustment	—		(675)		—		(675)
Gross profit, As restated	12,905		315		—		13,220

Net income (loss) from continuing operations, As reported	5,054		(5,848)		(6,312)		(7,106)
Adjustment	—		(1,195)		—		(1,195)
Net income (loss) from continuing operations, As restated	5,054		(7,043)		(6,312)		(8,301)

Loss from discontinued operations, As reported	—		(2,703)		(3,041)		(5,744)
Adjustment	—		959		—		959
Loss from discontinued operations, As restated	—		(1,744)		(3,041)		(4,785)

Nine Months Ended February 27, 2022
Gross profit, As reported	$	30,384	$	8,661	$	—	$	39,045
Adjustment	—		(787)		—		(787)
Gross profit, As restated	30,384		7,874		—		38,258

Net income (loss) from continuing operations, As reported	11,317		5,513		(27,340)		(10,510)
Adjustment	—		(1,330)		—		(1,330)
Net income (loss) from continuing operations, As restated	11,317		4,183		(27,340)		(11,840)

Loss from discontinued operations, As reported	—		(47,217)		(3,041)		(50,258)
Adjustment	—		982		—		982
Loss from discontinued operations, As restated	—		(46,235)		(3,041)		(49,276)


(In thousands)
Three Months Ended February 27, 2022	Lifecore		Curation Foods		Other		Total






Total restructuring costs, As reported	$	271	$	5,344	$	250	$	5,865
Adjustment	(271)		(124)		(200)		(595)
Total restructuring costs, As restated	$	—	$	5,220	$	50	$	5,270


(In thousands)
Nine Months Ended February 27, 2022	Lifecore		Curation Foods		Other		Total





Total restructuring costs, As reported	$	271	$	5,810	$	2,325	$	8,406
Adjustment	(271)		(124)		(481)		(876)
Total restructuring costs, As restated	$	—	$	5,686	$	1,844	$	7,530


	As reported				As restated
(in thousands)	May 30, 2021		Adjustment		May 30, 2021
ASSETS
Property and equipment, net	$	66,789	$	(7,516)	$	59,273
Operating lease right-of-use assets	13,347		(9,618)		3,729
Other assets, discontinued operations	171,274		(17,134)		154,140
LIABILITIES
Current portion of lease liabilities	2,424		(135)		2,289
Current liabilities, discontinued operations	42,779		(135)		42,644
Long-term lease liabilities	14,030		(10,778)		3,252
Non-current liabilities, discontinued operations	14,759		(10,778)		3,981


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022

Operating costs and expenses:
Loss on sale of Eat Smart	$	4,354	$	(4,119)	$	235
Restructuring cost	86		3,123		3,209
Total operating costs and expenses	5,601		(996)		4,605
Operating loss	(5,762)		996		(4,766)
Income tax benefit	222		(37)		185
Loss from discontinued operations, net of tax	$	(5,744)	$	959	$	(4,785)


	As reported				As restated
(in thousands)	February 27, 2022		Adjustment		February 27, 2022

Operating costs and expenses:
Loss on sale of Eat Smart	$	4,354	$	(4,119)	$	235
Restructuring cost	1,519		3,123		4,642
Total operating costs and expenses	53,198		(996)		52,202
Operating loss	(47,998)		996		(47,002)
Income tax benefit	422		(14)		408
Loss from discontinued operations, net of tax	$	(50,258)	$	982	$	(49,276)

Property and Equipment (Tables)

12 Months Ended

May 29, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consists of the following (in thousands):


	Years of Useful Life			Year Ended
				May 29, 2022		May 30, 2021
Land				$	3,710	$	3,670
Buildings	15	-	40	60,271		47,880
Leasehold improvements	3	-	15	6,793		6,465
Computers, capitalized software, machinery, equipment and autos	3	-	25	88,936		71,832
Furniture and fixtures	3	-	7	2,290		2,513
Construction in process				22,935		31,383
Gross property and equipment				184,935		163,743
Less accumulated depreciation and amortization				(54,500)		(43,457)
Property and equipment, net				$	130,435	$	120,286

Goodwill and Intangible Assets (Tables)

12 Months Ended

May 29, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Changes of Goodwill

The following table presents the changes in goodwill during fiscal 2022 and fiscal 2021 (in thousands):


	2022		2021
Balance at beginning of year	$	33,916	$	33,916
Impairment	(20,035)		—


Balance at end of year	$	13,881	$	33,916

Schedule of Indefinite-Lived Intangible Assets

As of May 29, 2022 and May 30, 2021, the Company's intangible assets consisted of the following (in thousands):


		May 29, 2022				May 30, 2021
	Amortization Period (years)	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Customer relationships
Lifecore	12	$	3,700	$	3,700	$	3,700	$	3,418


Yucatan Foods (Curation Foods)	12	11,000		3,850		11,000		2,750
Total customer relationships		$	14,700	$	7,550	$	14,700	$	6,168
Trademarks/tradenames
Lifecore		$	4,200	$	—	$	4,200	$	—

O (Curation Foods)		500		—		500		—
Yucatan Foods (Curation Foods)		3,700		—		12,400		—
Total trademarks/tradenames		$	8,400	$	—	$	17,100	$	—
Total intangible assets		$	23,100	7,550		$	31,800	$	6,168

Schedule of Finite-Lived Intangible Assets

As of May 29, 2022 and May 30, 2021, the Company's intangible assets consisted of the following (in thousands):


		May 29, 2022				May 30, 2021
	Amortization Period (years)	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Customer relationships
Lifecore	12	$	3,700	$	3,700	$	3,700	$	3,418


Yucatan Foods (Curation Foods)	12	11,000		3,850		11,000		2,750
Total customer relationships		$	14,700	$	7,550	$	14,700	$	6,168
Trademarks/tradenames
Lifecore		$	4,200	$	—	$	4,200	$	—

O (Curation Foods)		500		—		500		—
Yucatan Foods (Curation Foods)		3,700		—		12,400		—
Total trademarks/tradenames		$	8,400	$	—	$	17,100	$	—
Total intangible assets		$	23,100	7,550		$	31,800	$	6,168

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The amortization expense for each year presented are as follows (in thousands):



Fiscal year 2023	$	1,100
Fiscal year 2024	1,100
Fiscal year 2025	1,100
Fiscal year 2026	1,100
Fiscal year 2027	1,100
Total	$	5,500

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

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+ Details

Stock-based Compensation and Stockholders’ Equity (Tables)

12 Months Ended

May 29, 2022

Share-Based Payment Arrangement [Abstract]

Stock Option Weighted Average Assumptions

As of May 29, 2022, May 30, 2021 and May 31, 2020, the fair value of stock option grants was estimated using the following weighted average assumptions:


	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020


Weighted-average grant date fair value	$2.62		$2.37		$2.55
Assumptions:
Expected life (in years)	2.80		3.36		3.50
Risk-free interest rate	0.45	%	0.23	%	1.01	%
Volatility	33	%	33	%	31	%
Dividend yield	—	%	—	%	—	%

Schedule of Share-based Compensation Activity

A summary of the activity under the Company’s stock option plans as of May 29, 2022 and changes during the fiscal year then ended is presented below:


	Options Outstanding	Weighted-Average Exercise Price Per Share		Total Intrinsic Value of Options Exercised		Weighted-Average Remaining Contractual Term in Years	Aggregate Intrinsic Value
Options outstanding at May 26, 2019	2,000,096	$	12.94
Options granted	435,000	$	10.42
Options exercised	(163,333)	$	11.16	$	169,066
Options forfeited	(55,806)	$	13.08
Options expired	(499,599)	$	14.04
Options outstanding at May 31, 2020	1,716,358	$	12.15
Options granted	682,600	$	9.66
Options exercised	—	$	—	$	—
Options forfeited	(127,714)	$	9.93
Options expired	(437,227)	$	13.42
Options outstanding at May 30, 2021	1,834,017	$	11.07
Options granted	803,000	$	11.79
Options exercised	(161,415)	$	9.69	$	304,211
Options forfeited	(205,746)	$	10.96
Options expired	(322,170)	$	13.31
Options outstanding at May 29, 2022	1,947,686	$	11.13			4.72	$	310,682
Options exercisable at May 29, 2022	986,594	$	10.96			3.73	$	195,247

A summary of the Company’s restricted stock unit award activity as of May 29, 2022 and changes during the fiscal year then ended is presented below:


	Restricted Stock Units Outstanding	Weighted-Average Grant Date Fair Value Per Share
Restricted stock units/awards outstanding at May 26, 2019	428,427	$	12.80
Granted	296,527	$	9.79
Vested	(124,045)	$	11.82
Forfeited	(131,361)	$	12.49
Restricted stock units/awards outstanding at May 31, 2020	469,548	$	11.24
Granted	188,225	$	10.13
Vested	(146,197)	$	11.69
Forfeited	(31,180)	$	10.60
Restricted stock units/awards outstanding at May 30, 2021	480,396	$	10.71
Granted	105,858	$	11.98
Vested	(228,568)	$	11.41
Forfeited	(63,087)	$	10.70
Restricted stock units/awards outstanding at May 29, 2022	294,599	$	10.55

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

The following table summarizes the stock-based compensation by statement of operations line item:


	Year Ended
(in thousands)	May 29, 2022		May 30, 2021		May 31, 2020
Continuing operations:
Cost of sales	$	314	$	348	$	118
Research and development	202		223		158
Selling, general and administrative	2,126		2,734		2,099
Discontinued Operations	(34)		55		44
Total stock-based compensation	$	2,608	$	3,360	$	2,419

Debt (Tables)

12 Months Ended

May 29, 2022

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt consists of the following as of May 29, 2022 and May 30, 2021 (in thousands):


	May 29, 2022		May 30, 2021
Term loan	$	103,712	$	170,000
Total principal amount of long-term debt	103,712		170,000
Less: unamortized debt issuance costs	(5,534)		(5,098)
Total long-term debt, net of unamortized debt issuance costs	98,178		164,902
Less: current portion of long-term debt, net	(599)		—
Long-term debt, net	$	97,579	$	164,902

Schedule of Maturities of Long-term Debt

The future minimum principal payments of the Company’s debt for each year presented are as follows (in thousands):


	Term Loan

Fiscal year 2023	2,125
Fiscal year 2024	8,469
Fiscal year 2025	8,422
Fiscal year 2026	84,696
Total	$	103,712

- 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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-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Income Taxes (Tables)

12 Months Ended

May 29, 2022

Income Tax Disclosure [Abstract]

Schedule of Benefits and Provisions for Income Taxes

The (benefit) provision for income taxes from continuing operations consisted of the following:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Current:
Federal	$	—	$	(38)	$	(7,723)
State	23		74		38
Foreign	356		56		56
Total	379		92		(7,629)

Deferred:
Federal	(5,562)		(1,536)		(983)
State	(656)		(459)		(162)
Total	(6,218)		(1,995)		(1,145)
Income tax benefit	$	(5,839)	$	(1,903)	$	(8,774)

Schedule of Actual Provisions for Income Taxes

The actual (benefit) provision for income taxes from continuing operations differs from the statutory U.S. federal income tax rate as follows:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Tax at U.S. statutory rate (1)	$	(10,904)	$	(2,409)	$	(6,435)
State income taxes, net of federal benefit	(1,639)		(304)		(1,048)
Tax reform/CARES Act	—		—		(2,770)
Change in valuation allowance	6,040		2,667		2,014
Tax credit carryforwards	(436)		(606)		(613)
Other compensation-related activity	234		249		334
Impairment of goodwill	2,347		—		647
Foreign rate differential	(496)		(1,414)		(986)
Other	(985)		(86)		83
Income tax benefit	$	(5,839)	$	(1,903)	$	(8,774)

(1) Statutory rate was 21.0% for fiscal year 2022, 2021 and 2020.

Schedule of Deferred Tax Assets and Liabilities

Significant components of deferred tax assets and liabilities reported in the accompanying Consolidated Balance Sheets consisted of the following:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021
Deferred tax assets:
Accruals and reserves	$	867	$	3,366
Net operating loss carryforwards	28,558		21,916
Stock-based compensation	880		1,123
Research and AMT credit carryforwards	5,611		5,150
Lease liability	2,874		5,902
Limitations on business interest expense	4,245		2,411
Goodwill and other indefinite life intangibles	1,426		—
Other	750		927
Gross deferred tax assets	45,211		40,795

Valuation allowance	(31,848)		(10,460)
Net deferred tax assets	13,363		30,335

Deferred tax liabilities:
Depreciation and amortization	(11,495)		(16,600)
Goodwill and other indefinite life intangibles	—		(13,406)
Basis difference in investment in non-public company	—		(1,382)
Right of use asset	(2,100)		(5,087)
Deferred tax liabilities	(13,595)		(36,475)

Net deferred tax liabilities	$	(232)	$	(6,140)

Reconciliation of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:


(in thousands)	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Unrecognized tax benefits – beginning of the period	$	942	$	827	$	616
Gross increases – tax positions in prior period	—		—		101
Gross decreases – tax positions in prior period	—		—		(11)
Gross increases – current-period tax positions	83		115		121


Unrecognized tax benefits – end of the period	$	1,025	$	942	$	827

Leases (Tables)

12 Months Ended

May 29, 2022

Leases [Abstract]

Components of Lease Cost and Supplemental Cash Flow Information

The components of lease cost were as follows:


	Year Ended			Year Ended
(In thousands, except term and discount rate)	May 29, 2022			May 30, 2021
Finance lease cost:
Amortization of leased assets	$	113		$	117
Interest on lease liabilities	335			348
Operating lease cost	2,212			2,291
Variable lease cost and other	134			15
Sublease income	(90)			(90)
Total lease cost	$	2,704		$	2,681

Weighted-average remaining lease term:
Operating leases	7.41			14.35
Finance leases	0.59			1.60
Weighted-average discount rate:
Operating leases	4.78		%	5.00		%
Finance leases	10.00		%	10.00		%

Supplemental cash flow information related to leases are as follows:


	Year Ended		Year Ended
(in thousands)	May 29, 2022		May 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	2,454	$	2,089
Operating cash flows from finance leases	335		348
Financing cash flows from finance leases	129		110
Lease liabilities arising from obtaining right-of-use assets:
Operating leases	$	37	$	3,137

Maturity Analysis of Operating Lease Liability

The Company’s maturity analysis of operating and finance lease liabilities as of May 29, 2022 are as follows:


(in thousands)	Operating Leases		Finance Leases		Total
2023	$	2,330	$	3,475	$	5,805
2024	2,243		10		2,253
2025	2,002		—		2,002
2026	1,928		—		1,928
2027	1,409		—		1,409
Thereafter	3,793		—		3,793
Total lease payments	13,705		3,485		17,190
Less: interest	(1,991)		(190)		(2,181)
Present value of lease liabilities	11,714		3,295		15,009
Less: current obligation of lease liabilities	(1,743)		(3,283)		(5,026)
Total long-term lease liabilities	$	9,971	$	12	$	9,983

Maturity Analysis of Finance Lease Liability

The Company’s maturity analysis of operating and finance lease liabilities as of May 29, 2022 are as follows:


(in thousands)	Operating Leases		Finance Leases		Total
2023	$	2,330	$	3,475	$	5,805
2024	2,243		10		2,253
2025	2,002		—		2,002
2026	1,928		—		1,928
2027	1,409		—		1,409
Thereafter	3,793		—		3,793
Total lease payments	13,705		3,485		17,190
Less: interest	(1,991)		(190)		(2,181)
Present value of lease liabilities	11,714		3,295		15,009
Less: current obligation of lease liabilities	(1,743)		(3,283)		(5,026)
Total long-term lease liabilities	$	9,971	$	12	$	9,983

Business Segment Reporting (Tables)

12 Months Ended

May 29, 2022

Segment Reporting [Abstract]

Schedule of Property and Equipment, Net by Geographic Region

The following table presents our property and equipment, net by geographic region (in millions):


	Year Ended
Property and equipment, net	May 29, 2022		May 30, 2021
United States	$	115.0	$	105.3
Mexico	15.4		15.0
Total property and equipment, net	$	130.4	$	120.3

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):


	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Switzerland	$	16.8	$	4.7	$	1.7
Canada	$	12.6	$	10.7	$	9.7
Czech Republic	$	3.5	$	3.5	$	1.4
United Kingdom	$	2.9	$	1.9	$	1.1
Ireland	$	2.2	$	2.0	$	4.0
Belgium	$	—	$	13.7	$	13.8
All Other Countries	$	2.0	$	1.9	$	2.2

Schedule of Segment Reporting Information, by Segment

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


Year Ended May 29, 2022	Lifecore		Curation Foods		Other		Total
Product sales	$	109,320	$	76,466	$	—	$	185,786
Gross profit	43,746		6,624		—		50,370
Net income (loss) from continuing operations	16,675		(30,429)		(32,522)		(46,276)
Loss from discontinued operations, net of tax	—		(48,114)		(3,041)		(51,155)
Identifiable assets	213,969		76,948		4,243		295,160
Depreciation and amortization	6,673		4,004		80		10,757
Capital expenditures	23,552		2,674		—		26,226

Interest income	72		—		9		81
Interest expense, net	—		(299)		(17,058)		(17,357)
Income tax (benefit) expense	5,266		(13,831)		2,726		(5,839)
Corporate overhead allocation	4,484		1,092		(5,576)		—

Year Ended May 30, 2021
Product sales	$	98,087	$	73,459	$	—	$	171,546
Gross profit	38,265		12,206		—		50,471
Net income (loss) from continuing operations	14,461		(357)		(23,673)		(9,569)
Loss from discontinued operations, net of tax	—		(23,096)		—		(23,096)
Identifiable assets	185,417		121,069		4,680		311,166
Depreciation and amortization	5,502		2,972		97		8,571
Capital expenditures	16,222		3,042		—		19,264

Interest income	—		—		48		48
Interest expense, net	—		(545)		(9,842)		(10,387)
Income tax (benefit) expense	4,568		(3,020)		(3,451)		(1,903)
Corporate overhead allocation	4,773		946		(5,719)		—

Year Ended May 31, 2020
Product sales	$	85,833	$	74,233	$	—	$	160,066
Gross profit	32,883		6,504		—		39,387
Net income (loss) from continuing operations	11,749		(17,728)		(15,892)		(21,871)
Loss from discontinued operations, net of tax	—		(16,320)		—		(16,320)
Identifiable assets	165,461		117,427		10,613		293,501
Depreciation and amortization	5,008		3,282		96		8,386
Capital expenditures	10,612		1,472		130		12,214

Interest income	—		6		66		72
Interest expense, net	—		(547)		(4,099)		(4,646)
Income tax (benefit) expense	3,346		(8,686)		(3,434)		(8,774)
Corporate overhead allocation	4,190		868		(5,058)		—

Quarterly Consolidated Financial Information (unaudited) (Tables)

12 Months Ended

May 29, 2022

Condensed Financial Information Disclosure [Abstract]

Quarterly Financial Information

The following is a summary of the unaudited quarterly results of operations for fiscal years 2022 and 2012 (in thousands, except for per share amounts):


					As restated
Fiscal Year 2022	1st Quarter		2nd Quarter		3rd Quarter		4th Quarter		Annual
Product sales	$	41,632	$	43,452	$	53,074	$	47,628	$	185,786
Gross profit	10,403		14,635		13,220		12,112		50,370
Net (loss) income from continuing operations	(7,214)		3,675		(8,301)		(34,436)		(46,276)
Net (loss) income from discontinued operations	(2,295)		(42,196)		(4,785)		(1,879)		(51,155)
Net (loss) income per basic and diluted share from continuing operations	$	(0.25)	$	0.12	$	(0.28)	$	(1.16)	$	(1.57)
Net (loss) income per basic and diluted share from discontinued operations	$	(0.08)	$	(1.44)	$	(0.16)	$	(0.06)	$	(1.74)


Fiscal Year 2021	1st Quarter		2nd Quarter		3rd Quarter		4th Quarter		Annual
Product sales	$	41,995	$	39,945	$	44,690	$	44,916	$	171,546
Gross profit	7,849		13,601		14,441		14,580		50,471
Net (loss) income from continuing operations	(4,957)		(2,367)		(1,465)		(780)		(9,569)

Net (loss) income from discontinued operations	(6,044)		(10,934)		(4,033)		(2,085)		(23,096)
Net (loss) income per basic and diluted share from continuing operations	$	(0.17)	$	(0.08)	$	(0.05)	$	(0.03)	$	(0.33)
Net (loss) income per basic and diluted share from discontinued operations	$	(0.21)	$	(0.37)	$	(0.14)	$	(0.07)	$	(0.79)

Discontinued Operations (Tables)

12 Months Ended

May 29, 2022

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations

The key components of loss from discontinued operations for the fiscal years ended May 29, 2022, May 30, 2021, and May 31, 2020 were as follows (in thousands):


	Year Ended
	May 29, 2022		May 30, 2021		May 31, 2020
Product sales	$	186,755	$	372,615	$	430,300
Cost of product sales	181,555		341,612		394,699
Gross profit	5,200		31,003		35,601
Operating costs and expenses:
Research and development	1,918		2,799		3,517
Selling, general and administrative	13,350		27,704		31,514
Impairment of goodwill	32,057		—		—
Loss on sale of Eat Smart	336		—		—
Restructuring costs	6,133		13,862		13,231
Total operating costs and expenses	53,794		44,365		48,262
Operating loss	(48,594)		(13,362)		(12,661)
Dividend income	—		1,125		1,125
Interest income	—		—		31
Interest expenses	(2,682)		(4,957)		(4,957)
Other income (expense), net	—		(11,800)		(4,200)
Loss from discontinued operations before taxes	(51,276)		(28,994)		(20,662)
Income tax benefit	121		5,898		4,342
Loss from discontinued operations, net of tax	$	(51,155)	$	(23,096)	$	(16,320)

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


	May 30, 2021

ASSETS

Cash and cash equivalents	$	136
Accounts receivable, less allowance for credit losses	28,583
Inventories	6,587
Prepaid expenses and other current assets	2,312
Total current assets, discontinued operations	37,618

Investment in non-public company, fair value	45,100
Property and equipment, net	59,273
Operating lease right-of-use assets	3,729
Goodwill	35,470
Trademarks/tradenames, net	8,228
Customer relationships, net	2,260
Other assets	80
Total other assets, discontinued operations	154,140
Total assets, discontinued operations	$	191,758

LIABILITIES

Accounts payable	$	31,271
Accrued compensation	4,550
Other accrued liabilities	4,041
Current portion of lease liabilities	2,289
Deferred revenue	493

Total current liabilities, discontinued operations	42,644

Long-term lease liabilities	3,252

Other non-current liabilities	729
Non-current liabilities, discontinued operations	3,981
Total liabilities, discontinued operations	$	46,625

- 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

Restructuring Costs (Tables)

12 Months Ended

May 29, 2022

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs

The following table summarizes the restructuring costs recognized in the Company’s Consolidated Statements of Operations, by Business Segment for the fiscal year ended May 29, 2022:


(In thousands)
Year Ended May 29, 2022	Curation Foods		Other		Total
Asset write-off costs	$	3,693	$	—	$	3,693
Employee severance and benefit costs	371		—		371
Lease costs	2,072		—		2,072
Other restructuring costs	289		2,536		2,825
Total restructuring costs	$	6,425	$	2,536	$	8,961



(In thousands)	Curation Foods		Other		Total
Asset write-off costs	$	7,552	$	418	$	7,970
Employee severance and benefit costs	559		784		1,343
Lease costs	2,218		26		2,244
Other restructuring costs	323		4,898		5,221
Total restructuring costs	$	10,652	$	6,126	$	16,778

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Organization (Details)	May 29, 2022 product revenue_category
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of revenue category \| revenue_category	3
Number of product category \| product	2

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Eat Smart Sale and Discontinued Operations (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Feb. 27, 2022	May 29, 2022	Dec. 13, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Repayments of debt	$ 67.9
Discontinued Operations \| Eat Smart
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Consideration received			$ 73.5
Loss on sale of Eat Smart		$ (0.3)

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Concentration of Risk (Details) - Customer Concentration Risk	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Revenue \| Customer A
Related Party Transaction [Line Items]
Concentration risk	16.00%	13.00%	18.00%
Revenue \| Customer B
Related Party Transaction [Line Items]
Concentration risk	13.00%	16.00%	11.00%
Accounts Receivable \| Customer A
Related Party Transaction [Line Items]
Concentration risk	26.00%	18.00%
Accounts Receivable \| Customer B
Related Party Transaction [Line Items]
Concentration risk	13.00%	16.00%

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Components of Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Other comprehensive (loss) income, net of tax	$ 104	$ 646	$ 772	$ 1,450	$ (2,872)
Cash flow hedge gain to be reclassified within twelve months			600
AOCL
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance		$ (1,358)	(1,358)
Amounts reclassified from OCI			772
Other comprehensive (loss) income, net of tax			772
Ending balance			$ (586)	$ (1,358)

- Definition

Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.

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+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Allowance for Sales Returns and Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Balance at beginning of period	$ 85	$ 186	$ 644
Provision (benefit) for expected credit losses	(14)	187	(460)
Write offs, net of recoveries	(6)	(288)	2
Balance at end of period	$ 65	$ 85	$ 186

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Contract Assets and Liabilities Narrative (Details) - USD ($)	12 Months Ended
	May 29, 2022	May 30, 2021
Revenue from External Customer [Line Items]
Deferred revenue	$ 919,000	$ 637,000
Deferred revenue recognized	400,000
Unbilled Revenues
Revenue from External Customer [Line Items]
Contract with customer, assets	10,200,000	10,600,000
Deferred revenue	$ 900,000	$ 900,000

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Revenue Narrative (Details)	12 Months Ended
	May 29, 2022
Lifecore \| Minimum
Revenue from External Customer [Line Items]
Revenue, customer payment terms	30 days
Lifecore \| Maximum
Revenue from External Customer [Line Items]
Revenue, customer payment terms	60 days
Curation Foods \| Minimum
Revenue from External Customer [Line Items]
Revenue, customer payment terms	30 days
Curation Foods \| Maximum
Revenue from External Customer [Line Items]
Revenue, customer payment terms	90 days

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended								9 Months Ended	12 Months Ended
	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	Feb. 28, 2021	Nov. 29, 2020	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Segment Reporting Information [Line Items]
Product sales	$ 47,628	$ 53,074	$ 43,452	$ 41,632	$ 44,916	$ 44,690	$ 39,945	$ 41,995	$ 138,158	$ 185,786	$ 171,546	$ 160,066
Lifecore
Segment Reporting Information [Line Items]
Product sales										109,320	98,087	85,833
Lifecore \| Contract development and manufacturing organization
Segment Reporting Information [Line Items]
Product sales										86,313	75,297	64,781
Lifecore \| Fermentation
Segment Reporting Information [Line Items]
Product sales										23,007	22,790	21,052
Curation Foods
Segment Reporting Information [Line Items]
Product sales										76,466	73,459	74,233
Curation Foods \| Avocado products
Segment Reporting Information [Line Items]
Product sales										65,269	63,575	62,194
Curation Foods \| Olive oil and wine vinegars
Segment Reporting Information [Line Items]
Product sales										9,287	7,589	7,783
Curation Foods \| Technology
Segment Reporting Information [Line Items]
Product sales										$ 1,910	$ 2,295	$ 4,256

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

+ References

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-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021	May 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 1,643	$ 1,159	$ 360
Restricted cash	0	0	193
Cash and cash equivalents, discontinued operations	0	136	0
Cash, cash equivalents and restricted cash	$ 1,643	$ 1,295	$ 553

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Finished goods	$ 33,029	$ 40,204
Raw materials	24,221	16,644
Work in progress	9,595	6,228
Total inventories	$ 66,845	$ 63,076

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Advertising Cost, Receivables, and Related Party Transactions Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Advertising expense	$ 200	$ 100	$ 100
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration]			Discontinued Operations, Goodwill and Intangible Asset Impairment
O Olive & Vinegar
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Impairment of property and equipment			$ 1,300
O Olive & Vinegar \| Customer relationships
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Impairment of finite-lived intangible assets			500
Minimum \| Software Development
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Useful life of property and equipment	3 years
Maximum \| Software Development
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Useful life of property and equipment	7 years
Cost of sales \| Windset
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Revenue from related parties		500	$ 600
Accounts receivable balance from related parties		$ 100

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Impairment Review of Intangible Assets and Business Interruption Insurance Recoveries (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Feb. 24, 2019 recalled	May 29, 2022 USD ($)	May 30, 2021 USD ($)	May 31, 2020 USD ($)
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration]		Discontinued Operations, Goodwill and Intangible Asset Impairment		Discontinued Operations, Goodwill and Intangible Asset Impairment
Goodwill impairment loss		$ 20,035	$ 0
Number of recalled products \| recalled	5
Business interruption insurance recovery				$ 3,000
Gain on Business Interruption Insurance Recovery, Statement of Income or Comprehensive Income [Extensible Enumeration]				Loss from discontinued operations, net of tax
O Olive & Vinegar
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Goodwill impairment loss				$ 5,200
O Olive & Vinegar \| Trademarks
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Impairment of goodwill and intangible assets				1,100
Yucatan Foods
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Goodwill impairment loss		20,000		2,700
Yucatan Foods \| Trademarks
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Impairment of goodwill and intangible assets		8,700		$ 3,500
Eat Smart
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Goodwill impairment loss		$ 32,100

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Diluted Net (Loss) Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Numerator:
Net loss			$ (97,431)	$ (32,665)	$ (38,191)
Denominator:
Weighted average shares for basic net loss per share (in shares)			29,466	29,294	29,162
Effect of dilutive securities:
Stock options and restricted stock units (in shares)			0	0	0
Weighted average shares for diluted net loss per share (in shares)	29,482	29,459	29,466	29,294	29,162
Diluted net loss per share (in dollars per share)	$ (0.44)	$ (2.09)	$ (3.31)	$ (1.12)	$ (1.31)

- 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.

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+ Details

- Definition

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

+ References

+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Employee Savings, Fair Value Measurements Narrative (Details) - USD ($)		9 Months Ended	12 Months Ended
	Jun. 01, 2021	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Amount participants are allowed to contribute of their salaries			50.00%
Company contribution to employee contribution plan			$ 1,400,000	$ 1,100,000	$ 1,100,000
Proceeds from sale of investment in non-public company		$ 45,100,000	45,100,000	0	$ 0
BreatheWay \| Prepaid Expenses and Other Current Assets
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Asset held for sale			$ 1,000,000
Windset
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Gain (loss) on investments	$ 0
Rock Hill, South Carolina, Distribution Facility
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Asset held for sale				$ 500,000
Windset
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Proceeds from sale of investment in non-public company	$ 45,100,000
First Three Percent Match
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Company match of contribution plan, percent			100.00%
Percent of employees' gross pay			3.00%
Next Two Percent Match
Organization, Basis of Presentation, and Summary of Significant Accounting Policies [Line Items]
Company match of contribution plan, percent			50.00%
Percent of employees' gross pay			2.00%

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Significant Unobservable Inputs Used in Discounted Cash Flow Models (Details) - Windset	12 Months Ended
	May 30, 2021
Revenue growth rates
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	0.07
Revenue growth rates \| Weighted Average
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	0.069
Expense growth rates \| Minimum
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	0
Expense growth rates \| Maximum
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	0.08
Expense growth rates \| Weighted Average
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	0.055
Discount rates
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Measurement input	0.10

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Fair Value of Assets and Liabilities (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Liabilities:
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other non-current liabilities	Other non-current liabilities
Level 1 \| Fair Value, Measurements, Recurring
Assets:
Assets held for sale - nonrecurring	$ 0	$ 0
Assets held for sale	0	0
Investment in non-public company	0	0
Total assets	0	0
Liabilities:
Interest rate swap contracts	0	0
Total liabilities	0	0
Level 2 \| Fair Value, Measurements, Recurring
Assets:
Assets held for sale - nonrecurring	0	0
Assets held for sale	0	0
Investment in non-public company	0	0
Total assets	0	0
Liabilities:
Interest rate swap contracts	0	1,736
Total liabilities	0	1,736
Level 3 \| Fair Value, Measurements, Recurring
Assets:
Assets held for sale - nonrecurring	1,027	0
Assets held for sale	0	515
Investment in non-public company	0	45,100
Total assets	1,027	45,615
Liabilities:
Interest rate swap contracts	0	0
Total liabilities	$ 0	$ 0

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Fair Value Reconciliation of Level 3 (Details) - Windset Investment $ in Thousands	12 Months Ended
	May 29, 2022 USD ($)
Investments [Abstract]
Beginning Balance	$ 45,100
Sale of Investment in non-public company	(45,100)
Ending Balance	$ 0

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Balance Sheet Error Correction (Details) - USD ($) $ in Thousands	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	May 31, 2020	May 26, 2019
ASSETS
Property and equipment, net	$ 130,435				$ 120,286
Operating lease right-of-use assets	8,580				17,098
Other assets, discontinued operations	0				154,140
Assets	295,160				502,924	$ 293,501
LIABILITIES
Other accrued liabilities	7,647	$ 14,083			3,955
Total Current Liabilities	79,231	90,413			101,888
Total Liabilities	187,215	181,858			300,140
Retained earnings (accumulated deficit)	(58,851)	(22,536)			38,580
Current portion of lease liabilities	5,026				1,600
Current liabilities, discontinued operations	0				42,644
Long-term lease liabilities	9,983				20,359
Non-current liabilities, discontinued operations	0				3,981
Total Stockholders’ Equity	107,945	143,724	$ 156,090	$ 193,833	202,784	$ 231,044	$ 270,144
Total Liabilities and Stockholders’ Equity	$ 295,160	325,582			502,924
Discontinued Operations
ASSETS
Property and equipment, net					59,273
Operating lease right-of-use assets					3,729
Other assets, discontinued operations					154,140
LIABILITIES
Current portion of lease liabilities					2,289
Current liabilities, discontinued operations					42,644
Long-term lease liabilities					3,252
Non-current liabilities, discontinued operations					3,981
As reported
ASSETS
Property and equipment, net					112,770
Operating lease right-of-use assets					7,480
Other assets, discontinued operations					171,274
Assets					502,924
LIABILITIES
Other accrued liabilities		13,735
Total Current Liabilities		90,065			101,888
Total Liabilities		181,510			300,140
Retained earnings (accumulated deficit)		(22,188)
Current portion of lease liabilities					1,465
Current liabilities, discontinued operations					42,779
Long-term lease liabilities					9,581
Non-current liabilities, discontinued operations					14,759
Total Stockholders’ Equity		144,072	156,202	193,865	202,784
Total Liabilities and Stockholders’ Equity		325,582
As reported \| Discontinued Operations
ASSETS
Property and equipment, net					66,789
Operating lease right-of-use assets					13,347
Other assets, discontinued operations					171,274
LIABILITIES
Current portion of lease liabilities					2,424
Current liabilities, discontinued operations					42,779
Long-term lease liabilities					14,030
Non-current liabilities, discontinued operations					14,759
Adjustment
ASSETS
Property and equipment, net					7,516
Operating lease right-of-use assets					9,618
Other assets, discontinued operations					(17,134)
Assets					0
LIABILITIES
Other accrued liabilities		348
Total Current Liabilities		348			0
Total Liabilities		348			0
Retained earnings (accumulated deficit)		(348)
Current portion of lease liabilities					135
Current liabilities, discontinued operations					(135)
Long-term lease liabilities					10,778
Non-current liabilities, discontinued operations					(10,778)
Total Stockholders’ Equity		(348)	$ (112)	$ (32)	0
Total Liabilities and Stockholders’ Equity		$ 0
Adjustment \| Discontinued Operations
ASSETS
Property and equipment, net					(7,516)
Operating lease right-of-use assets					(9,618)
Other assets, discontinued operations					(17,134)
LIABILITIES
Current portion of lease liabilities					(135)
Current liabilities, discontinued operations					(135)
Long-term lease liabilities					(10,778)
Non-current liabilities, discontinued operations					$ (10,778)

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Income Statement Error Correction (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								9 Months Ended	12 Months Ended
	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	Feb. 28, 2021	Nov. 29, 2020	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Product sales	$ 47,628	$ 53,074	$ 43,452	$ 41,632	$ 44,916	$ 44,690	$ 39,945	$ 41,995	$ 138,158	$ 185,786	$ 171,546	$ 160,066
Cost of product sales		39,854							99,900	135,416	121,075	120,679
Gross profit	12,112	13,220	14,635	10,403	14,580	14,441	13,601	7,849	38,258	50,370	50,471	39,387
Operating costs and expenses:
Research and development		2,056							5,785	7,841	7,423	7,582
Selling, general and administrative		16,350							34,113	46,127	37,660	40,674
Loss on sale of Eat Smart									235	336	0	0
Restructuring costs		5,270							7,530	8,961	3,759	4,054
Total operating costs and expenses		23,676							47,428	91,664	50,605	65,263
Operating loss		(10,456)							(9,170)	(41,294)	(134)	(25,876)
Interest income		20							66	81	48	72
Interest expense, net		(4,105)							(13,877)	(17,357)	(10,387)	(4,646)
Transition services income		5,473							5,473	5,814	0	0
Other income (expense), net		454							642	641	111	(195)
Net loss from continuing operations before taxes		(8,614)							(16,866)	(52,115)	(11,472)	(30,645)
Income tax benefit		313							5,026	5,839	1,903	8,774
Net loss from continuing operations	(34,436)	(8,301)	3,675	(7,214)	(780)	(1,465)	(2,367)	(4,957)	(11,840)	(46,276)	(9,569)	(21,871)
Loss from discontinued operations, net of tax	$ (1,879)	(4,785)	(42,196)	(2,295)	$ (2,085)	$ (4,033)	$ (10,934)	$ (6,044)	(49,276)	(51,155)	(23,096)	(16,320)
Net loss		$ (13,086)	$ (38,521)	$ (9,509)					$ (61,116)	$ (97,431)	$ (32,665)	$ (38,191)
Basic and diluted net loss per share:
Loss from continuing operations (in dollars per share)	$ (1.16)	$ (0.28)	$ 0.12	$ (0.25)	$ (0.03)	$ (0.05)	$ (0.08)	$ (0.17)	$ (0.41)	$ (1.57)	$ (0.33)	$ (0.75)
Loss from continuing operations (in dollars per share)	(1.16)	(0.28)	0.12	(0.25)	(0.03)	(0.05)	(0.08)	(0.17)	(0.41)	(1.57)	(0.33)	(0.75)
Loss from discontinued operations (in dollars per share)	(0.06)	(0.16)	(1.44)	(0.08)	(0.07)	(0.14)	(0.37)	(0.21)	(1.68)	(1.74)	(0.79)	(0.56)
Loss from discontinued operations (in dollars per share)	$ (0.06)	(0.16)	$ (1.44)	$ (0.08)	$ (0.07)	$ (0.14)	$ (0.37)	$ (0.21)	(1.68)	(1.74)	(0.79)	(0.56)
Total basic net loss per share (in dollars per share)		(0.44)							(2.09)	(3.31)	(1.12)	(1.31)
Total diluted net loss per share (in dollars per share)		$ (0.44)							$ (2.09)	$ (3.31)	$ (1.12)	$ (1.31)
Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)		$ 104							$ 646	$ (445)	$ (430)	$ 878
Other comprehensive income (loss), net of tax		104							646	772	1,450	(2,872)
Total comprehensive loss		(12,982)							(60,470)	(96,659)	(31,215)	(41,063)
Lifecore
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Product sales										109,320	98,087	85,833
Gross profit		12,905							30,384	43,746	38,265	32,883
Operating costs and expenses:
Interest income										72	0	0
Income tax benefit										(5,266)	(4,568)	(3,346)
Net loss from continuing operations		5,054							11,317	16,675	14,461	11,749
Loss from discontinued operations, net of tax		0							0	0	0	0
Curation Foods
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Product sales										76,466	73,459	74,233
Gross profit		315							7,874	6,624	12,206	6,504
Operating costs and expenses:
Interest income										0	0	6
Income tax benefit										13,831	3,020	8,686
Net loss from continuing operations		(7,043)							4,183	(30,429)	(357)	(17,728)
Loss from discontinued operations, net of tax		(1,744)							(46,235)	(48,114)	(23,096)	(16,320)
Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Product sales										0	0	0
Gross profit		0							0	0	0	0
Operating costs and expenses:
Interest income										9	48	66
Income tax benefit										(2,726)	3,451	3,434
Net loss from continuing operations		(6,312)							(27,340)	(32,522)	(23,673)	(15,892)
Loss from discontinued operations, net of tax		(3,041)							(3,041)	$ (3,041)	$ 0	$ 0
Discontinued Operations
Operating costs and expenses:
Loss on sale of Eat Smart		235							235
Restructuring costs		3,209							4,642
Total operating costs and expenses		4,605							52,202
Operating loss		(4,766)							(47,002)
Income tax benefit		185							408
Loss from discontinued operations, net of tax		(4,785)							(49,276)
As reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Product sales		53,074							138,158
Cost of product sales		39,179							99,113
Gross profit		13,895							39,045
Operating costs and expenses:
Research and development		2,056							5,785
Selling, general and administrative		9,725							27,207
Loss on sale of Eat Smart									4,354
Restructuring costs		5,865							8,406
Total operating costs and expenses		17,646							41,398
Operating loss		(3,751)							(2,353)
Interest income		20							66
Interest expense, net		(4,105)							(13,877)
Transition services income		0							0
Other income (expense), net		454							642
Net loss from continuing operations before taxes		(7,382)							(15,522)
Income tax benefit		276							5,012
Net loss from continuing operations		(7,106)							(10,510)
Loss from discontinued operations, net of tax		(5,744)							(50,258)
Net loss		$ (12,850)	$ (38,441)	$ (9,477)					$ (60,768)
Basic and diluted net loss per share:
Loss from continuing operations (in dollars per share)		$ (0.24)							$ (0.36)
Loss from continuing operations (in dollars per share)		(0.24)							(0.36)
Loss from discontinued operations (in dollars per share)		(0.19)							(1.71)
Loss from discontinued operations (in dollars per share)		(0.19)							(1.71)
Total basic net loss per share (in dollars per share)		(0.43)							(2.07)
Total diluted net loss per share (in dollars per share)		$ (0.43)							$ (2.07)
Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)		$ 104							$ 646
Other comprehensive income (loss), net of tax		104							646
Total comprehensive loss		(12,746)							(60,122)
As reported \| Lifecore
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gross profit		12,905							30,384
Operating costs and expenses:
Net loss from continuing operations		5,054							11,317
Loss from discontinued operations, net of tax		0							0
As reported \| Curation Foods
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gross profit		990							8,661
Operating costs and expenses:
Net loss from continuing operations		(5,848)							5,513
Loss from discontinued operations, net of tax		(2,703)							(47,217)
As reported \| Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gross profit		0							0
Operating costs and expenses:
Net loss from continuing operations		(6,312)							(27,340)
Loss from discontinued operations, net of tax		(3,041)							(3,041)
As reported \| Discontinued Operations
Operating costs and expenses:
Loss on sale of Eat Smart		4,354							4,354
Restructuring costs		86							1,519
Total operating costs and expenses		5,601							53,198
Operating loss		(5,762)							(47,998)
Income tax benefit		222							422
Loss from discontinued operations, net of tax		(5,744)							(50,258)
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Product sales		0							0
Cost of product sales		675							787
Gross profit		(675)							(787)
Operating costs and expenses:
Research and development		0							0
Selling, general and administrative		6,625							6,906
Loss on sale of Eat Smart									(4,119)
Restructuring costs		(595)							(876)
Total operating costs and expenses		6,030							6,030
Operating loss		(6,705)							(6,817)
Interest income		0							0
Interest expense, net		0							0
Transition services income		5,473							5,473
Other income (expense), net		0							0
Net loss from continuing operations before taxes		(1,232)							(1,344)
Income tax benefit		37							14
Net loss from continuing operations		(1,195)							(1,330)
Loss from discontinued operations, net of tax		959							982
Net loss		$ (236)	$ (80)	$ (32)					$ (348)
Basic and diluted net loss per share:
Loss from continuing operations (in dollars per share)		$ (0.04)							$ (0.05)
Loss from continuing operations (in dollars per share)		(0.04)							(0.05)
Loss from discontinued operations (in dollars per share)		0.03							0.03
Loss from discontinued operations (in dollars per share)		0.03							0.03
Total basic net loss per share (in dollars per share)		(0.01)							(0.02)
Total diluted net loss per share (in dollars per share)		$ (0.01)							$ (0.02)
Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect)		$ 0							$ 0
Other comprehensive income (loss), net of tax		0							0
Total comprehensive loss		(236)							(348)
Adjustment \| Lifecore
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gross profit		0							0
Operating costs and expenses:
Net loss from continuing operations		0							0
Loss from discontinued operations, net of tax		0							0
Adjustment \| Curation Foods
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gross profit		(675)							(787)
Operating costs and expenses:
Net loss from continuing operations		(1,195)							(1,330)
Loss from discontinued operations, net of tax		959							982
Adjustment \| Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Gross profit		0							0
Operating costs and expenses:
Net loss from continuing operations		0							0
Loss from discontinued operations, net of tax		0							0
Adjustment \| Discontinued Operations
Operating costs and expenses:
Loss on sale of Eat Smart		(4,119)							(4,119)
Restructuring costs		3,123							3,123
Total operating costs and expenses		(996)							(996)
Operating loss		996							996
Income tax benefit		(37)							(14)
Loss from discontinued operations, net of tax		$ 959							$ 982

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Stockholders' Equity Error Correction (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended	12 Months Ended
	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Beginning balance	$ 156,090	$ 193,833	$ 202,784	$ 202,784	$ 202,784	$ 231,044	$ 270,144
Net loss	(13,086)	(38,521)	(9,509)	(61,116)	(97,431)	(32,665)	(38,191)
Ending balance	143,724	156,090	193,833	143,724	107,945	202,784	231,044
Retained Earnings (Accumulated Deficit)
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Beginning balance	(9,450)	29,071	38,580	38,580	38,580	71,245	109,710
Net loss	(13,086)	(38,521)	(9,509)
Ending balance	(22,536)	(9,450)	29,071	(22,536)	(58,851)	38,580	$ 71,245
As reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Beginning balance	156,202	193,865	202,784	202,784	202,784
Net loss	(12,850)	(38,441)	(9,477)	(60,768)
Ending balance	144,072	156,202	193,865	144,072		202,784
As reported \| Retained Earnings (Accumulated Deficit)
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Beginning balance	(9,338)	29,103	38,580	38,580	38,580
Net loss	(12,850)	(38,441)	(9,477)
Ending balance	(22,188)	(9,338)	29,103	(22,188)		38,580
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Beginning balance	(112)	(32)	0	0	$ 0
Net loss	(236)	(80)	(32)	(348)
Ending balance	$ (348)	$ (112)	$ (32)	$ (348)		$ 0

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
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-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
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-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References

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+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Cash Flow Error Correction (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended	12 Months Ended
	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Cash flows from operating activities:
Net loss	$ (13,086)	$ (38,521)	$ (9,509)	$ (61,116)	$ (97,431)	$ (32,665)	$ (38,191)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment of goodwill				32,057	60,792	0	12,953
Depreciation, amortization of intangibles, debt costs and right-of-use assets				14,488	17,884	19,867	18,838
Loss on disposal of property and equipment related to restructuring, net				5,185	5,185	10,143	14,802
Deferred taxes				(5,471)	(6,884)	(7,893)	(5,440)
Loss on sale of Eat Smart				235	336	0	0
Stock-based compensation expense				1,928	2,608	3,360	2,419
Net loss on disposal of property and equipment held and used				25	152	61	143
Provision (benefit) for expected credit losses				(14)	(14)	418	(284)
Other, net				(551)	(426)	(74)	195
Changes in current assets and current liabilities:
Accounts receivable, net				(7,525)	(6,138)	5,775	(6,357)
Inventory				(11,910)	(5,960)	(3,352)	(12,179)
Prepaid expenses and other current assets				(1,448)	(602)	7,941	(6,815)
Accounts payable				13,507	9,343	(5,982)	(1,249)
Accrued compensation				(2,027)	(2,546)	3,270	(1,894)
Other accrued liabilities				(70)	(680)	460	1,263
Deferred revenue				662	(18)	778	(147)
Net cash (used in) provided by operating activities				(22,045)	(24,399)	15,017	(17,041)
Cash flows from investing activities:
Proceeds from the Sale of Eat Smart				73,500	73,500	0	0
Sale of Investment in non-public company				45,100	45,100	0	0
Purchases of property and equipment				(18,539)	(28,134)	(23,769)	(26,686)
Proceeds from sales of property and equipment				1,096	1,141	12,913	2,434
Eat Smart sale net working capital adjustment and cash sale expenses				(2,390)	(9,839)	0	0
Net cash provided by (used in) investing activities				98,767	81,768	(10,856)	(23,888)
Net cash (used in) provided by financing activities				(76,163)	(57,021)	(3,419)	40,017
Net increase (decrease) in cash, cash equivalents and restricted cash				559	348	742	(912)
Cash, cash equivalents and restricted cash, beginning of period			1,295	1,295	1,295	553	1,465
Cash, cash equivalents and restricted cash, end of period	1,854			1,854	1,643	1,295	$ 553
As reported
Cash flows from operating activities:
Net loss	(12,850)	(38,441)	(9,477)	(60,768)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment of goodwill				32,057
Depreciation, amortization of intangibles, debt costs and right-of-use assets				14,488
Loss on disposal of property and equipment related to restructuring, net				5,185
Deferred taxes				(5,471)
Loss on sale of Eat Smart				4,354
Stock-based compensation expense				1,928
Net loss on disposal of property and equipment held and used				25
Provision (benefit) for expected credit losses				(14)
Other, net				(551)
Changes in current assets and current liabilities:
Accounts receivable, net				(7,525)
Inventory				(11,910)
Prepaid expenses and other current assets				(1,448)
Accounts payable				13,055
Accrued compensation				(3,849)
Other accrued liabilities				(4,195)
Deferred revenue				204
Net cash (used in) provided by operating activities				(24,435)
Cash flows from investing activities:
Proceeds from the Sale of Eat Smart				73,500
Sale of Investment in non-public company				45,100
Purchases of property and equipment				(18,539)
Proceeds from sales of property and equipment				1,096
Eat Smart sale net working capital adjustment and cash sale expenses				0
Net cash provided by (used in) investing activities				101,157
Net cash (used in) provided by financing activities				(76,163)
Net increase (decrease) in cash, cash equivalents and restricted cash				559
Cash, cash equivalents and restricted cash, beginning of period			1,295	1,295	1,295
Cash, cash equivalents and restricted cash, end of period	1,854			1,854		1,295
Adjustment
Cash flows from operating activities:
Net loss	(236)	$ (80)	(32)	(348)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Impairment of goodwill				0
Depreciation, amortization of intangibles, debt costs and right-of-use assets				0
Loss on disposal of property and equipment related to restructuring, net				0
Deferred taxes				0
Loss on sale of Eat Smart				(4,119)
Stock-based compensation expense				0
Net loss on disposal of property and equipment held and used				0
Provision (benefit) for expected credit losses				0
Other, net				0
Changes in current assets and current liabilities:
Accounts receivable, net				0
Inventory				0
Prepaid expenses and other current assets				0
Accounts payable				452
Accrued compensation				1,822
Other accrued liabilities				4,125
Deferred revenue				458
Net cash (used in) provided by operating activities				2,390
Cash flows from investing activities:
Proceeds from the Sale of Eat Smart				0
Sale of Investment in non-public company				0
Purchases of property and equipment				0
Proceeds from sales of property and equipment				0
Eat Smart sale net working capital adjustment and cash sale expenses				(2,390)
Net cash provided by (used in) investing activities				(2,390)
Net cash (used in) provided by financing activities				0
Net increase (decrease) in cash, cash equivalents and restricted cash				0
Cash, cash equivalents and restricted cash, beginning of period			$ 0	0	$ 0
Cash, cash equivalents and restricted cash, end of period	$ 0			$ 0		$ 0

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Diluted Earnings Per Share Error Correction (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Numerator:
Net loss			$ (97,431)	$ (32,665)	$ (38,191)
Denominator:
Diluted (in shares)	29,482	29,459	29,466	29,294	29,162
Diluted net loss per share (in dollars per share)	$ (0.44)	$ (2.09)	$ (3.31)	$ (1.12)	$ (1.31)
As reported
Denominator:
Diluted (in shares)	29,482	29,459
Diluted net loss per share (in dollars per share)	$ (0.43)	$ (2.07)
Adjustment
Denominator:
Diluted (in shares)	29,482	29,459
Diluted net loss per share (in dollars per share)	$ (0.01)	$ (0.02)

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

+ References

+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Restructuring Cost Error Correction (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended	36 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 29, 2022
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	$ 5,270	$ 7,530	$ 8,961	$ 16,778
As reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	5,865	8,406
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	(595)	(876)
Lifecore
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	0	0
Lifecore \| As reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	271	271
Lifecore \| Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	(271)	(271)
Curation Foods
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	5,220	5,686	6,425	10,652
Curation Foods \| As reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	5,344	5,810
Curation Foods \| Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	(124)	(124)
Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	50	1,844	$ 2,536	$ 6,126
Other \| As reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	250	2,325
Other \| Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Restructuring costs	$ (200)	$ (481)

Investment in Non-public Company (Details)					12 Months Ended
Investment in Non-public Company (Details)	Jun. 01, 2021 USD ($)	Oct. 29, 2014 USD ($) shares	Jul. 15, 2014 USD ($) shares	Feb. 15, 2011 USD ($) shares	May 30, 2021 USD ($)	May 31, 2020 USD ($)	May 26, 2019 USD ($) shares	Mar. 15, 2017 USD ($) director
Windset
Investment Holdings [Line Items]
Investment ownership percentage			26.90%					26.90%
Dividend income					$ 1,100,000	$ 1,100,000
Change in market value of company's investment					$ 11,800,000	$ (4,200,000)
Number of designated board of directors \| director								1
Number of directors \| director								5
Windset \| Curation Foods
Investment Holdings [Line Items]
Payments to acquire investments			$ 11,000,000.0
Time frame to be paid after anniversary			90 days
Liquidation value								$ 20,100,000
Payments for repurchase of equity	$ 45,100,000
Windset \| Curation Foods \| Senior A Preferred Stock
Investment Holdings [Line Items]
Liquidation value								15,000,000.0
Windset \| Curation Foods \| Junior Preferred Shares
Investment Holdings [Line Items]
Preferred stock investment, dividends declared			$ 0
Liquidation value								$ 5,100,000
Windset \| Curation Foods \| Senior A Preferred Stock
Investment Holdings [Line Items]
Investment in non-public company shares (in shares) \| shares				150,000
Payments to acquire investments				$ 15,000,000.0
Windset \| Curation Foods \| Common Stock
Investment Holdings [Line Items]
Investment in non-public company shares (in shares) \| shares			68	201
Payments to acquire investments				$ 201,000
Windset \| Curation Foods \| Junior Preferred Shares
Investment Holdings [Line Items]
Investment in non-public company shares (in shares) \| shares			51,211
Windset \| Curation Foods \| Senior B Preferred Stock
Investment Holdings [Line Items]
Investment in non-public company shares (in shares) \| shares		70,000					70,000
Payments to acquire investments		$ 7,000,000.0
Dividend percentage rate		7.50%
Put option for preferred shares							$ 7,000,000.0
Senior A Preferred Stock
Investment Holdings [Line Items]
Dividend percentage rate			7.50%

Property and Equipment - Components of Property and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 184,935	$ 163,743
Less accumulated depreciation and amortization	(54,500)	(43,457)
Property and equipment, net	130,435	120,286
Land
Property, Plant and Equipment [Line Items]
Gross property and equipment	3,710	3,670
Buildings
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 60,271	47,880
Buildings \| Minimum
Property, Plant and Equipment [Line Items]
Years of Useful Life	15 years
Buildings \| Maximum
Property, Plant and Equipment [Line Items]
Years of Useful Life	40 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 6,793	6,465
Leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Years of Useful Life	3 years
Leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Years of Useful Life	15 years
Computers, capitalized software, machinery, equipment and autos
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 88,936	71,832
Computers, capitalized software, machinery, equipment and autos \| Minimum
Property, Plant and Equipment [Line Items]
Years of Useful Life	3 years
Computers, capitalized software, machinery, equipment and autos \| Maximum
Property, Plant and Equipment [Line Items]
Years of Useful Life	25 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 2,290	2,513
Furniture and fixtures \| Minimum
Property, Plant and Equipment [Line Items]
Years of Useful Life	3 years
Furniture and fixtures \| Maximum
Property, Plant and Equipment [Line Items]
Years of Useful Life	7 years
Construction in process
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 22,935	$ 31,383

Property and Equipment - Narrative (Details) - USD ($)	3 Months Ended				9 Months Ended	12 Months Ended
Property and Equipment - Narrative (Details) - USD ($)	Aug. 19, 2022	Nov. 28, 2021	Aug. 29, 2021	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense						$ 9,300,000	$ 7,200,000	$ 6,900,000
Amortization of leased assets						113,000	117,000
Capitalized software development costs						300,000	400,000	800,000
Amortization related to computer software						500,000	400,000	300,000
Unamortized computer software cost						1,900,000	1,900,000
Capitalized interest						400,000	300,000	400,000
Proceeds from sales of property and equipment					$ 1,096,000	1,141,000	12,913,000	2,434,000
Gain on sale of property					$ (25,000)	$ (152,000)	(61,000)	$ (143,000)
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]						Selling, general and administrative		Selling, general and administrative
BreatheWay
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets to be disposed of						$ 0
BreatheWay \| Subsequent Event
Property, Plant and Equipment [Line Items]
Proceeds from sale of property held-for-sale	$ 3,200,000
Prepaid Expenses and Other Current Assets \| BreatheWay
Property, Plant and Equipment [Line Items]
Asset held for sale						1,000,000
Prepaid Expenses and Other Current Assets \| BreatheWay \| Inventories
Property, Plant and Equipment [Line Items]
Asset held for sale						900,000
Prepaid Expenses and Other Current Assets \| BreatheWay \| Property and Equipment
Property, Plant and Equipment [Line Items]
Asset held for sale						100,000
O Olive & Vinegar
Property, Plant and Equipment [Line Items]
Impairment of property and equipment								$ 1,300,000
Curation Foods Santa Maria Office
Property, Plant and Equipment [Line Items]
Impairment of property and equipment						3,700,000
Curation Foods office in San Rafael
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets to be disposed of								400,000
Proceeds from sale of property held-for-sale								2,400,000
Salad dressing plant in Ontario, CA
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets to be disposed of								$ 10,900,000
Proceeds from sales of property and equipment				$ 4,900,000
Gain on sale of property							2,800,000
Manufacturing operations in Hanover, Pennsylvania
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets to be disposed of			$ 8,800,000
Proceeds from sale of property held-for-sale		$ 8,000,000
Manufacturing operations in Hanover, Pennsylvania \| Asset Reclassification
Property, Plant and Equipment [Line Items]
Gain on sale of property		$ 0
Rock Hill, South Carolina, Distribution Facility
Property, Plant and Equipment [Line Items]
Impairment of property and equipment							0
Proceeds from sales of property and equipment						$ 1,100,000
Asset held for sale							$ 500,000

Goodwill and Intangible Assets - Changes in Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021
Goodwill [Roll Forward]
Balance at beginning of year	$ 33,916	$ 33,916
Impairment	(20,035)	0
Balance at end of year	$ 13,881	$ 33,916

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment loss	$ 20,035	$ 0
Goodwill	13,881	33,916	$ 33,916
Amortization expense related to finite-lived intangible assets	$ 1,400	1,400	$ 1,500
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration]	Discontinued Operations, Goodwill and Intangible Asset Impairment		Discontinued Operations, Goodwill and Intangible Asset Impairment
O Olive & Vinegar
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment loss			$ 5,200
Yucatan Foods
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment loss	$ 20,000		2,700
Customer relationships \| O Olive & Vinegar
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets			500
Trademarks/tradenames
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets	0	0
Trademarks/tradenames \| O Olive & Vinegar
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets			1,100
Trademarks/tradenames \| Yucatan Foods
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets			3,500
Trademarks \| O Olive & Vinegar
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets			1,100
Trademarks \| Yucatan Foods
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets	8,700		3,500
O Olive & Vinegar
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment loss			5,200
Yucatan Foods
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment loss	20,000		$ 2,700
Eat Smart
Indefinite-lived Intangible Assets [Line Items]
Goodwill impairment loss	$ 32,100
Lifecore
Indefinite-lived Intangible Assets [Line Items]
Goodwill		$ 13,900

Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021
Intangible Assets [Line Items]
Accumulated Amortization	$ 7,550	$ 6,168
Total intangible assets	23,100	31,800
Trademarks/tradenames
Intangible Assets [Line Items]
Gross Carrying Amount	8,400	17,100
Impairment of intangible assets	0	0
Customer relationships
Intangible Assets [Line Items]
Gross Carrying Amount	14,700	14,700
Accumulated Amortization	7,550	6,168
Lifecore \| Trademarks/tradenames
Intangible Assets [Line Items]
Gross Carrying Amount	4,200	4,200
Impairment of intangible assets	$ 0	0
Lifecore \| Customer relationships
Intangible Assets [Line Items]
Amortization Period (years)	12 years
Gross Carrying Amount	$ 3,700	3,700
Accumulated Amortization	3,700	3,418
Curation Foods \| Trademarks/tradenames
Intangible Assets [Line Items]
Gross Carrying Amount	$ 500	500
Curation Foods \| Customer relationships
Intangible Assets [Line Items]
Amortization Period (years)	12 years
Gross Carrying Amount	$ 11,000	11,000
Accumulated Amortization	3,850	2,750
Curation Foods \| Yucatan Foods \| Trademarks/tradenames
Intangible Assets [Line Items]
Gross Carrying Amount	$ 3,700	$ 12,400

Goodwill and Intangible Assets - Schedule of Expected Future Amortization Expense (Details) $ in Thousands	May 29, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Fiscal year 2023	$ 1,100
Fiscal year 2024	1,100
Fiscal year 2025	1,100
Fiscal year 2026	1,100
Fiscal year 2027	1,100
Total	$ 5,500

Stock-based Compensation and Stockholders’ Equity - Narrative (Details) - USD ($)		12 Months Ended
	Oct. 16, 2019	May 29, 2022	May 30, 2021	May 31, 2020	May 26, 2019	Oct. 10, 2013	Jul. 14, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options to purchase restricted stock units outstanding (in shares)		1,947,686	1,834,017	1,716,358	2,000,096
Number of shares available for award under stock incentive plan (in shares)		3,700,000
Preferred stock authorized (in shares)		2,000,000.0
Preferred stock outstanding (in shares)		0
Amount of unrecognized compensation expense related to unvested equity compensation		$ 2,700,000
Maximum repurchase amount of common stock							$ 10,000,000.0
Stock repurchased during period (in shares)		0	0	0
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total expense expected to be recognized over the weighted-average period		1 year 10 months 24 days
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options to purchase restricted stock units outstanding (in shares)		1,700,911
Total expense expected to be recognized over the weighted-average period		1 year 8 months 15 days
Stock Incentive Plan 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock initially available under stock award plan (in shares)	2,000,000.0
Stock Incentive Plan 2019 \| Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum amount of award within a fiscal year (in shares)	500,000
Stock Incentive Plan 2019 \| Stock Grants and Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum amount of award within a fiscal year (in shares)	250,000
Stock Incentive Plan 2019 \| Stock Appreciation Rights (SARs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum amount of award within a fiscal year (in shares)	500,000
Maximum award for a non-employee direct within a fiscal year	$ 120,000
Stock Incentive Plan 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock initially available under stock award plan (in shares)						2,000,000.0
Amount of shares and RSUs outstanding to be purchased (in shares)		541,374

Stock-based Compensation and Stockholders’ Equity - Weighted Average Assumptions (Details) - $ / shares	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average grant date fair value (in dollars per share)	$ 2.62	$ 2.37	$ 2.55
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (in years)	2 years 9 months 18 days	3 years 4 months 9 days	3 years 6 months
Risk-free interest rate	0.45%	0.23%	1.01%
Volatility	33.00%	33.00%	31.00%
Dividend yield	0.00%	0.00%	0.00%

Stock-based Compensation and Stockholders’ Equity - Stock Options Outstanding and Exercisable (Details) - USD ($)	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Options Outstanding
Options outstanding, beginning balance (in shares)	1,834,017	1,716,358	2,000,096
Options granted (in shares)	803,000	682,600	435,000
Options exercised (in shares)	(161,415)	0	(163,333)
Options forfeited and canceled (in shares)	(205,746)	(127,714)	(55,806)
Options expired (in shares)	(322,170)	(437,227)	(499,599)
Options outstanding, ending balance (in shares)	1,947,686	1,834,017	1,716,358
Options exercisable (in shares)	986,594
Weighted-Average Exercise Price Per Share
Options outstanding, beginning balance (in dollars per share)	$ 11.07	$ 12.15	$ 12.94
Options granted (in dollars per share)	11.79	9.66	10.42
Options exercised (in dollars per share)	9.69	0	11.16
Options forfeited and canceled (in dollars per share)	10.96	9.93	13.08
Options expires (in dollars per share)	13.31	13.42	14.04
Options outstanding, ending balance (in dollars per share)	11.13	$ 11.07	$ 12.15
Options exercisable (in dollars per share)	$ 10.96
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Total Intrinsic Value of Options Exercised	$ 304,211	$ 0	$ 169,066
Weighted average remaining contractual term, options outstanding	4 years 8 months 19 days
Weighted average remaining contractual term, options exercisable	3 years 8 months 23 days
Aggregate intrinsic value, options outstanding	$ 310,682
Aggregate intrinsic value, options exercisable	$ 195,247

Stock-based Compensation and Stockholders’ Equity - Stock-based Compensation Activity (Details) - Restricted Stock - $ / shares	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Restricted Stock Units Outstanding
Beginning balance (in shares)	480,396	469,548	428,427
Granted (in shares)	105,858	188,225	296,527
Vested (in shares)	(228,568)	(146,197)	(124,045)
Forfeited (in shares)	(63,087)	(31,180)	(131,361)
Ending balance (in shares)	294,599	480,396	469,548
Weighted-Average Grant Date Fair Value Per Share
Beginning balance (in dollars per share)	$ 10.71	$ 11.24	$ 12.80
Granted (in dollars per share)	11.98	10.13	9.79
Exercised (in dollars per share)	11.41	11.69	11.82
Forfeited (in dollars per share)	10.70	10.60	12.49
Ending balance (in dollars per share)	$ 10.55	$ 10.71	$ 11.24

Stock-based Compensation and Stockholders’ Equity - Summary of Stock-based Compensation by Income Statement Line Item (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 2,608	$ 3,360	$ 2,419
Discontinued Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	(34)	55	44
Cost of sales \| Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	314	348	118
Research and development \| Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	202	223	158
Selling, general and administrative \| Continuing Operations
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 2,126	$ 2,734	$ 2,099

Debt - Narrative (Details)				12 Months Ended
Debt - Narrative (Details)	Dec. 31, 2020 USD ($) creditAgreement	Jul. 15, 2020	Oct. 25, 2019 USD ($)	May 30, 2021 USD ($)	May 31, 2020	May 29, 2022 USD ($)	Apr. 30, 2022 USD ($)	Feb. 23, 2020	Dec. 02, 2019 USD ($)	Nov. 30, 2018 USD ($)	Jun. 25, 2018 USD ($)	Nov. 01, 2016 USD ($)	Sep. 23, 2016 USD ($)
Debt Instrument [Line Items]
Term loan facility				$ 164,902,000		$ 98,178,000
Number of credit agreements \| creditAgreement	2
Debt issuance costs				5,098,000		5,534,000
Interest Rate Swap \| BMO
Debt Instrument [Line Items]
Derivative, notional amount									$ 110,000,000.0		$ 30,000,000.0	$ 50,000,000
London Interbank Offered Rate (LIBOR) \| Interest Rate Swap \| BMO
Debt Instrument [Line Items]
Interest rate swap contract notional amount									1.53%		2.74%	1.22%
Refinance Revolver
Debt Instrument [Line Items]
Debt instrument, face amount	$ 170,000,000
Periodic payment			$ 3,000,000.0
Covenant, leverage ratio								5.00
Line of credit facility, quarterly payment, percent of principal	5.00%
Percent of prepayment penalty	3.00%
Debt issuance costs	$ 10,300,000
Refinance Revolver \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Base spread on variable rate	8.50%
Refinance Revolver \| Base Rate
Debt Instrument [Line Items]
Base spread on variable rate	7.50%
Refinance Revolver \| Revolving Credit Facility
Debt Instrument [Line Items]
Revolving line of credit	$ 75,000,000		100,000,000.0				$ 20,000,000			$ 105,000,000			$ 100,000,000
Commitment fee percentage	0.375%
Line of credit facility, accordion feature, increase limit	$ 15,000,000
Debt issuance costs							$ 700,000
Write off of deferred debt issuance costs				$ 1,100,000
Refinance Revolver \| Revolving Credit Facility \| Eurodollar
Debt Instrument [Line Items]
Long-term line of credit						$ 40,000,000
Revolver interest rate						3.00%
Refinance Revolver \| Revolving Credit Facility \| Minimum \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Base spread on variable rate	2.00%
Refinance Revolver \| Revolving Credit Facility \| Minimum \| Base Rate
Debt Instrument [Line Items]
Base spread on variable rate	1.00%
Refinance Revolver \| Revolving Credit Facility \| Maximum \| London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Base spread on variable rate	2.50%
Refinance Revolver \| Revolving Credit Facility \| Maximum \| Base Rate
Debt Instrument [Line Items]
Base spread on variable rate	1.50%
Refinance Term Loan
Debt Instrument [Line Items]
Debt instrument, face amount			$ 120,000,000.0							$ 100,000,000			$ 50,000,000
Debt instrument, interest rate, stated percentage						9.50%
Seventh Amendment
Debt Instrument [Line Items]
Covenant, leverage ratio								5.75
Covenant, quarterly decrease in leverage ratio						0.0025
Final fixed leverage ratio						3.50
Seventh Amendment \| Minimum \| Prime Rate
Debt Instrument [Line Items]
Base spread on variable rate					0.25%
Seventh Amendment \| Minimum \| Eurodollar
Debt Instrument [Line Items]
Base spread on variable rate				1.25%
Seventh Amendment \| Maximum \| Prime Rate
Debt Instrument [Line Items]
Base spread on variable rate					3.00%
Seventh Amendment \| Maximum \| Eurodollar
Debt Instrument [Line Items]
Base spread on variable rate				4.00%
Eighth Amendment
Debt Instrument [Line Items]
Percentage of EBITDA, maximum limit on permitted exclusions		20.00%
Eighth Amendment \| Minimum
Debt Instrument [Line Items]
Commitment fee percentage		0.15%
Eighth Amendment \| Minimum \| Prime Rate
Debt Instrument [Line Items]
Base spread on variable rate		0.75%
Eighth Amendment \| Minimum \| Eurodollar
Debt Instrument [Line Items]
Base spread on variable rate		1.75%
Eighth Amendment \| Maximum
Debt Instrument [Line Items]
Commitment fee percentage		0.55%
Eighth Amendment \| Maximum \| Prime Rate
Debt Instrument [Line Items]
Base spread on variable rate		3.50%
Eighth Amendment \| Maximum \| Eurodollar
Debt Instrument [Line Items]
Base spread on variable rate		4.50%

Debt - Long-term Debt (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Debt Disclosure [Abstract]
Total principal amount of long-term debt	$ 103,712	$ 170,000
Less: unamortized debt issuance costs	(5,534)	(5,098)
Total long-term debt, net of unamortized debt issuance costs	98,178	164,902
Less: current portion of long-term debt, net	(599)	0
Long-term debt, net	$ 97,579	$ 164,902

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Debt - Future Minimum Principal Payments of Debt (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Debt Disclosure [Abstract]
Fiscal year 2023	$ 2,125
Fiscal year 2024	8,469
Fiscal year 2025	8,422
Fiscal year 2026	84,696
Total	$ 103,712	$ 170,000

Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Current:
Federal			$ 0	$ (38)	$ (7,723)
State			23	74	38
Foreign			356	56	56
Total			379	92	(7,629)
Deferred:
Federal			(5,562)	(1,536)	(983)
State			(656)	(459)	(162)
Total			(6,218)	(1,995)	(1,145)
Income tax benefit	$ (313)	$ (5,026)	$ (5,839)	$ (1,903)	$ (8,774)

Income Taxes - Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Income Tax Disclosure [Abstract]
Tax at U.S. statutory rate			$ (10,904)	$ (2,409)	$ (6,435)
State income taxes, net of federal benefit			(1,639)	(304)	(1,048)
Tax reform/CARES Act			0	0	(2,770)
Change in valuation allowance			6,040	2,667	2,014
Tax credit carryforwards			(436)	(606)	(613)
Other compensation-related activity			234	249	334
Impairment of goodwill			2,347	0	647
Foreign rate differential			(496)	(1,414)	(986)
Other			(985)	(86)	83
Income tax benefit	$ (313)	$ (5,026)	$ (5,839)	$ (1,903)	$ (8,774)

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021	May 31, 2020	May 26, 2019
Tax Credit Carryforward [Line Items]
Effective tax rate for the fiscal year benefit	16.59%	11.20%	28.63%
Income tax benefit	$ 121	$ 5,898	$ 4,342
Researach and development tax credit carryforward			2,800
Tax reform/CARES Act benefit	0	0	2,770
Deferred tax asset valuation allowance	31,848	10,460
Unrecognized tax benefits	1,025	942	827	$ 616
Unrecognized tax benefits that would change the effect tax rate if recognized	900
Discontinued Operations \| Eat Smart
Tax Credit Carryforward [Line Items]
Income tax benefit	121	$ 5,898	$ 4,342
California
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	37,700
Tax credit carryforward amount	2,100
Indiana
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	30,600
Other States, Tax Board
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	20,800
Minnesota
Tax Credit Carryforward [Line Items]
Tax credit carryforward amount	$ 1,400
Tax credit carryforward, period	15 years
Domestic Tax Authority
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	$ 74,100
Tax credit carryforward amount	$ 2,800
Tax credit carryforward, period	20 years
Deferred tax asset valuation allowance	$ 15,500
Foreign Tax Authority
Tax Credit Carryforward [Line Items]
Net operating loss carryforwards	25,900
Deferred tax asset valuation allowance	8,100
State and Local Jurisdiction
Tax Credit Carryforward [Line Items]
Deferred tax asset valuation allowance	$ 8,200

Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Deferred tax assets:
Accruals and reserves	$ 867	$ 3,366
Net operating loss carryforwards	28,558	21,916
Stock-based compensation	880	1,123
Research and AMT credit carryforwards	5,611	5,150
Lease liability	2,874	5,902
Limitations on business interest expense	4,245	2,411
Goodwill and other indefinite life intangibles	1,426	0
Other	750	927
Gross deferred tax assets	45,211	40,795
Valuation allowance	(31,848)	(10,460)
Net deferred tax assets	13,363	30,335
Deferred tax liabilities:
Depreciation and amortization	(11,495)	(16,600)
Goodwill and other indefinite life intangibles	0	(13,406)
Basis difference in investment in non-public company	0	(1,382)
Right of use asset	(2,100)	(5,087)
Deferred tax liabilities	(13,595)	(36,475)
Net deferred tax liabilities	$ (232)	$ (6,140)

Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Unrecognized tax benefits – beginning of the period	$ 942	$ 827	$ 616
Gross increases – tax positions in prior period	0	0	101
Gross decreases – tax positions in prior period	0	0	(11)
Gross increases – current-period tax positions	83	115	121
Unrecognized tax benefits – end of the period	$ 1,025	$ 942	$ 827

Leases - Narrative (Details) $ in Thousands		12 Months Ended
Leases - Narrative (Details) $ in Thousands	Sep. 03, 2015 USD ($) ft² renewalOption	May 29, 2022 USD ($)	May 30, 2021 USD ($)
Lessee, Lease, Description [Line Items]
Leased area \| ft²	80,950
Initial lease term	7 years
Number of renewal options \| renewalOption	2
Lease renewal term	5 years
Period after which buyout option is available	7 years
Gross assets recorded under finance leases		$ 3,800	$ 3,800
Accumulated amortization associated with finance leases		700	600
Initial monthly lease payment	$ 34
Percentage by which monthly payment increases per year	2.40%
Operating lease, impairment loss			$ 1,700
Santa Maria Office
Lessee, Lease, Description [Line Items]
Operating lease, impairment loss		1,600
Curation Foods Los Angeles, California
Lessee, Lease, Description [Line Items]
Operating lease, impairment loss		$ 400

Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021
Leases [Abstract]
Amortization of leased assets	$ 113	$ 117
Interest on lease liabilities	335	348
Operating lease cost	2,212	2,291
Variable lease cost and other	134	15
Sublease income	(90)	(90)
Total lease cost	$ 2,704	$ 2,681
Weighted-average remaining lease term:
Operating leases	7 years 4 months 28 days	14 years 4 months 6 days
Finance leases	7 months 2 days	1 year 7 months 6 days
Weighted-average discount rate:
Operating leases	4.78%	5.00%
Finance leases	10.00%	10.00%

Leases - Maturity Analysis of Operating and Finance Lease Liabilities (Details) $ in Thousands	May 29, 2022 USD ($)
Operating Leases
2023	$ 2,330
2024	2,243
2025	2,002
2026	1,928
2027	1,409
Thereafter	3,793
Total lease payments	13,705
Less: interest	(1,991)
Present value of lease liabilities	11,714
Less: current obligation of lease liabilities	(1,743)
Total long-term lease liabilities	9,971
Finance Leases
2023	3,475
2024	10
2025	0
2026	0
2027	0
Thereafter	0
Total lease payments	3,485
Less: interest	(190)
Present value of lease liabilities	3,295
Less: current obligation of lease liabilities	(3,283)
Total long-term lease liabilities	12
Total
2023	5,805
2024	2,253
2025	2,002
2026	1,928
2027	1,409
Thereafter	3,793
Total lease payments	17,190
Less: interest	(2,181)
Present value of lease liabilities	15,009
Less: current obligation of lease liabilities	(5,026)
Total long-term lease liabilities	$ 9,983
Operating lease, liability, statement of financial position, extensible enumeration	Total Liabilities
Finance lease, liability, statement of financial position, extensible enumeration	Total Liabilities
Operating lease, liability, current, statement of financial position, extensible enumeration	Current portion of lease liabilities
Finance lease, liability, current, statement of financial position, extensible enumeration	Current portion of lease liabilities
Operating lease, liability, noncurrent, statement of financial position, extensible enumeration	Long-term lease liabilities
Finance lease, liability, noncurrent, statement of financial position, extensible enumeration	Long-term lease liabilities

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	May 29, 2022	May 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 2,454	$ 2,089
Operating cash flows from finance leases	335	348
Financing cash flows from finance leases	129	110
Lease liabilities arising from obtaining right-of-use assets:
Operating leases	$ 37	$ 3,137

Commitments and Contingencies (Details)			3 Months Ended	12 Months Ended
Commitments and Contingencies (Details)	Nov. 03, 2020 USD ($)	Sep. 02, 2020 USD ($) claimant	Feb. 28, 2021 USD ($)	May 29, 2022 USD ($) attempt employee plaintiff	May 30, 2021 USD ($)	May 31, 2020 USD ($)	May 28, 2017 USD ($) installment	Feb. 14, 2020 company
Loss Contingencies [Line Items]
Purchase commitment					$ 54,900,000
Purchases related to commitments				$ 5,100,000	3,000,000	$ 3,400,000
Settlement agreement, number of installments \| installment							3
Settlement agreement, number of installments paid \| installment							2
Insurance recoveries			$ 1,600,000
Number of companies provided labor \| company								2
Discrimination and Wrongful Termination and Wage and Hour Claims
Loss Contingencies [Line Items]
Settlement agreement, percentage share							50.00%
Discrimination and Wrongful Termination and Wage and Hour Claims \| Pacific Harvest
Loss Contingencies [Line Items]
Unsuccessful attempts to unionize \| attempt				3
Number of former and current employees involved in matter \| employee				100
Number of individual arbitrations \| plaintiff				100
Settlement agreement, percentage share							50.00%
Litigation repayment receivable					1,200,000		$ 2,100,000
Litigation repayment receivable, reserve for collections						$ 1,200,000
Compliance Matters
Loss Contingencies [Line Items]
Number of claimants \| claimant		1
Damages sought		$ 10,000,000
Recoverable amount				$ 0
Compliance Matters \| Minimum
Loss Contingencies [Line Items]
Damages sought	$ 80,000,000
Santa Barbara County Superior Court, entitled Pacific Harvest, Inc., et al. v. Curation Foods, Inc., et al
Loss Contingencies [Line Items]
Loss contingency realized					$ 1,800,000
California Labor Code Case
Loss Contingencies [Line Items]
Loss contingency realized				$ 500,000

Business Segment Reporting - Narrative (Details)	12 Months Ended
Business Segment Reporting - Narrative (Details)	May 29, 2022 segment brand	Mar. 15, 2017	Jul. 15, 2014
Segment Reporting Information [Line Items]
Number of operating segments \| segment	3
Number of natural food brands \| brand	3
Windset
Segment Reporting Information [Line Items]
Investment ownership percentage		26.90%	26.90%

Business Segment Reporting - Property and Equipment, Net by Geographic Region (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021
Segment Reporting Information [Line Items]
Property and equipment, net	$ 130,435	$ 120,286
United States
Segment Reporting Information [Line Items]
Property and equipment, net	115,000	105,300
Mexico
Segment Reporting Information [Line Items]
Property and equipment, net	$ 15,400	$ 15,000

Business Segment Reporting - Sales by Geographic Area (Details) - USD ($) $ in Thousands	3 Months Ended								9 Months Ended	12 Months Ended
	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	Feb. 28, 2021	Nov. 29, 2020	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Segment Reporting Information [Line Items]
Revenues	$ 47,628	$ 53,074	$ 43,452	$ 41,632	$ 44,916	$ 44,690	$ 39,945	$ 41,995	$ 138,158	$ 185,786	$ 171,546	$ 160,066
Switzerland
Segment Reporting Information [Line Items]
Revenues										16,800	4,700	1,700
Canada
Segment Reporting Information [Line Items]
Revenues										12,600	10,700	9,700
Czech Republic
Segment Reporting Information [Line Items]
Revenues										3,500	3,500	1,400
United Kingdom
Segment Reporting Information [Line Items]
Revenues										2,900	1,900	1,100
Ireland
Segment Reporting Information [Line Items]
Revenues										2,200	2,000	4,000
Belgium
Segment Reporting Information [Line Items]
Revenues										0	13,700	13,800
All Other Countries
Segment Reporting Information [Line Items]
Revenues										$ 2,000	$ 1,900	$ 2,200

- Definition

+ References

+ Details

Business Segment Reporting - Operations by Business Segment (Details) - USD ($) $ in Thousands	3 Months Ended								9 Months Ended	12 Months Ended
	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	Feb. 28, 2021	Nov. 29, 2020	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Segment Reporting Information [Line Items]
Product sales	$ 47,628	$ 53,074	$ 43,452	$ 41,632	$ 44,916	$ 44,690	$ 39,945	$ 41,995	$ 138,158	$ 185,786	$ 171,546	$ 160,066
Gross profit	12,112	13,220	14,635	10,403	14,580	14,441	13,601	7,849	38,258	50,370	50,471	39,387
Net income (loss) from continuing operations	(34,436)	(8,301)	3,675	(7,214)	(780)	(1,465)	(2,367)	(4,957)	(11,840)	(46,276)	(9,569)	(21,871)
Loss from discontinued operations, net of tax	(1,879)	(4,785)	$ (42,196)	$ (2,295)	(2,085)	$ (4,033)	$ (10,934)	$ (6,044)	(49,276)	(51,155)	(23,096)	(16,320)
Identifiable assets	295,160				502,924					295,160	502,924	293,501
Identifiable assets					311,166						311,166
Depreciation and amortization										10,757	8,571	8,386
Capital expenditures										26,226	19,264	12,214
Interest income		20							66	81	48	72
Interest expense, net										17,357	(10,387)	4,646
Income tax (benefit) expense		(313)							(5,026)	(5,839)	(1,903)	(8,774)
Corporate overhead allocation										0	0	0
Curation Foods
Segment Reporting Information [Line Items]
Product sales										76,466	73,459	74,233
Gross profit		315							7,874	6,624	12,206	6,504
Net income (loss) from continuing operations		(7,043)							4,183	(30,429)	(357)	(17,728)
Loss from discontinued operations, net of tax		(1,744)							(46,235)	(48,114)	(23,096)	(16,320)
Identifiable assets	76,948									76,948		117,427
Identifiable assets					121,069						121,069
Depreciation and amortization										4,004	2,972	3,282
Capital expenditures										2,674	3,042	1,472
Interest income										0	0	6
Interest expense, net										299	(545)	547
Income tax (benefit) expense										(13,831)	(3,020)	(8,686)
Corporate overhead allocation										1,092	946	868
Lifecore
Segment Reporting Information [Line Items]
Product sales										109,320	98,087	85,833
Gross profit		12,905							30,384	43,746	38,265	32,883
Net income (loss) from continuing operations		5,054							11,317	16,675	14,461	11,749
Loss from discontinued operations, net of tax		0							0	0	0	0
Identifiable assets	213,969									213,969		165,461
Identifiable assets					185,417						185,417
Depreciation and amortization										6,673	5,502	5,008
Capital expenditures										23,552	16,222	10,612
Interest income										72	0	0
Interest expense, net										0	0	0
Income tax (benefit) expense										5,266	4,568	3,346
Corporate overhead allocation										4,484	4,773	4,190
Other
Segment Reporting Information [Line Items]
Product sales										0	0	0
Gross profit		0							0	0	0	0
Net income (loss) from continuing operations		(6,312)							(27,340)	(32,522)	(23,673)	(15,892)
Loss from discontinued operations, net of tax		$ (3,041)							$ (3,041)	(3,041)	0	0
Identifiable assets	$ 4,243									4,243		10,613
Identifiable assets					$ 4,680						4,680
Depreciation and amortization										80	97	96
Capital expenditures										0	0	130
Interest income										9	48	66
Interest expense, net										17,058	(9,842)	4,099
Income tax (benefit) expense										2,726	(3,451)	(3,434)
Corporate overhead allocation										$ (5,576)	$ (5,719)	$ (5,058)

Quarterly Consolidated Financial Information (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								9 Months Ended	12 Months Ended
	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	Feb. 28, 2021	Nov. 29, 2020	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Condensed Financial Information Disclosure [Abstract]
Product sales	$ 47,628	$ 53,074	$ 43,452	$ 41,632	$ 44,916	$ 44,690	$ 39,945	$ 41,995	$ 138,158	$ 185,786	$ 171,546	$ 160,066
Gross profit	12,112	13,220	14,635	10,403	14,580	14,441	13,601	7,849	38,258	50,370	50,471	39,387
Net (loss) income from continuing operations	(34,436)	(8,301)	3,675	(7,214)	(780)	(1,465)	(2,367)	(4,957)	(11,840)	(46,276)	(9,569)	(21,871)
Loss from discontinued operations, net of tax	$ (1,879)	$ (4,785)	$ (42,196)	$ (2,295)	$ (2,085)	$ (4,033)	$ (10,934)	$ (6,044)	$ (49,276)	$ (51,155)	$ (23,096)	$ (16,320)
Net (loss) income per basic share from continuing operations (in dollars per share)	$ (1.16)	$ (0.28)	$ 0.12	$ (0.25)	$ (0.03)	$ (0.05)	$ (0.08)	$ (0.17)	$ (0.41)	$ (1.57)	$ (0.33)	$ (0.75)
Net (loss) income per diluted share from continuing operations (in dollars per share)	(1.16)	(0.28)	0.12	(0.25)	(0.03)	(0.05)	(0.08)	(0.17)	(0.41)	(1.57)	(0.33)	(0.75)
Net (loss) income per basic share from discontinued operations (in dollars per share)	(0.06)	(0.16)	(1.44)	(0.08)	(0.07)	(0.14)	(0.37)	(0.21)	(1.68)	(1.74)	(0.79)	(0.56)
Net (loss) income per diluted share from discontinued operations (in dollars per share)	$ (0.06)	$ (0.16)	$ (1.44)	$ (0.08)	$ (0.07)	$ (0.14)	$ (0.37)	$ (0.21)	$ (1.68)	$ (1.74)	$ (0.79)	$ (0.56)

- Definition

Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

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Amount after tax of income (loss) from continuing operations including portion attributable to the noncontrolling interest.

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The amount of net income (loss) derived from continuing operations during 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.

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Per basic share amount, after tax, of income (loss) from the day-to-day business activities of the discontinued operation and gain (loss) from the disposal of the discontinued operation.

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Discontinued Operations - Components of Loss from Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended								9 Months Ended	12 Months Ended
	May 29, 2022	Feb. 27, 2022	Nov. 28, 2021	Aug. 29, 2021	May 30, 2021	Feb. 28, 2021	Nov. 29, 2020	Aug. 30, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss from discontinued operations										$ (51,276)	$ (28,994)	$ (20,662)
Income tax benefit										121	5,898	4,342
Loss from discontinued operations, net of tax	$ (1,879)	$ (4,785)	$ (42,196)	$ (2,295)	$ (2,085)	$ (4,033)	$ (10,934)	$ (6,044)	$ (49,276)	(51,155)	(23,096)	(16,320)
Eat Smart \| Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Product sales										186,755	372,615	430,300
Cost of product sales										181,555	341,612	394,699
Gross profit										5,200	31,003	35,601
Research and development										1,918	2,799	3,517
Selling, general and administrative										13,350	27,704	31,514
Impairment of goodwill										32,057	0	0
Loss on sale of Eat Smart										336	0	0
Restructuring costs										6,133	13,862	13,231
Total operating costs and expenses										53,794	44,365	48,262
Operating loss										(48,594)	(13,362)	(12,661)
Dividend income										0	1,125	1,125
Interest income										0	0	31
Interest expenses										(2,682)	(4,957)	(4,957)
Other income (expense), net										0	(11,800)	(4,200)
Loss from discontinued operations										(51,276)	(28,994)	(20,662)
Income tax benefit										121	5,898	4,342
Loss from discontinued operations, net of tax										$ (51,155)	$ (23,096)	$ (16,320)

Discontinued Operations - Narrative (Details) - Eat Smart - Discontinued Operations - USD ($) $ in Millions	12 Months Ended
	May 29, 2022	May 30, 2021	May 31, 2020	May 26, 2019
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash used in operating activities	$ (16.5)	$ (1.4)	$ 13.8
Cash provided by investing activities	108.0	8.4		$ (14.1)
Depreciation and amortization expense	5.3		9.4	$ 10.0
Capital expenditures	$ 1.8	$ 4.5	$ 14.5

Discontinued Operations - Assets and Liabilities (Details) - USD ($) $ in Thousands	May 29, 2022	May 30, 2021	May 31, 2020
ASSETS
Cash and cash equivalents	$ 0	$ 136	$ 0
Total current assets, discontinued operations	0	37,618
Other assets	0	154,140
LIABILITIES
Current liabilities, discontinued operations	0	42,644
Non-current liabilities, discontinued operations	$ 0	3,981
Discontinued Operations \| Eat Smart
ASSETS
Cash and cash equivalents		136
Accounts receivable, less allowance for credit losses		28,583
Inventories		6,587
Prepaid expenses and other current assets		2,312
Total current assets, discontinued operations		37,618
Investment in non-public company, fair value		45,100
Property and equipment, net		59,273
Operating lease right-of-use assets		3,729
Goodwill		35,470
Other assets		80
Total other assets, discontinued operations		154,140
Total assets, discontinued operations		191,758
LIABILITIES
Accounts payable		31,271
Accrued compensation		4,550
Current liabilities, discontinued operations		4,041
Current portion of lease liabilities		2,289
Deferred revenue		493
Total current liabilities, discontinued operations		42,644
Long-term lease liabilities		3,252
Other non-current liabilities		729
Non-current liabilities, discontinued operations		3,981
Total liabilities, discontinued operations		46,625
Discontinued Operations \| Eat Smart \| Trademarks/tradenames
ASSETS
Intangible assets, non-current		8,228
Discontinued Operations \| Eat Smart \| Customer relationships
ASSETS
Intangible assets, non-current		$ 2,260

Restructuring Costs - Schedule of Costs (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended	36 Months Ended
	Feb. 27, 2022	Feb. 27, 2022	May 29, 2022	May 29, 2022
Restructuring Cost and Reserve [Line Items]
Restructuring costs	$ 5,270	$ 7,530	$ 8,961	$ 16,778
Lifecore
Restructuring Cost and Reserve [Line Items]
Restructuring costs	0	0
Curation Foods
Restructuring Cost and Reserve [Line Items]
Restructuring costs	5,220	5,686	6,425	10,652
Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs	$ 50	$ 1,844	2,536	6,126
Asset write-off costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs			3,693	7,970
Asset write-off costs \| Curation Foods
Restructuring Cost and Reserve [Line Items]
Restructuring costs			3,693	7,552
Asset write-off costs \| Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs			0	418
Employee severance and benefit costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs			371	1,343
Employee severance and benefit costs \| Curation Foods
Restructuring Cost and Reserve [Line Items]
Restructuring costs			371	559
Employee severance and benefit costs \| Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs			0	784
Lease costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs			2,072	2,244
Lease costs \| Curation Foods
Restructuring Cost and Reserve [Line Items]
Restructuring costs			2,072	2,218
Lease costs \| Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs			0	26
Other restructuring costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs			2,825	5,221
Other restructuring costs \| Curation Foods
Restructuring Cost and Reserve [Line Items]
Restructuring costs			289	323
Other restructuring costs \| Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs			$ 2,536	$ 4,898

Restructuring Costs - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended	12 Months Ended
Restructuring Costs - Narrative (Details) - USD ($)	Feb. 28, 2021	May 31, 2020	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020
Restructuring Cost and Reserve [Line Items]
Proceeds from sales of property and equipment			$ 1,096,000	$ 1,141,000	$ 12,913,000	$ 2,434,000
Operating lease, impairment loss					1,700,000
Expected restructuring costs				23,000,000
BreatheWay
Restructuring Cost and Reserve [Line Items]
Impairment of long-lived assets to be disposed of				0
Equipment \| BreatheWay
Restructuring Cost and Reserve [Line Items]
Impairment of long-lived assets to be disposed of	$ 1,900,000	$ 1,900,000
Santa Maria Office
Restructuring Cost and Reserve [Line Items]
Impairment of long-lived assets to be disposed of				3,700,000
Impairment of leasehold				5,300,000
Operating lease, impairment loss				$ 1,600,000
San Rafael
Restructuring Cost and Reserve [Line Items]
Impairment of long-lived assets to be disposed of					400,000
Proceeds from sales of property and equipment					$ 2,400,000

Subsequent Events (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
Subsequent Events (Details) - USD ($) $ in Thousands	Aug. 28, 2022	Feb. 27, 2022	May 29, 2022	May 30, 2021	May 31, 2020	Jun. 02, 2022
Subsequent Event [Line Items]
Gain on sale		$ (235)	$ (336)	$ 0	$ 0
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| BreatheWay \| Subsequent Event
Subsequent Event [Line Items]
Consideration received						$ 3,200
Gain on sale	$ 2,000