0001005286-22-000062 | 10-Q | XBRL Viewer

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Cover Page - shares	3 Months Ended
Cover Page - shares	Aug. 28, 2022	Oct. 03, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Aug. 28, 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 Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		29,595,554
Entity Central Index Key	0001005286
Current Fiscal Year End Date	--05-29
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Aug. 28, 2022	May 29, 2022
Current Assets:
Cash and cash equivalents	$ 4,222	$ 1,643
Accounts receivable, less allowance for credit losses	40,934	48,172
Inventories	64,285	66,845
Prepaid expenses and other current assets	7,157	7,052
Total Current Assets	116,598	123,712
Property and equipment, net	129,024	130,435
Operating lease right-of-use assets	8,229	8,580
Goodwill	13,881	13,881
Trademarks/tradenames, net	8,400	8,400
Customer relationships, net	6,875	7,150
Other assets	2,793	3,002
Total Assets	285,800	295,160
Current Liabilities:
Accounts payable	16,366	15,802
Accrued compensation	6,373	9,238
Other accrued liabilities	7,832	7,647
Current portion of lease liabilities	5,021	5,026
Deferred revenue	803	919
Line of credit	44,000	40,000
Current portion of long-term debt, net	2,704	599
Total Current Liabilities	83,099	79,231
Long-term debt, net	95,865	97,579
Long-term lease liabilities	9,447	9,983
Deferred taxes, net	291	232
Other non-current liabilities	199	190
Total Liabilities	188,901	187,215
Stockholders’ Equity:
Common stock, $0.001 par value; 50,000 shares authorized; 29,593 and 29,513 shares issued and outstanding at August 28, 2022 and May 29, 2022, respectively	30	30
Additional paid-in capital	168,070	167,352
Retained earnings (accumulated deficit)	(70,915)	(58,851)
Accumulated other comprehensive loss	(286)	(586)
Total Stockholders’ Equity	96,899	107,945
Total Liabilities and Stockholders’ Equity	$ 285,800	$ 295,160

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Aug. 28, 2022	May 29, 2022
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)	29,593,000	29,513,000
Common stock, shares outstanding (in shares)	29,593,000	29,513,000

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Income Statement [Abstract]
Product sales	$ 43,355	$ 41,632
Cost of product sales	37,534	31,197
Gross profit	5,821	10,435
Operating costs and expenses:
Research and development	2,048	1,873
Selling, general and administrative	10,883	9,470
Restructuring costs	1,047	1,834
Total operating costs and expenses	13,978	13,177
Operating loss	(8,157)	(2,742)
Interest income	15	27
Interest expense	(3,678)	(6,678)
Other income (expense), net	(180)	109
Net loss before tax	(12,000)	(9,284)
Income tax (expense) benefit	(64)	1,651
Net loss from continuing operations	(12,064)	(7,633)
Loss from discontinued operations, net of tax	0	(1,844)
Net loss	$ (12,064)	$ (9,477)
Basic net loss per share:
Loss from continuing operations - basic (in dollars per share)	$ (0.41)	$ (0.26)
Loss from discontinued operations- basic (in dollars per share)	0	(0.06)
Total basic net loss per share (in dollars per share)	(0.41)	(0.32)
Diluted net loss per share:
Loss from continuing operations - diluted (in dollars per share)	(0.41)	(0.26)
Loss from discontinued operations- diluted (in dollars per share)	0	(0.06)
Total diluted net loss per share (in dollars per share)	$ (0.41)	$ (0.32)
Shares used in per share computation:
Basic (in shares)	29,577	29,424
Diluted (in shares)	29,577	29,424
Other comprehensive income (loss), net of tax:
Net unrealized gain (losses) on interest rate swaps (net of tax effect of $(16) and $(90))	$ 300	$ 366
Other comprehensive income, net	300	366
Total comprehensive loss	$ (11,764)	$ (9,111)
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Product [Member]	Product [Member]
Cost, Product and Service [Extensible Enumeration]	Product [Member]	Product [Member]

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Income Statement [Abstract]
Change in net unrealized gains (losses) on interest rate swap, tax	$ (16)	$ (90)

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at May. 30, 2021		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, net of shares withheld (in shares)		129
Issuance of stock under stock plans, net of shares withheld	0
Taxes paid by Company for employee stock plans	(428)		(428)
Stock-based compensation	620		620
Net loss	(9,477)			(9,477)
Other comprehensive income, net of tax	366				366
Ending balance (in shares) at Aug. 29, 2021		29,462
Ending balance at Aug. 29, 2021	$ 193,865	$ 29	165,725	29,103	(992)
Beginning balance (in shares) at May. 29, 2022	29,513	29,513
Beginning balance at May. 29, 2022	$ 107,945	$ 30	167,352	(58,851)	(586)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock under stock plans, net of shares withheld (in shares)		80
Issuance of stock under stock plans, net of shares withheld	0
Taxes paid by Company for employee stock plans	(67)		(67)
Stock-based compensation	785		785
Net loss	(12,064)			(12,064)
Other comprehensive income, net of tax	$ 300				300
Ending balance (in shares) at Aug. 28, 2022	29,593	29,593
Ending balance at Aug. 28, 2022	$ 96,899	$ 30	$ 168,070	$ (70,915)	$ (286)

- Definition

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

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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.

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Cash flows from operating activities:
Net loss	$ (12,064)	$ (9,477)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation, amortization of intangibles, debt costs and right-of-use assets	5,009	5,054
Gain on sale of BreatheWay	(2,108)	0
Stock-based compensation expense	785	620
Deferred taxes	43	(2,138)
Gain on disposal of property and equipment related to restructuring, net	0	(92)
Provision for expected credit losses	0	60
Net loss on disposal of property and equipment held and used	0	16
Other, net	(18)	(70)
Changes in current assets and current liabilities:
Accounts receivable, net	7,238	7,997
Inventory	2,560	248
Prepaid expenses and other current assets	(761)	(2,697)
Accounts payable	581	1,517
Accrued compensation	(2,865)	(3,131)
Other accrued liabilities	183	2,838
Deferred revenue	(116)	86
Net cash (used in) provided by operating activities	(1,533)	831
Cash flows from investing activities:
Proceeds from sale of BreatheWay, net	3,135	0
Purchases of property and equipment	(2,929)	(7,913)
Sale of Investment in non-public company	0	45,100
Proceeds from sales of property and equipment	0	1,082
Net cash provided by investing activities	206	38,269
Cash flows from financing activities:
Payments on long-term debt	(27)	(41,388)
Proceeds from lines of credit	4,000	8,000
Payments on lines of credit	0	(5,000)
Taxes paid by Company for employee stock plans	(67)	(428)
Payments for debt issuance costs	0	(132)
Net cash provided by (used in) financing activities	3,906	(38,948)
Net increase in cash and cash equivalents	2,579	152
Cash and cash equivalents, beginning of period	1,643	1,295
Cash and cash equivalents, end of period	4,222	1,447
Supplemental disclosure of non-cash investing and financing activities:
Purchases of property and equipment on trade vendor credit	$ 2,243	$ 1,994

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

3 Months Ended

Aug. 28, 2022

Accounting Policies [Abstract]

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

Organization

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

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.

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 the periods presented. Refer to Note 9 - Discontinued Operations for additional information.

Basis of Presentation

The accompanying unaudited consolidated financial statements of Landec have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) have been made which are necessary to present fairly the financial position of the Company at August 28, 2022, and the results of operations and cash flows for all periods presented. Although Landec believes that the disclosures in these financial statements are adequate to make the information presented not misleading, certain information normally included in financial statements and related footnotes prepared in accordance with GAAP have been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The accompanying financial data should be reviewed in conjunction with the audited financial statements and accompanying notes included in Landec's Annual Report on Form 10-K for the fiscal year ended May 29, 2022 (the “Annual Report”).

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.

The results of operations for the three months ended August 28, 2022 are not necessarily indicative of the results that may be expected for an entire fiscal year because there is some seasonality in Curation Foods’ business and the order patterns of Lifecore’s customers which may lead to significant fluctuations in Landec’s quarterly results of operations.

Basis of Consolidation

The consolidated financial statements are presented on the accrual basis of accounting in accordance with GAAP and include the accounts of Landec Corporation and its subsidiaries, Lifecore and Curation Foods. All material inter-company transactions and balances have been eliminated.

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.

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 as presented on the Statements of Cash Flows

The following table provides a reconciliation of cash and cash equivalents and cash and cash equivalents, discontinued operations 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)	August 28, 2022		May 29, 2022		August 29, 2021		May 30, 2021
Cash and cash equivalents	$	4,222	$	1,643	$	1,406	$	1,159
Cash and cash equivalents, discontinued operations	—		—		41		136


Cash and cash equivalents	$	4,222	$	1,643	$	1,447	$	1,295

Inventories

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


(In thousands)	August 28, 2022		May 29, 2022
Finished goods	$	25,266	$	33,029
Raw materials	27,402		24,221
Work in progress	11,617		9,595
Total	$	64,285	$	66,845

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.

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 forecasts 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 pools 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
Three months ended August 29, 2021	$	85	$	—	$	—	$	85
Three months ended August 28, 2022	$	65	$	—	$	—	$	65

Debt Issuance Costs

The Company records its line of credit debt issuance costs as an asset, and as such, $0.7 million and $1.7 million were recorded as Prepaid expenses and other current assets, and Other assets in the accompanying Consolidated Balance Sheets, respectively, as of August 28, 2022, and $0.7 million and $1.9 million, respectively, as of May 29, 2022. The Company records its term debt issuance costs as a contra-liability, and as such, $1.5 million and $3.6 million was recorded as Current portion of long-term debt, net, and Long-term debt, net in the accompanying Consolidated Balance Sheets, respectively, as of August 28, 2022 and $1.5 million and $4.0 million, respectively, as of May 29, 2022.

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 Statements of Comprehensive (Loss) Income 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 Comprehensive (Loss) Income. 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 (loss) consists of two components, net loss and Other comprehensive income (loss) (“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 29, 2022	$	(586)

Amounts reclassified from OCI	300
Other comprehensive income, net	$	300
Balance as of August 28, 2022	$	(286)

The Company expects to reclassify approximately $0.3 million into earnings in the next 12 months.

Assets Held for Sale

In May 2021 the Board of Directors approved a plan to sell Curation Foods’ Rock Hill, South Carolina distribution facility. There was no impairment recorded in fiscal year 2021. The asset was sold on June 9, 2021 for gross proceeds of $1.1 million. A gain of $0.6 million was recorded upon the sale, which is included in loss from discontinued operations within the Consolidated Statements of Comprehensive (Loss) Income.

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 during the first quarter of fiscal year 2023 for net proceeds of $3.1 million. A gain of $2.1 million was recorded upon the sale, which is included in Selling, general and administrative within the Consolidated Statements of Comprehensive (Loss) Income.

Leases

Under Topic 842, the Company determines if an arrangement is a lease at inception. Right-of-use (“ROU”) assets and liabilities are recognized at commencement date based on the present value of remaining lease payments over the lease term. For this purpose, the Company considers only payments that are fixed and determinable at the time of commencement. As most of the leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is a quoted rate based on the understanding of what the Company's credit rating would be. Certain agreements may contain the option to extend the lease term, terminate the lease before the contractual expiration date, or purchase the leased asset. The Company, when reasonably certain to exercise the option, considers these options in determining the measurement of the lease. The Company's lease agreements do not contain any material residual value guarantees.

The Company's lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. The Company combines fixed payments for non-lease components with lease payments and accounts for them together as a single lease component which increases the amount of lease assets and liabilities.

Payments under lease arrangements are primarily fixed; however, certain lease agreements contain variable payments, which are expensed as incurred and are not included in the operating lease assets and liabilities. These amounts primarily include payments affected by changes in price indices.

Intangible Assets

The Company’s intangible assets are comprised of customer relationships with a finite estimated useful life of 12 years, and trademarks/tradenames and goodwill with indefinite useful lives.

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.

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

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

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

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

As of August 28, 2022 and May 29, 2022, the Company held certain assets and liabilities that are required or it elected to be measured at fair value on a recurring basis, including its interest rate swap contracts.

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 Prepaid expenses and other current assets 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 Sheet meeting the criteria of 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.

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 nonrecurring basis:


(In thousands)	Fair Value at August 28, 2022						Fair Value at May 29, 2022
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Interest rate swap contracts	$	—	$	86	$	—	$	—	$	—	$	—

Assets held for sale - nonrecurring	—		—		—		—		—		1,027


Total assets	$	—	$	86	$	—	$	—	$	—	$	1,027

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)	Three Months Ended
Lifecore:	August 28, 2022		August 29, 2021
Contract development and manufacturing organization	$	18,247	$	17,789
Fermentation	5,456		4,163

Total	$	23,703	$	21,952


(In thousands)	Three Months Ended
Curation Foods:	August 28, 2022		August 29, 2021
Avocado products	$	17,093	$	16,962
Olive oil and wine vinegars	2,559		2,340
Technology	—		378
Total	$	19,652	$	19,680

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 August 28, 2022 and May 29, 2022, were $12.8 million and $10.2 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 August 28, 2022 and May 29, 2022, were $0.8 million and $0.9 million, respectively. Revenue recognized during the three months ended August 28, 2022, that was included in the contract liability balance at the beginning of fiscal year 2023, was $0.3 million.

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.

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.

Investment in Non-public Company	3 Months Ended
Investment in Non-public Company	Aug. 28, 2022
Investments, Debt and Equity Securities [Abstract]
Investment in Non-public Company	Investment in Non-public Company On February 15, 2011, Curation Foods entered into a share purchase agreement (the “Windset Purchase Agreement”) with Windset. Pursuant to the Windset Purchase Agreement, Curation Foods purchased from Windset 150,000 Senior A preferred shares for $15.0 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. 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.

Stock-based Compensation and Stockholders' Equity

3 Months Ended

Aug. 28, 2022

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation and Stockholders' Equity

Stock-Based Compensation Activity

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. Restricted stock units (“RSUs”) are valued at the closing market price of the Company’s common stock on the grant date. The Company uses the straight-line method to recognize the fair value of stock-based compensation arrangements.

During the three months ended August 28, 2022, the Company granted 725,000 options to purchase shares of common stock and awarded 255,000 RSUs.

As of August 28, 2022, the Company has reserved 3.6 million shares of common stock for future issuance under its current and former equity plans.

Stock-Based Compensation Expense

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 following table summarizes stock-based compensation by income statement line item:


	Three Months Ended
(In thousands)	August 28, 2022		August 29, 2021
Continuing operations:
Cost of product sales	$	101	$	81
Research and development	90		49
Selling, general and administrative	594		534
Discontinued Operations:
Cost of product sales	—		(44)
Total stock-based compensation	$	785	$	620

As of August 28, 2022, there was $6.9 million of total unrecognized compensation expense related to unvested equity compensation awards granted under the Landec incentive stock plans. Total expense is expected to be recognized over the weighted-average period of 2.43 years for stock options and 2.24 years for RSUs.

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 still repurchase up to $3.8 million of the Company’s common stock under the Company’s stock repurchase plan. The Company may repurchase its common stock from time to time in open market purchases or in privately negotiated transactions. The timing and actual number of shares repurchased is at the discretion of management of the Company and will depend on a variety of factors, including stock price, corporate and regulatory requirements, market conditions, the relative attractiveness of other capital deployment opportunities and other corporate priorities. The stock repurchase program does not obligate Landec to acquire any amount of its common stock and the program may be modified, suspended or terminated at any time at the Company's discretion without prior notice. During the three months ended August 28, 2022 and August 29, 2021, the Company did not purchase any shares on the open market.

Diluted Earnings Per Share

3 Months Ended

Aug. 28, 2022

Earnings Per Share [Abstract]

Diluted Earnings Per Share

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


	Three Months Ended
(In thousands, except per share amounts)	August 28, 2022		August 29, 2021
Numerator:
Net loss	$	(12,064)	$	(9,477)
Denominator:
Weighted average shares for basic net loss per share	29,577		29,424
Effect of dilutive securities:
Stock options and restricted stock units	—		—
Weighted average shares for diluted net loss per share	29,577		29,424

Diluted net loss per share	$	(0.41)	$	(0.32)

Due to the Company’s net loss for the three months ended August 28, 2022 and August 29, 2021, the net loss per share includes only the weighted average shares outstanding and thus excludes RSUs and stock options, as such impact would be antidilutive. See Note 3 - Stock Based Compensation and Stockholders' Equity for more information on outstanding RSUs and stock options.

Income Taxes	3 Months Ended
Income Taxes	Aug. 28, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The provision for income taxes from continuing operations for the three months ended August 28, 2022 and August 29, 2021, was an expense of $0.1 million and a benefit of $1.7 million, respectively. The effective tax rate for the three months ended August 28, 2022 and August 29, 2021 was 1% and 18%, respectively. The effective tax rate for the three months ended August 28, 2022, was lower than the statutory federal income tax rate of 21% primarily due to the movement of the valuation allowance recorded against certain deferred tax assets, partially offset by the impact of federal and state research and development tax credits. As of August 28, 2022 and May 29, 2022, the Company had unrecognized tax benefits of $1.1 million and $1.0 million, respectively. Included in the balance of unrecognized tax benefits as of August 28, 2022 and May 29, 2022, is $1.0 million and $0.9 million, respectively, of tax benefits that, if recognized, would result in an adjustment to the Company’s effective tax rate. The Company does not expect its unrecognized tax benefits to change significantly within the next twelve months. The Company has elected to classify interest and penalties related to uncertain tax positions as a component of its provision for income taxes. The Company has accrued an insignificant amount of interest and penalties relating to the income tax on the unrecognized tax benefits as of August 28, 2022 and May 29, 2022. Due to tax attribute carryforwards, the Company is subject to examination for tax years 2013 forward for U.S. tax purposes. The Company is also subject to examination in various state jurisdictions for tax years 2012 forward, none of which were significant.

- 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
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: 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(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Debt

3 Months Ended

Aug. 28, 2022

Debt Disclosure [Abstract]

Debt

Long-term debt, net consists of the following:


(In thousands)	August 28, 2022		May 29, 2022
Term loan	$	103,712	$	103,712
Total principal amount of long-term debt	103,712		103,712
Less: unamortized debt issuance costs	(5,143)		(5,534)
Total long-term debt, net of unamortized debt issuance costs	98,569		98,178
Less: current portion of long-term debt, net	(2,704)		(599)
Long-term debt, net	$	95,865	$	97,579

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 previous Credit Agreement, and terminated such previous Credit Agreement. In connection with the repayment of borrowings under such previous 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 had been previously repaid. In connection with this amendment, the Company incurred debt issuance costs from the lender of $0.7 million.

As of August 28, 2022, $44.0 million was outstanding on the Refinance Revolver, at an interest rate of 4.1%. As of August 28, 2022, the Refinance Term Loan had an interest rate of 10.1%. As of August 28, 2022, the Company was in compliance with all financial covenants and had no events of default under the New Credit Agreements.

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 the Company’s 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.

- 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

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+ Details

Business Segment Reporting

3 Months Ended

Aug. 28, 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 Company’s international sales by geography are based on the billing address of the customer and were as follows, excluding discontinued operations:


	Three Months Ended
(In millions)	August 28, 2022		August 29, 2021
Switzerland	$	4.0	$	3.4
Canada	3.7		3.5




All Other Countries	1.9		1.7

Operations by business segment consisted of the following:


(In thousands)	Lifecore		Curation Foods		Other		Total
Three Months Ended August 28, 2022
Net sales	$	23,703	$	19,652	$	—	$	43,355
Gross profit	6,101		(280)		—		5,821
Net (loss) income from continuing operations	502		(3,374)		(9,192)		(12,064)
Loss from discontinued operations, net of tax	—		—		—		—
Depreciation and amortization	1,771		2,820		11		4,602

Interest income	15		—		—		15
Interest expense	—		—		3,678		3,678
Income tax (benefit) expense	158		(1,065)		971		64
Corporate overhead allocation	1,038		334		(1,372)		—













Three Months Ended August 29, 2021
Net sales	$	21,952	$	19,680	$	—	$	41,632
Gross profit	5,764		4,671		—		10,435
Net (loss) income from continuing operations	580		(284)		(7,929)		(7,633)
Loss from discontinued operations, net of tax	—		(1,844)		—		(1,844)
Depreciation and amortization	1,547		881		26		2,454

Interest income	20		—		7		27
Interest expense	—		137		6,541		6,678
Income tax (benefit) expense	183		(218)		(1,616)		(1,651)
Corporate overhead allocation	1,137		1,471		(2,608)		—

During the three months ended August 28, 2022 and August 29, 2021, the Company had sales concentrations of 10% or greater from two customers. The Company’s top two customers accounted for 16% and 10% of revenues for the three months ended August 28, 2022, and 15% and 11% for the three months ended August 29, 2021. The Company had accounts receivable concentrations of 10% or greater from three customers accounting for 21%, 16%, and 13% of accounts receivable as of August 28, 2022, and two customers as of August 29, 2021 accounting for 12% and 10%.

- 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
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+ Details

Restructuring Costs

3 Months Ended

Aug. 28, 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 Comprehensive (Loss) Income, by Business Segment, excluding discontinued operations:


(in thousands)	Curation Foods		Other		Total
Three Months Ended August 28, 2022

Employee severance and benefit costs	$	208	$	—	$	208
Lease costs	20		—		20
Other restructuring costs	194		625		819
Total restructuring costs	$	422	$	625	$	1,047

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 reduction-in-force related to our Curation Foods segment.

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. The Company approved a plan to explore opportunities to sub lease its Santa Maria office and expects to complete the sublease plan within the next 12 months.

Other restructuring costs

Other restructuring costs are primarily related to consulting costs incurred in connection with the execution 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.

The following table summarizes the restructuring costs recognized in the Company’s Consolidated Statements of (Loss) Income, by Business Segment, since inception of the restructuring plan in fiscal year 2020 through the three months ended August 28, 2022, excluding discontinued operations:


	Curation Foods		Other		Total
(in thousands)
Asset write-off costs, net	$	7,552	$	418	$	7,970
Employee severance and benefit costs	767		784		1,551
Lease costs	2,238		26		2,264
Other restructuring costs	517		5,523		6,040
Total restructuring costs	$	11,074	$	6,751	$	17,825

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

Discontinued Operations

3 Months Ended

Aug. 28, 2022

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

As 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 income from discontinued operations for the three months ended August 28, 2022 and August 29, 2021 were as follows (in thousands):


	Three Months Ended
	August 29, 2021
Product sales	$	87,156
Cost of product sales	80,072
Gross profit	7,084
Operating costs and expenses:
Research and development	953
Selling, general and administrative	6,469


Restructuring costs	728
Total operating costs and expenses	8,150
Operating loss	(1,066)
Dividend income	—
Interest expense	(1,239)

Loss from discontinued operations before taxes	(2,305)
Income tax benefit	461
Loss from discontinued operations, net of tax	$	(1,844)

Cash used in operating activities by the Eat Smart business totaled $0.0 million and $0.2 million for the three months ended August 28, 2022 and August 29, 2021, respectively. Cash provided by investing activities from the Eat Smart business totaled $0.0 million and $45.1 million for the three months ended August 28, 2022 and August 29, 2021, respectively. Depreciation and amortization expense of the Eat Smart business totaled $0.0 million and $2.3 million for the three months ended August 28, 2022 and August 29, 2021, respectively. Capital expenditures of the Eat Smart business totaled $0.0 million and $1.1 million for the three months ended August 28, 2022 and August 29, 2021, 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.

There were no assets or liabilities of Eat Smart as of August 28, 2022 or May 29, 2022.

Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Aug. 28, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements of Landec have been prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) have been made which are necessary to present fairly the financial position of the Company at August 28, 2022, and the results of operations and cash flows for all periods presented. Although Landec believes that the disclosures in these financial statements are adequate to make the information presented not misleading, certain information normally included in financial statements and related footnotes prepared in accordance with GAAP have been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The accompanying financial data should be reviewed in conjunction with the audited financial statements and accompanying notes included in Landec's Annual Report on Form 10-K for the fiscal year ended May 29, 2022 (the “Annual Report”).
Fiscal Period	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.The results of operations for the three months ended August 28, 2022 are not necessarily indicative of the results that may be expected for an entire fiscal year because there is some seasonality in Curation Foods’ business and the order patterns of Lifecore’s customers which may lead to significant fluctuations in Landec’s quarterly results of operations.
Basis of Consolidation	Basis of Consolidation The consolidated financial statements are presented on the accrual basis of accounting in accordance with GAAP and include the accounts of Landec Corporation and its subsidiaries, Lifecore and Curation Foods. All material inter-company transactions and balances have been eliminated.
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.
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	InventoriesIf 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.
Accounts Receivable, Sales Returns and Allowance for Credit Losses	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 forecasts 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 pools 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.
Debt Issuance Costs	Debt Issuance CostsThe Company records its line of credit debt issuance costs as an asset
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 Statements of Comprehensive (Loss) Income 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 Comprehensive (Loss) Income. 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 (loss) consists of two components, net loss and Other comprehensive income (loss) (“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.
Leases	Leases Under Topic 842, the Company determines if an arrangement is a lease at inception. Right-of-use (“ROU”) assets and liabilities are recognized at commencement date based on the present value of remaining lease payments over the lease term. For this purpose, the Company considers only payments that are fixed and determinable at the time of commencement. As most of the leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is a quoted rate based on the understanding of what the Company's credit rating would be. Certain agreements may contain the option to extend the lease term, terminate the lease before the contractual expiration date, or purchase the leased asset. The Company, when reasonably certain to exercise the option, considers these options in determining the measurement of the lease. The Company's lease agreements do not contain any material residual value guarantees. The Company's lease agreements generally contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. The Company combines fixed payments for non-lease components with lease payments and accounts for them together as a single lease component which increases the amount of lease assets and liabilities. Payments under lease arrangements are primarily fixed; however, certain lease agreements contain variable payments, which are expensed as incurred and are not included in the operating lease assets and liabilities. These amounts primarily include payments affected by changes in price indices.
Intangible Assets	Intangible Assets The Company’s intangible assets are comprised of customer relationships with a finite estimated useful life of 12 years, and trademarks/tradenames and goodwill with indefinite useful lives.
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. The accounting guidance established a three-tier hierarchy for fair value measurements, which prioritizes the inputs used in measuring fair value as follows: Level 1 – observable inputs such as quoted prices for identical instruments in active markets. Level 2 – inputs other than quoted prices in active markets that are observable either directly or indirectly through corroboration with observable market data. Level 3 – unobservable inputs in which there is little or no market data, which would require the Company to develop its own assumptions. As of August 28, 2022 and May 29, 2022, the Company held certain assets and liabilities that are required or it elected to be measured at fair value on a recurring basis, including its interest rate swap contracts. 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 Prepaid expenses and other current assets 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 Sheet meeting the criteria of 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.
Revenue Recognition	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.
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.
Legal Contingencies	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.

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

3 Months Ended

Aug. 28, 2022

Accounting Policies [Abstract]

Schedule of Cash and Cash Equivalents


(In thousands)	August 28, 2022		May 29, 2022		August 29, 2021		May 30, 2021
Cash and cash equivalents	$	4,222	$	1,643	$	1,406	$	1,159
Cash and cash equivalents, discontinued operations	—		—		41		136


Cash and cash equivalents	$	4,222	$	1,643	$	1,447	$	1,295

Schedule of Inventories

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


(In thousands)	August 28, 2022		May 29, 2022
Finished goods	$	25,266	$	33,029
Raw materials	27,402		24,221
Work in progress	11,617		9,595
Total	$	64,285	$	66,845

Schedule of Financing Receivable, Allowance for Credit Loss

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
Three months ended August 29, 2021	$	85	$	—	$	—	$	85
Three months ended August 28, 2022	$	65	$	—	$	—	$	65

Schedule of Accumulated Other Comprehensive 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 29, 2022	$	(586)

Amounts reclassified from OCI	300
Other comprehensive income, net	$	300
Balance as of August 28, 2022	$	(286)

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 nonrecurring basis:


(In thousands)	Fair Value at August 28, 2022						Fair Value at May 29, 2022
Assets:	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Interest rate swap contracts	$	—	$	86	$	—	$	—	$	—	$	—

Assets held for sale - nonrecurring	—		—		—		—		—		1,027


Total assets	$	—	$	86	$	—	$	—	$	—	$	1,027

Schedule of Disaggregation of Revenue


(In thousands)	Three Months Ended
Lifecore:	August 28, 2022		August 29, 2021
Contract development and manufacturing organization	$	18,247	$	17,789
Fermentation	5,456		4,163

Total	$	23,703	$	21,952


(In thousands)	Three Months Ended
Curation Foods:	August 28, 2022		August 29, 2021
Avocado products	$	17,093	$	16,962
Olive oil and wine vinegars	2,559		2,340
Technology	—		378
Total	$	19,652	$	19,680

Stock-based Compensation and Stockholders' Equity (Tables)

3 Months Ended

Aug. 28, 2022

Share-Based Payment Arrangement [Abstract]

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

The following table summarizes stock-based compensation by income statement line item:


	Three Months Ended
(In thousands)	August 28, 2022		August 29, 2021
Continuing operations:
Cost of product sales	$	101	$	81
Research and development	90		49
Selling, general and administrative	594		534
Discontinued Operations:
Cost of product sales	—		(44)
Total stock-based compensation	$	785	$	620

Diluted Earnings Per Share (Tables)

3 Months Ended

Aug. 28, 2022

Earnings Per Share [Abstract]

Schedule of Computation of Diluted Net Income Per Share

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


	Three Months Ended
(In thousands, except per share amounts)	August 28, 2022		August 29, 2021
Numerator:
Net loss	$	(12,064)	$	(9,477)
Denominator:
Weighted average shares for basic net loss per share	29,577		29,424
Effect of dilutive securities:
Stock options and restricted stock units	—		—
Weighted average shares for diluted net loss per share	29,577		29,424

Diluted net loss per share	$	(0.41)	$	(0.32)

Debt (Tables)

3 Months Ended

Aug. 28, 2022

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt, net consists of the following:


(In thousands)	August 28, 2022		May 29, 2022
Term loan	$	103,712	$	103,712
Total principal amount of long-term debt	103,712		103,712
Less: unamortized debt issuance costs	(5,143)		(5,534)
Total long-term debt, net of unamortized debt issuance costs	98,569		98,178
Less: current portion of long-term debt, net	(2,704)		(599)
Long-term debt, net	$	95,865	$	97,579

- Definition

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

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+ Details

Business Segment Reporting (Tables)

3 Months Ended

Aug. 28, 2022

Segment Reporting [Abstract]

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

The Company’s international sales by geography are based on the billing address of the customer and were as follows, excluding discontinued operations:


	Three Months Ended
(In millions)	August 28, 2022		August 29, 2021
Switzerland	$	4.0	$	3.4
Canada	3.7		3.5




All Other Countries	1.9		1.7

Schedule of Segment Reporting Information, by Segment

Operations by business segment consisted of the following:


(In thousands)	Lifecore		Curation Foods		Other		Total
Three Months Ended August 28, 2022
Net sales	$	23,703	$	19,652	$	—	$	43,355
Gross profit	6,101		(280)		—		5,821
Net (loss) income from continuing operations	502		(3,374)		(9,192)		(12,064)
Loss from discontinued operations, net of tax	—		—		—		—
Depreciation and amortization	1,771		2,820		11		4,602

Interest income	15		—		—		15
Interest expense	—		—		3,678		3,678
Income tax (benefit) expense	158		(1,065)		971		64
Corporate overhead allocation	1,038		334		(1,372)		—













Three Months Ended August 29, 2021
Net sales	$	21,952	$	19,680	$	—	$	41,632
Gross profit	5,764		4,671		—		10,435
Net (loss) income from continuing operations	580		(284)		(7,929)		(7,633)
Loss from discontinued operations, net of tax	—		(1,844)		—		(1,844)
Depreciation and amortization	1,547		881		26		2,454

Interest income	20		—		7		27
Interest expense	—		137		6,541		6,678
Income tax (benefit) expense	183		(218)		(1,616)		(1,651)
Corporate overhead allocation	1,137		1,471		(2,608)		—

Restructuring Costs (Tables)

3 Months Ended

Aug. 28, 2022

Restructuring and Related Activities [Abstract]

Schedule of Restructuring and Related Costs

The following table summarizes the restructuring costs recognized in the Company’s Consolidated Statements of Comprehensive (Loss) Income, by Business Segment, excluding discontinued operations:


(in thousands)	Curation Foods		Other		Total
Three Months Ended August 28, 2022

Employee severance and benefit costs	$	208	$	—	$	208
Lease costs	20		—		20
Other restructuring costs	194		625		819
Total restructuring costs	$	422	$	625	$	1,047


	Curation Foods		Other		Total
(in thousands)
Asset write-off costs, net	$	7,552	$	418	$	7,970
Employee severance and benefit costs	767		784		1,551
Lease costs	2,238		26		2,264
Other restructuring costs	517		5,523		6,040
Total restructuring costs	$	11,074	$	6,751	$	17,825

Discontinued Operations (Tables)

3 Months Ended

Aug. 28, 2022

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations

The key components of income from discontinued operations for the three months ended August 28, 2022 and August 29, 2021 were as follows (in thousands):


	Three Months Ended
	August 29, 2021
Product sales	$	87,156
Cost of product sales	80,072
Gross profit	7,084
Operating costs and expenses:
Research and development	953
Selling, general and administrative	6,469


Restructuring costs	728
Total operating costs and expenses	8,150
Operating loss	(1,066)
Dividend income	—
Interest expense	(1,239)

Loss from discontinued operations before taxes	(2,305)
Income tax benefit	461
Loss from discontinued operations, net of tax	$	(1,844)

- Definition

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

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+ Details

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Narrative (Details)				3 Months Ended			12 Months Ended
	Jun. 09, 2021 USD ($)	Nov. 03, 2020 USD ($)	Sep. 02, 2020 USD ($) claimant	Aug. 28, 2022 USD ($) product revenue	Aug. 29, 2021 USD ($)	Feb. 28, 2021 USD ($)	May 29, 2022 USD ($)	May 30, 2021 USD ($)	Dec. 13, 2021 USD ($)
Accounting Policies [Line Items]
Number of product category \| product				2
Number of revenue category \| revenue				3
Debt issuance cost, current portion				$ 1,500,000			$ 1,500,000
Debt issuance cost, noncurrent portion				3,600,000			4,000,000.0
Cash flow hedge expected to be reclassified within twelve months				300,000
Proceeds from sales of property and equipment				0	$ 1,082,000
Gain on sale of property				0	(16,000)
Inventories				64,285,000			66,845,000
Property and equipment, net				129,024,000			130,435,000
Proceeds from sale of BreatheWay, net				3,135,000	0
Gain on sale				2,108,000	$ 0
Deferred revenue				803,000			919,000
Revenue recognized included in the contract liability				300,000
Insurance recoveries						$ 1,600,000
Compliance Matters
Accounting Policies [Line Items]
Number of claimants \| claimant			1
Damages sought			$ 10,000,000
Recoverable amount				0
Compliance Matters \| Minimum
Accounting Policies [Line Items]
Damages sought		$ 80,000,000
BreatheWay
Accounting Policies [Line Items]
Impairment of assets held for sale							0
Proceeds from sale of BreatheWay, net				3,100,000
Gain on sale				2,100,000
Eat Smart \| Disposal Group, Disposed of by Sale, Not Discontinued Operations
Accounting Policies [Line Items]
Consideration for disposition									$ 73,500,000
Unbilled Revenues
Accounting Policies [Line Items]
Contract with customer, assets				12,800,000			10,200,000
Deferred revenue				$ 800,000			900,000
Customer Relationships
Accounting Policies [Line Items]
Useful life (in years)				12 years
Rock Hill South Carolina Distribution Facility
Accounting Policies [Line Items]
Impairment of assets held for sale								$ 0
Proceeds from sales of property and equipment	$ 1,100,000
Gain on sale of property	$ 600,000
Prepaid Expenses and Other Current Assets
Accounting Policies [Line Items]
Debt issuance costs				$ 700,000			700,000
Prepaid Expenses and Other Current Assets \| BreatheWay
Accounting Policies [Line Items]
Inventories							900,000
Property and equipment, net							100,000
Assets held for sale							1,000,000
Other Assets
Accounting Policies [Line Items]
Debt issuance costs				$ 1,700,000			$ 1,900,000

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents (Details) - USD ($) $ in Thousands	Aug. 28, 2022	May 29, 2022	Aug. 29, 2021	May 30, 2021
Accounting Policies [Abstract]
Cash and cash equivalents	$ 4,222	$ 1,643	$ 1,406	$ 1,159
Cash and cash equivalents, discontinued operations	0	0	41	136
Cash and cash equivalents	$ 4,222	$ 1,643	$ 1,447	$ 1,295

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Components of Inventories (Details) - USD ($) $ in Thousands	Aug. 28, 2022	May 29, 2022
Accounting Policies [Abstract]
Finished goods	$ 25,266	$ 33,029
Raw materials	27,402	24,221
Work in progress	11,617	9,595
Total	$ 64,285	$ 66,845

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Allowance for Credit Loss Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Balance at beginning of period	$ 65	$ 85
Provision (benefit) for expected credit losses	0	0
Write offs, net of recoveries	0	0
Balance at end of period	$ 65	$ 85

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Components of Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Other comprehensive income, net of tax	$ 300	$ 366
AOCL
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	(586)
Amounts reclassified from OCI	300
Other comprehensive income, net of tax	300
Ending balance	$ (286)

- 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 - Fair Value of Assets and Liabilities (Details) - USD ($) $ in Thousands	Aug. 28, 2022	May 29, 2022
Level 1
Assets:
Interest rate swap contracts	$ 0	$ 0
Assets held for sale - nonrecurring	0	0
Total assets	0	0
Level 2
Assets:
Interest rate swap contracts	86	0
Assets held for sale - nonrecurring	0	0
Total assets	86	0
Level 3
Assets:
Interest rate swap contracts	0	0
Assets held for sale - nonrecurring	0	1,027
Total assets	$ 0	$ 1,027

Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Segment Reporting Information [Line Items]
Net sales	$ 43,355	$ 41,632
Lifecore
Segment Reporting Information [Line Items]
Net sales	23,703	21,952
Lifecore \| Contract development and manufacturing organization
Segment Reporting Information [Line Items]
Net sales	18,247	17,789
Lifecore \| Fermentation
Segment Reporting Information [Line Items]
Net sales	5,456	4,163
Curation Foods
Segment Reporting Information [Line Items]
Net sales	19,652	19,680
Curation Foods \| Avocado products
Segment Reporting Information [Line Items]
Net sales	17,093	16,962
Curation Foods \| Olive oil and wine vinegars
Segment Reporting Information [Line Items]
Net sales	2,559	2,340
Curation Foods \| Technology
Segment Reporting Information [Line Items]
Net sales	$ 0	$ 378

- 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.

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+ Details

Investment in Non-public Company (Details) - USD ($)				3 Months Ended
Investment in Non-public Company (Details) - USD ($)	Jun. 01, 2021	Jul. 15, 2014	Feb. 15, 2011	Aug. 28, 2022	Aug. 29, 2021
Schedule of Investments [Line Items]
Sale of investment in non-public company				$ 0	$ 45,100,000
Senior A Preferred Stock
Schedule of Investments [Line Items]
Dividend percentage rate		7.50%
Windset
Schedule of Investments [Line Items]
Investment ownership percentage		26.90%
Curation Foods \| Windset
Schedule of Investments [Line Items]
Payments to acquire investments		$ 11,000,000
Time frame to be paid after anniversary		90 days
Curation Foods \| Windset \| Junior Preferred Shares
Schedule of Investments [Line Items]
Preferred stock investment, dividends declared				$ 0
Curation Foods \| Windset \| Senior A Preferred Stock
Schedule of Investments [Line Items]
Investment in non-public company shares (in shares)			150,000
Payments to acquire investments			$ 15,000,000
Curation Foods \| Windset \| Common Stock
Schedule of Investments [Line Items]
Investment in non-public company shares (in shares)		68	201
Payments to acquire investments			$ 201,000
Curation Foods \| Windset \| Junior Preferred Shares
Schedule of Investments [Line Items]
Investment in non-public company shares (in shares)		51,211
Curation Foods \| Newell Capital
Schedule of Investments [Line Items]
Sale of investment in non-public company	$ 45,100,000

Stock-based Compensation and Stockholders' Equity - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021	Jul. 14, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted options (in shares)	725,000
Shares for future issuance (in shares)	3,600,000
Unrecognized compensation expense	$ 6.9
Repurchase plan authorized amount (up to)	$ 3.8		$ 10.0
Stock repurchased during period (in shares)	0	0
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awarded (in shares)	255,000
Weighted-average period (in years)	2 years 2 months 26 days
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average period (in years)	2 years 5 months 4 days

Stock-based Compensation and Stockholders' Equity - Summary of Stock-based Compensation by Income Statement Line Item (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 785	$ 620
Cost of product sales \| Continuing operations:
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	101	81
Cost of product sales \| Discontinued Operations:
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	0	(44)
Research and development \| Continuing operations:
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	90	49
Selling, general and administrative \| Continuing operations:
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation	$ 594	$ 534

Diluted Earnings Per Share - Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Numerator:
Net loss	$ (12,064)	$ (9,477)
Denominator:
Weighted average shares for basic net loss per share (in shares)	29,577	29,424
Effect of dilutive securities:
Stock options and restricted stock units (in shares)	0	0
Weighted average shares for diluted net loss per share (in shares)	29,577	29,424
Diluted net loss per share (in dollars per share)	$ (0.41)	$ (0.32)

- 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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-URI https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-URI https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 7
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

+ Details

- Definition

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

+ References

+ Details

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Aug. 28, 2022	Aug. 29, 2021	May 29, 2022
Income Tax Disclosure [Abstract]
Income tax (benefit) expense	$ 64	$ (1,651)
Effective tax rate	1.00%	(18.00%)
Unrecognized tax benefits	$ 1,100		$ 1,000
Unrecognized tax benefits that would result in an adjustment to effective tax rate	$ 1,000		$ 900

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Aug. 28, 2022	May 29, 2022
Debt Disclosure [Abstract]
Long-term debt	$ 103,712	$ 103,712
Less: unamortized debt issuance costs	(5,143)	(5,534)
Total long-term debt, net of unamortized debt issuance costs	98,569	98,178
Less: current portion of long-term debt, net	(2,704)	(599)
Long-term debt, net	$ 95,865	$ 97,579

- Definition

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

+ References + Details

Debt - Narrative (Details)		6 Months Ended
Debt - Narrative (Details)	Dec. 31, 2020 USD ($) creditAgreement	Nov. 28, 2021 USD ($)	Aug. 28, 2022 USD ($)	May 29, 2022 USD ($)	Apr. 30, 2022 USD ($)	Dec. 02, 2019 USD ($)	Jun. 25, 2018 USD ($)	Nov. 01, 2016 USD ($)
Debt Instrument [Line Items]
Number of credit agreements \| creditAgreement	2
Debt issuance costs			$ 5,143,000	$ 5,534,000
BMO \| Interest Rate Swap
Debt Instrument [Line Items]
Interest rate swap contract notional amount						$ 110,000,000	$ 30,000,000	$ 50,000,000
LIBOR \| BMO \| Interest Rate Swap
Debt Instrument [Line Items]
Interest rate						1.53%	2.74%	1.22%
Refinance Revolver
Debt Instrument [Line Items]
Debt instrument, face amount	$ 170,000,000
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 \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	8.50%
Refinance Revolver \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate	7.50%
Refinance Term Loan
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage			10.10%
Revolving Credit Facility \| Refinance Revolver
Debt Instrument [Line Items]
Revolving line of credit	$ 75,000,000				$ 20,000,000
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
Revolving Credit Facility \| Refinance Revolver \| Eurodollar
Debt Instrument [Line Items]
Long-term line of credit			$ 44,000,000
Revolver interest rate			4.10%
Revolving Credit Facility \| Refinance Revolver \| Minimum \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	2.00%
Revolving Credit Facility \| Refinance Revolver \| Minimum \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate	1.00%
Revolving Credit Facility \| Refinance Revolver \| Maximum \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	2.50%
Revolving Credit Facility \| Refinance Revolver \| Maximum \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate	1.50%

Business Segment Reporting - Narrative (Details)	3 Months Ended
Business Segment Reporting - Narrative (Details)	Aug. 28, 2022 segment brand	Aug. 29, 2021
Revenue, Major Customer [Line Items]
Number of operating segments \| segment	3
Number of natural food brands \| brand	3
Sales Revenue, Net \| Customer Concentration Risk \| Customer One
Revenue, Major Customer [Line Items]
Concentration risk percentage	16.00%	15.00%
Sales Revenue, Net \| Customer Concentration Risk \| Customer Two
Revenue, Major Customer [Line Items]
Concentration risk percentage	10.00%	11.00%
Accounts Receivable \| Customer Concentration Risk \| Customer One
Revenue, Major Customer [Line Items]
Concentration risk percentage	21.00%	12.00%
Accounts Receivable \| Customer Concentration Risk \| Customer Two
Revenue, Major Customer [Line Items]
Concentration risk percentage	16.00%	10.00%
Accounts Receivable \| Customer Concentration Risk \| Customer Three
Revenue, Major Customer [Line Items]
Concentration risk percentage	13.00%

Business Segment Reporting - Sales by Geographic Area (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Segment Reporting Information [Line Items]
Product sales	$ 43,355	$ 41,632
Switzerland
Segment Reporting Information [Line Items]
Product sales	4,000	3,400
Canada
Segment Reporting Information [Line Items]
Product sales	3,700	3,500
All Other Countries
Segment Reporting Information [Line Items]
Product sales	$ 1,900	$ 1,700

- Definition

+ References

+ Details

Business Segment Reporting - Operations by Business Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021
Segment Reporting Information [Line Items]
Net sales	$ 43,355	$ 41,632
Gross profit	5,821	10,435
Net (loss) income from continuing operations	(12,064)	(7,633)
Loss from discontinued operations, net of tax	0	(1,844)
Depreciation and amortization	4,602	2,454
Interest income	15	27
Interest expense	3,678	6,678
Income tax (benefit) expense	64	(1,651)
Corporate overhead allocation	0	0
Lifecore
Segment Reporting Information [Line Items]
Net sales	23,703	21,952
Gross profit	6,101	5,764
Net (loss) income from continuing operations	502	580
Loss from discontinued operations, net of tax	0	0
Depreciation and amortization	1,771	1,547
Interest income	15	20
Interest expense	0	0
Income tax (benefit) expense	158	183
Corporate overhead allocation	1,038	1,137
Curation Foods
Segment Reporting Information [Line Items]
Net sales	19,652	19,680
Gross profit	(280)	4,671
Net (loss) income from continuing operations	(3,374)	(284)
Loss from discontinued operations, net of tax	0	(1,844)
Depreciation and amortization	2,820	881
Interest income	0	0
Interest expense	0	137
Income tax (benefit) expense	(1,065)	(218)
Corporate overhead allocation	334	1,471
Other
Segment Reporting Information [Line Items]
Net sales	0	0
Gross profit	0	0
Net (loss) income from continuing operations	(9,192)	(7,929)
Loss from discontinued operations, net of tax	0	0
Depreciation and amortization	11	26
Interest income	0	7
Interest expense	3,678	6,541
Income tax (benefit) expense	971	(1,616)
Corporate overhead allocation	$ (1,372)	$ (2,608)

Restructuring Costs - Schedule of Restructuring Related Activities (Details) - USD ($) $ in Thousands	3 Months Ended	39 Months Ended
	Aug. 28, 2022	Aug. 28, 2022
Restructuring Cost and Reserve [Line Items]
Restructuring costs	$ 1,047	$ 17,825
Asset write-off costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs		7,970
Employee severance and benefit costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	208	1,551
Lease costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	20	2,264
Other restructuring costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	819	6,040
Curation Foods
Restructuring Cost and Reserve [Line Items]
Restructuring costs	422	11,074
Curation Foods \| Asset write-off costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs		7,552
Curation Foods \| Employee severance and benefit costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	208	767
Curation Foods \| Lease costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	20	2,238
Curation Foods \| Other restructuring costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	194	517
Other
Restructuring Cost and Reserve [Line Items]
Restructuring costs	625	6,751
Other \| Asset write-off costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs		418
Other \| Employee severance and benefit costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	0	784
Other \| Lease costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	0	26
Other \| Other restructuring costs
Restructuring Cost and Reserve [Line Items]
Restructuring costs	$ 625	$ 5,523

Restructuring Costs - Narrative (Details) $ in Millions	Aug. 28, 2022 USD ($)
Restructuring and Related Activities [Abstract]
Expected restructuring costs	$ 23.0

Discontinued Operations (Details) - Discontinued Operations - Eat Smart Business $ in Thousands	3 Months Ended
	Aug. 29, 2021 USD ($)
Disposal Group, Including Discontinued Operation, Income Statement
Product sales	$ 87,156
Cost of product sales	80,072
Gross profit	7,084
Operating costs and expenses:
Research and development	953
Selling, general and administrative	6,469
Restructuring costs	728
Total operating costs and expenses	8,150
Operating loss	(1,066)
Dividend income	0
Interest expense	(1,239)
Loss from discontinued operations before taxes	(2,305)
Income tax benefit	461
Loss from discontinued operations, net of tax	$ (1,844)

Discontinued Operations - Narrative (Details) - Eat Smart Business - Discontinued Operations: - USD ($)	3 Months Ended
	Aug. 28, 2022	Aug. 29, 2021	May 29, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash used in operating activities	$ 0	$ 200,000
Cash provided by investing activities	0	45,100,000
Depreciation and amortization expense	0	2,300,000
Capital expenditures	0	$ 1,100,000
Assets	0		$ 0
Liabilities	$ 0		$ 0