CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS



This Quarterly Report on Form 10-Q includes "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"). We intend the forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements in these sections. All statements
regarding our expected financial position and operating results, our business
strategy, our financing plans and forecasted demographic and economic trends
relating to our industry are forward-looking statements. These statements can
sometimes be identified by our use of forward-looking words such as "may,"
"will," "anticipate," "estimate," "expect," or "intend" and similar expressions.
These statements involve known and unknown risks, uncertainties and other
factors that may cause our actual results, performance or achievements to be
materially different from the results, performance or achievements expressed or
implied by the forward-looking statements. We cannot promise you that our
expectations reflected in such forward-looking statements will turn out to be
correct. Factors that could impact such forward-looking statements include,
among others, changes in worldwide and U.S. economic conditions that impact
business confidence and the demand for our products and services, the impact of
the coronavirus (COVID-19) pandemic and our ability to mitigate or manage
disruptions posed by COVID-19 pandemic, our ability to effectively integrate
acquisitions into our operations, our ability to retain existing business, our
ability to attract additional business, our ability to effectively market and
sell our product offerings and other services, the timing of projects and the
potential for contract cancellation by our customers, changes in expectations
regarding the business consulting and information technology industries, our
ability to attract and retain skilled employees, possible changes in collections
of accounts receivable due to the bankruptcy or financial difficulties of our
customers, risks of competition, price and margin trends, foreign currency
fluctuations, the impact of the geopolitical conflict involving Russia and
Ukraine on our business and changes in general economic conditions, inflation,
interest rates and our ability to obtain additional debt financing if needed.
For a discussion of risks and actions taken in response to the COVID-19
pandemic, see "Our results of operations have been adversely affected and could
in the future be materially adversely impacted by the coronavirus pandemic
(COVID-19)" under Item 1A, "Risk Factors" of our Annual Report on Form 10-K. An
additional description of our risk factors is described in Part I - Item 1A,
"Risk Factors". We undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise, except as required by law. Many of the risks, uncertainties
and other factors identified in our Annual Report on Form 10-K for the year
ended December 31, 2021 have been amplified by the COVID-19 pandemic.


OVERVIEW



The following Management's Discussion and Analysis ("MD&A") is intended to help
the reader understand the results of operations and financial condition of
Hackett. MD&A is provided as a supplement to, and should be read in conjunction
with, our consolidated financial statements and the accompanying notes to our
consolidated financial statements included in this Quarterly Report on Form
10-Q.

The Hackett Group, Inc. ("Hackett" or the "Company") is a leading IP-based
strategic advisory and technology consulting firm that enables companies to
achieve world-class business performance. By leveraging the comprehensive
Hackett database, the world's leading repository of enterprise business process
performance metrics and best practice intellectual capital, our business and
technology solutions help clients improve performance and maximize returns on
technology investments. Only Hackett empirically defines world-class performance
in sales, general and administrative and certain supply chain activities with
analysis gained through nearly 20,000 benchmark and performance studies over 27
years at over 7,000 of the world's leading companies.


Impact of Macroeconomic Conditions on Our Business



The level of revenue we achieve is based on its ability to deliver market
leading services and solutions and to deploy skilled teams of professionals
quickly. Our results of operations are affected by economic conditions,
including macroeconomic conditions and levels of business confidence. In each of
the four quarters of 2021, our revenue before reimbursements and diluted
earnings per share grew when compared to the fourth quarter of 2020 reflecting a
continuation of improved economic conditions since 2021. However, any reversal
of these trends or a prolonged economic downturn as a result of the impact of
COVID-19 variants, or otherwise, weak or uncertain economic conditions or
similar factors could adversely affect our clients' financial condition which
may further reduce the clients' demand for our services.

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RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, our results of operations (in thousands and unaudited):



                                                    Quarter Ended                   Nine Months Ended
                                             September 30,    October 1,        September 30,    October 1,
                                                  2022           2021               2022            2021

Revenue:


Revenue before reimbursements               $     70,995     $     71,400     $     220,871     $    207,807
Reimbursements                                     1,038              494             2,754              770
Total revenue                                     72,033           71,894           223,625          208,577
Costs and expenses:
Cost of service:
Personnel costs before reimbursable
expenses (includes $1,652 and $4,801 and
$1,670 and $5,296 of non-cash stock based
compensation expense in the three and
nine months ended September 30, 2022 and
October 1, 2021, respectively)                    42,870           45,222           134,904          129,619
Reimbursable expenses                              1,038              494             2,754              770
Total cost of service                             43,908           45,716           137,658          130,389
Selling, general and administrative costs
(includes $859 and $3,027 and $901 and
$2,515 of non-cash stock based
compensation expense in the three and
nine months ended September 30, 2022 and
October 1, 2021, respectively)                    14,616           14,773            44,993           43,713
Restructuring charge reversal                       (526 )              -              (651 )              -
Total costs and operating expenses                57,998           60,489           182,000          174,102

Income from operations                            14,035           11,405            41,625           34,475
Other expense:
Interest expense                                     (14 )            (26 )             (70 )            (76 )
Income from continuing operations before
income taxes                                      14,021           11,379            41,555           34,399
Income tax expense                                 3,655            3,248            10,469            9,368
Income from continuing operations                 10,366            8,131            31,086           25,031
Loss from discontinued operations                      -                -                 -               (7 )
Net income                                  $     10,366     $      8,131     $      31,086     $     25,024
Diluted net income per common share         $       0.32     $       0.25

$ 0.97 $ 0.76





Revenue. We are a global company with operations in our primary markets located
in the United States and Western Europe. Our revenue is denominated in multiple
currencies, primarily the U.S. Dollar, British Pound and Euro, and as a result
is affected by currency exchange rate fluctuations. The impact of currency
fluctuations did not have a significant impact on comparisons between the third
quarter and first nine months of 2022 and the comparable periods of 2021. In
this MD&A, we discuss revenue based on geographical location of engagement team
personnel.

Our Company total revenue was $72.0 million in the third quarter of 2022, as
compared to $71.9 million in the same period of 2021 and increased 7% in the
first nine months of 2022 to $223.6 million, as compared to $208.6 million in
the same period of 2021. In the third quarter and first nine months of 2022, one
customer accounted for 7% of our total Company revenue. In the third quarter of
2021 and in the first nine months of 2021 no customer accounted for more than 5%
of our total Company revenue.

Segment revenue. Effective in the third quarter of 2022, the Company reorganized
its operating and internal reporting structure to better align with its primary
market solutions. Due to the reorganization, management made the determination
to present three reportable segments: Global Strategy & Business Transformation
(Global S&BT), Oracle Solutions and SAP Solutions. Global S&BT includes S&BT
Consulting, Benchmarking, Business Advisory Services, Intellectual Property
as-a-Service (IPASS) and OneStream. Oracle Solutions and SAP Solutions support
the two fundamentally distinct ERP systems: Oracle and SAP.




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The following table sets forth total revenue by operating segment, which includes reimbursable expenses related to project travel-related expenses passed through to a client with no associated operating margin (in thousands):



                            Quarter Ended                      Nine Months Ended
                    September 30,       October 1,       September 30,       October 1,
                        2022               2021              2022               2021
Global S&BT        $        41,593     $     37,085     $       128,760     $    106,956
Oracle Solutions            17,682           20,762              59,165           55,763
SAP Solutions               12,758           14,047              35,700           45,858
Total revenue      $        72,033     $     71,894     $       223,625     $    208,577



Global S&BT total revenue was $41.6 million and $128.8 million during the third
quarter and first nine months of 2022, respectively, as compared to $37.1
million and $107.0 million in the same period of 2021, reflecting the continued
year over year growth since the second quarter of 2020 and continuing demand for
digital transformation investments.

Oracle Solutions total revenue was $17.7 million and $59.2 million during the
third quarter and first nine months of 2022, respectively, as compared to $20.8
million and $55.8 million in the same periods of 2021. The decrease in revenue
over the three months ended September 30, 2022, as compared to the same period
in 2021, was primarily driven by the extended client decision making during the
quarter as clients reconsidered their spending priorities.

SAP Solutions total revenue was $12.8 million and $35.7 million during the third
quarter and first nine months of 2022, respectively, as compared to $14.0
million and $45.9 million in the same periods of 2021. SAP Solutions total
revenue in the first nine months of 2021 included a $5.3 million software sales
transaction. The decrease in revenue in 2022 as compared to 2021, excluding the
software sale transaction, was primarily driven from a coming off strong 2021
results, as we were rebuilding our sales pipeline after the completion of large
SAP related engagements late in 2021, partially offset by strong software
transaction activity at the end of the third quarter of 2022.

Reimbursements as a percentage of Company total revenue were 1.4% and 1.2%
during the third quarter and first nine months of 2022, respectively, as
compared to 0.7% and 0.4%, in the same periods in 2021, respectively.
Reimbursements are project travel-related expenses passed through to a client
with no associated operating margin. We have experienced increased
client-related travel since the transition to a remote delivery model, however
we do not expect reimbursements to return to pre-pandemic levels.

Cost of Service. Cost of service consists of personnel costs before reimbursable
expenses, which includes salaries, benefits and incentive compensation for
consultants and subcontractor fees, acquisition-related cash,
acquisition-related non-cash stock based compensation expense, non-cash stock
based compensation expense, and reimbursable expenses which are travel and other
expenses passed through to a client and are associated with projects.

Personnel costs before reimbursable expenses, decreased 5% to $42.9 million for
the third quarter of 2022 and increased 4% to $134.9 million for the first nine
months of 2022, as compared to $45.2 million and $129.6 million in the same
periods of 2021, respectively. The lower costs in the three-month period of 2022
were primarily a result of lower incentive compensation accruals and lower
utilization of subcontractors. The higher costs in the nine-month period of 2022
were primarily a result of hiring activities and increased utilization of
subcontractors to support business growth. Personnel costs as a percentage of
total Company revenue were 60% for both the third quarter and first nine months
of 2022, as compared to 63% and 62% for the same periods of 2021, respectively.

Non-cash stock based compensation expense, included in personnel costs before
reimbursable expenses was $1.6 million and $4.8 million for the third quarter
and first nine months of 2022, respectively, as compared to $1.7 million and
$4.9 million for the same periods of 2021, respectively.

Acquisition related non-cash stock based compensation expense, included in
personnel costs before reimbursable expenses, was $4 thousand and $12 thousand
for the third quarter and first nine months of 2022, respectively, as compared
to $19 thousand and $378 thousand for the same periods of 2021, respectively,
primarily related to equity issued in relation to acquisitions.

Selling, General and Administrative Costs ("SG&A"). SG&A primarily consists of salaries, benefits and incentive compensation for the selling, marketing, administrative and executive employees, non-cash stock based compensation expense, amortization of intangible assets, acquisition related costs and various other overhead expenses.



SG&A costs decreased 1%, to $14.6 million and increased 3%, to $45.0 million,
for the third quarter and first nine months of 2022, respectively, as compared
to $14.8 million and $43.7 million for the same periods of 2021, respectively.
This increase in the costs during the first nine months of 2022 was primarily
due to increased non client billable expenses and increased investments in sales
and marketing and information technology. SG&A costs as a percentage of total
Company revenue were 20% during both the third quarter and first nine months of
2022, as compared to 21% for both of the same periods in 2021.

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Non-cash stock based compensation expense, included in SG&A, was $0.9 million
and $3.0 million for the third quarter and first nine months of 2022,
respectively, as compared to $0.9 million and $2.5 million for the same periods
of 2021, respectively. The increase in the nine-month period is due to higher
incentive compensation expense commensurate with Company performance.

Amortization expense, included in SG&A, was $0 and $154 thousand million in the
third quarter and first nine months of 2022, as compared to $0.3 million and
$0.8 million during the same periods in 2021, respectively. The amortization
expense related to the amortization of the intangible asset acquired in our
acquisitions and the buyout of our partner's joint venture interest in the CGBS
Training and Certification Programs in 2017. The intangible assets related to
the acquisitions have been fully amortized as of the second quarter of 2022.

Segment Profit. Segment profit consists of the revenue generated by the segment,
less the direct costs of revenue and selling, general and administrative
expenses that are incurred directly by the segment. Items not allocated to the
segment level include corporate costs related to administrative functions that
are performed in a centralized manner that are not attributable to a particular
segment. These administrative function costs include corporate general and
administrative expenses, non-cash stock based compensation, depreciation and
amortization expense, interest expense and the restructuring charges and
reversals.

Global S&BT segment profit increased to $14.0 million and $45.9 million for the
third quarter and first nine months of 2022, respectively, as compared to $11.8
million and $34.5 million for the same periods in the previous year,
respectively. This increase was primarily a result of increased revenue as
discussed above.

Oracle Solutions segment profit decreased to $3.3 million for the third quarter
of 2022 from $5.4 million for the same period in the previous year. Oracle
Solutions segment profit was $12.1 million for the first nine months of 2022 and
2021. The decrease in the three-month period was primarily due to lower revenue
as discussed above.

SAP Solutions segment profit increased to $3.8 million in the third quarter of
2022 as compared to $3.7 million in the same period in 2021 and decreased to
$9.2 million in the first nine months of 2022, as compared to $15.6 million in
the same period of 2021. SAP Solutions segment profit in the first nine months
of 2021 included a $5.3 million software sales transaction and benefitted from
large global engagements which drove higher utilization of subcontractors.

Income Taxes. During the third quarter and first nine months of 2022, we
recorded $3.7 million and $10.5 million of income tax expense, respectively,
related to certain federal, foreign and state taxes which reflected an effective
tax rate of 26% and 25%, respectively. In the third quarter and first nine
months of 2021, we recorded $3.2 million and $9.4 million of income tax expense
related to certain federal, foreign and state taxes which reflected an effective
tax rate of 29% and 27%, respectively.

Liquidity and Capital Resources



As of September 30, 2022 and December 31, 2021, we had $67.0 million and $45.8
million, respectively, classified in cash on the consolidated balance sheets. We
currently believe that available funds (including the cash on hand and funds
available for borrowing under our credit facility) and cash flows generated by
operations will be sufficient to fund our working capital and capital
expenditure requirements, including working capital, debt payments, lease
obligations and capital expenditures for at least the next twelve months and
beyond. We may decide to raise additional funds in order to fund expansion, to
develop new or further enhance products and services, to respond to competitive
pressures, or to acquire complementary businesses or technologies. There is no
assurance that additional financing would be available when needed or desired.
Our cash requirements have not changed materially from those disclosed in Item 7
included in Part II of our Annual Report on Form 10-K for the year ended
December 31, 2021.

The following table summarizes our cash flow activity (in thousands):



                                                     Nine Months Ended
                                               September 30,       October 

1,


                                                   2022               2021
Cash flows provided by operating activities   $        34,078     $     26,469
Cash flows used in investing activities       $        (3,163 )   $     (2,255 )
Cash flows used in financing activities       $        (9,648 )   $    (20,704 )

Cash Flows from Operating Activities



Net cash provided by operating activities was $34.1 million during the first
nine months of 2022, as compared to $26.5 million during the same period in
2021. In 2022, the net cash provided by operating activities was primarily due
to net income adjusted for non-cash items and an increase in income tax
liabilities, partially offset by the decrease in accounts payable and accrued
liabilities and other accruals primarily due to payments to vendors and the 2021
incentive compensation payments and lower contract liabilities. In 2021, the net
cash provided by operating activities was primarily due to net income adjusted
for non-cash items and an increase in incentive compensation and income tax
accruals, partially offset by an increase in accounts receivable and contract
assets.

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Cash Flows from Investing Activities



Net cash used in investing activities was $3.2 million during the first nine
months of 2022, as compared to $2.3 million during the same period in 2021.
During both periods, cash flows used in investing activities primarily related
to investments for the development of our Executive Advisory Member Platform and
continued development of our Quantum Leap benchmark and Digital Transformation
technologies. The investing activities in 2022 also included purchases of
computer equipment.

Cash Flows from Financing Activities



Net cash used in financing activities was $9.6 million and $20.7 million during
the first nine months of 2022 and 2021, respectively. The usage of cash in the
first nine months 2022 primarily related to the repurchase of $3.2 million of
the Company's common stock and dividend payments of $7.0 million. The usage of
cash in the first nine months 2021 primarily related to the repurchase of $14.6
million of the Company's common stock and dividend payments of $6.5 million.

As of September 30, 2022, we did not have any outstanding borrowings under our
revolving line of credit (the "Credit Facility"), leaving us with a capacity of
approximately $45.0 million. On November 7, 2022, we amended and restated our
credit agreement in order to extend the maturity date of the Credit Facility and
provide the Company with an additional $55 million in borrowing capacity, for an
aggregate amount of up to $100 million. See Note 7, "Credit Facility," to our
consolidated financial statements included in this Quarterly Report on Form 10-Q
for more information.



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