COMMENT ON FORWARD LOOKING STATEMENTS
Certain statements in this Form 10-Q, other than purely historical information,
including estimates, projections, statements relating to our business plans,
objectives and expected operating results, the impact of and proposed actions in
response to COVID-19, and the assumptions upon which those statements are based,
are "forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Forward-looking statements
involve risks and uncertainties, and future events and circumstances could
differ significantly from those anticipated in the forward-looking statements.
These forward-looking statements generally are identified by the words
"believe," "project," "expect," "anticipate," "estimate," "intend," "strategy,"
"future," "opportunity," "goal," "plan," "may," "should," "will," "would," "will
be," "will continue," "will likely result," and similar expressions.
Forward-looking statements are based on current expectations and assumptions
that are subject to risks and uncertainties, which may cause actual results to
differ materially from those expressed or implied in our forward-looking
statements, including the risks and uncertainties described in "Management's
Discussion and Analysis" (Part I, Item 2 of this Form 10-Q),"Quantitative and
Qualitative Disclosures about Market Risk" (Part I, Item 3 of this Form 10-Q),
and "Risk Factors" (Part II, Item 1A of this Form 10-Q). We undertake no duty to
update or revise publicly any of the forward-looking statements after the date
of this report or to conform such statements to actual results or to changes in
our expectations, whether because of new information, future events, or
otherwise.
Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A") is designed to provide the reader of our accompanying
unaudited consolidated financial statements ("financial statements") with a
narrative from the perspective of management on our financial condition, results
of operations, liquidity and certain other factors that may affect future
results. MD&A is provided as a supplement to, and should be read in conjunction
with, our Annual Report on Form 10-K for the fiscal year ended December 29,
2019, and our financial statements and the accompanying notes to our financial
statements.




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OVERVIEW

TrueBlue, Inc. (the "company," "TrueBlue," "we," "us" and "our") is a leading
provider of specialized workforce solutions that help clients achieve business
growth and improve productivity. In 2019, we connected approximately 724,000
people with work
and served approximately 139,000 clients. We report our business as three
reportable segments: PeopleReady, PeopleManagement and PeopleScout. See Note 11:
Segment Information, to our consolidated financial statements found in Item 1 of
this Quarterly Report on Form 10-Q, for additional details on our operating
segments and reportable segments. Our PeopleReady segment offers on-demand,
industrial staffing; our PeopleManagement segment offers contingent, on-site
industrial staffing and commercial driver services; and our PeopleScout segment
offers recruitment process outsourcing ("RPO") and managed service provider
("MSP") solutions to a wide variety of industries.

The global economy and our business specifically have been dramatically affected
by COVID-19. COVID-19 was first identified in Wuhan, China in late 2019, and
subsequently declared a pandemic by the World Health Organization. To date,
COVID-19 has surfaced in nearly all regions around the world and resulted in
country-level quarantines, global travel restrictions and broad-based economic
slowdowns. There are no reliable estimates of how long the pandemic will last or
how many people are likely to be affected by it. For that reason, it is
difficult to predict the short-term and the long-term impact of the pandemic on
our business at this time. Our first priority, with regard to the COVID-19
pandemic, is to do everything we can to ensure the safety, health, and hygiene
of our associates, employees, clients, suppliers and others with whom we partner
in our business activities to continue our business operations in this
unprecedented business environment. A number of states, counties and
municipalities issued orders requiring persons who were not engaged in essential
activities and businesses to remain at home. Other jurisdictions without
stay-at-home orders required nonessential businesses to close. Our business
remains open and we provide key services to essential businesses.

In response to these rapidly changing market conditions, we are taking all
appropriate steps to reduce selling, general and administrative ("SG&A") expense
and other cash outflows. We have taken actions to reduce our operating expenses
by approximately $95 million to $105 million in fiscal 2020 while preserving key
strengths of our business, such as our branch footprint and technology
innovation, to ensure we are prepared when business conditions improve. We
entered fiscal 2020 from a position of strength given our balance sheet that
included $37 million of debt and a comparable amount of cash. In March, we drew
substantially all of the remaining availability on our $300 million revolving
credit agreement (the "Credit Agreement," and the revolving credit facility
established thereunder, the "Revolving Credit Facility") to further enhance our
liquidity position and are taking steps to improve positive cash flow.

We continue to monitor this rapidly evolving situation and guidance from
domestic and international authorities, including federal, state and local
public health authorities and may take additional actions based on their
recommendations. There may be developments outside our control requiring us to
adjust our operating plan. As such, given the dynamic nature of this situation,
it is difficult to estimate the impacts of COVID-19 on our financial condition,
results of operations or cash flows in the future. However, we do expect that it
will have a material adverse impact on our future revenue, overall profitability
and liquidity. For additional discussion on the uncertainties and business risks
associated with COVID-19, refer to "Risk Factors" in Part II, Item 1A of this
Form 10-Q.
First quarter of 2020 highlights
Revenue from services
Total company revenue declined 11% to $494 million for the thirteen weeks ended
March 29, 2020, compared to the same period in the prior year. Revenue declined
7% for the first two months of 2020 compared to the same period in the prior
year due primarily to less demand for our services as clients moderated
contingent labor spend in response to lower volumes in light of continued
economic uncertainty. Declines were broad-based across multiple geographies and
industries. Revenue declined 16% in March compared to the same period in the
prior year due to a significant drop in demand associated with government and
societal actions to address the COVID-19 threat. In particular, the outbreak and
preventive measures taken to help curb the spread had severe adverse impacts on
our operations and business results in March. Many of the clients we serve have
been severely impacted by COVID-19 and have stopped or significantly reduced
their need for our staffing services, which has resulted in lower than expected
revenue. Year-over-year weekly revenue trends rapidly decelerated in March
culminating in a 32% decline in our PeopleReady business and a 30% decline in
our PeopleManagement business during the last week of the quarter. PeopleScout
bills monthly and accordingly, weekly trends are not available. Revenues have
also been impacted by higher levels of unemployment making it easier for
businesses to find labor on their own. We expect these two factors to have a
significant adverse impact on our future revenue as well as our overall
profitability and liquidity for as long as the negative economic impacts of
COVID-19 are being




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experienced. Our business remains open and we provide key services to essential
businesses such as health care, food processors, grocery stores, and government,
which have experienced less pressure.
PeopleReady, our largest segment, experienced a revenue decline of 8%.
PeopleManagement, our lowest margin segment, experienced a revenue decline of
10%. PeopleScout, our highest margin segment, experienced a revenue decline of
21%. In addition to less demand from existing clients, PeopleScout continues to
experience the impact of the lower volume and margin from a large industrial
client due to the client's adverse business conditions in fiscal 2019.
Gross profit
Total company gross profit as a percentage of revenue for the thirteen weeks
ended March 29, 2020 decreased by 110 basis points to 25.5%, compared to 26.6%
for the same period in the prior year. Our PeopleScout business contributed
approximately 100 basis points to the decline primarily due to continued impact
of lower volume from a large, higher margin industrial client and the rapid
revenue decline caused by the disruption of the COVID-19 pandemic which outpaced
the reductions to our service delivery team.
Our staffing businesses contributed 50 basis points to the decline primarily due
to a change in revenue mix associated with larger declines in our higher margin
local accounts compared to our lower margin national accounts and energy-related
businesses. This was largely offset by a benefit from a reduction in estimated
costs to comply with the Affordable Care Act which were recorded in prior fiscal
years, net of additional insurance coverage associated with former workers'
compensation carriers in liquidation in the prior year. We do not expect the
benefit from lower affordable health care costs to reoccur.
Selling, general and administrative expense
Total company SG&A expense decreased by $11 million to $117 million, or 23.7% of
revenue for the thirteen weeks ended March 29, 2020, compared to $128 million,
or 23.2% of revenue for the same period in the prior year. The decrease in SG&A
expense is primarily due to cost control programs put in place in 2019 in
response to softening revenue trends. Commencing in the latter half of March
2020, we also initiated comprehensive actions to dramatically reduce costs in
response to rapidly changing market conditions due to COVID-19 pandemic. We are
taking all appropriate steps to reduce SG&A expense while preserving the key
strengths of our business to ensure we are prepared for the time when business
conditions improve. We will continue to monitor and manage our SG&A expense in
the current environment.
Loss from operations
Total company loss from operations was $176 million for the thirteen weeks ended
March 29, 2020, compared to income from operations of $9 million for the same
period in the prior year. The loss for the first quarter of 2020 consisted
almost entirely of a goodwill and intangible asset impairment charge of $175
million related to our acquisitions. The charge is a result of the adverse
impact on expected future cash flows related to the current state of the
economy. The charge does not impact our current cash, liquidity or banking
covenants. In addition, we experienced a decrease in income from operations
compared to the same period in the prior year due to the decline in revenue and
gross profit, partially offset by the decrease in SG&A expense due to cost
control programs.
Net loss
Net loss was $150 million, or $4.04 per diluted share for the thirteen weeks
ended March 29, 2020, compared to net income of $8 million, or $0.21 per diluted
share for the same period in the prior year. The net loss for the first quarter
of 2020 included a goodwill and intangible asset impairment charge of $175
million ($152 million after tax or $4.08 per diluted share). The remaining $6
million decline was almost entirely driven by declining income from operations
as a result of lower revenue and gross profit partially offset by a decline in
SG&A expense due to cost control programs.
Additional highlights
We are focused on capital preservation as a top priority. In response to the
rapidly changing market conditions, we have taken swift action to reduce
operating costs and other cash outflows to preserve capital to fund working
capital needs. We entered fiscal 2020 from a position of strength with a balance
sheet that included $37 million of debt and a comparable amount of cash. On
March 16, 2020, we extended the maturity of the Revolving Credit Facility to
March 16, 2025, and under the Credit Agreement we have the option, subject to
lender approval, to increase the Revolving Credit Facility to $450 million. In
March, we drew substantially all of the remaining availability on our $300
million Revolving Credit Facility to further enhance our liquidity position. As
of March 29, 2020, we had cash and cash equivalents of $265 million and total
debt of $294 million.

We continue to monitor the rapidly evolving situation and guidance from domestic
and international authorities, including federal, state and local public health
authorities and may take additional actions based on their recommendations.
There may be




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developments outside our control requiring us to adjust our operating plan. As
such, given the dynamic nature of this situation, it is difficult to estimate
the impacts of COVID-19 on our financial condition, results of operations or
cash flows in the future. A protracted recession will have a material adverse
impact on our future revenue as well as our overall profitability, ability to
fund working capital needs and comply with banking covenants.
RESULTS OF OPERATIONS
Total company results
The following table presents selected financial data:
                                                                        

Thirteen weeks ended


                                                        March 29,                   March 31,
(in thousands, except percentages and per share data)     2020       % of revenue      2019      % of revenue
Revenue from services                                 $  494,252                   $ 552,352
Total revenue growth (decline) %                           (10.5 )%                     (0.4 )%

Gross profit                                          $  126,159         25.5  %   $ 146,695          26.6 %
Selling, general and administrative expense              117,381         23.7  %     127,980          23.2 %
Depreciation and amortization                              9,094          1.8  %       9,952           1.8 %
Goodwill and intangible asset impairment charge          175,189                           -
Income (loss) from operations                           (175,505 )      (35.5 )%       8,763           1.6 %
Interest and other income (expense), net                     263                         553
Income (loss) before tax expense (benefit)              (175,242 )                     9,316
Income tax expense (benefit)                             (24,748 )                     1,040
Net income (loss)                                     $ (150,494 )      (30.4 )%   $   8,276           1.5 %

Net income (loss) per diluted share                   $    (4.04 )

$ 0.21




We report our business as three reportable segments described below and in Note
11: Segment Information, to our consolidated financial statements found in
Item 1 of this Quarterly Report on Form 10-Q.
•   PeopleReady provides access to reliable workers in the United States, Canada

and Puerto Rico through a wide range of staffing solutions for on-demand

contingent general and skilled labor. PeopleReady connects people to work in

a broad range of industries that include construction, manufacturing and

logistics, warehousing and distribution, waste and recycling, energy, retail,

hospitality, and others. As of December 29, 2019, we had a network of 614

branches across all 50 states, Canada and Puerto Rico. Complementing our

branch network is our mobile application, JobStackTM, which connects workers

with jobs, creates a virtual exchange between our workers and clients, and

allows our branch resources to expand their recruiting and sales efforts and

service delivery. JobStack is helping to competitively differentiate our

services, expand our reach into new demographics, and improve both service

delivery and work order fill rates as we lead our business into a digital

future.

• PeopleManagement predominantly provides a wide range of on-site contingent

staffing and workforce management solutions to larger multi-site

manufacturing, distribution and fulfillment clients. In comparison with

PeopleReady, services are larger in scale, longer in duration, and dedicated

service teams are located at the client's facility. Effective December 30,

2019 (first day of our 2020 fiscal year), we combined our two on-site

contingent industrial workforce operating segments, Staff Management | SMX

and SIMOS Insourcing Solutions into one operating segment titled "On-site,"

which continues to be reported under PeopleManagement. On-site includes our


    branded service offerings for hourly and productivity-based industrial
    staffing solutions serving the same industries and similar clients.
    PeopleManagement also includes Centerline Drivers ("Centerline"), which
    specializes in dedicated and contingent commercial truck drivers to the
    transportation and distribution industries.

PeopleScout provides recruitment process outsourcing of end-to-end talent

acquisition services from candidate sourcing and engagement through the

onboarding of employees as well as employer branding services. Our solution

is highly scalable and flexible, which allows for the outsourcing of all or a

subset of skill categories across a series of recruitment, hiring and

onboarding steps. Our solution delivers improved talent quality and candidate

experience, faster hiring, increased scalability, lower cost of recruitment,

greater flexibility, and increased compliance. Our clients outsource the


    recruitment process to PeopleScout in all major industries and jobs. We
    leverage our proprietary technology platform (AffinixTM) for sourcing,
    screening and delivering






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a permanent workforce, along with dedicated service delivery teams to work as an
integrated partner with our clients. Affinix uses artificial intelligence and
machine learning to search the web and source candidates, which means we can
create the first slate of candidates for a job posting within minutes rather
than days.
Our PeopleScout reportable segment also includes a managed service provider
business, which provides clients with improved quality and cost management of
their contingent labor vendors.
Revenue from services
Revenue from services by reportable segment was as follows:
                                                              Thirteen 

weeks ended


                                         March 29,        Growth     Segment %    March 31,    Segment %
(in thousands, except percentages)          2020       (decline) %    of total       2019       of total
Revenue from services:
PeopleReady                            $    299,294      (8.4 )%       60.5 %   $    326,868     59.2 %
PeopleManagement                            141,614     (10.4 )        28.7          158,044     28.6
PeopleScout                                  53,344     (20.9 )        10.8           67,440     12.2
     Total company                     $    494,252     (10.5 )%      100.0 %   $    552,352    100.0 %



The workforce solutions business is dependent on the overall strength of the
labor market. Clients tend to use contingent workers to supplement their
existing workforce and generally hire permanent workers when long-term demand is
expected to increase. As a consequence, our revenue from services tends to
increase quickly when the economy begins to grow. Conversely, our revenue
decreases quickly when the economy begins to weaken and thus contingent staff
positions are eliminated, permanent hiring is frozen and turnover replacement
diminishes.

The global economy and our business have been dramatically affected by the
COVID-19 pandemic. To date, COVID-19 has surfaced in nearly all regions around
the world and resulted in travel restrictions and business slowdowns or
shutdowns. There are no reliable estimates of how long the pandemic will last or
how many people are likely to be affected by it. Our first priority with regard
to the COVID-19 pandemic is to do everything we can to ensure the safety, health
and hygiene of our associates, employees, clients, suppliers and others with
whom we partner in our business activities to continue our business operations
in this unprecedented business environment. A number of states, counties and
municipalities issued orders requiring persons who were not engaged in essential
activities and businesses to remain at home. Other jurisdictions without
stay-at-home orders required nonessential businesses to close. Our business
remains open and we provide key services to essential businesses.

In response to these rapidly changing market conditions, we are taking all
appropriate steps to reduce SG&A expense and other cash outflows. We continue to
monitor the rapidly evolving situation and guidance from domestic and
international authorities, including federal, state and local public health
authorities and may take additional actions based on their recommendations.
There may be developments outside our control requiring us to adjust our
operating plan. As such, given the dynamic nature of this situation, it is
difficult to estimate the impacts of COVID-19 on our financial condition,
results of operations or cash flows in the future. However, we do expect that it
will have a material adverse impact on our future revenue as well as our overall
profitability. For additional discussion on the uncertainties and business risks
associated with COVID-19, refer to "Risk Factors" in Part II, Item 1A of this
Form 10-Q.
PeopleReady
PeopleReady revenue declined to $299.3 million for the thirteen weeks ended
March 29, 2020, an 8.4% decrease compared to the same period in the prior year.
Revenue declined 5.1% for the first two months of 2020 compared to the same
period in the prior year due primarily to less demand for our services as
clients moderated contingent labor spend in response to lower volumes in light
of continued economic uncertainty. Declines were broad-based across multiple
geographies and industries. Revenue declined 13.7% for March 2020 compared to
the same period in the prior year due to a significant drop in demand from our
clients associated with actions to address the COVID-19 threat. Weekly revenue
declines accelerated in the back half of March with declines of 19.9% and 32.3%
for the last two weeks of the quarter, respectively, compared to the same period
in the prior year. Many of the clients we serve have been severely impacted by
COVID-19 and have stopped or significantly reduced their use of our staffing
services, which has resulted in lower than expected revenue. We expect these two
factors to have a significant adverse impact on our future revenue as well as
our overall profitability and liquidity for as long as the negative economic
impacts of COVID-19 are being experienced. Our business remains open and we
provide key services to essential businesses such as health care, food
processors, grocery, and government, which have experienced less pressure.




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We believe the decline was partially offset by the use of our industry-leading
JobStack mobile application that digitally connects workers with jobs. During
the first quarter of 2020, PeopleReady dispatched approximately 1 million shifts
via JobStack and achieved a digital fill rate of 51% compared to 47% in the same
period in the prior year. JobStack has an 89% worker adoption rate and was used
by 23,500 clients in the first quarter of 2020, or an increase of over 50%
compared to the same period in the prior year. The digital fill rate and client
adoption increased 2.3% and 10.3%, respectively, during the first quarter of
2020 compared to the fourth quarter of 2019. JobStack is helping us safely
connect people with work during this time of crisis.
PeopleManagement
PeopleManagement revenue declined to $141.6 million for the thirteen weeks ended
March 29, 2020, a 10.4% decrease compared to the same period in the prior year.
Revenue declined 8.1% for the first two months of 2020 compared to the same
period in the prior year due primarily to less demand for our services as
clients moderated contingent labor spend in response to lower volumes in light
of continued economic uncertainty. Declines were broad-based across multiple
industries. Revenue declined 14.1% for March 2020 compared to the same period in
the prior year due to a significant drop in demand from our clients associated
with actions to address the COVID-19 threat. Weekly revenue declines accelerated
in the back half of March with declines of 15.1% and 29.6% for the last two
weeks of the quarter respectively compared to the same period in the prior year.
Many of the clients we serve have been severely impacted by COVID-19 and have
stopped or significantly reduced their need for our staffing services, which has
resulted in lower than expected revenue. We expect these two factors to have a
significant adverse impact on our future revenue as well as our overall
profitability and liquidity for as long as the negative economic impacts of
COVID-19 are being experienced. Our business remains open and we provide key
services to essential businesses such as health care, food processors, and
grocery stores, which have experienced less pressure.
PeopleScout
PeopleScout revenue declined to $53.3 million for the thirteen weeks ended
March 29, 2020, a 20.9% decrease compared to the same period in the prior year.
Revenue declined 16.6% for the first two months of 2020 compared to the same
period in the prior year due primarily to the impact of the substantially
reduced project-based recruiting volumes at a large industrial client, which
declined throughout 2019 due to the client's adverse business conditions
resulting in no order volume in the fourth quarter of 2019. Revenue declined
27.9% for March 2020 compared to the same period in the prior year due to less
demand from existing clients resulting from the economic disruption caused by
the COVID-19 pandemic. Our clients in the hospitality and airline industries
were hit especially hard.
Gross profit
Gross profit was as follows:
                                          Thirteen weeks ended

(in thousands, except percentages) March 29, 2020 March 31, 2019 Gross profit

$       126,159   $      146,695
Percentage of revenue                         25.5 %           26.6 %


Gross profit as a percentage of revenue declined to 25.5%, or 110 basis points
for the thirteen weeks ended March 29, 2020, compared to 26.6% for the same
period in the prior year. Our PeopleScout business contributed approximately 100
basis points to the decline primarily due to 60 basis points associated with
substantially reduced project-based recruiting volumes from a large, higher
margin industrial client which declined throughout 2019 due to the client's
adverse business conditions and 40 basis points associated with the rapid
revenue decline caused by the disruption of the COVID-19 pandemic which outpaced
our reductions to our service delivery team.
Our staffing businesses contributed 50 basis points to the decline primarily due
to a change in revenue mix associated with larger declines in our higher margin
local accounts compared to our lower margin national accounts and energy-related
businesses. This was largely offset by a benefit from a reduction in estimated
costs to comply with the Affordable Care Act which were recorded in prior fiscal
years, net of additional insurance coverage associated with former workers'
compensation carriers in liquidation in the prior year. We do not expect the
benefit from lower affordable health care costs to reoccur.





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Selling, general and administrative expense
SG&A expense was as follows:
                                                   Thirteen weeks ended
(in thousands, except percentages)           March 29, 2020    March 31, 

2019

Selling, general and administrative expense $ 117,381 $ 127,980 Percentage of revenue

                                  23.7 %           23.2 %


Total company SG&A expense decreased by $10.6 million to $117.4 million, or
23.7% of revenue for the thirteen weeks ended March 29, 2020, compared to $128.0
million, or 23.2% of revenue for the same period in the prior year. The decrease
in SG&A expense was primarily due to cost control programs put in place in
fiscal 2019 in response to softening revenue trends. Commencing in the latter
half of March 2020, we also initiated comprehensive actions to dramatically
reduce costs in response to rapidly changing market conditions due to the
COVID-19 pandemic. We are taking all appropriate steps to reduce SG&A expense
while preserving the key strengths of our business to ensure we are prepared for
the time when business conditions improve. We will continue to monitor and
manage our SG&A expense in the current environment.
Depreciation and amortization
Depreciation and amortization was as follows:
                                          Thirteen weeks ended

(in thousands, except percentages) March 29, 2020 March 31, 2019 Depreciation and amortization $ 9,094 $ 9,952 Percentage of revenue

                         1.8 %             1.8 %


Depreciation and amortization decreased primarily due to several intangible
assets which became fully amortized in the second quarter of 2019, which
resulted in a decline in amortization expense for the thirteen weeks ended
March 29, 2020.
Goodwill and intangible asset impairment charge
A summary of the goodwill and intangible asset impairment charge by reportable
segment is as follows:
(in thousands)        PeopleManagement    PeopleScout    Total company
Goodwill                         45,901         94,588          140,489
Client relationships              9,700         25,000           34,700
Total                $           55,601  $     119,588  $       175,189


We evaluate goodwill for impairment on an annual basis as of the first day of
our fiscal second quarter, and whenever events or circumstances make it more
likely than not that an impairment may have occurred. These events or
circumstances could include a significant change in the business climate,
operating performance indicators, competition, client engagement, legal factors,
or sale or disposition of a significant portion of a reporting unit. We monitor
the existence of potential impairment indicators throughout the fiscal year.
During the first quarter of 2020, the following events made it more likely than
not that an impairment had occurred and accordingly, we performed an interim
impairment test as of the last day of our fiscal first quarter of 2020.




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We experienced a significant decline in our stock price during the first quarter
of 2020. As a result of the decline in stock price, our market capitalization
fell significantly below the recorded value of our consolidated net assets. The
reduced market capitalization reflected the expected continued weakness in
pricing and demand for our services in an uncertain economic climate, which was
further impacted in March 2020 by the COVID-19 pandemic. The response in the
United States and Canada has generally been to require that the populous remain
at home unless they are working in an "essential" role as defined by state
governments. We are continuing to support our clients during this period of
time, many of whom are essential businesses, but volumes have declined
substantially. Most industries we serve have been impacted by a significant
decrease in demand for their products and services, and as a result, demand for
our services has decreased. We expect significant decreases to our revenues and
corresponding operating results as we experience continued weakness in pricing
and demand for our services during this severe economic downturn. While we
expect to see demand recover in the future, our expectation is that the rate of
recovery will vary by geography and industry depending on the economic impact
caused by COVID-19 and the rate at which infections decline to a contained
level.
As a result of our interim impairment test, we concluded that the carrying
amounts of goodwill for PeopleScout RPO, PeopleScout MSP and PeopleManagement
On-Site reporting units exceeded their implied fair values and we recorded a
non-cash impairment loss of $140.5 million, which was included in goodwill and
intangible asset impairment charge on the Consolidated Statements of Operations
and Comprehensive Income (Loss) for the thirteen weeks ended March 29, 2020. The
total goodwill carrying value of $45.9 million for PeopleManagement On-site
reporting unit was fully impaired. The goodwill impairment charge for
PeopleScout RPO and PeopleScout MSP was $92.2 million and $2.4 million,
respectively, leaving a remaining goodwill balance of $22.0 million and $9.7
million, respectively as of March 29, 2020. In the event that the declining
revenue and operating results continue in the future, the remaining balances may
become impaired. Our assessment of goodwill impairment indicated that as of
March 29, 2020, the fair value of the PeopleReady and Centerline reporting units
exceeded their carrying values and therefore goodwill was not impaired. Should
actual results decline further or longer than we have currently estimated, the
remaining goodwill balances may be further impaired. We will continue to closely
monitor the operational performance of these reporting units as it relates to
goodwill impairment.
We generally record acquired intangible assets that have finite useful lives,
such as client relationships, in connection with business combinations. We
review intangible assets that have finite useful lives and other long-lived
assets whenever an event or change in circumstances indicates that the carrying
value of the asset may not be recoverable. Factors considered important that
could result in an impairment review include, but are not limited to,
significant underperformance relative to historical or planned operating results
or significant changes in business strategies. With the decrease in demand for
our services due to the economic impact caused by COVID-19, we have lowered our
future expectations, which was the primary trigger of an impairment to our
acquired client relationships intangible assets for our PeopleScout RPO and
PeopleManagement On-Site reporting units of $34.7 million, which was included in
goodwill and intangible asset impairment charge on our Consolidated Statements
of Operations and Comprehensive Income (Loss) for the thirteen weeks ended
March 29, 2020. The impairment charge for PeopleScout RPO and PeopleManagement
On-site reporting units was $25.0 million and $9.7 million, respectively,
leaving a remaining client relationship balance of $6.2 million and $8.5
million, respectively as of March 29, 2020.
Income taxes
The income tax expense and the effective income tax rate were as follows:
                                         Thirteen weeks ended

(in thousands, except percentages) March 29, 2020 March 31, 2019 Income tax expense (benefit) $ (24,748 ) $ 1,040 Effective income tax rate

                   14.1 %           11.2 %


Our tax provision and our effective tax rate are subject to variation due to
several factors, including variability in accurately predicting our pre-tax and
taxable income and loss by jurisdiction, tax credits, government audit
developments, changes in laws, regulations and administrative practices, and
relative changes of expenses or losses for which tax benefits are not
recognized. Additionally, our effective tax rate can be more or less volatile
based on the amount of pre-tax income. For example, the impact of discrete
items, tax credits and non-deductible expenses on our effective tax rate is
greater when our pre-tax income is lower.
Our effective tax rate for the thirteen weeks ended March 29, 2020 was 14.1%.
The difference between the statutory federal income tax rate of 21.0% and our
effective income tax rate results primarily from a non-deductible goodwill and
intangible asset impairment charge, the Coronavirus Aid, Relief and Economic
Security Act, and the federal Work Opportunity Tax Credit ("WOTC"). WOTC is
designed to encourage employers to hire workers from certain targeted groups
with higher than average unemployment rates. Other differences between the
statutory federal income tax rate of 21.0% and our effective tax rate of 14.1%
result from state and foreign income taxes, certain non-deductible expenses, tax
exempt interest, and tax effects of stock-based compensation.




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Table of Contents

MANAGEMENT'S DISCUSSION AND ANALYSIS







Segment performance
We evaluate performance based on segment revenue and segment profit (loss).
Segment profit (loss) includes revenue, related cost of services, and ongoing
operating expenses directly attributable to the reportable segment. Segment
profit (loss) excludes goodwill and intangible impairment charges, depreciation
and amortization expense, unallocated corporate general and administrative
expense, interest, other income and expense, income taxes, and other adjustments
not considered to be ongoing. See Note 11: Segment Information, to our
consolidated financial statements found in Item 1 of this Quarterly Report on
Form 10-Q, for additional details on our reportable segments, as well as a
reconciliation of segment profit to income (loss) before tax expense (benefit).
Segment profit (loss) should not be considered a measure of financial
performance in isolation or as an alternative to net income (loss) in the
Consolidated Statements of Operations and Comprehensive Income (Loss) in
accordance with accounting principles generally accepted in the United States of
America, and may not be comparable to similarly titled measures of other
companies.
PeopleReady segment performance was as follows:

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